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Flexopack S.A. Interim / Quarterly Report 2020

Sep 16, 2020

2760_ir_2020-09-16_21aa4906-e223-4703-bf00-59b0b1e6b518.pdf

Interim / Quarterly Report

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TZIMA LOCATION – 194 00 KOROPI ATTICA, GREECE General Commercial Registry No. 582101000

Semi-Annual Financial Report For the period from 1st January to 30th June 2020

According to article 5 of Law 3556/2007 And the relevant authorized and executive decisions issued by the Board of Directors of the Hellenic Capital Market Commission

It is ascertained that the present Semi-Annual Financial Report that concerns the period from 1/1- 30/6/2020 is the one that has been approved by the Board of Directors of "FLEXOPACK PLASTICS S.A." during its meeting on September 15th, 2020 and is posted on the internet on the Company's official website www.flexopack.com. The Financial Report will remain available to investors on the internet for a period of at least ten (10) years from its preparation date and initial release.

CONTENTS

CHAPTER 1: Statements by Representatives of the Board of Directors 3
CHAPTER 2:
Semi-Annual Report by the Board of Directors for the period 1.1.2020 -
30.6.20204
CHAPTER 3 : Review Report of the Interim Financial Information 20
CHAPTER 4 : Interim Condensed Financial Statements 22
Statement of Financial Position 23
Statement of Income 24
Statement of Comprehensive Income 24
Consolidated statement of changes in equity 25
Statement of changes in Parent Company's equity 25
Statement of Cash Flows 26
Selective explanatory notes on the Interim Financial Statements 27
1. General Information on the Company and Group 27
2. Basis for the preparation of the financial statements 28
2.1 Adoption of New and Revised International Standards 28
2.2 Significant accounting judgments, estimations and assumptions 31
3 Group Structure and consolidation method of companies 32
3.1 Participations in Subsidiaries 33
3.2 Participations in associates 34
4. Segment reporting 34
5. Additional information and clarifications 35
5.1 Existing Collateral Assets 35
5.2 Contingent Receivables - Liabilities 35
5.3 Capital expenditure and sales 36
5.4 Tax un-audited fiscal years 36
5.5 Transactions with related parties 37
5.6 Income Tax 39
5.7 Number of employees 40
5.8 Earnings per share 40
5.9 Dividends 41
5.10 Fair value measurement 41
5.11 Other Financial Results 42
5.12 Long-term and short-term bank debt 42
5.13 Right-of-use assets 44
5.14 Suppliers and related liabilities 44
5.15 Stock Option Plan according to the provisions of article 113 of Law 4548/2018 45
5.16 Significant changes in the Statement of Financial Position and Results in the period 45
5.17 Events after the reporting dated of the interim financial statements 49

CHAPTER 1: Statements by Representatives of the Board of Directors

(According to article 5 par. 2 of L. 3556/2007, as is in effect)

  1. Georgios Ginosatis of Spyridonos, resident of Koropi Attica, 6 Karaiskaki Str., Chairman of the Board of Directors and Chief Executive Officer

  2. Stamatios Ginosatis of Spyridonos, resident of Koropi Attica, 204 Vas. Konstantinou Str., Vice-Chairman of the Board of Directors and Deputy Chief Executive Officer.

  3. Asimina Ginosati of Dimitrios, resident of Koropi Attica, 204 Vas. Konstantinou Str., Executive Member of the Board of Directors.

**************************

We, the following signatories, under our capacity as mentioned above, according to the stipulations by law (article 5 par. 2 of Law 3556/2007) and specifically as appointed by and under the authorization of the Board of Directors of the Société Anonyme Company with the name "FLEXOPACK SOCIÉTÉ ANONYME COMMERCIAL AND INDUSTRIAL PLASTICS COMPANY", (hereinafter the "Company" or "FLEXOPACK"), hereby state that to our knowledge:

(a) The Semi-Annual financial statements of the Company for financial period from 1.1.2020- 30.06.2020, individual and consolidated, which were prepared in accordance with the current accounting standards in effect, accurately present the assets and liabilities, the equity and results for the period of the Company, as well as of the companies included in the consolidation and considered aggregately as a whole, and

(b) the Semi-Annual Report of the Board of Directors of the Company depicts in true manner the most significant events that occurred during the first half of the financial year 2020 (01.01.2020 - 30.06.2020), their effect on the semi-annual financial statements, including the description of the major risks and uncertainties which the Company faces, the important changes taking place between the Company and its related parties (as they are defined by IAS 24), as well as the development of the activities, the performance and position of both the Company and the companies included in the consolidation regarded as a whole.

