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Ellaktor S.A. Annual Report 2010

Sep 22, 2015

2744_10-k_2015-09-22_ba851e5d-26f7-43a2-b4d2-8d3c804d1f68.pdf

Annual Report

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ELLAKTOR SA

(published pursuant to article 135 of Law 2190 on entities preparing annual financial statements, consolidated or separate, under IAS)

The following details and information, as these arise from the financial statements, aim at providing general information about the financial standing and results of ELLAKTOR SA and the ELLAKTOR Group of companies. Therefore, we recommend that before proceeding to any investment or other transaction with the issuer, readers should visit the issuer's website where the financial statements and the certified auditor-accountant report are posted as necessary.

SA Reg.No. 874/06/Β/86/16

25 ERMOU STR. - 145 64 KIFISSIA

FIGURES AND INFORMATION FOR THE YEAR FROM 1 JANUARY 2010 TO 31 DECEMBER 2010

COMPANY DETAILS STATEMENT OF CASH FLOWS (amounts in ,000 EUR)
Company's Registered Office: 25 Ermou str., 13th km Athens-Lamia NR, 145 64 Kifissia CONSOLIDATED FIGURES
COMPANY FIGURES
Societes Anonyme Reg.No.: 874/06/Β/86/16
Competent Authority: Commerce, Companies & Credit Division Ministry of Economy, Competitiveness & Shipping, General Secretariat For 01/01-
31/12/2010
01/01-
31/12/2009
01/01-
31/12/2010
01/01-
31/12/2009
Date of approval of the annual financial statements (from which 28 March 2011 Operating activities
summary information was drawn): Profit/ (Loss) before taxes 88.755 172.239 8.079 28.279
Certified auditor: Marios Psaltis Plus/ less adjustments for:
Auditing firm: PriceWaterhouseCoopers SA Depreciation 111.862 102.315 1.196 1.228
Type of audit report: Unqualified opinion Impairment of PPE, intangible assets & financial assets available for sale 76 18.085 - -
Company's website:
BoD composition:
www.ellaktor.com Provisions
Currency translation differences
6.931
(1.449)
33.464
702
(109)
-
(134)
-
Executive Members Non-executive Members (Directors) Results (income, expenses, gains and losses) from investing activities (30.896) (26.386) (16.140) (29.081)
Anastasios Kallitsantsis, Chairman of the BoD Loukas Giannakoulis, Director Georgios Sossidis Debit interest and related expenses 79.827 70.711 7.174 5.740
Leonidas Bobolas, CEO Angelos Giokaris, Director
Ioannis Koutras
Dimitrios Kallitsantsis, Director Edouardos Sarantopoulos, Director Dim. Hatzigrigoriadis (independent member) Plus/ less adjustments for changes in working capital accounts or related
to operating activities:
Dimitrios Koutras, Director Georgios Bekiaris (independent member) Decrease/ (increase) of inventory (7.562) 51.524 - -
Decrease/ (increase) of receivables (9.126) (127.256) 9.834 2.285
STATEMENT OF FINANCIAL POSITION (amounts in ,000 EUR) (Decrease)/ increase of liabilities (except banks) (71.848) (176.326) (3.210) (2.839)
CONSOLIDATED FIGURES COMPANY FIGURES Less:
31/12/2010 31/12/2009 31/12/2010 31/12/2009 Debit interest and related expenses paid (89.991) (69.658) (7.563) (6.254)
ASSETS Taxes paid (36.322) (35.772) (3.763) (2.795)
