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Eastnine — Interim / Quarterly Report 2014
May 22, 2014
3037_rns_2014-05-22_72e6efec-7f21-4f39-83c3-5e86a20a6068.pdf
Interim / Quarterly Report
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Interim Report 1 January – 31 March 2014
Interim Report 1 January – 31 March 2014
Events during the first quarter
- In February, the value of East Capital Explorer's holding in Russian fashion retailer Melon Fashion Group (MFG) was depreciated by EUR 8.5m or 12 percent, corresponding to the decline of the rouble against the euro since December 2013, when the most recent external valuation of MFG was made. The holding is thereby valued at EUR 62.0m. The underlying growth and profitability forecasts that the valuation is based on, are however unchanged
- At the Extraordinary General Meeting on 24 March, it was decided to introduce a new class of shares, preference shares, and to authorise the Board to issue such preference shares in order to take advantage of attractive investment opportunities with strong cash flow and good growth. The EGM also decided on a number of changes required to adapt the company to EU's new regulatory framework for alternative investment fund managers (AIFMD)
- In March, East Capital Explorer received a final pay-out totaling EUR 14.0m from East Capital Special Opportunities Fund, that was liquidated in accordance with the fund's original four plus one year investment cycle. The pay-out corresponds to an annualised return on the investment of 9.4 percent
- The market sentiment towards Russia, which represents close to half of East Capital Explorer's geographic exposure, deteriorated considerably in March when Russia decided to formally annex the Crimea. The effect on East Capital Explorer's portfolio is most visible in its public fund holdings with Russian focus, most notably through East Capital Russia Domestic Growth Fund, representing 10 percent of the portfolio, which lost 29 percent in the quarter, and through the 12 percent depreciation of MFG, which represents 22 percent of the portfolio, due to the decline of the rouble (see above). The exposure towards Ukraine is insignificant with East Capital Bering Ukraine Fund R, that lost 17 percent in the quarter, having a portfolio weight of only 1 percent
Financial results for the first quarter
- Net asset value (NAV) per share on 31 March 2014 amounted to EUR 9.17 (9.30 EUR)1 . The total NAV amounted to EUR 288m (EUR 292m) corresponding to a decrease of 6.8 percent during the first quarter
- The net result for the first quarter was EUR -21.1m (EUR 6.1m), including EUR -21.0m (EUR 6.0m) changes in value of investments. Earnings per share amounted to EUR -0.67 (EUR 0.19)
- Cash, cash equivalents and other short term investments on 31 March amounted to EUR 53.8m (EUR 24.2m)
Events after the end of the first quarter
- On 16 April it was announced that East Capital Special Opportunities Fund II would be closed down during 2014 in accordance with the initial investment cycle of four years. The first tranche, corresponding to the majority of the value, is expected to be paid out in late May/early June 2014 and the remainder during the autumn of 2014. The value of East Capital Explorer's holding in the fund at 31 March 2014 was EUR 19.5m, corresponding to an annualised return on the investment of -15.4 percent
- On 22 April it was announced that East Capital Explorer and East Capital have agreed to change a number of terms in their current fee structure. The changes mean that, inter alia, no performance fees are to be paid out until the NAV per ordinary share is above SEK 100, and that the management fees will be halved on portfolio values exceeding EUR 400m and lowered on real estate investments. As a consequence of reversed performance fee provisions, the changes have a positive effect of EUR 9m on the reported NAV on 30 April 2014, as well as on the reported results for the second quarter of 2014
- East Capital Explorer's AGM on 22 April resolved to, inter alia, continue with the ongoing redemption program whereby the company offers to redeem 1 out of 20 shares at February's NAV of SEK 83 per share. Assuming full acceptance level, a total of EUR 14.7m will be distributed to shareholders in June. Paul Bergqvist (Chairman), Lars O Grönstedt, Louise Hedberg and Alexander Ikonnikov were re-elected as Directors at the AGM. Karine Hirn had declined reelection. Peter Elam Håkansson was elected as new Director of the Board. Further, the AGM decided to renew the authorisation for the Board to issue preference shares, see above under section Events during the first quarter
- On 12 May East Capital Explorer announced that it had signed a preliminary agreement to acquire Vilnius Business Harbour, an A Class office complex in the central business district in Vilnius, including a neighboring land plot. The initial equity commitment is estimated to amount to EUR 22m. The acquisition, which will be made as a direct investment, is subject to final documentation. The total purchase price, including equity and loan financing, will be disclosed upon closing the deal, which is expected by the end of May
- The NAV per share on 30 April 2014 amounted to EUR 9.39 (EUR 9.11), corresponding to a increase of 2.6 percent during the month. Cash, cash equivalents and other short-term investments on 30 April 2014 amounted to EUR 53.3m (EUR 36.8m)
Net asset value and share price development
| 31 Mar 2014 | 31 Mar 2013 | |||
|---|---|---|---|---|
| EUR | SEK | EUR | SEK | |
| NAV per share | 9.17 | 82 | 9.30 | 78 |
| Total NAV | 288m | 2.6bn | 292m | 2.4bn |
| NAV per share, % change in Q1 | -6.8 | -6.6 | 2.2 | -0.4 |
| Closing price per share | 5.7 | 50.5 | 6.2 | 52.0 |
| Total market capitalisation | 179m | 1.6bn | 195m | 1.6bn |
| Share price % change in Q1 | -19.1 | -18.9 | 8.9 | 6.1 |
1 Comparable figures for the corresponding period 2013 are stated in parentheses
Portfolio on 31 March 2014
East Capital Explorer's portfolio is actively managed and comprises Direct Investments 36% (21%), Fund Investments 49% (78%) and Short-term Investments. The largest geographical exposure is towards Russia with a weight of 49%. 84% of the portfolio is invested in the Company's targeted sectors: Retail, Consumer Goods, Financials and Real Estate.
| Portfolio on 31 March 2014 | |||||
|---|---|---|---|---|---|
| Value | Value | Value change | |||
| 31 Mar 2014 | NAV/share | 31 Dec 2013 | Jan–Mar | ||
| EURm | EUR | % of NAV | EURm4 | 2014, %1 | |
| Direct Investments | |||||
| Melon Fashion Group | 62.0 | 1.97 | 21.5 | 70.5 | -12.0 |
| Starman | 25.0 | 0.80 | 8.7 | 23.64 | 6.14 |
| Trev-2 Group | 9.8 | 0.31 | 3.4 | 9.8 | - |
| Komercijalna Banka Skopje | 6.3 | 0.20 | 2.2 | 6.6 | -4.4 |
| Total Direct Investments | 103.2 | 3.28 | 35.8 | 110.5 | -6.6 |
| Fund Investments | |||||
| East Capital Deep Value Fund | 46.2 | 1.47 | 16.0 | - | 0.1 |
| East Capital New Markets Fund | 41.7 | 1.33 | 14.5 | - | -5.4 |
| East Capital Russia Domestic Growth Fund | 30.2 | 0.96 | 10.5 | 42.3 | -28.7 |
| East Capital Baltic Property Fund II | 20.6 | 0.65 | 7.1 | 20.7 | -0.5 |
| East Capital Bering Ukraine Fund Class R | 2.1 | 0.07 | 0.7 | 2.5 | -17.2 |
| East Capital Bering Balkan Fund3 | - | - | - | 41.1 | -0.2 |
| East Capital Bering Russia Fund3 | - | - | - | 23.0 | -0.2 |
| East Capital Bering Central Asia Fund3 | - | - | - | 23.0 | -0.2 |
| East Capital Special Opportunities Fund | - | - | - | 15.2 | -6.9 |
| East Capital Bering Ukraine Fund Class A3 | - | - | - | 3.4 | -0.2 |
| Total Fund Investments | 140.8 | 4.48 | 48.8 | 171.1 | -5.2 |
| Short-term Investments | |||||
| Short-term Investments5 | 19.5 | 0.62 | 6.8 | 17.9 | |
| Cash and cash equivalents | 34.3 | 1.09 | 11.9 | 20.3 | |
| Total Short-term Investments | 53.8 | 1.71 | 18.7 | 38.2 | |
| Total Portfolio | 297.8 | 9.48 | 103.3 | 319.8 | |
| Other assets and liabilities net | -9.5 | -0.30 | -3.3 | -10.4 | |
| Net Asset Value (NAV) | 288.3 | 9.17 | 100.0 | 309.44 | -6.82 |
1 The value change calculation is adjusted for investments and distributions during the relevant period. i.e. it is the percentage change between: the ending value plus any proceeds from dividends during the period divided by the starting value plus any added investment during the period
2 NAV per share development. The value change takes overhead cost and fees for direct investments into account
3 As of January 1, 2014 East Capital has restructured four of its Bering funds; East Capital Bering Russia Fund, East Capital Bering Balkan Fund, East Capital Bering Central Asia Fund and East Capital Bering Ukraine Fund A. The funds, have been transformed into two new funds; East Capital New Markets Fund and East Capital Deep Value Fund. The fair value changes of 0.2% relates to transaction costs that were attributed to the funds in connection with the transfer on 1 January 2014. For more information, please refer to page 34 in the year end report 2013 4 As from 1 January 2014, amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities have been applied. Comparables have been restated. The only notable effect from the restatement is attributable to the holding in Starman. In the earlier published reports relating to 2013, Starman was included at equity in the consolidated accounts compared to fair value (acquisition value) in the restated figures, resulting in an adjustment of the value per 31 December 2013 of EUR -1.4m
5 Due to the ongoing liquidation of East European Debt Finance and East Capital Special Opportunities Fund II, these holdings are no longer separately reported but included in short-term investments as the remaining assets are limited and are expected to be divested before year-end 2014
1 EUR = 8.91 SEK on 31 March 2014. Source: Bloomberg
Note that certain numerical information may not sum up due to rounding
CEO Comment - The first quarter has proven the importance of a balanced investment strategy
The first quarter was marked by the political crisis in Ukraine and Russia's annexation of Crimea, events which drew the whole world's attention to East Capital Explorer's investment region and hit the sentiment towards our largest market, Russia. The Net Asset Value of the portfolio declined by 6.8 percent to EUR 9.17 (SEK 82) per share in the first quarter, largely due to the depreciation of the rouble, which occurred prior to the Ukraine crisis. The performance of the underlying companies was satisfactory, and we continued our efforts to concentrate the portfolio.
Portfolio performance
East Capital Explorer's direct exposure to Ukraine is very limited after having been gradually reduced, as our Investment Manager has had a negative view on the political and economic development of the country. East Capital Bering Ukraine Fund R, which saw the value of its two private equity investments decline by around 17 percent over the three-month period, represented only 1 percent of our total NAV at the beginning of the period.
The negative performance of our Russia-oriented investments, on the other hand, had a more notable impact on NAV. East Capital Russia Domestic Growth Fund, which represented 14 percent of the NAV at year-end, took a particularly large hit from the depreciation of the rouble due to its domestic focus, losing 28.7 percent over the three-month period. Under the circumstances, East Capital New Markets Fund and East Capital Deep Value Fund, which are the result of the restructuring of the former Bering funds and have a broader geographic focus, performed satisfactory during the period. The former lost 5.4 percent while the latter gained 0.1 percent, thanks to among other things a strong performance for the mid-sized Russian companies in which our Investment Manager chose to increase the fund's exposure when valuations were particularly depressed in mid-March.
The decline in NAV is largely attributable to our direct investment in the Russian fashion retailer Melon Fashion Group (MFG), which was written down by 12 percent in February to reflect the rouble depreciation. Our 36 percent stake in MFG, was valued at EUR 62m at 31 March 2014. Although MFG's long-term growth prospects remain unaffected by recent events, the company's revenues for the first quarter, which seasonally is the weakest quarter, were affected by a weaker consumer confidence due to the geopolitical instability.
Our Baltic investments continued to perform well during the period. The Estonian cable TV operator Starman, which represents 9 percent of the portfolio, began the year on a strong note on the back of growing sales and improved profitability. As expected, Estonian construction firm Trev-2, our second direct investment in the Baltics, performed less well due to seasonal effect and lower business volumes. The properties held in East Capital Baltic Property Fund II are performing according to plan; the Tännassilma Logistics property in Tallinn is once again fully let and the GO9 shopping centre in Vilnius has reopened after a major makeover with H&M opening a three-storey Lithuanian flagship store in the building.
Overall, the past quarter has proven the importance of a balanced investment strategy, combining growth, value and cash flow-generating assets, such as Starman and the property portfolio. MFG, which is a clear growth case, is also generating cash flows, which can be distributed to shareholders despite the company's aggressive, self-funded expansion.
ment portfolio by reducing the number of funds when East Capital Special Opportunities Fund was closed according to plan, after achieving an average annual return of 9.4 percent since 2009. In March, East Capital Explorer received a final payment of EUR 14m from the fund, in addition to a pay-out of EUR 7.4m in the fourth quarter of 2013.
Preference shares
At the Extraordinary General Meeting on 24 March 2014, it was resolved to introduce a new share class, preference shares, and to authorise the Board to issue such shares. The background is that our Investment Manager sees interesting investment opportunities for which further financial capacity may be required. We consider preference shares, which would enable East Capital Explorer to act on such opportunities, as an attractive form of funding that is expected to help increase shareholder value for ordinary shareholders. The ambition is to expand our investments in the Baltic property sector and in Russian and Baltic private equity.
Events after the end of the quarter
In April, East Capital began the work of winding down East Capital Special Opportunities Fund II, which was set up in 2010 with a planned life cycle of four years. The liquidation of the fund, which has had a negative average annual return of 15 percent in East Capital Explorer's portfolio, is expected to bring in EUR 19.5m in two stages; the larger part of the value in May/June and the remainder in the autumn 2014.