Koropi, 15 September 2020

The parties of the statement

Georgios Ginosatis ID NO. ΑΕ 153990

Stamatios Ginosatis ID NO. S 500301

Asimina Ginosati ID NO. ΑΒ 243605

CHAPTER 2: Semi-Annual Report by the Board of Directors for the period 1.1.2020 - 30.6.2020

The current Semi-Annual Management Report by the Board of Directors (hereinafter for the sake of brevity the "Report" or "Semi-Annual Report"), refers to the period of the first half of the current financial year 2020 (01.01.2020 - 30.06.2020) was prepared and is in line with the relevant provisions of article 5, Law 3556/2007 (Government Gazette 91Α/30.04.2007) and the relevant, as stated by law, executive decisions issued by the Hellenic Capital Market Commission and specifically Decisions No. 1/434/03.07.2007 and 8/754/14.04.2016.

The present Report includes in synopsis all significant sub-sections required, according to the above legislative framework, and depicts in true and precise manner all the relevant by law information, so as to create an essential and in depth sum of information for the activities during the period under consideration of the Societe Anonyme under the name "FLEXOPACK SOCIÉTÉ ANONYME COMMERCIAL AND INDUSTRIAL PLASTICS COMPANY" (which in the current Report will be called for the sake of brevity as "Company" or "FLEXOPACK") as well as of FLEXOPACK Group.

Given the fact that the Company prepares consolidated and non-consolidated (separate) financial statements, the present Report is exclusive, with its main and primary reference to the Company's consolidated financial data and those of its related companies. References to non-consolidated financial data in the following analysis are made in specific points deemed reasonable or necessary by the Company's Board of Directors, for the better understanding of the Report's contents as well as for the most effective information provided to the investor community.

The related and associate companies that are included in the consolidated financial statements with the respective participation percentages of the Company are presented in note 3 of the semi-annual financial statements.

The present Report is included in total along with the semi-annual financial statements (separate and consolidated) of the period 01.01.2020 - 30.06.2020 and the other required by law information and statements in the Semi-Annual Financial Report which concerns the first half of the financial year 2020.

The sub-sections of the Report and the contents of such are as follows:

SECTION Α΄

The significant events that occurred during the first half of the current financial year 2020 and any impact of theirs on the semi-annual financial statements of the above mentioned period have as follows:

1. Annual Ordinary General Shareholders' Meeting of the Company

On Friday, 26th June 2020, at 15:00, the Annual General Meeting of Shareholders of the Company was held at the offices of the Company (Tzima, Koropi, Hephaestus rural street), which was attended in person or by proxy, by shareholders representing 9.693.897 ordinary, registered shares and equal voting rights, i.e. 82,71% of total 11.720.024 shares and equal voting rights of the Company.

The annual General Meeting of the Company's shareholders proceeded with the following decisions on the subjects of the daily agenda:

With regard to the 1st issue, it unanimously approved the Annual Financial Statements (Company and consolidated) relating to the financial year 2019 (01.01.2019 - 31.12.2019) and, in overall, the annual Financial Report for that year, which was prepared according to the law and published by the Company on the latter's legally registered webpage in GEMI (General Electronic Commercial Registry) and via dispatch to the website of the Organized Market where the Company's shares are traded, as well as to the Hellenic Capital Market Commission.

With regard to the 2nd issue, it unanimously approved the annual Management Report of the Board of Directors, which is entirely included in the Minutes of the Board of Directors of 22nd April 2020, as well as the Audit Report of 23rd April 2020, of the Chartered Auditor-Accountant of the Company, Serafeim D. Makris, regarding the annual financial statements relating to the financial year 2019.

With regard to the 3rd issue, the Meeting unanimously approved the allocation and distribution of the results of the financial year 2019 (01.01.2019-31.12.2019) and in particular approved the distribution (payment) to the shareholders of the Company of a total amount of 740.706,00 Euros (gross amount), i.e. of the amount of 0,0632 Euros per share (gross amount) from the profits of the closing year, from which the corresponding tax of 5% is withheld.

Beneficiaries of the above dividend were appointed the shareholders of the Company registered in the files of the Dematerialized Securities System (DSS) on Tuesday, July 14, 2020 (record date). Dividend cut-off date was set for Monday, July 13, 2020, in accordance with article 5.2 of the Athens Stock Exchange Regulations. The payment of the dividend started on Monday, July 20, 2020 and was carried out based on the procedure provided by the Regulation of the Athens Stock Exchange by the paying Bank "NATIONAL BANK OF GREECE SA".