Property, plant and equipment 479.338 474.570 3.405 3.675 Total Cash Inflows/(Outflows) from Operating Activities (a) 40.258 13.640 (4.501) (3.572)
Investment property 140.183 128.261 58.816 59.785 Investing activities
Intangible assets 1.083.923 1.000.104 - - (Acquisition)/ disposal of subsidiaries, associates, joint ventures and other
Other non-current assets 393.977 399.744 977.180 943.665 investments (113.636) (21.003) (33.913) (95.131)
Inventory 47.000 40.371 - - (Placements)/ collections of time deposits over 3 months 91.811 (50.826) - -
Trade receivables
Other current assets
643.836
1.518.531
662.050
1.390.450
4.619
45.271
3.242
46.809
Purchase of PPE and intangible assets & investment properties (214.328) (253.648) (5) (49)
TOTAL ASSETS 4.306.787 4.095.551 1.089.291 1.057.176 Revenues from sales of PPE and intangible assets and investment
property
7.785 14.693 39 5
EQUITY AND LIABILITIES Interest received 33.635 24.695 1.662 1.338
Share capital 182.311 182.311 182.311 182.311 Loans (granted to)/ repaid by related parties 319 (7.726) (28) 1.393
Other equity 775.530 802.324 637.296 648.266 Dividends received 6.343 7.029 23.347 24.968
Total equity attributable to parent company equity holders (a) 957.842 984.636 819.607 830.578 Total inflows/(outflows) from investing activities (b) (188.070) (286.787) (8.898) (67.476)
Non controlling interests (b) 281.872 274.291 - - Financing activities
Total equity (c) = (a) + (b) 1.239.713 1.258.927 819.607 830.578 Sale/ (purchase) of treasury shares - (5.906) - (5.906)
Long-term borrowings 1.405.982 1.382.960 99.585 215.000 Proceeds from borrowings 608.777 478.784 50.000 50.000
Provisions/ Other long-term liabilities 356.481 294.172 1.057 2.249 Repayment of borrowings (351.400) (234.109) - -
Short-term borrowings 540.436 311.146 165.000 - Repayment of financial lease liabilities (amortisation) (3.009) (2.858) - -
Other short-term liabilities 764.175 848.346 4.042 9.349 Dividends paid (22.234) (30.502) (16.037) (19.232)
Total liabilities (d)
TOTAL EQUITY AND LIABILITIES (c) + (d)
3.067.074
3.067.074
4.306.787
2.836.624
2.836.624
4.095.551
269.684
269.684
1.089.291
226.599
1.057.176
Tax paid on dividends
Grants received
(2.199)
(2.199)
217
(7.084)
(7.084)
13.526
(60)
(60)
-
(2.124)
-
Third party participation in share capital increase of subsidiaries 574 9.706 - -
STATEMENT OF COMPREHENSIVE INCOME (amounts in ,000 EUR) Total inflows/(outflows) from financing activities (c) 230.728 221.559 33.903 22.738
CONSOLIDATED FIGURES COMPANY FIGURES Net increase/ (decrease) in cash and cash equivalents for the
01/01-31/12/2010 01/01-31/12/2009 01/01-31/12/2010 01/01-31/12/2009 period (a) + (b) + (c) 82.915 (51.589) 20.505 (48.309)
Turnover 1.753.119 2.268.551 459 384 Cash and cash equivalents at period start 743.204 794.793 11.933 60.242
Gross profit/ (loss) 194.998 292.373 149 (99) Cash and cash equivalents at period end 826.119 743.204 32.438 11.933
Profit/ (loss) before tax, financing and investing results 151.390 232.949 (895) 4.939
Profit/ (loss) before tax 88.755 172.239 8.079 28.279 STATEMENT OF CHANGES IN EQUITY (amounts in ,000 EUR)