In April, following a long period of discussions with our Investment Manager East Capital, we agreed on a changed fee structure. The changes mean that performance fees will not be paid until the investment portfolio's NAV per share exceeds SEK 100, the level at which East Capital Explorer was listed. The changes, which took effect on 22 April, also mean that we will not pay performance fees for direct investments until they have been realised, while management fees for property investments will be reduced with immediate effect and management fees for future portfolio values exceeding EUR 400m will be halved. The changes will have a positive impact on shareholder value. Net asset value, for instance, increased by EUR 9m at 30 April as a result of reversed performance fee provisions. We are also confident that the new structure will create strong incentives for our investment managers to find attractive new investments and be successful in developing our existing holdings, such as MFG and Starman.
While monitoring events in Ukraine, we are at the same time continuing our efforts to concentrate East Capital Explorer's portfolio, and our Investment Manager has a strong pipeline of potential investments in the private equity and real estate space. On 12 May, we were pleased to announce the acquisition of the A Class office complex Vilnius Business Harbour for EUR 22m.
A year passes quickly, and it is already time for me to say thank you for the exciting time at East Capital Explorer and to welcome back Mia Jurke from her maternity leave in May.
Catharina Hagberg Acting CEO
Portfolio activity
During the period we continued our efforts to concentrate the invest-
10 largest holdings in East Capital Explorer's portfolio on a see-through basis (sum of direct and indirect holdings)1
| On 31 March 2014 | ||||||
|---|---|---|---|---|---|---|
| Company | Value in portfolio, EURm |
% of NAV | Perf. Q1, % | Country | Sector | East Capital Explorer's investment vehicle |
| Melon Fashion Group | 62.0 | 21.5 | -12.0 | Russia | Consumer Discretionary Direct Investment | |
| Starman | 25.0 | 8.7 | 0.0 | Estonia | Consumer Discretionary Direct Investment | |
| Trev-2 Group | 9.8 | 3.4 | 0.0 | Estonia | Industrials | Direct Investment |
| Gedimino 9 (GO9) | 8.3 | 2.9 | -2.8 | Lithuania | Real Estate | East Capital Baltic Property Fund II |
| Tänassilma Logistics | 7.8 | 2.7 | 2.9 | Estonia | Real Estate | East Capital Baltic Property Fund II |
| Komercijalna Banka Skopje | 7.6 | 2.6 | -4.4 | Macedonia | Financials | Direct Investment East Capital Deep Value Fund |
| Zavarovalnica Triglav | 7.1 | 2.5 | 16.6 | Slovenia | Financials | East Capital New Markets Fund East Capital Special Opportunities Fund II |
| Fondul Proprietatea | 6.7 | 2.3 | 1.2 | Romania | Financials | East Capital New Markets Fund |
| Aeroflot Russian Airlines | 6.6 | 2.3 | -38.4 | Russia | Industrials | East Capital Russia Domestic Growth Fund East Capital Deep Value Fund |
| KCell | 4.9 | 1.7 | -21.2 | Kazakhstan | Telecom Services | East Capital New Markets Fund |
| Total | 145.9 | 50.6 |
1 As if East Capital Explorer had owned its pro-rata share of all the underlying securities in the different funds it has invested in
Portfolio breakdown, % per 31 March 2014
East Capital Explorer vs indices since IPO
Net asset value, share price and index development
| (% change in EUR) | 1 Jan – 31 Mar | 1 Jan – 31 Mar |
|---|---|---|
| 2014 | 2013 | |
| NAV per share | -6.8 | 2.2 |
| East Capital Explorer share | -19.1 | 8.9 |
| RTS Index1 | -14.8 | -1.4 |
| RTS 2 Index2 | -11.3 | -4.7 |
| MSCI EM Europe3 | -6.4 | 0.2 |
50 largest companies traded on the Russian Trading System
78 companies on the RTS that have limited trading volumes
3 Russian, Polish, Hungarian, Czech and Turkish equities
Investment Manager Comment - Net Asset Value decreased 6.8% amid weaker Rouble
East Capital Explorer's Net Asset Value per share decreased by 6.8 percent in EUR in the first quarter. The general sentiment towards Russia deteriorated significantly during the quarter, not least as a result of the political crisis in Ukraine, which escalated with Russia's annexation of Crimea. During the quarter, the Russian GDP forecast for 2014 was revised downwards and the stock market corrected by 14.8 percent in EUR. East Capital Explorer's holdings in listed Russian shares lost value and the company's largest holding, Melon Fashion Group (MFG), was written down by 12 percent to reflect the currency depreciation which occurred already in January and February. However, we do not see any major changes in the underlying prospects for the companies in East Capital Explorer's portfolio, as we expect domestic consumption, which is our main investment theme, to continue to grow. Furthermore, the clear element of cash flow generating assets, such as Starman and real estate holdings, enables value creation even in times of stock market turbulence.
Market comment
The developments in Ukraine struck hard against the stock markets in our investment universe, in particular the Russian market, which is characterised by high volatility due to the large share of foreign capital. The Moscow Exchange dropped by a total of 14.8 percent in EUR during the period, despite a surge towards the end of March. After progressive corrections since 2011, today's valuations in Russia have come down to levels last seen during the 2008 financial crisis, which is remarkable as many Russian companies were facing significant financial difficulties back then, without any refinancing opportunities, while the Central Bank was forced to devalue. The current situation is completely different; the country is financially strong and the crucial oil price is expected to remain at high levels. In addition, the dividend yields on the Russian stock market are currently very high. Moreover, many companies in our portfolio have proposed increased dividends, which implies good cash flows for the long-term investor. The GDP growth is nevertheless obviously affected. During the first quarter, Russia's economic growth slowed down to 0.8 percent in year-on-year terms, as reduced investments hit hard. Our forecast for the full year has been reduced from around a 3 percent growth to zero percent.
Despite the slowing GDP growth, it is not equally obvious that companies with exposure to Russia's middle-class, which is East Capital Explorer's focus in Russia, are impacted to any greater extent. Last year, Russia had a moderate GDP growth of 1.3 percent, while the airline Aerflot, the electronics retailer M.Video and the bank giant Sberbank saw their profits grow by 52, 38 and 35 percent, respectively. East Capital Explorer's Russian fashion retailer, Melon Fashion Group (MFG), increased its sales by 27 percent during that period. The correlation between GDP growth and the growth of consumer-oriented companies is smaller than many people might think, as many consumer markets are not saturated. We believe that it will take many years for growth to slow down in these sectors.
Outside of Ukraine and Russia, the effects of the Ukrainian crisis were limited. Despite the fact that the Baltic States, consisting of countries with limited domestic markets, are affected by weaker Russian growth, we see essentially no effect on our investments in that region.
Portfolio comment
Melon Fashion Group, which represents 22 percent of the total Net Asset Value, saw sales in comparable stores decline by 5 percent during the first quarter compared to the same period last year. The geopolitical instability has affected consumer confidence in Russia at the same time the company experienced general lack of stock. The company's total turnover increased, however, by 20 percent, as 23 stores (net) were added during the quarter to the 586 already existing at the end of the year. The Ukraine crisis has not altered the growth prospects for MFG. The Russian fashion market, which moreover is fragmented and enables MFG to take market shares from smaller retailers, will continue to grow by approximately 8 to 9 percent per year, in pace with shopping malls opening up all over Russia. However, the currency depreciation hits profitability as the company buys clothes in dollars and sells them in roubles. On the other hand, the recent developments probably result in competing foreign fashion retail chains becoming more cautious and reducing their expansion investments, which would benefit MFG.
Estonian cable TV operator Starman, which represents 9 percent of the portfolio, started the year strongly. The number of cable customers has increased for six consecutive months after the company launched several successful products. For the first quarter, sales increased by 10.8 percent and EBITDA by 13.1 percent. The EBITDA margin was 50.4 percent. In March, we were deeply saddened by the unexpected death of the company founder and CEO, Peeter Kern. The Board has appointed Mr Toomas Tiivel, Starman's Chief Operating Officer, as CEO and the company is in safe hands with an otherwise intact and skilled management team.
As I indicated earlier, the Estonian infrastructure company Trev-2 experienced a record year last year, with sales of over EUR 100m. An expected reduction in the number of EU-funded infrastructure projects has gradually shifted our focus towards profitability and possible additional acquisitions. The first quarter, which is always the weakest for the company, consequently saw lower sales volumes than last year. At the end of the quarter, the Trev-2 contracts were equivalent to twothirds of the budgeted volume for the full year 2014, which we regard as a good level.
Komercijalna Banka Skopje (KBS), which suffered from the deteriorated economic backdrop in Macedonia throughout last year, yet again reported a loss but nevertheless showed signs of improvements; the first quarter loss corresponded to EUR 1.6m compared to EUR 7.4 for the same period last year, and new loan provisions were down 25 percent year-on-year, indicating that the quality of the new loan portfolio might be slowly improving.
The three property investments in the Baltic States through East Capital Baltic Property Fund II, continued to generate cash flows. The logistics property, Tännassilma Logistics in Tallinn, is fully leased out again, and as the property has reached a Loan-to-Value ratio of 60 percent, we do not need to continue to amortise the loans, which further improves cash flow. The greatest event of the quarter was, of course, the grand opening of GO9 (Gedimino 9), the shopping mall in central Vilnius in which we see great potential. We have spent EUR 5 million in renovating this historic property and, in connection with the opening, H&M opened the doors to its new flagship store of three floors. H&M will be the anchor tenant in the property, which is now leased out to 70 percent. Negotiations with some promising tenants regarding the remaining space are underway. A tax recalculation led to a slight decrease of the fund's Net Asset Value by 0.5 percent during the quarter.
The crisis in Ukraine had its greatest impact on the holdings in East Capital Russia Domestic Growth Fund, which dropped 29 percent during the quarter. The Fund underperformed the market as the Rouble
depreciation hit the hardest against domestically focused companies and, instead, favoured export-oriented companies with dollar revenues. At the same time, the Russian consumer names are usually the ones to recover the fastest when the sentiment changes. The prospects for these companies are in no way changed in the way the stock market implies. For example, after having been hard hit on the stock market in March, Aeroflot, the world's lowest valued airline stock at present, expects double-digit sales growth and sustained profitability ahead.
The restructured funds East Capital Deep Value Fund and East Capital New Markets Fund developed well, given the circumstances. In the former, which increased by 0.1 percent during the quarter, we managed to finally reach a successful exit in the Serbian biscuit manufacturer, Bambi. We have, for a long period of time, negotiated the price and we have now managed to sell this significant holding at a valuation of 24 percent above market price. In addition, we increased the fund's exposure to selected companies with robust business models in Russia when valuations were at their lowest. Some of these companies are up 30 percent since the middle of March, and these holdings had the strongest positive impact on the fund's performance. East Capital New Markets Fund, which has a wider geographic focus and also includes Central Asia, was negatively affected by the devaluation of the Kazakhstani Tenge and fell 5.4 percent during the quarter. The Fund's largest holding, the restitution fund Fondul Proprietatea listed on the Bucharest Stock Exchange, increased by 1.2 percent and we expect continued dividends and share buy-backs during the year while, at the same time, the fund manager Franklin Templeton is working to reduce the NAV discount.
Outlook
We will continue to monitor the situation in Ukraine from both Kiev, Moscow and Stockholm. Our base scenario is that we will not see a Russian annexation of parts of Eastern Ukraine, as happened in Crimea, but it is likely that we will see continued volatility on the Russian equity market. We believe that the Rouble, which is important for East Capital Explorer's portfolio, consisting largely of domestically focused companies in Russia, will remain weak but we feel confident that the Central Bank of Russia guarantees its stability. Consumption will continue to drive the economy and despite the fact that we do not expect any GDP growth at all, we expect continued growth in many consumer sectors, and in particular in individual companies. Effects on other parts of Eastern Europe will, in our opinion, be limited.
The target is to make more investments in the Baltic real estate sector and to increase the number of direct investments, more specifically in consumer companies in Russia and the Baltic States. The focus is, as it has been in the past, on investments with strong cash flows and/ or good growth prospects, where domestic growth and consumption should be the main drivers. Our recently announced acquisition of the A Class office complex Vilnius Business Harbour, which will be financed by cash distributed from fund divestments, further crystallises this focus. Furthermore, additional financial capacity can be secured by issuing preference shares, which East Capital Explorer's Extraordinary Shareholders Meeting resolved on 22 March 2014 to authorise the Board to do.