Simultaneously with the same unanimous decision, the General Meeting of Shareholders authorized the Board of Directors of the Company to handle any relevant issue for the proper and timely implementation of the above-mentioned decision on the distribution (payment) of dividend.

With regard to the 4th issue, the Meeting unanimously approved, following a voting from the shareholders based on name, the general management performed by the members of the Board of Directors during the year ended on 31.12.2019 and the discharge of the Auditors of the Company from any liability stemming from their actions and the overall management of the closing financial year of 2019 (01.01.2019 - 31.12.2019) and the annual financial statements of that year.

With regard to the 5th issue, it approved unanimously and following the relevant proposal of the Audit Committee, the election of the Auditing Firm Grant Thornton Certified Auditors and Consultants Societe Anonyme" (registered in the Public Registry of article 14, Law 4449/2017) for the ordinary audit of the annual and semi-annual financial statements of the Company for the current financial year 2020 (01.01.2020 - 31.12.2020).

It is noted that the above Auditing Firm will undertake at the same time the procedure for issuing the annual tax certificate and the Company's tax compliance report for the year 2020 according to the provisions of article 65A of Law 4174/2013.

Finally, by the same unanimous decision, the Meeting authorized the Board of Directors to make a final agreement with the above Audit Company regarding the amount of its remuneration, as well as to send the written notice-mandate to the elected Audit Company within five (5) days from the date of its election.

With regard to the 6th issue, it unanimously approved the remuneration, compensation and overall benefits paid and / or granted to the members of the Board of Directors for services provided to the Company during the closing financial year 2019 (01.01.2019 - 31.12.2019).

With regard to the 7th issue, the Meeting unanimously approved the fees, benefits and the remuneration in general, which will be paid to the members of the Board of Directors during the current financial year 2020 (01.01.2020-31.12.2020) and which are in line with the existing Remuneration Policy of the Company. The Meeting also provided with the same unanimous decision the relevant permission for advance payment of the said fees to the above persons for the period until the next Ordinary General Meeting, in accordance with the provisions of article 109 of Law 4548/2018, as in force.

With regard to the 8 th issue, the Meeting unanimously approved the Remuneration Policy Report of the financial year 2019 which was prepared in accordance with the provisions of article 112 of Law 4548/2018 and contains a comprehensive overview of the total remuneration of the members of the Board of Directors (executive and non-executive), including the Chief Executive Officer (one and / or more), the Executive Directors and any of their Deputies for the immediately preceding financial year.

With regard to the 9th issue, it unanimously approved the provision of authorization, in accordance with article 98 paragraph 1 of L. 4548/2018, to members of the Board of Directors and the Managers of the Company to participate in the Board of Directors or the Management of Group Companies (existing and / or future), which pursue the same, related or similar purposes and to perform actions related to the business objectives of the Company.

With regard to the 10th issue, the Meeting after taking into consideration the Report on the Market Rental Value as of 18/11/2019, which was prepared by the registered in the Registry of Certified Valuators of the Ministry of Finance, Limited Liability Company under the name «REDVIS URBAN PROPERTY ASSESSMENT STUDIES LIMITED LIABILITY COMPANY" (AMM 17), unanimously approved the authorization for the drafting of a private contractual agreement between on the one hand: 1) of the Societe Anonyme under the name "TECHNOPLASTIKI SOCIETE ANONYME PROPERTY AND TECHNICAL COMPANY" and the distinctive title "TECHNOPLASTIKI SA", which is based in Koropi, Attica, at Kyprou Street no. 74A, with G.E.M.I. number 002861301000, VAT No. 094420528, Tax Authority FAE Athens and 2) of Mr. Nikolaos Ginosatis of Spyridon, both acting as Lessors, and on the other hand: of the Company, acting as Lessee. The private contract agreement concerned the amendment of the existing lease agreement as of 13.02.2014, the conclusion of which was approved by the annual Ordinary General Meeting of shareholders as of 27 June 2014.