Less: Taxes (68.878) (73.422) (2.069) (4.504) CONSOLIDATED FIGURES COMPANY FIGURES
Profit/ loss after tax (A) 19.878 98.816 6.010 23.776 31/12/2010 31/12/2009 31/12/2010 31/12/2009
Parent company equity holders 549 64.934 6.010 23.776
Non controlling interests 19.329 33.882 - - Total equity at year start (1/1/2010 and 1/1/2009, respectively) 1.258.927 1.182.443 830.578 833.954
Other comprehensive income after tax (B)
Total comprehensive income after tax (A) + (B)
(7.863)
12.015
3.704
102.520
720
6.730
(6)
23.770
Total comprehensive income after tax
Change of participation percentage in subsidiaries
12.015
(4.608)
102.520
12.190
6.730
-
23.770
-
Parent company equity holders (5.990) 69.604 6.730 23.770 Dividends distributed & minority proportion in allocation of subsidiary
Non controlling interests 18.004 32.916 - - results (26.620) (32.319) (17.700) (21.240)
Profit/ (loss) after tax per share - basic (expressed in €) 0,0032 0,3762 0,0349 0,1378 Purchases/ sales of treasury shares - (5.906) - (5.906)
Profit/ (loss) before tax, financing and investing results and Total equity at year end (31.12.10 and 31.12.09, respectively)
total amortisation 263.252 335.263 301 6.166 1.239.713 1.258.927 819.607 830.578
Proposed dividend per share - (in €) 0,03 0,10 0,03 0,10
ADDITIONAL FIGURES AND INFORMATION
1. The basic Accounting Principles are those followed as of 31.12.2009.
2. The unaudited fiscal years of Group companies are detailed in note 9 of the annual financial statements as of 31.12.2010. The unaudited fiscal years
with regard to the parent company ELLAKTOR are 2008-2010.
3. There are no liens on the fixed assets of the Group and the Company.
There are no liens on the fixed assets of the Group and the
4. Litigations or disputes referred to arbitration, as well as pending court or abritration rulings are not expected to have a material effect on the financial
standing or the operations of the Group or the Company, and, for this reason, no relevant provisions have been formed.
5. Provisions formed in relation to unaudited fiscal years stand at € 1,945 thousand for the Group, and at € 519 thousand for the Company. Other
(incorporated in Q4 2010) using the full consolidation method, had not been incporporated in the statements of 30.09.2010. In addition to the
foregoing company, the following companies not incorporated as of 31.12.2009 were incorporated: a) full consolidation method: OLKAS SA,
YLECTOR DOOEL SKOPJE (incorporated), EOLIKI KARPASTONIOU SA (acquired), b) net equity method: HERHOF VERWALTUNGS GMBH (acquired),
and c) proportional consolidation method: HELECTOR SA-ENVITECSA Partnership (incorporated).
and c) proportional consolidation method: HELECTOR SA-ENVITECSA Partnership
The annual consolidated financial statements of 31.12.2009 had incorporated, using full consolidation, the following companies, which are no
longer incorporated in the statements for the current year: subsidiaries KARAPANOU BROS SA, VARI VENTURES LIMITED, GEMACO SA, EOLIKI
ADERES SA, and associate LARKODOMI SA, as a result of their disposal to third parties in 2010, and subsidiary PANTECHNIKI ROMANIA SRL as a