Peter Elam Håkansson Chairman, East Capital
Portfolio Investments
Direct Investments
Melon Fashion Group
– One of the fastest growing Russian fashion retail companies
| East Capital Explorer's holding in the company: | 36% |
|---|---|
| % of NAV: | 21.5% |
• In the first quarter, total sales from continuing operations in Melon Fashion Group (MFG) reached RUB 2.1bn (EUR 44m), corresponding to an increase of approximately 20 percent compared to the same period last year. The growth came entirely from space growth, while comparable sales decreased by 5 percent (Zarina -6, Love Republic -6 and befree -2 percent). During the first quarter, MFG opened 23 new stores (net), bringing the total number to 609
• The drop in comparable sales reflects softer demand due to a weaker consumer confidence amid the weakening of the RUB and the recent geopolitical development in Ukraine, as well as operational issues such as insufficient purchasing volumes. Management is working actively on improving shipment logistics. A new warehouse in Ekaterinburg will be opened in June, to further reduce the delivery times to Siberia, Far East and Urals. Discretionary consumer spending is however expected to remain subdued in the short term
• The combination of weak sales, rising SG&A costs, currency depreciation and continuing investments resulted in an EBITDA loss of RUB 386m (EUR -8m), corresponding to an EBITDA margin of -19 percent, compared to an EBITDA of RUB 15.6m, and 0.9 percent margin in Q1 2013. It is worth noting that the first quarter is normally the weakest, and that the comparable Q1 2013 earnings included a RUB 150m positive effect from the divestment of MFG's franchise businesses. The currency depreciation was partly offset by price increases and currency hedging. The gross margin decreased to 50.2 percent (54.7 percent in Q1 2013), partly due to intensified promotional activities and currency effects
• The headwinds experienced during the period lead MFG's management to accelerate the change management programs that are being rolled out in different parts of the organization. The focus on improving the product offering and store merchandising in order to improve traffic, suggests some cautious optimism with regards to the second half of the year, which is normally seasonally stronger than the first half of the year
Learn more about Melon Fashion Group on: www.melonfashion.ru
Starman
- The leading cable TV, broadband internet and voice cable services provider in Estonia
| East Capital Explorer's holding in the company: | 51% |
|---|---|
| % of NAV: | 8.7% |
• 2014 started strongly for Starman, with sales for the first quarter reaching EUR 8.3m, which is 10.8 percent higher than the same period last year. EBITDA amounted to EUR 4.2m, corresponding to an increase of 13.1 percent and an EBITDA margin of 50.4 percent
• The number of cable customers has increased for six consecutive months by a total of 1,270 new customers. Starman's positive momentum continues with several successful product launches
• The 2013 audit was completed during the quarter. Full year 2013 revenues were EUR 29.6m and EBITDA of EUR 14.6m, corresponding to an EBITDA margin of 49.5 percent
• On 11 March, Founder and CEO Peeter Kern passed away. We were deeply saddened by this unexpected event. Toomas Tiivel, who has been serving as Starman's COO, was consequently appointed as CEO by the Board. He and the rest of the management team are experienced managers and the company remains in good hands
Learn more about Starman on: www.starman.ee
Trev-2 Group
- One of the largest infrastructure construction and maintenance companies in Estonia
| East Capital Explorer's holding in the company: | 40% |
|---|---|
| % of NAV: | 3.4% |
• As expected, 2014 started relatively quietly, both due to seasonal effects and lower business volumes. For the first quarter 2014, revenues amounted to EUR 5.9m (EUR 11.7m in the first quarter 2013), with an EBITDA of EUR -0.6m (EUR -0.2) and a net result of EUR -1.4m (EUR -1.2m). The first quarter is normally the slowest due to seasonality
• The pipeline of projects is satisfactory; by the end of the quarter, two thirds of the 2014 budgeted volumes have been covered by tenders won. Trev-2 Group continues to focus on efficiency and profitability, and to evaluate opportunities for additional acquisitions
• The 2013 audit was finalised, resulting in full year revenues of EUR 103.1m (EUR 87.6m in 2012) while profitability was also on record levels; EBITDA amounted to EUR 9.3m (EUR 5.2) and net profit for the group amounted to EUR 4m (EUR 1m)
Learn more about Trev-2 Group on: www.trev2.ee
Komercijalna Banka Skopje
- The largest bank in Macedonia by assets and capital
| East Capital Explorer's holding in the company: | 10% |
|---|---|
| % of NAV: | 2.2% |
• Komercijalna Banka Skopje (KBS) reported a small loss of MKD 99.7m, or EUR 1.6m in the first quarter. This compares to a EUR 6m loss suffered in the first quarter of 2013
• Operating profit before taxes and impairment charges was MKD 455m (EUR 7.4m) but net impairment charges wiped out this operating profit for the quarter. Among these impairments was a mandatory write-down of foreclosed collateral that has been on the bank's balance sheet for over five years
• New loan provisions were however down 25 percent year on year, offering some evidence that the quality of the loan portfolio may be slowly improving as some of the larger problem loans have been worked out or written off. Net interest income increased by 6.7 percent year on year, (annualised net interest margin of 3.7 percent) and net fee and commission income showed only a slight decrease of 1.2 percent
• Operating expenses were slightly down year on year, thanks to reductions in staff costs and other expenses, and the bank's Cost/Income ratio came in under 50 percent again for the quarter, only slightly higher than in first quarter 2013
Learn more about Komercijalna Banka Skopje on: www.kb.com.mk
Fund Investments
East Capital Deep Value Fund
The East Capital Deep Value Fund provides exposure to conservative market valuations, companies with significant revenue generation and high potential for revaluation. This includes public as well as private equity holdings, small and medium sized companies with proven business models with attractive valuations and deep value holdings. No particular consideration is made to sector – return potential above market is the main guiding feature.
East Capital looks for turnaround cases in which they can take an active shareholder role in the portfolio companies. This allows East Capital to participate in board member nominations and shareholder actions that help to ensure that minority rights and proper corporate governance standards are prioritised, as well as the promotion of trade sales, repurchase of shares and/or other value realization measures. The fund's returns are less likely to be linked to general market returns as the portfolio companies are normally not part of the main indices. The fund is aimed at institutional and other professional investors.
At the end of the period East Capital Explorer's share of the Fund was 63%.
| Fund performance | Q1 2014 | 2013 | Since Jan 14 |
|---|---|---|---|
| East Capital Deep Value Fund, EUR | 0% | n.m. | 0% |
Portfolio highlights during the quarter
• The Fund delivered positive 0.1 percent performance despite challenging markets; the Russian RTS Index was down 14.8 percent and MSCI Frontier Markets Eastern Europe was down 6.3 percent
• The Fund significantly increased its positions in Russian mid-caps, many of which were down 50 percent year-to-date due to the volatility caused by the annexation of Crimea. These new holdings are quality companies with robust business models in sectors such as food retail
• The new Russian holdings were the largest contributors to performance, with some names gaining more than 30 percent from the time of purchase in mid-March. The Fund acquired a stake in Aeroflot, among other companies, that gained 18.7 percent since the acquisition. The Fund exited its large holding in the Serbian confectionery producer Bambi at a price 24 percent above market value equivalent to an IRR of 29 percent
East Capital New Markets Fund
The East Capital New Markets Fund provides exposure to some of the fastest growing markets in Eastern Europe. The fund is a concentrated European frontier fund focusing on companies with significant growth and long term value potential. The main guiding principle is return potential above market and no particular consideration is made to sector or country. The investment region includes but is not limited to Bulgaria, Croatia, Estonia, Lithuania, Kazakhstan, Romania, Serbia, Slovenia and Ukraine.
East Capital work actively with the investments and select companies based on valuations, revenue generation and operational performance but also on their position in the present market environment. East Capital may also take an active shareholder role to ensure good value realisation. This includes participating in board member nominations and shareholder actions that enable us to ensure that minority rights and proper corporate governance standards are prioritised.
At the end of the period East Capital Explorer's share of the Fund was 69%.
| Fund performance | Q1 2014 | 2013 | Since Jan 14 |
|---|---|---|---|
| East Capital New Markets Fund, EUR | -5% | n.m. | -5% |
Portfolio highlights during the quarter
• The Fund lost 5.4 percent during the first quarter, 1.1 percent stronger than its benchmark*, despite a couple of negatives; two off-index holdings in Russia, Bank St Petersburg and Protek performed poorly, and the Kazakh Tenge devaluation that impacted, among others, KCell
• In Romania, the Fund sold stakes in the SIFs, former privatisation funds, at a premium to market value. After the sell-off, the SIFs have declared significantly lower than expected dividends
• Our two Slovenian insurance companies, Sava RE and Triglav, gained 21.7 percent and 16.6 percent, respectively, on the back of possibly increasing strategic interest
Portfolio breakdown, % per 31 March 2014
Sector weighting % of the fund
Asset allocation by country % of the fund
| Financials | 29.0 |
|---|---|
| Consumer Discretionary | 11.9 |
| Materials | 11.6 |
| Industrials | 11.6 |
| Consumer Staples | 6.5 |
| Energy | 6.4 |
| Utilities | 5.4 |
| Telecom Services | 3.8 |
| Health Care | 0.8 |
| Other assets and liabilities | 13.0 |
Largest holdings in the Fund on 31 March 2014
| Weight, | Perf, | Contr, | |||
|---|---|---|---|---|---|
| Company | % | % | %* | Country | Sector |
| Impact | 5.4 | 59.0 | 2.0 | Romania | Financials |
| B92 | 5.3 | -0.4 | -0.0 | Serbia | Cons. Discr. |
| Aeroflot Russian Airlines | 4.7 | 18.7 | 0.4 | Russia | Industrials |
| Evraz | 4.0 | 35.6 | 0.8 | Russia | Materials |
| Caucasus Energy & Infrastructure |
3.8 | -0.3 | -0.0 | Georgia | Utilities |
| Integra | 3.7 | 5.0 | 0.2 | Russia | Energy |
| Aerodrom Ljubljana | 3.1 | 42.0 | 0.9 | Slovenia | Industrials |
| Steppe Cement | 2.9 | -14.1 | -0.5 Kazakhstan | Materials | |
| Telekom Srpske | 2.9 | -1.7 | -0.1 | Bosnia Telecom Services | |
| Komercijalna Banka Skopje | 2.8 | -5.1 | -0.2 Macedonia | Financials |
All figures in EUR
* Contribution to the portfolio performance
| 10 largest holdings | Unlisted holdings | |
|---|---|---|
| (% of fund) | (% of fund) | Total number of holdings |
| 39 | 12 | 108 |
Portfolio breakdown, % per 31 March 2014
Sector weighting % of the fund Financials 37.1 Telecom. Services 17.6 Energy 5.3 Health Care 5.2 Consumer Staples 1.8 Other assets and liabilities 33.0
Asset allocation by country
| % of the fund | ||
|---|---|---|
| --------------- | -- | -- |
| Kazakhstan | 16.3 | |
|---|---|---|
| Romania | 16.0 | |
| Slovenia | 15.4 | |
| Russia | 10.7 | |
| Montenegro | 3.9 | |
| Turkmenistan | 3.2 | |
| Ukraine | 1.8 | |
| Other assets | 33.0 | |
| and liabilities | ||
Largest holdings in the Fund on 31 March 2014
| Weight, | Perf, | Contr, | |||
|---|---|---|---|---|---|
| Company | % | % | %* | Country | Sector |
| Fondul Proprietatea | 16.0 | 1.2 | 0.1 | Romania | Financials |
| KCell | 11.7 | -21.2 | -3.1 | Kazakhstan | Telecom Services |
| Reinsurance Co Sava | 8.8 | 21.7 | 1.3 | Slovenia | Financials |
| Bank Saint Petersburg | 5.4 | -24.9 | -1.7 | Russia | Financials |
| Protek | 5.2 | -19.3 | -1.2 | Russia | Health Care |
| Zavarovalnica Triglav | 4.6 | 16.6 | 0.6 | Slovenia | Financials |
| Montenegro Telekom | 3.9 | -5.7 | -0.2 | Montenegro | Telecom Services |
| Dragon Oil | 3.2 | -1.0 | -0.0 Turkmenistan | Energy | |
| Halyk Bank | 2.4 | -20.4 | -0.6 | Kazakhstan | Financials |
| Kazmunaygaz | 2.2 | -12.3 | -0.3 | Kazakhstan | Energy |
All figures in EUR
* Contribution to the portfolio performance
| 10 largest holdings (% of fund) |
Unlisted holdings (% of fund) |
Total number of holdings |
|---|---|---|
| 63 | 0 | 12 |
* MSCI FM Central and Eastern Europe + CIS Total Return Net
East Capital Russia Domestic Growth Fund
The aim of the Fund is to exploit the potential of the strong domestic growth in the Russian economy. The target is to create a concentrated portfolio of between 10 and 20 listed companies which generate at least half of their revenue in Russia and have a market capitalisation of above USD 500m. The Fund operates across all sectors and invests in securities that are believed to be undervalued and have a significant performance potential.
At the end of the period East Capital Explorer's share of the Fund was 95%.
| Fund performance | Since | ||
|---|---|---|---|
| Q1 2014 | 2013 | Aug 12 | |
| East Capital Russia Domestic Growth Fund, EUR | -29% | 9% | -25% |
Portfolio highlights during the quarter
• Russian equities had a tough first quarter due to the Ukraine crisis and the Fund lost 28.7 percent during the period, underperforming the MSCI Russia index by 14.3 percent as domestic stocks were negatively affected by the devalued RUB
• During the quarter, the Fund added new holdings in Globaltrans and MTS local shares. The Globaltrans stock was oversold in mid-March but the company reported solid second half year 2013 results, indicating fasterthan-expected deleveraging due to very strong cash flow generation
• Last year's star performer Aeroflot lost 38.4 percent and contributed a negative 6.7 percent to the Fund's performance. The company predicts 11 percent sales growth in RUB, stable profitability vs. 2013 and strong double digit addition in capacity. Currently, Aeroflot is the lowest valued airline company in the world, trading at 2.2x EV/EBITDA 2014
• Conglomerate Sistema added 2.7 percent negative contribution to the Fund's performance as its discount to NAV expanded from just over 30 percent to nearly 50 percent. During a recent conference call, however, management reiterated its commitment to an IPO of Detski Mir and a London listning of Bashneft when market conditions improve, and to a significantly increased dividend despite challenging markets
East Capital Baltic Property Fund II
The aim of the Fund is to invest in commercial properties in the Baltic region, primarily in shopping centres and retail properties, as well as logistics and office properties. The goal is to acquire properties in prime locations with stable income and enhancement potential.
The main focus is properties with well-established tenants and sustainable rental terms in and around Tallinn, Riga and Vilnius. Value is added through improvements in tenant mix, refurbishment, extension or redevelopment.
At the end of the period East Capital Explorer's share of the Fund was 64%.
| Fund performance | Q1 2014 | 2013 | Since May 12 |
|---|---|---|---|
| East Capital Baltic Property Fund II | 0% | 13% | 21% |
Portfolio highlights during the quarter
• Tänassilma Logistics in Tallinn is again at full occupancy following the signing of a lease agreement for ca 3,000 sqm of premises that were vacated at the end of last year. According to the loan agreement, amortization payments have been terminated as of January 2014, as the Loan-To-Value ratio has dropped below 60 percent, which will improve cash flow further
• The Vilnius shopping center GO9 held a successful grand opening on 29 March in conjunction with the opening of H&M's new flagship store. Leases corresponding to more than 70 percent of the new leasable area are now signed, at an average rent of EUR 17 per sqm, and negotiations continue with a strong pipeline of other tenants
• Due to a deferred tax calculation correction for 2013, the NAV decreased slightly in the quarter
Portfolio breakdown, % per 31 March 2014
Sector weighting % of the fund
| Information Technology | 19.4 |
|---|---|
| Industrials | 18.0 |
| Financials | 17.8 |
| Telecom Services | 13.4 |
| Consumer Discretionary | 11.3 |
| Consumer Staples | 10.4 |
| Utilities | 9.7 |
| Other assets and liabilities | 0.1 |
Asset allocation by country % of the fund
| Largest holdings in the Fund on 31 March 2014 | |||||
|---|---|---|---|---|---|
| Weight, | Perf, | Contr, | |||
| Company | % | % | %* Country | Sector | |
| Aeroflot Russian Airlines | 14.8 | -38.4 | -6.7 | Russia | Industrials |
| Yandex | 13.0 | -29.8 | -4.0 | Russia | IT |
| Sistema | 10.4 | -26.0 | -2.7 | Russia | Telecom Services |
| M.Video | 8.1 | -33.3 | -2.4 | Russia | Cons. Discretionary |
| Sberbank | 6.6 | -26.4 | -4.3 | Russia | Financials |
| Magnit | 6.5 | -20.5 | -1.1 | Russia | IT |
| Mail.Ru Group | 6.3 | -20.7 | -1.2 | Russia | Consumer Staples |
| E.ON Russia | 6.2 | -3.2 | -0.2 | Russia | Utilities |
| Bank Saint Petersburg | 4.9 | -23.7 | -1.1 | Russia | Financials |
| Dixy | 3.9 | -37.1 | -1.7 | Russia | Consumer Staples |
All figures in EUR
| * Contribution to the portfolio performance | ||||
|---|---|---|---|---|
| 10 largest holdings (% of fund) |
Unlisted holdings (% of fund) |
Total number of holdings |
|---|---|---|
| 81 | 0 | 16 |
• The Fund has decreased its exposure to Sberbank given the lower Russian GDP growth expectations for 2014, increasing risk of rising NPLs and pressure on margins
• Electronics retailer M.Video added 2.4 percent negative contribution, but positively surprised the market with strong 2013 results and improved EBITDA margins from 5.6 percent to 6.3 percent. M.Video's Board of Directors recommended a dividend payout corresponding to 60 percent of earnings, resulting in an attractive 9 percent dividend yield
Portfolio breakdown, % per 31 March 2014
Sector weighting % of the fund
Asset allocation by country % of the fund
East Capital Bering Ukraine Fund R
The aim of the Fund is to achieve long term capital appreciation from investments in Ukrainian equities. The Fund may also invest in companies that have significant trade with, or active investments in, Ukraine.
At the end of the period East Capital Explorer's share of the Fund was 11%.
| Fund performance | Q1 2014 | 2013 | Since Jan 08 |
|---|---|---|---|
| East Capital Bering Ukraine Fund R, EUR | -17% | -25% | -82% |
Portfolio highlights during the quarter
• The investment climate in Ukraine was largely affected by the political and economic turbulence. The value of East Capital Bering Ukraine Fund R decreased by 17 percent during the quarter, following a write-down of both its two portfolio companies, Chumak and Cantik
• Chumak, the food producer, saw very strong domestic consumer demand during Q1 due to consumers building up safety stocks of groceries. Sales in Chumak's core categories ketchup and pasta both increased by more than 60 percent in local currency compared to Q1 2013, but the outlook for the full year is less positive. First, the devaluation will have a negative impact on the bottom line, as the company's loans are USD-denominated. Second, it is likely that sales to Russia, which is the company's largest export market, will decrease considerably or even stop. Consequently, the value of Chumak was written down by 16 percent as of 31 March 2014
• Cantik, the real estate company, is also affected by the crisis, as one of the company's four shopping centres is located in Simferopol in Crimea. The shopping centre is still open, but business activity is very low. In the company's other locations, business continues as usual. However, decreased demand for capital goods, in combination with the devaluation, makes it increasingly difficult for tenants to pay the USD-denominated rents. The value of Cantik was consequently written down by 17 percent as of 31 March 2014
Short-term investments
Short-term investments
On 31 March 2014, East Capital Explorer had two investments under liquidation, East European Debt Finance and East Capital Special Opportunities Fund II, totaling EUR 19.5m (EUR 17.9m) included in shortterm investments in the portfolio report on page 3 in this report.
Cash and cash equivalents
Cash and cash equivalents amount to EUR 34.3m (EUR 6.7m), not yet invested or drawn-down. Interest income from cash and cash equivalents during the reporting period amounted to EUR 0.0m (EUR 0.0m). The increase in cash during the first quarter is attributable to divestments undertaken in the period. Cash and cash equivalents in the Balance Sheet amounted to EUR 0.6m as of 31 March, due to that it only includes cash in the Parent company.
Portfolio breakdown, % per 31 March 2014
Sector weighting % of the fund
Asset allocation by country % of the fund
4.6
Largest holdings in the Fund on 31 March 2014
| Weight, | Perf, | Contr, | |||
|---|---|---|---|---|---|
| Company | % | % | %* | Country | Sector |
| Cantik | 64.7 | -17.1 | -11.3 | Ukraine | Financials |
| Chumak | 30.7 | -15.8 | -5.0 | Ukraine | Consumer Staples |
All figures in EUR
* Contribution to the portfolio performance
Results
In accordance with the changes in foremost IFRS 10 and IAS 27 imposed on investment entities, East Capital Explorer AB (publ) (The Company) reports all investments at fair value and does not consolidate any of its subsidiaries starting from 1 January 2014. Comparatives for 2013 have been restated. The only notable difference is attributable to the holding in Starman, which was acquired in 2013. Please refer to page 20 for more information. After implementing the new principles, the financial reports of the Parent company correspond to the Separate Financial Statement according to IFRS.
In accordance with the Investment Policy, the Investment activities of East Capital Explorer AB (publ) is managed by the operating subsidiary East Capital Explorer Investments AB which manages the investment portfolio. Transactions in the operating subsidiary East Capital Explorer Investments AB are referred to as the investment activities in this report.
Presentation currency is euro (EUR).
Results for the first quarter 2014
The net result during the first quarter was EUR -21.1m (EUR 6.1m), including changes in values of shares in subsidiaries of EUR -21.0m (6.0m), corresponding to earnings per share of EUR -0.67 (EUR 0.19).
In the investment activities, East Capital Explorer received a final consideration of EUR 14.1m relating to the holding in East Capital Special Opportunities Fund, contributing -1.0m to the result for the period. The value of the holding in Melon Fashion Group (MFG) was depreciated by EUR 8.5m, or 12%, equivalent to the decline of the rouble against the euro since December 2013. Part of the performance fee provision was consequently reversed by EUR 2.1m. Together with the decline in value in the holding in East Capital Russia Domestic Growth Fund of EUR 12.1m, these were the main contributors to the change in value of shares in subsidiaries in the Income statement for the period.
The result of the period includes other expenses of EUR -0.3m (EUR -0.2m) and tax of EUR 0.0m (EUR 0.0m), all of which refer to the Parent company.
Financial income for the period amounted to EUR 0.4m (EUR 0.6m) and is attributable to interest income from the loan to East Capital Explorer Investments AB.
Financial expenses amounted to EUR -0.0m (EUR -0.0m).
To calculate all fees related to East Capital Explorer, fees originated in funds should be added to the fees in the investment activities. The total fees accrued to the Investment Manager, generated by the fund investments and direct investments held by East Capital Explorer AB, amounted to EUR 0.6m (EUR -1.6m) including VAT. Of this, EUR 2.2m (EUR 0.0m) was performance fees. Due to the reversal of earlier provided performance fees relating to MFG as noted above, the amount was positive for the period. For more details about fees, please see the latest annual report available on the Company's website.
Financial Position and Cash Flow
The Company's equity ratio was 99.8% (99.9%). Compared to the key figures published in the annual report of 2013 of 77.2%, the ratio has increased as a result of the changes in accounting policies noted above. The main contribution to the increase is the fact that Starman is no longer consolidated.
The cash flow presented below only relates to transactions in the Par-
ent Company. In the first quarter, the Parent Company had no significant cash flow, compared with the corresponding period the previous year, when the Parent Company received repayment of shareholder's contributions of EUR 14.0m and EUR 14.3m was paid out in connection with the redemption program ended in January 2013.
The cash, cash equivalents/cash and bank at the end of the period amounted to EUR 0.6m (EUR 0.8m), all of which refer to the Parent Company. Interest income from cash, cash equivalents/cash and bank for the reporting period amounted to EUR 0.0m (EUR 0.0m).
The main cash inflow from the investment activities during the quarter refers to the final redemption from East Capital Special Opportunities Fund of EUR 14.1m, which was received in March 2014. At the end of the period, cash, cash equivalents and other short-term investments in the investment activities amounted to EUR 53.8m (EUR 38.2m). Please refer to the breakdown of values in East Capital Explorer Investments AB on pages 21-22 for more details on the transactions in the investment activities.
Commitments and draw-downs
East Capital Explorer has committed to invest EUR 20m in total in the East Capital Baltic Property Fund II. A total of EUR 17m was drawn down by the Fund in 2012 and EUR 0.7m in 2013. At the end of the period, EUR 2.3m remains to be invested.
Parent Company
Following amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities, as noted above, the result of the Parent company correspond to the result prepared according to IFRS. Please refer to comments on the result, financial position and cash flow above.
Business Environment and Market
The world's emerging markets, particularly East Capital Explorer's largest investment market Russia, are marked by continued economic and political worries. We see signs of a global economic recovery, although it is uneven and remains subject to significant risks. These uncertainties could have an adverse effect on the markets in our region, and may lead to continued volatility in the financial equity and currency markets. The assets held by East Capital Explorer, both listed and private, can thereby become associated with increased risks, which may also impact the possibilities for divestments, while creating opportunities for new investments.
Our investment region saw a slowdown in GDP growth during 2013. However, there are significant differences between countries. In Russia, the economic uncertainty has increased after Russia's annexation of the Crimea and the subsequent sanction threats from the West in the first months of 2014. The intensified geopolitical turmoil in Russia is expected to lead to a slowdown in the economy, with a predicted zero percent growth in 2014, and the Russian rouble is expected to stabilise at low levels. The rest of Eastern Europe is predicted to experience an overall moderate macroeconomic recovery during 2014.
Other information
Risks and factors of uncertainty
The dominant risk in East Capital Explorer's operations is commercial risk in the form of exposure to specific sectors, geographic regions or individual holdings and financial risk in the form of market risk, equity price risk, foreign exchange risk and interest rate risk. A more detailed description of East Capital Explorer's and the Group's material risks
and uncertainties is provided in the Company's Annual Report 2013 on pages 47-48. An assessment for the coming months is provided in the Business Environment and Market section above.
The fund investments and direct investments in the Investment activities are also exposed to commercial risks, financial risks, and market risks. In addition, through the business activities of their holdings, i.e. their offerings of products and services, within the respective sectors, the funds and direct investments are also exposed to legal/regulatory risk and political risk, for example political decisions on public sector expenditures and industry regulations.
Related party transactions year-to-date 2014
There have been no related party transactions during the first three months, other than fee payments according to the agreements in place. East Capital Explorer AB has a related party relationship with its subsidiaries, with other companies in the East Capital Group, as well as with the management and employees.
East Capital Explorer Investments AB has a licensing agreement with East Capital Explorer Licensing AB, pursuant to which East Capital Explorer Licensing AB has granted a non-exclusive, royalty-free license to use the trade name and trademark "East Capital Explorer".
East Capital PCV Management AB (the "Investment Manager"), a subsidiary of East Capital Holding AB, implements investments according to the investment policy and provides investment management services pursuant to the Investment Management Agreement. East Capital Explorer AB has an Investment Management Agreement with the Investment Manager and East Capital Explorer Investments AB. During the quarter, the fees to the Investment Manager amounted to EUR 0.6m (EUR -1.6m).
The Company has a service agreement with East Capital International AB, a service company within East Capital, pursuant to which the Company buys certain administrative and other services. The Company has a sub rent premises agreement with East Capital International AB. During the quarter, the Group purchased services for EUR 0.1m (EUR 0.1m), all through the Parent Company.
East Capital Explorer AB's management, Board members and their close relatives and related companies control 23% of voting rights in the Company.
The Acting CEO of East Capital Explorer AB is a Board member of East Capital Explorer Investments AB.
Organisational and investment structure
East Capital Explorer is a Swedish investment company listed on NASDAQ OMX Stockholm. East Capital Explorer's business concept is to maximize risk-adjusted shareholder return by offering shareholders a liquid exposure to a unique investment portfolio of unlisted and listed companies in Eastern Europe. Value is added through active ownership made possible by the investment manager East Capital's local presence, extensive network and long experience in the Eastern European markets.
East Capital Explorer's strategy is to invest in sectors and companies that have the most to gain from the long-term trends in its investment universe. Strong domestic demand is a key driver for growth in Eastern Europe and this is the main investment theme. East Capital Explorer targets fast growing sectors such as retail, consumer goods, financials and real estate. The investment portfolio is actively managed to optimize the long-term value. All investments are considered carefully from a risk-reward perspective. Risks are managed on the basis of a number of methods and tools, among others, through emphasis on corporate governance, including material and relevant environmental and social factors. Active ownership also involves board representation and close relations with the companies in which East Capital Explorer invests.