provisions (short-term and long-term) for the Group stand at €122,484thousand. (see note 28 to the annual financial statements as of 31.12.2010) 6. The number of employees on 31.12.10 was 15 for the Company and 4,639 for the Group (excluding Joint Ventures) and the respective number of employees on 31.12.09 was 16 and 5,168 , respectively. 7. All manner of transactions (inflows and outflows) in aggregate from year start, as well as receivables and liabilities balances for the Group and the

parent Company at current year end arising from transactions with related parties, as defined in IAS 24, are as follows:

12. As of 31.12.2010 the Company was holding 4,570,034 treasury shares in total, with the total value of € 27,072 thousand.The Company has not
a) Income
136.877
4.484
purchased any treasury shares from 01.01.2010 up to and including 8.12.2010, which was the final deadline of the treasury share purchase plan.
b) Expenses
45.569
613
13. On 26 July 2010, the decision of the arbitral tribunal which had been set up under Article33 of the Concession Agreement related to project
c) Income from dividends
-
14.486
"Design, construction, financing, commissioning, maintenance and operation of the underwater Thessaloniki artery", which awarded compensation
d) Receivables
49.439
13.974
of €43.7 million to the concession company THERMAIKI ODOS SA, in which the Group participates with 50%. Following the aforementioned decision,
e) Liabilities
3.626
275
all receivables from the Greek State which have been awarded in favour of THERMAIKI ODOS SA came up to €67.8 million. The Group's interest of
f) Key management compensation
10.269
1.293
€33.9 million as of 31 December 2010 is posted under "Other receivables".
g) Payables to key management
417
14. On 7 October 2010, the Group associate ATHENS RESORT CASINO SA (30% stake held by ELLAKTOR) exercised the option granted under the
-
8. Earnings per share are calculated by dividing the net profit which is attributable to parent company shareholders by the weighted average of common
contract for the transfer of shares, concession of administration of the Regency Casino Mont Parnes and the management of casino and hotels, as
of 15.11.2002, and acquired 2% of the Regency Casino Mont Parnes upon payment of €6,163 thousand. The participation stake of ATHENS RESORT
shares over the period, excluding treasury shares.
9. The accounts which affected row "Other comprehensive income for the year" after tax for the Group and the Company are as follows. For the Group:
CASINO SA in Regency Casino Mont Parnes currently stands at 51%.
15. In accordance with article 5 of Law 3845/2010, operating results for 2010 have been charged with an Extraordinary Social Responsibility
income from Currency translation differences € 4,914 thousand, expenses from Change in the value of assets available for sale € 32 thousand, expenses
Contribution of €14,074 thousand at Group level, and of €457thousand at Company level (see note 33 to the annual financial statements as of
from Cash flow hedge € 12,466 thousand, and other expenses € 278 thousand. For the Company: income from Cash flow hedge € 720 thousand.
10. Group companies and joint ventures, together with the country of establishment, the parent Company's percentage of direct or indirect participation in
31.12.2010).
16. Where necessary, the comparative figures have been reclassified to agree with the changes made to the presentation of figures for the current
their share capital, and their consolidation method are detailed in note 9 of the annual financial statements as of 31.12.2010, and are available on the
year (see note 2.28 to the annual financial statements as of 31.12.2010).
Group's website at www.ellaktor.com. The parent Company only holds an indirect participation in the consolidated joint ventures through its subsidiaries.
17. On 25 February 2011, subsidiary AKTOR CONCESSIONS transferred 15% of its participation in MOREAS SA (concession company in the Corinth
Figures and information about non-consolidated companies and joint ventures are shown in note 9.d to the annual financial statements as of 31.12.2010.
11. ELLINIKI TECHNODOMIKI ANEMOS SA & Co. which is incorporated for the first time in the annual financial statements of 31.12.2010
Tripoli-Kalamata motorway and Lefktro-Sparta section) to J&P AVAX SA, and an equivalent percentage to the construction joint venture of the same
motorway, at the price of €25.6 million in total. As a result, the participation percentage of AKTOR CONCESSIONS in MOREAS SA is now 71.67%.
Kifissia, 28 March 2011
THE CHAIRMAN OF THE BOARD
THE MANAGING DIRECTOR
THE FINANCIAL MANAGER
THE HEAD OF ACCOUNTING DEPT.
ANASTASIOS P. KALLITSANTSIS
LEONIDAS G. BOBOLAS
ALEXANDROS K. SPILIOTOPOULOS
EVANGELOS N. PANOPOULOS
ID Card No. Ξ 434814
ID Card No. Σ 237945
ID Card No. ΑΒ 342796
ID Card No. X 666412
Amounts in ,000 EUR Group Company Group's reduced stake and loss of control over that company.

ADERES SA, and associate LARKODOMI SA, as a result of their disposal to third parties in 2010, and subsidiary PANTECHNIKI ROMANIA SRL as a

result of its winding up in Q4 2010. A change was made in the consolidation method of companies EOLIKI MOLAON LAKONIAS SA and ALPHA EOLIKI MOLAON LAKONIAS SA compared to the financial statements for the previous year. On 31.12.2009 these companies were consolidated using the net equity method as associates; starting from Q1 2010 they are consolidated using the full consolidation method as subsidiaries, as a result of the Group's increased stake in said companies. Also, ENERMEL SA was consolidated in the annual consolidated financial statements of 31.12.2009 using the full consolidation method as a HELECTOR SA subsidiary; starting from Q3 2010 , the company is consolidated as an associate using the net equity method, as a result of the