For further information about the organizational and investment structure of the Company, please see the Corporate Governance
Report for 2013, included in the Annual Report and on the Company's web site www.eastcapitalexplorer.com under the section, 'Corporate Governance'.
Redemption program and preference shares
At the Annual General Meeting on 22 April 2014, it was resolved that East Capital Explorer offer the shareholders to redeem 5% of the Company's outstanding shares at a price of SEK 83 (corresponding to EUR 9.38) for each redeemed share. The redemption price is equivalent to the Company's net asset value per share on 28 February 2014.
The total number of shares in East Capital Explorer as of 31 March 2014 amounted to 31,424,309. The average number of shares outstanding for the reporting period was 31,424,309.
The Board has committed to propose a similar redemption program to the Annual General Meeting (AGM) in 2015 if the discount to NAV exceeds 10% of the six months average NAV preceding the approval of notice for the AGM.
At an Extraordinary General Meeting on 24 March, it was decided to introduce a new class of shares, preference shares, and to authorise the Board to issue such preference shares in order to take advantage of attractive investment opportunities with strong cash flow and good growth. The AGM on 22 April resolved to renew this authorization.
Dividend
The redemption program has replaced the Company's dividend policy and, therefore, no dividend will be paid out on the ordinary shares in 2014.
Events occurring after the end of the quarter
On 16 April 2014 it was announced that East Capital Special Opportunities Fund II will be closed down during 2014 in accordance with the initial fund terms of four years. East Capital has commenced the divestment of the fund's holdings and the proceeds are expected to be paid out in tranches. The first pay-out, corresponding to the majority of the company's fund holding, is expected to be paid out in late May/ early June 2014 and the remainder during the autumn of 2014. The value of East Capital Explorer's holding in the fund at 31 March 2014 was EUR 19.5m.
On 22 April 2014, it was announced that East Capital has agreed to change a number of terms in their current fee structure. The changes mean that, inter alia, no performance fees are to paid out until the net asset value per share ordinary share is above SEK 100, and that the management fees will be halved on portfolio values exceeding EUR 400m and lowered on real estate investments. As a consequence of the reversed performance fee provisions, the changes have a positive effect of EUR 9m on the reported net asset as of 30 April 2014, as well as on the reported results for the second quarter of 2014. Please refer to the Company's web site for more information.
On 12 May East Capital Explorer announced that it had signed a preliminary agreement to acquire Vilnius Business Harbour, an A Class office complex in the central business district in Vilnius, including a neighboring land plot. The initial equity commitment is estimated to amount to EUR 22m. The acquisition, which will be made as a direct investment, is subject to final documentation. The total purchase price, including equity and loan financing, will be disclosed upon closing the deal, which is expected by the end of May
NAV on 30 April 2014
NAV per share on 30 April 2014 amounted to EUR 9.39 (corresponding to SEK 85). The share price on 30 April 2014 was SEK 52.50 (corresponding to EUR 5.83). Cash, cash equivalents and other short-term investments in the investment activities on 30 April 2014 amounted to EUR 53.3m (SEK 480m).
Stockholm, 22 May 2014
Catharina Hagberg Acting Chief Executive Officer
Contact information
Catharina Hagberg, Acting CEO, +46 8 505 88 552 Lena Krauss, Head of Investor Relations & Finance, +46 8 505 885 94
East Capital Explorer AB Kungsgatan 33, Box 7214 SE-103 88 Stockholm, Sweden Tel: +46 8 505 977 00 www.eastcapitalexplorer.com
Financial calendar
- Monthly net asset value report on the fifth working day after the end of each month
- Interim Report, 1 January 30 June 2014 on 21 August 2014
- Interim Report, 1 January 30 September 2014 on 7 November 2014
Subscribe to monthly NAV updates, financial reports and press releases directly to your e-mail on: www.eastcapitalexplorer.com or by sending an email to [email protected].
The information in this interim report is the information which East Capital Explorer AB is required to disclose under Sweden's Securities Market Act. It was released for publication at 08:00 a.m. CET on 22 May 2014.
Review Report
To the Board of East Capital Explorer AB (publ) Corporate identity number 556693-7404
Introduction
We have reviewed the summary interim financial information (interim report) of East Capital Explorer AB (publ) as of 31 March 2014 and the three-month period then ended except for the portfolio reporting on pages 5-11. The Board of Directors and the Managing Director are responsible for the preparation and presentation of this interim report in accordance with IAS 34 and the Annual Accounts Act. Our responsibility is to express a conclusion on this interim report based on our review.
Scope of the Review
We conducted our review in accordance with the Standard on review engagements (ISRE) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and other generally accepted auditing practices and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the interim report is not prepared, in all material respects, for the Group in accordance with IAS 34 and the Annual Accounts Act, and for the Parent Company in accordance with the Annual Accounts Act.
Stockholm, 22 May 2014 KPMG AB
Mårten Asplund Anders Malmeby Authorized Public Accountant Authorized Public Accountant
This review report is a translation of the original review report in Swedish.
As East Capital Explorer AB, in accordance with IFRS, is classified as an investment entity, consolidated accounts are no longer produced, but instead separate financial statements in accordance with IFRS are presented below. Furthermore, as before, the separate financial statements of the Parent company are produced in accordance with RFR 2. As there are currently no differences in the requirements in accordance with RFR 2 to the reports according to IFRS - both sets of accounts are presented in one common set of financial statements below.
Income Statement
| EUR thousands | Restated1 | ||
|---|---|---|---|
| 2014 | 2013 | ||
| Note | Jan-Mar | Jan-Mar | |
| Changes in value of subsidiaries | 2 | -20,976 | 5,994 |
| Staff expenses | -203 | -214 | |
| Other operating expenses | -280 | -205 | |
| Operating profit/loss | -21,459 | 5,575 | |
| Financial income | 384 | 564 | |
| Financial expenses | -2 | - | |
| Profit/loss before tax | -21,077 | 6,139 | |
| Tax | - | -32 | |
| NET PROFIT/LOSS FOR THE PERIOD2 | -21,077 | 6,107 | |
| Earnings per share, EUR - Shareholders of the Parent Company No accumulated dilution effects during the period |
-0.67 | 0.19 |
1 As of 1 January 2014, amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities have been applied. Comparable figures have been restated as if the principles had also been applied in 2013. Further information can be found on page 18 "Accounting principles" and in note 6, "Restatement of Financial Statements in respect of the application of IFRS 10, Investment entities"
2 There is no other comprehensive income relating to the Parent company. Net Profit/Loss for the period agrees to Total Comprehensive income
Balance Sheet
| EUR thousands | Restated1 | Restated1 | |
|---|---|---|---|
| 31 Mar | 31 Dec | 31 Mar | |
| 2014 | 2013 | 2013 | |
| Assets | |||
| Shares in subsidiaries | 258,702 | 279,678 | 261,798 |
| Deferred tax assets | - | - | 308 |
| Total non-current assets | 258,702 | 279,678 | 262,105 |
| Loans group companies | 29,315 | 29,315 | 29,315 |
| Other short-term receivables | 352 | 1 | 31 |
| Accrued income and prepaid expenses | 22 | 21 | 21 |
| Cash and cash equivalent/cash and bank | 564 | 776 | 1,247 |
| Total current assets | 30,253 | 30,113 | 30,614 |
| Total assets | 288,955 | 309,791 | 292,719 |
| Equity | |||
| Share capital2 | 3,640 | 3,640 | 3,640 |
| Other contributed capital/Share premium reserve3 | 348,183 | 348,183 | 348,183 |
| Retained earnings3 | -42,435 | -65,579 | -65,579 |
| Net profit/loss for the period3 | -21,077 | 23,143 | 6,107 |
| Total equity | 288,310 | 309,387 | 292,350 |
| Current liabilities | |||
| Other liabilities | 377 | 108 | 167 |
| Accrued expenses and prepaid income | 269 | 296 | 201 |
| Total current liabilities | 645 | 404 | 369 |
| Total equity and liabilities | 288,955 | 309,791 | 292,719 |
1 As of 1 January 2014, amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities have been applied. Comparable figures have been restated as if the principles had also been applied in 2013. Further information can be found on page 18 "Accounting principles" and in note 6, "Restatement of Financial Statements in respect of the application of IFRS 10, Investment entities"
Restricted capital
Unrestricted capital
As East Capital Explorer AB, in accordance with IFRS, is classified as an investment entity, consolidated accounts are no longer produced, but instead separate financial statements in accordance with IFRS are presented below. Furthermore, as before, the separate financial statements of the Parent company are produced in accordance with RFR 2. As there are currently no differences in the requirements in accordance with RFR 2 to the reports according to IFRS - both sets of accounts are presented in one common set of financial statements below.
Statement of Changes in Equity
| EUR thousands | |||||||
|---|---|---|---|---|---|---|---|
| 2014 | Share capital |
Other contributed capital/Share premium reserve |
Other Reserves |
Retained earnings incl. profit/loss for the year |
Total equity shareholders in Parent Company |
Non-controlling interest |
Total equity |
| Opening equity 1 January 2014 | 3,640 | 348,183 | - | -42,435 | 309,387 | - | 309,387 |
| Net profit/loss for the period | - | - | - | -21,077 | -21,077 | - | -21,077 |
| Total comprehensive income | - | - | - | -21,077 | -21,077 | - | -21,077 |
| Closing equity 31 March 2014 | 3,640 | 348,183 | - | -63,512 | 288,310 | - | 288,310 |
| EUR thousands Restated1 2013 |
Share capital |
Other contributed capital/Share premium reserve |
Other Reserves |
Retained earnings incl. profit/loss for the year |
Total equity shareholders in Parent Company |
Non-controlling interest |
Total equity |
|---|---|---|---|---|---|---|---|
| Closing equity 31 December 2012 | 3,631 | 362,458 | 77 | -65,653 | 300,513 | 8 | 300,521 |
| Effect of changes in accounting principles |
- | 3 | -77 | 74 | - | -8 | -8 |
| Opening equity 1 January 2013 | 3,631 | 362,461 | - | -65,579 | 300,513 | - | 300,513 |
| Net profit/loss for the period | - | - | - | 6,107 | 6,107 | - | 6,107 |
| Total comprehensive income | - | - | - | 6,107 | 6,107 | - | 6,107 |
| Bonus issue | 9 | -9 | - | - | - | - | - |
| Redemption program | - | -14,269 | - | - | -14,269 | - | -14,269 |
| Closing equity 31 March 2013 | 3,640 | 348,183 | - | -59,472 | 292,350 | - | 292,350 |
Statement of Cash Flow
| EUR thousands | Restated1 | |
|---|---|---|
| 1 Jan – 31 Mar 2014 | 1 Jan – 31 Mar 2013 | |
| Operating activities | ||
| Operating profit/loss | -21,459 | 5,575 |
| Changes in value of subsidiaries | 20,976 | -5,994 |
| Interest received | 384 | 488 |
| Tax paid | - | -30 |
| Cash flow from current operations before changes in working capital | -99 | 39 |
| Cash flow from changes in working capital | ||
| Increase (-)/decrease (+) in other current receivables | -352 | -1 |
| Increase (+)/decrease (-) in other current payables | 241 | -132 |
| Cash flow from operating activities | -210 | -93 |
| Financing activities | ||
| Repayment of shareholder contributions | - | 14,400 |
| Redemption program | - | -14,269 |
| Cash flow from financing activities | - | 131 |
| Cash flow for the period | -210 | 38 |
| Cash and cash equivalent/cash and bank at the beginning of the period | 776 | 1,131 |
| Exchange rate differences in cash and cash equivalents | -2 | 78 |
| Cash and cash equivalent /cash and bank at the end of the period |
564 | 1,247 |
As of 1 January 2014, amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities have been applied. Comparable figures have been restated as if the principles had also been applied in 2013. Further information can be found on page 18 "Accounting principles" and in note 6, "Restatement of Financial Statements in respect of the application of IFRS 10, investment entities"
Note 1 Accounting Principles
This interim report has been prepared in accordance with IFRSs and IAS 34 Interim Financial Reporting and applicable provisions in the Swedish Annual Accounts Act (ÅRL). The interim report for the Parent Company has been prepared in accordance with RFR 2 and The Swedish Annual Accounts Act Chapter 9, Interim report. The parts of IFRSs and RFR 2 that are currently relevant for East Capital Explorer AB lead to the same accounting. The two sets of separate financial statements are therefore presented together above as a common single set of accounts.
New and changed accounting policies in 2014
Changes in accounting policies are due to new or amended IFRS. The following accounting policies are applied by the Group as of 1 January 2014:
In accordance with the changes of IFRS 10 "Consolidated Financial Statements" and IAS 27 "Separate Financial Statements", imposed on investment entities, as from 1 January 2014 the Company reports all investments at fair value and does not consolidate any of its subsidiaries. Comparatives for 2013 have been recalculated. The effect of the changes in the accounting principles are presented in the Statement of Changes in Equity on page 17 and in Note 6, "Restatement of Financial Statements in respect of the application of IFRS 10, investment entities" on pages 24-26.
In connection with the implementation of IFRS 10, investment entities, the financial statements have been renamed from Statement of profit and loss and other comprehensive income to Income Statement and from Statement of financial position to Balance sheet.
A number of other new standards, amendments to standards and interpretations of standards are effective for periods beginning after this report has been published. These are assessed not to have any material impact on the reports of East Capital Explorer.
As from 1 January 2014, the Parent Company applies fair value opinion in IAS 39 for accounting for financial instruments, whereas interest in subsidiaries is measured at fair value through profit and loss instead of at historical cost less impairment. There were no material effect on recognised amounts from the change. In connection with the amended principles the format of the income statement has changed, so that the change in the value of shares in subsidiaries is included in the Company's operating results.
Investment entities
As of 1 January 2014, East Capital Explorer applies the consolidation excemption in IFRS 10 with reference to Investment entities, which implies that all holdings are valued at fair value in profit or loss and subsidiaries are no longer consolidated. In assessing East Capital Explorer AB, it has been concluded that the Company, even though it has only one investment (East Capital Explorer Investments AB), falls within the classification as an investment entity, as the investment in turn invests in several holdings (fund investments, direct investments and short term investments in the East Capital Explorer portfolio). East Capital Explorer Investments AB is deemed to fall within the classification as an investment entity even though it only receives funding from one owner, East Capital Explorer AB, as East Capital Explorer AB according to its listing agreement and under investment management agreements has undertaken to provide East Capital Explorer Investments AB with financing for its investment, from bringing several investors (the shareholders) together for the single purpose of making investments through East Capital Explorer Investments AB. East Capital Explorer AB's investment strategy is to acquire attractive assets and sell them in the foreseeable future at a profit. The management agreement between East Capital Explorer AB and East Capital, includes an agreement on the payment of performance fees. This applies both in the context of fund investments and direct investments. The incentive is designed so that East Capital essentially gets paid only if the profits are realised, which strengthens the manager's focus on the realisation of assets, i.e. the conditions for exit strategies are deemed to be fulfilled.
Note 2 Segment Reporting
East Capital Explorer AB classifies the Company's various segments based on the nature of the investments. Segment results and assets include items directly attributable to the segment, which can be allocated in a reasonable and dependable manner. Management monitors the holdings on the basis of fair value, and all holdings are reported at fair value through profit or loss in accordance with IAS 39. As the value of the holding in East Capital Investments AB, where the investment activities are managed, is directly dependable of the investment portfolio, the value change of holdings held by the subsidiary have been allocated to value changes, dividends received and other operating expenses that are directly attributable to the underlying fund investments, direct investment or short-term investments. All other revenues and expenses are classified as unallocated in the table below.
| EUR thousands 1 Jan – 31 Mar 2014 |
Fund investments | Direct investments |
Short-term investments |
Unallocated | Total |
|---|---|---|---|---|---|
| Changes in value of portfolio | -16,208 | -7,320 | 1,590 | - | -21,938 |
| Received dividends | - | - | - | - | - |
| Other operating expenses | - | 1,424 | - | -463 | 961 |
| Changes in value of subsidiaries | -16,208 | -5,895 | 1,590 | -463 | -20,976 |
| Staff expenses | - | - | - | -203 | -203 |
| Other operating expenses | - | - | - | -280 | -280 |
| Operating profit/loss | -16,208 | -5,895 | 1,590 | -946 | -21,459 |
| Financial income | - | - | - | 384 | 384 |
| Financial expense | - | - | - | -2 | -2 |
| Profit/loss before tax | -16,208 | -5,895 | 1,590 | -564 | -21,077 |
| Assets | 140,760 | 103,214 | 53,842 | -8,861 | 288,955 |
| EUR thousands, Restated1 | Direct | Short-term | |||
|---|---|---|---|---|---|
| 1 Jan – 31 Mar 2013 | Fund investments | investments | investments | Unallocated | Total |
| Changes in value of portfolio | 6,627 | 109 | - | - | 6,736 |
| Received dividends | - | - | - | - | - |
| Other operating expenses | - | -377 | - | -365 | -742 |
| Changes of value of subsidiaries | 6,627 | -268 | - | -365 | 5,994 |
| Staff expenses | - | - | - | -214 | -214 |
| Other operating expenses | - | - | - | -205 | -205 |
| Operating profit/loss | 6,627 | -268 | - | -784 | 5,575 |
| Financial income | - | - | - | 564 | 564 |
| Financial expense | - | - | - | - | - |
| Profit/loss before tax | 6,627 | -268 | - | -220 | 6,139 |
| Assets | 227,672 | 61,198 | 6,676 | -2,827 | 292,719 |
1 As of 1 January 2014, amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities have been applied. Comparable figures have been restated as if the principles had also been applied in 2013. Further information can be found on page 18 "Accounting principles" and in note 6, "Restatement of Financial Statements in respect of the application of IFRS 10, investment entities"
Note 3 Non consolidated entities from consolidation exception in IFRS 10
The following companies are no longer consolidated as a result of the application of the amendments to IFRS 10 and IAS 27 regarding accounting by investment entities as from 1 January 2014 and the earlier application related to lack of control of the return from fund investments applied already in 2013. The total impact of the restatement relating to investment entities is presented on page 24-26 in this report.
| Non consolidated entities 31 March 2014 | Country | Number of shares/shares |
Book value, EUR Thousands |
Ownership capital |
|
|---|---|---|---|---|---|
| East Capital Explorer Investments AB (ECEI) | Investment entity | Stockholm, Sweden | 3,410 | 288,017 | 100% |
| Humarito Limited3 | Investment entity | Nicosia, Cyprus | 2,000 | 10,800 | 100% |
| Baltic Cable Holding OÜ3 | Investment entity | Tallinn, Estonia | 2,501 | - | 100% |
| Starman AS3 | Investment entity | Tallinn, Estonia | 6,657 | 25,038 | 51% |
| East Capital Russia Domestic Growth Fund2 | Lack of control | Russia | 40,000 | 30,160 | 95% |
| East Capital Special Opportunities Fund II2 | Lack of control | Eastern Europe | 3,503,500 | 19,459 | 58% |
| East Capital Deep Value Fund2 | Lack of control | Emerging Europe | 63,503 | 46,205 | 63% |
| East Capital New Markets Fund2 | Lack of control | Eastern Europe | 60,718 | 41,742 | 69% |
| East Capital Baltic Property Fund II1,2 | Lack of control | Baltic | 170,688 | 20,575 | 64% |
1 East Capital Explorer has committed to invest EUR 20m in total in the East Capital Baltic Property Fund II. A total of EUR 17m was drawn down by the Fund in 2012 and EUR 0.7m in 2013. At the end of the period, EUR 2.3m remains to be invested
As from 1 January 2013, the East Capital Explorer group does not consolidate its funds with reference to the lack of ability to affect the returns from the funds
3 In accordance with the amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities, as from 1 January 2014 East Capital Explorer AB reports all investments at fair value and does not consolidate any of its subsidiaries. Comparatives for 2013 have been recalculated. The effects of the changes in the accounting principles are presented in the Statement of Changes in Equity on page 17 and in the Note 6 on pages 24-26. In the statement below, presenting the effect of the restatement divided by holding and type of asset/liability which has been restated, the holdings in Baltic Cable Holding OÜ and Starman AS have been added up, as there are no operations in the holding company
As an effect of the restatement noted above, presented in full on pages 24-26 in this report, the above-mentioned subsidiaries are no longer consolidated. The holdings are instead valued at fair value through profit or loss. The table below specifies the impact from each subsidiary on the Balance sheet compared to the Statement of Financial position as presented in the annual report of 2013. The figures relate to 31 December 2013.
| EUR thousands | ||||
|---|---|---|---|---|
| ECEI | Starman | Humarito Ltd | Total | |
| Assets | ||||
| Property, plant and equipment | - | -27,710 | - | -27,710 |
| Goodwill | - | -56,986 | - | -56,986 |
| Other intangible assets | - | -16,227 | - | -16,227 |
| Shares and participations in investing activities/shares in subsidiaries | -19,822 | 23,609 | 72 | 3,860 |
| Total non-current assets | -19,822 | -77,314 | 72 | -97,063 |
| Total current assets | 8,588 | -4,833 | -80 | 3,675 |
| Total assets | -11,234 | -82,147 | -8 | -93,388 |
| Equity and Liabilities | ||||
| Equity | ||||
| Equity attributable to shareholders of the Parent Company | - | -1,428 | - | -1,428 |
|---|---|---|---|---|
| Non-controlling interest | -8 | -407 | - | -415 |
| Total Equity | -8 | -1,835 | - | -1,843 |
| Total long-term liabilities | - | -68,911 | - | -68,911 |
| Total current liabilities | -11,227 | -11,401 | -8 | -22,635 |
| Total equity and liabilities | -11,234 | -82,147 | -8 | -93,388 |
Note 4 Financial Instruments
Comparative figures for 2013 have been restated in accordance with IFRS 10 and IAS 27, investment entities. The main effect of the application of the consolidation exception relating to investment entities is that only one set of financial statements are presented above, whereas the accounts prepared according to IFRS agree with the accounting principles applied by the Parent company. For a better understanding of the business, the information on financial instruments below have been presented on a see through basis as the fair value of the holding in the subsidiary East Capital Explorer Investments AB is a result of the fair value of the holdings in the investment activities in East Capital Explorer Investments AB. Shares and participations in the investment activities as well as the parent company's holdings in subsidiaries are all valued at fair value.
Financial instruments not measured at fair value through profit and loss
For accounts receivable and accounts payable, the carrying amount is deemed to reflect fair value since the remaining maturity is generally short. This is also the case for cash and bank. East Capital Explorer AB measure its loan to group companies at amortised cost according to the effective interest method. The value has been assessed to correspond to fair value on the balance sheet date.
Calculation of fair value
The following summarises the main methods and assumptions applied in determining the fair value of the financial instruments in the balance sheet. Please refer to the Annual report for 2013 for more details on valuation policies used by East csapital Explorer AB.
Fair value hierarchy
The fair value hierarchy has the following levels:
- Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
- Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
- Level 3: Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).
The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level of input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs requiring significant adjustment based on unobservable inputs, such measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgment, considering factors specific to the financial asset or liability.
The determination of what constitutes 'observable' requires significant judgment by the Group. The Group considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The remaining equity funds are classified in the level where underlying equities to a predominant proportion have been classified.
Shares in subsidiaries/financial instruments
In the Parent company, financial instruments consist of shares in subsidiaries of EUR 258.7m, loans to group companies of EUR 29.3m and cash and cash equivalent/cash and bank of EUR 0.6m. The carrying amount of these assets correspond to the fair value on the balance sheet date.
| Country | Book value, EURt | Share of capital, % | |||
|---|---|---|---|---|---|
| Shares in subsidiaries including loans to group companies | 31 Mar 2014 | 31 Mar 2013 | 31 Mar 2014 | 31 Mar 2013 | |
| East Capital Explorer Investments AB | Stockholm, Sweden |
288,017 | 291,113 | 100 | 100 |
East Capital Explorer AB (publ) owns 100% of the preference shares in East Capital Investments AB and is entitled to all profits, assets and liabilities attributable to that company. Percentage of votes is 4.3%. East Capital Explorer Investments AB is in turn classified as an investment entity whose total holdings, including its subsidiaries, are measured at fair value through profit and loss. Reported value in East Capital Explorer Investments AB consists partly of shares and partly of a loan. The value of the holding can be found in the rows shares in subsidiaries and loans to group companies in the balance sheet above.
As the holdings in East Capital Explorer Investments AB are presented on a see trough basis, the tables below reflect the fair value hierarchy in the investment activities.
The value of the shares in East Capital Explorer Investments AB (including loans to group company) is made up by the following assets:
| EUR thousands | ||||||
|---|---|---|---|---|---|---|
| Breakdown of values in East Capital Explorer Investments AB, | Fund | Direct | Short term | Other assets and | ||
| including loans to group companies | Investments | Investments | Investments | Cash and bank | liabilities, net | Total |
| Opening balance 1 January 2014 | 188,892 | 110,535 | 112 | 19,471 | -10,016 | 308,993 |
| Reclassifications | -17,820 | - | 17,820 | - | - | - |
| Divestments/Reductions | -14,103 | - | - | 14,103 | - | - |
| Other | - | - | - | 181 | 781 | 961 |
| Changes in fair value recognised in net profit/loss | -16,208 | -7,320 | 1,590 | - | - | -21,938 |
| Closing balance 31 March 2014 | 140,760 | 103,214 | 19,522 | 33,755 | -9,235 | 288,017 |
| EUR thousands | ||||||
|---|---|---|---|---|---|---|
| Breakdown of values in East Capital Explorer Investments AB, including loans to group companies |
Fund Investments |
Direct Investments |
Short term Investments |
Cash and bank | Other assets and liabilities, net |
Total |
| Opening balance 1 January 2013 | 196,046 | 61,586 | 1 | 45,224 | -3,338 | 299,519 |
| Purchase/additions | 25,000 | - | - | -25,000 | - | - |
| Divestments/reductions | - | -497 | - | 497 | - | - |
| Other | - | - | - | -15,293 | 151 | -15,141 |
| Changes in fair value recognised net in profit/loss | 6,627 | 109 | - | - | - | 6,736 |
| Closing balance 31 March 2013 | 227,673 | 61,198 | 1 | 5,428 | -3,187 | 291,113 |
Fund investments consist of funds managed by East Capital, specialised in Eastern Europe and East Asian emerging and frontier markets. Basking its investment strategy on thorough knowledge of the markets, fundamental analyses and frequent company visits by its investment teams. Holdings in the funds are valued at fair value according to the valuation principles described above.
Direct investments consist of the holdings in Melon Fashion Group (MFG), Starman, Trev-2 Group and Komercijalna Banka Skopje. All of these holdings, but Komercijalna Banka Skopje, which is publicly traded, are valued by external valuers on a yearly basis and valued internally when called for by indications of changes in the value of the holding, which are followed up on a monthly basis.
Short-term investments consist of holdings, expected to be divested within the financial year. At the beginning of the year, the holding in East European Debt Finance was classified as short-term investments. As from the first quarter 2014, East Capital Special Opportunities Fund II has been reclassified as short-term investments due to the ongoing liquidation of the fund, which is expected to be finalised in 2014.
The East Capital Explorer portfolio is presented on page 3 in this report, including information on fair value changes during the period. More information on the portfolio holdings can be found on page 5 to 11 in this report.
The following table analyses, within the fair value hierarchy, the investments in the investment activities measured at fair value as at 31 March 2014:
| EUR thousands | ||||
|---|---|---|---|---|
| 31 March 2014 | ||||
| Shares and participations in investment activities at fair value | ||||
| through profit or loss1 | Level 1 | Level 2 | Level 3 | Total balance |
| - Fund Investments | 118,108 | - | 22,652 | 140,760 |
| - Direct Investments | 6,315 | - | 96,899 | 103,214 |
| - Short-term Investments2 | 19,459 | - | 64 | 19,522 |
| Total assets measured at fair value | 143,882 | - | 119,615 | 263,496 |
| EUR thousands | ||||
| 31 March 2013 | ||||
| Shares and participations in investment activities at fair value | ||||
| through profit or loss1 | Level 1 | Level 2 | Level 3 | Total balance |
| - Fund Investments | 204,343 | - | 23,330 | 227,673 |
| - Direct Investments | 8,806 | - | 52,393 | 61,198 |
| - Short-term Investments2 | - | - | 1 | 1 |
| Total assets measured at fair value | 213,149 | - | 75,724 | 288,871 |
1 The following investments in the investment activities are classified in Level 1: East Capital Russia Domestic Growth Fund, East Capital New Markets Fund, East Capital Deep Value Fund and Komercijalna Banka Skopje. The following investments are classified in Level 3; East Capital Baltic Property Fund II, East Capital Bering Ukraine Fund Class R, Melon Fashion Group, Starman and Trev-2 Group
2Due to the ongoing liquidation of East European Debt Finance and East Capital Special Opportunities Fund II, these holdings are no longer separately reported, but included in short-term investments as the remaining assets are limited
Investments which values are based on quoted market prices in active markets are classified within Level 1, including publicly listed companies in Equity fund investments and direct investments.
Financial investments traded in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources by observable inputs, are classified within Level 2. As Level 2 investments include positions that are not traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability, which are generally based on available market information.
Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently. Level 3 instruments include mainly private equity investments. As observable prices are not available for these holdings, valuation techniques are used to derive fair value. Level 3 instruments also include investments in East Capital funds, to the extent they primarily hold unlisted investments.
EUR thousands 31 March 2014
| Changes in financial assets and liabilities in Level 3 | Fund Investments | Direct Investments | Short term Investments | Total |
|---|---|---|---|---|
| Closing balance 2013 | 23,179 | 80,317 | 112 | 103,608 |
| Effects of changes in accounting principles | - | 23,609 | - | 23,609 |
| Opening balance 2014 | 23,179 | 103,926 | 112 | 127,217 |
| Changes in fair value recognised net in profit/loss | -526 | -7,026 | -49 | -7,601 |
| Closing balance 31 March 2014 | 22,652 | 96,899 | 64 | 119,615 |
| EUR thousands | ||||
|---|---|---|---|---|
| 31 March 2013 | ||||
| Fund | Direct | Short term Investments | ||
| Changes in financial assets and liabilities in Level 3 | Investments | Investments | Total | |
| Opening balance 2013 | 22,659 | 52,890 | 1 | 75,550 |
| Divestments/reductions | - | -522 | - | -522 |
| Changes in fair value recognised net in profit/loss | 671 | 25 | - | 696 |
| Closing balance 31 March 2013 | 23,330 | 52,393 | 1 | 75,724 |
EUR 7.601 thousands (EUR 696 thousands) of changes in fair value recognised net in profit/loss relate to investments still held at the end of the period. There have been no movements to or from Level 3 during the period.
Sensitivity analysis
For information about risks, uncertainties and information about the business environments and markets in which East Capital Explorer invests, please refer to the Directors' Report on page 12. The effect of fluctuations in the major parameters on the value of the portfolio holdings is presented in the table below:
Sensitivity analysis for market risks (EUR thousands)
| 31 March 2014 | ||
|---|---|---|
| Risk factors | Change | Effect on net profit/loss for the period |
| Fx EUR/RUB | +/- 10% | 6,208 |
| Fx EUR/USD | +/- 5% | 4,503 |
| Equity price | +/- 10% | 26,350 |
Note 5 Key Figures
| Key figures | 3m | 12m | 9m | 6m | 3m | 12m | 9m | 6m |
|---|---|---|---|---|---|---|---|---|
| 2014 | 2013 | 2013 | 2013 | 2013 | 2012 | 2012 | 2012 | |
| Net asset value, EURm | 288 | 3091 | 2841 | 2801 | 2921 | 3011 | 301 | 290 |
| Change in NAV during the quarter, % | -6.8 | 8.91 | 1.41 | -4.21 | -2.71 | -0.11 | 3.7 | -9.7 |
| Equity ratio, % | 99.8 | 99.91 | 99.91 | 99.91 | 99.91 | 99.81 | 97.9 | 96.1 |
| Market capitalisation, SEKm | 1,587 | 1,956 | 1,468 | 1,439 | 1,634 | 1,618 | 1,691 | 1,601 |
| Market capitalisation, EURm | 178 | 225 | 169 | 165 | 195 | 188 | 200 | 183 |
| Outstanding number of shares, m | 31.4 | 31.4 | 31.4 | 31.4 | 31.4 | 33.0 | 33.2 | 33.7 |
| Weighted average number of shares, m | 31.4 | 31.4 | 31.4 | 31.4 | 31.4 | 34.4 | 33.6 | 33.7 |
| Number of employees | 3 | 41 | 51 | 51 | 5 | 5 | 4 | 4 |
| Key figures per share | 3m | 12m | 9m | 6m | 3m | 12m | 9m | 6m |
| 2014 | 2013 | 2013 | 2013 | 2013 | 2012 | 2012 | 2012 | |
| Earnings per share, EUR | -0.67 | 0.741 | -0.071 | -0.191 | 0.191 | 0.421 | 0.41 | -0.04 |
| NAV, SEK | 82 | 871 | 791 | 781 | 781 | 781 | 77 | 75 |
| NAV, EUR | 9.17 | 9.851 | 9.041 | 8.921 | 9.301 | 9.101 | 9.07 | 8.60 |
| Share price, SEK | 50.50 | 62.25 | 46.70 | 45.80 | 52.00 | 49.00 | 51.00 | 47.50 |
| Share price, EUR | 5.67 | 7.00 | 5.38 | 5.25 | 6.21 | 5.70 | 6.04 | 5.42 |
| SEK/EUR | 8.91 | 8.89 | 8.69 | 8.72 | 8.37 | 8.59 | 8.44 | 8.77 |
1 Recalculated due to amendments to IFRS 10 and IAS 27 regarding accounting by Investment entities
Note 6 Restatement of Financial Statements in respect of the application of IFRS 10, Investment entities
The initial effect is recognized against retained earnings per 1 January 2013
Statement of Profit or Loss and Other Comprehensive Income/Income statement
| EUR thousands | 2013 Jan Mar |
Adj. IFRS 10 |
Re stated Jan-Mar 2013 |
2013 Apr Jun |
Adj. IFRS 10 |
Re stated Apr-Jun 2013 |
2013 Jan-Jun |
IFRS 10 Adj. |
stated Jan-Jun Re 2013 |
2013 Jul-Sep |
IFRS 10 Adj. |
stated Re 2013 Jul-Sep |
Jan Sep 2013 |
Adj. IFRS 10 |
Re stated 2013 Jan-Sep |
Oct-Dec 2013 |
Adj. IFRS 10 |
Re stated Oct-Dec 2013 |
2013 Jan Dec |
IFRS 10 Adj. |
Re stated 2013 Jan-Dec |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net sales | - | - | - | 2,486 | -2,486 | - | 2,486 | -2,486 | - | 7,332 | -7,332 | - | 9,818 | -9,818 | - | 7,551 | -7,551 | - | 17,369 | -17,369 | - |
| Other operating income | - | - | - | 51 | -51 | - | 51 | -51 | - | 177 | -177 | - | 228 | -228 | - | 155 | -155 | - | 383 | -383 | - |
| Changes in value of subsidiaries Changes in value of portfolio/ |
6,736 | -742 | 5,994 | -12,247 | 291 | -11,956 | -5,511 | -451 | -5,962 | 4,341 | -309 | 4,032 | -1,170 | -760 | -1,930 | 32,911 | -7,107 | 25,804 | 31,741 | -7,867 | 23,874 |
| Received Dividend | - | - | - | 1,550 | -1,550 | - | 1,550 | -1,550 | - | 1,154 | -1,154 | - | 2,704 | -2,704 | - | 1,609 | -1,609 | - | 4,313 | -4,313 | - |
| Total operating income | 6,736 | -742 | 5,994 | -8,160 | -3,796 | -11,956 | -1,424 | -4,538 | -5,962 | 13,004 | -8,972 | 4,032 | 11,580 | -13,510 | -1,930 | 42,225 -16,422 | 25,804 | 53,805 | -29,932 | 23,874 | |
| Goods, raw material and services | - | - | - | -780 | 780 | - | -780 | 780 | -2,059 | 2,059 | - | -2,839 | 2,839 | -1,990 | 1,990 | - | -4,829 | 4,829 | - | ||
| Staff expenses | -214 | - | -214 | -737 | 368 | -368 | -951 | 368 | -583 | -1,430 | 1,202 | -227 | -2,380 | 1,570 | -810 | -1,264 | 989 | -276 | -3,644 | 2,558 | -1,086 |
| Depreciation and amortisation of non-current assets |
- | - | - | -525 | 525 | - | -525 | 525 | - | -2,110 | 2,110 | - | -2,635 | 2,635 | - | -1,965 | 1,965 | - | -4,600 | 4,600 | - |
| Other operating expenses | -654 | 449 | -205 | -1,326 | 1,097 | -229 | -1,980 | 1,545 | -435 | -1,392 | 1,065 | -327 | -3,372 | 2,610 | -762 | -8,599 | 8,331 | -267 | -11,971 | 10,942 | -1,029 |
| Operating profit/loss | 5,868 | -293 | 5,575 | -11,528 | -1,027 | -12,555 | -5,660 | -1,320 | -6,980 | 6,013 | -2,536 | 3,478 | 353 | -3,856 | -3,502 | 28,408 | -3,146 | 25,261 | 28,761 | -7,003 | 21,759 |
| Financial income | 26 | 538 | 564 | 13 | 367 | 380 | 39 | 905 | 944 | 13 | 374 | 387 | 52 | 1,279 | 1,331 | 31 | 362 | 394 | 83 | 1,641 | 1,724 |
| Financial expense | -33 | 33 | - | -314 | 314 | - | -347 | 347 | - | -1,052 | 1,051 | - | -1,398 | 1,397 | -1 | -913 | 913 | - | -2,311 | 2,310 | -1 |
| Profit/loss before tax | 5,861 | 278 | 6,139 | -11,829 | -346 | -12,175 | -5,968 | -68 | -6,036 | 4,974 | -1,112 | 3,864 | -993 | -1,180 | -2,172 | 27,526 | -1,871 | 25,655 | 26,533 | -3,052 | 23,483 |
| Tax | 246 | -278 | -32 | 36 | 11 | 47 | 282 | -267 | 15 | -350 | 386 | 36 | -68 | 119 | 51 | -1,212 | 822 | -390 | -1,280 | 941 | -339 |
| NET PROFIT/LOSS FOR THE PERIOD | 6,107 | - | 6,107 | -11,792 | -336 | -12,129 | -5,686 | -336 | -6,022 | 4,624 | -724 | 3,901 | -1,061 | -1,061 | -2,121 | 26,314 | -1,049 | 25,265 | 25,253 | -2,110 | 23,143 |
| Cash flow hedges - effective portion of changes Other comprehensive income: in fair value |
- | - | - | - | - | - | - | - | - | -229 | 229 | - | -229 | 229 | - | -49 | 49 | - | -277 | 277 | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD | 6,107 | - | 6,107 | -11,792 | -336 | -12,129 | -5,686 | -336 | -6,022 | 4,395 | -496 | 3,901 | -1,290 | -832 | -2,121 | 26,265 | -1,000 | 25,265 | 24,976 | -1,834 | 23,143 |
| Net profit/loss for the year distribution: | |||||||||||||||||||||
| Shareholders of the Parent Company | 6,107 | - | 6,107 | -11,899 | -230 | -12,129 | -5,792 | -230 | -6,022 | 4,540 | -638 | 3,901 | -1,253 | -868 | -2,121 | 25,965 | -700 | 25,265 | 24,712 | -1,569 | 23,143 |
| Non-controlling interest | - | - | - | 107 | -107 | - | 107 | -107 | - | 85 | -85 | - | 192 | -192 | - | 349 | -349 | - | 541 | -541 | - |
| 6,107 | - | 6,107 | -11,792 | -336 | -12,129 | -5,686 | -336 | -6,022 | 4,624 | -724 | 3,901 | -1,061 | -1,061 | -2,121 | 26,314 | -1,049 | 25,265 | 25,253 | -2,110 | 23,143 | |
| Total comprehensive income distribution: | |||||||||||||||||||||
| Shareholders of the Parent Company | 6,107 | - | 6,107 | -11,899 | -230 | -12,129 | -5,792 | -230 | -6,022 | 4,422 | -521 | 3,901 | -1,370 | -751 | -2,121 | 25,940 | -675 | 25,265 | 24,571 | -1,428 | 23,143 |
| Non-controlling interest | - | - | - | 107 | -107 | - | 107 | -107 | - | -27 | 27 | - | 80 | -80 | - | 325 | -325 | - | 405 | -405 | - 24 |
| 6,107 | - | 6,107 | -11,792 | -336 | -12,129 | -5,686 | -336 | -6,022 | 4,395 | -496 | 3,901 | -1,290 | -832 | -2,121 | 26,265 | -1,000 | 25,265 | 24,976 | -1,834 | 23,143 |
East Capital Explorer AB Interim Report 1 January – 31 March 2014
Statement of Financial Position/Balance sheet
| EUR thousands | 31 Dec 2012 |
IFRS 10 Adj. |
Restated 2013 1 Jan |
31 Mar 2013 |
IFRS 10 Adj. |
Restated 31 Mar 2013 |
2013 30 Jun |
IFRS 10 Adj. |
Restated 30 Jun 2013 |
2013 30 Sep |
IFRS 10 Adj. |
Restated 2013 30 Sep |
2013 31 Dec |
IFRS 10 Adj. |
Restated 31 Dec 2013 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets | |||||||||||||||
| Property, plant and equipment | - | - | - | - | - | - | 22,412 | -22,412 | - | 27,480 | -27,480 | - | 27,710 | -27,710 | - |
| Goodwill | - | - | - | - | - | - | 56,986 | -56,986 | - | 56,986 | -56,986 | - | 56,986 | -56,986 | - |
| Other intangible assets | - | - | - | - | - | - | 21,063 | -21,063 | - | 16,635 | -16,635 | - | 16,228 | -16,227 | - |
| Shares and participations in investing activities/Shares in subsidiaries | 257,599 | 12,605 | 270,204 | 288,871 | -27,073 | 261,798 | 252,327 | -2,485 | 249,842 | 249,606 | 4,268 | 253,874 | 275,818 | 3,860 | 279,678 |
| Deferred tax assets | 403 | -63 | 340 | 649 | -341 | 308 | 627 | -272 | 355 | 356 | 35 | 391 | - | - | - |
| Total non-current assets | 258,002 | 12,542 | 270,544 | 289,520 | -27,415 | 262,105 | 353,415 | -103,218 | 250,197 | 351,063 | -96,798 | 254,265 | 376,742 | -97,063 | 279,678 |
| Inventories | - | - | - | - | - | - | 3,471 | -3,471 | - | 2,694 | -2,694 | - | 2,423 | -2,423 | - |
| Loans to group companies | - | 29,315 | 29,315 | - | 29,315 | 29,315 | - | 29,315 | 29,315 | - | 29,315 | 29,315 | - | 29,315 | 29,315 |
| Other short term receivables | 32 | -2 | 30 | 33 | -2 | 31 | 773 | -772 | 1 | 800 | -799 | 1 | 1,047 | -1,046 | 1 |
| Tax receivables | 740 | -740 | - | 895 | -895 | - | 1,268 | -1,268 | - | 1,141 | -1,141 | - | - | - | - |
| Accrued income and prepaid expenses | 80 | -57 | 23 | 21 | - | 21 | 1,127 | -1,114 | 13 | 253 | -245 | 8 | 1,352 | -1,331 | 21 |
| Short-term investments | - | - | - | - | - | - | 2,098 | -2,098 | - | 3,054 | -3,054 | - | 112 | -112 | - |
| Cash and cash equivalents | 46,497 | -45,366 | 1,131 | 6,677 | -5,430 | 1,247 | 6,029 | -5,000 | 1,029 | 12,391 | -11,503 | 888 | 21,504 | -20,728 | 776 |
| Total current assets | 47,349 | -16,850 | 30,499 | 7,626 | 22,988 | 30,614 | 14,766 | 15,592 | 30,358 | 20,333 | 9,879 | 30,212 | 26,438 | 3,675 | 30,113 |
| Total assets | 305,350 | -4,308 | 301,043 | 297,146 | -4,427 | 292,719 | 368,182 | -87,627 | 280,555 | 371,396 | -86,919 | 284,477 | 403,179 | -93,388 | 309,791 |
| Shareholder Equity | |||||||||||||||
| Share capital | 3,631 | - | 3,631 | 3,640 | - | 3,640 | 3,640 | - | 3,640 | 3,640 | - | 3,640 | 3,640 | - | 3,640 |
| Other contributed capital/Share premium reserve | 362,458 | 3 | 362,461 | 348,180 | 3 | 348,183 | 348,180 | 3 | 348,183 | 348,180 | 3 | 348,183 | 348,180 | 3 | 348,183 |
| Other reserves | 77 | -77 | - | - | - | - | - | - | - | -117 | 117 | - | -141 | 141 | - |
| Retained earnings | -80,077 | 74 | -80,003 | -65,576 | -3 | -65,579 | -65,576 | -3 | -65,579 | -65,576 | -3 | -65,579 | -65,576 | -3 | -65,579 |
| Profit/Loss for the period | 14,424 | - | 14,424 | 6,107 | - | 6,107 | -5,792 | -230 | -6,022 | -1,253 | -868 | -2,121 | 24,712 | -1,569 | 23,143 |
| Equity attributable to shareholders of the Parent Company | 300,513 | - | 300,513 | 292,351 | - | 292,350 | 280,451 | -230 | 280,222 | 284,874 | -752 | 284,122 | 310,814 | -1,428 | 309,387 |
| Non-controlling interest | 8 | -8 | - | 8 | -8 | - | 117 | -117 | - | 90 | -90 | - | 415 | -415 | - |
| Total Equity | 300,521 | -8 | 300,513 | 292,358 | -8 | 292,350 | 280,568 | -347 | 280,222 | 284,964 | -842 | 284,122 | 311,229 | -1,843 | 309,387 |
| Liabilities | |||||||||||||||
| Non-current interest bearing liabilities | - | - | - | - | - | - | 72,033 | -72,033 | - | 70,324 | -70,324 | - | 68,634 | -68,634 | - |
| Derivatives | - | - | - | - | - | - | - | - | - | 229 | -229 | - | 277 | -277 | - |
| Total non-current liabilities | - | - | - | - | - | - | 72,033 | -72,033 | - | 70,553 | -70,553 | - | 68,911 | -68,911 | - |
| Current interest bearing liabiltities | - | - | - | - | - | - | 7,780 | -7,780 | - | 8,254 | -8,254 | - | 8,203 | -8,203 | - |
| Tax liabilities | - | - | - | - | - | - | - | - | - | - | - | - | 26 | -26 | - |
| Derivatives | - | - | - | - | - | - | - | - | - | - | - | - | 2 | -2 | - |
| Other current liabilities | 188 | 10 | 198 | 294 | -127 | 167 | 1,708 | -1,582 | 126 | 1,707 | -1,552 | 155 | 2,171 | -2,063 | 108 |
| Accrued expenses and deferred income | 4,641 | -4,309 | 332 | 4,494 | -4,293 | 201 | 6,092 | -5,885 | 207 | 5,918 | -5,719 | 199 | 12,637 | -12,341 | 296 |
| Total current liabilities | 4,829 | -4,300 | 530 | 4,788 | -4,419 | 369 | 15,581 | -15,247 | 333 | 15,879 | -15,525 | 354 | 23,039 | -22,635 | 404 |
| Total equity and liabilities | 305,350 | -4,308 | 301,043 | 297,146 | -4,427 | 292,719 | 368,182 | -87,627 | 280,555 | 371,396 | -86,919 | 284,477 | 403,179 | -93,388 | 309,791 |
25
| East Capital Explorer AB Interim Report 1 January – 31 March 2014 |
|---|
Statement of Cash Flow
| EUR thousands | Jan-Mar 2013 |
Adj. IFRS 10 |
Restatated 2013 Jan-Mar |
2013 Jan-Jun |
IFRS 10 Adj. |
Restatated Jan-Jun 2013 |
2013 Jan-Sep |
IFRS 10 Adj. |
Restatated 2013 Jan-Sep |
2013 Jan-Dec |
IFRS 10 Adj. |
Restatated Jan-Dec 2013 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Operating activities | ||||||||||||
| Operating profit/loss | 5,868 | -293 | 5,575 | -5,660 | -1,320 | -6,980 | 353 | -3,855 | -3,502 | 28,761 | -7,002 | 21,759 |
| Changes in value in portfolio/Changes in value in shares in subsidiaries | -6,736 | 742 | -5,994 | 5,511 | 451 | 5,962 | 1,170 | 760 | 1,930 | -31,741 | 7,867 | -23,874 |
| Adjustment for non-cash items | - | - | - | 525 | -525 | - | 2,635 | -2,635 | - | 2,991 | -2,991 | - |
| Interest received | 51 | 437 | 488 | 41 | 842 | 883 | 12 | 1,269 | 1,281 | 55 | 1,608 | 1,663 |
| Interest paid and other financial payments | -17 | 17 | 0 | -9 | 9 | - | -710 | 710 | - | -1,107 | 1,107 | - |
| Tax paid | -154 | 124 | -30 | -469 | 439 | -30 | -419 | 389 | -30 | -149 | 119 | -30 |
| Cash Flow from current operations before changes in working capital | -987 | 1,027 | 39 | -61 | -103 | -164 | 3,041 | -3,362 | -321 | -1,190 | 708 | -482 |
| Cash flow from changes in working capital | ||||||||||||
| Increase (-)/decrease (+) in other current receivables | -1 | - | -1 | -1,064 | 1,093 | 29 | -185 | 214 | 29 | 95 | -66 | 29 |
| Increase (-)/decrease (+) in inventory | - | - | - | - | - | - | -32 | 32 | - | 239 | -239 | - |
| Increase (+)/decrease (-) in other current payables | -42 | -90 | -132 | -107 | -61 | -168 | -218 | 72 | -146 | 6,868 | -6,964 | -96 |
| Cash flow from operating activities | -1,030 | 938 | -93 | -1,232 | 930 | -303 | 2,606 | -3,043 | -438 | 6,012 | -6,560 | -549 |
| Investing activities | ||||||||||||
| Acquisition of group companies | - | - | - | -22,605 | 22,605 | - | -22,605 | 22,605 | - | -22,605 | 22,605 | - |
| Investment in shares and participations | -25,000 | 25,000 | - | -25,740 | 25,740 | - | -25,740 | 25,740 | - | -27,279 | 27,279 | - |
| Sale of short-term investments | - | - | - | 9,995 | -9,995 | - | 584 | -584 | - | 11,258 | -11,258 | - |
| Sale of shares and participations | 522 | -522 | - | 13,463 | -13,463 | - | 28,936 | -28,936 | - | 29,431 | -29,431 | - |
| Purchase of property, plant, equipment and intangible assets | - | - | - | - | - | - | -1,941 | 1,941 | - | -3,728 | 3,728 | - |
| Cash flow from investing activities | -24,478 | 24,478 | - | -24,887 | 24,887 | - | -20,766 | 20,766 | - | -12,925 | 12,925 | - |
| Financing activities | ||||||||||||
| Repayment of loans | - | - | - | - | - | - | -1,579 | 1,579 | - | -3,670 | 3,670 | - |
| Repaid shareholders contributions | - | 14,400 | 14,400 | - | 14,400 | 14,400 | - | 14,400 | 14,400 | - | 14,400 | 14,400 |
| Redemption program | -14,269 | - | -14,269 | -14,269 | - | -14,269 | -14,269 | - | -14,269 | -14,269 | - | -14,269 |
| Cash flow from financing activities | -14,269 | 14,400 | 131 | -14,269 | 14,400 | 131 | -15,848 | 15,979 | 131 | -17,939 | 18,070 | 131 |
| Cash flow for the period | -39,777 | 39,816 | 38 | -40,388 | 40,217 | -172 | -34,008 | 33,702 | -307 | -24,852 | 24,434 | -418 |
| Cash and cash equivalents at beginning of the year | 46,497 | -45,366 | 1,131 | 46,497 | -45,366 | 1,131 | 46,497 | -45,366 | 1,131 | 46,497 | -45,366 | 1,131 |
| Exchange rate differences in cash and cash equivalents | -43 | 121 | 78 | -80 | 149 | 69 | -98 | 161 | 63 | -142 | 204 | 62 |
| period the of end at ivalents equ cash and ash C |
6,677 | -5,428 | 1,247 | 6,029 | -5,000 | 1,029 | 12,391 | -11,503 | 888 | 21,504 | -20,727 | 776 |
26
Definitions
Average number of shares
Balanced average of number of shares outstanding during the year, adjusted for share issues, splits and buybacks.
Change in value
Change in fair value.
Dividend per share
Paid or proposed dividend per share adjusted for share issues and splits.
Earnings per share
Net profit for the year, attributable to equity holders of the Parent Company, divided by average number of shares.
Ebitda
(Earnings before interest, tax, depreciation and amortisation). Profit before depreciation and impairment.
Equity ratio
Total equity as a percentage of total assets.
Enterprise value
Sum of the company's market capitalisation, minority interests and net debt.
IRR
(Internal Rate of Return). Annual average return.
Net Asset Value (NAV)
Corresponds to the value of East Capital Explorer's net assets, i.e. total assets less net debt. An indicative NAV is calculated on a monthly basis and is published five working days after the end of the month.
Net asset value per share
Net asset value per share in relation to the total number of registered shares on the Balance Sheet date.
Net debt/Net cash
Interest-bearing current and long-term liabilities, including pension liabilities, less cash and cash equivalents, short-term investments and interest-bearing current and long-term receivables.
Outstanding number of shares
Registered number of shares less any share held by the company.
Profit/loss for the year
Profit/loss after tax.
Registered number of shares
The number of shares in the company including shares held by the Company.
Return on equity Profit/loss for the year as a percentage of average shareholders' equity.
Shareholders' equity per share
Shareholders' equity, attributable to equity holders of the Parent Company, divided by number of registered shares.
Total assets
All assets and liabilities not included in net debt or net cash, which is the same as the Balance Sheet total less asset items included in net debt or net cash and less non-interest-bearing liabilities.
Total comprehensive income for the year
Change in equity during the period resulting from transactions and other events, other than those changes resulting from transactions with the owners in their capacity as owners.
Volatility
A measure of the variability in an asset's return. Volatility is usually measured as a standard deviation in the return of an asset during a certain given period of time.
Kungsgatan 33, Box 7214 SE-103 88 Stockholm, Sweden Tel: +46 8 505 97 700 Coroporate identity no: 556693-7404 www.eastcapitalexplorer.com