The objective of the private contractual agreement concerning the amendment of the existing lease agreement as of 13.02.2014 is the following: (a) the extension of the concept of the leased property, which is located in the Municipality of Kropia, Attica and on Vassileos Konstantinou Avenue no. 299, in a way that henceforth includes the spaces of the first and second basement of the building, as a result of which the Company now leases the entire building (first and second basement, ground floor, first floor and roof) with a total area of 3.099,56 sq.m. and (b) the increase, as a consequence of the extension and enlargement of the concept of leased property, of the monthly payable rent from the amount of € 7.000,00 (relating to a leased area of 1.321,46 sq.m.), in addition to the corresponding stamp duties, to the amount of € 9.100,00 (which now concerns a leased area of 3.099,56 sq.m.), in addition to the corresponding stamp duties.

With regard to the 11th issue, the Meeting unanimously approved the Stock Repurchase Plan of the Company, in accordance with the provisions of article 49 of Law 4548/2018, as in force, and in particular approved the purchase within a period of twenty-four (24) months from the date of the relevant decision, i.e. no later than 26.06.2022, of a maximum number of 586.001 common registered shares, which correspond to 5% of the total existing shares of the Company, with a range of purchase prices between three Euros (€ 3,00) per share (minimum) and eight Euros (€ 8,00) per share (maximum). Simultaneously with its unanimous decision, the General Meeting of Shareholders

provided to the Board of Directors of the Company the authorization for the proper implementation and application of the said plan within the framework defined above.

2. Issuance of Common Bond Loan of total nominal value 4,500,000 Euros

Following the decision of its Board of Directors from March 3, 2020, the Company signed on March 9, 2020 an Agreement for the Coverage of a Common Bond Loan through a private placement in accordance with the provisions of Law 4548/2018 and Law 3156/2003, as in force, for a total nominal value of 4.500.000 Euros and a duration of seven (7) years with coverage by the Societe Anonyme under the name "ALPHA BANK SA". "ALPHA BANK SOCIETE ANONYME" was appointed Payment Manager and Representative of the Bondholders.

The product of the above Common Bond Loan will be used by the Company as follows: (a) an amount equal to 3.928.560 Euros, for the refinancing of the existing debt and (b) an amount equal to 571.440 Euros for the financing of the Company's business activities.

3. Establishment of a new subsidiary in the USA

The Management of the Company proceeded within April 2020 with the establishment of a new commercial company under the name "FLEXOPACK USA INC." in the US state of Delaware.

The new trading company is wholly controlled by the Cypriot subsidiary "FLEXOPACK INTERNATIONAL LIMITED" (100% controlled by the Company) and its organizational structure and operation will be launched and implemented in the near future.

The establishment of this new company in the USA is part of the broader strategic planning of the Group for the targeted expansion, upgrade and modernization of the global distribution network of its products and aims to further strengthen and substantially expand its presence in the North American market. It also aims to serve the specific geographic market in the most complete and effective manner through the experience and know-how of the Group.

4. Share capital increase of the subsidiary "FLEXOPACK INTERNATIONAL LIMITED"

The Management of the Company proceeded into the capital increase of the fully owned, 100%, subsidiary company "FLEXOPACK INTERNATIONAL LIMITED" based in Larnaca, Cyprus, for an amount of 2.000.000 Euros.

This capital increase was carried out in order to facilitate the further financing and capital increase for the amount of 1,826 million Euros of the Brisbane-based Australian subsidiary of the Group under the name "FLEXOPACK PTY LTD" (in which the above Cypriot subsidiary holds 100% of the voting rights), as the latter (FLEXOPACK PTY LTD) has been constantly expanding its activities and is in urgent need of financial support in order to sustain this growth, both through new investments and through organizational restructuring.

Also, an amount of 200 thousand Euros was allocated for the share capital increase of the subsidiary company FLEXOPACK FRANCE.

5. Purchase of a new property in Koropi, Attica

In May 2020, the Company purchased a land plot which is adjacent to its existing facilities in Tzima Location, Municipality of Kropia, with an area of 9.654 sq.m. for a price of 1,448 million Euros, in order to proceed in the future with the construction of a new industrial building and consequently to further expand its production facilities.

6. Stock Option Plan to the members of the Board of Directors of the Company, senior and other executives, according to the provisions of article 113 of Law 4548/2018.

The Board of Directors of the Company, during its meeting of 19 December 2019 and following authorization granted from the Annual General Meeting of shareholders of June 29, 2018,

(The amounts are expressed in thousand Euros)

established a program for the distribution of shares to the members of Board of Directors, the management members and the Company's executives, in the form of the stock options, in accordance with the applicable regulatory framework and specifically in accordance with Article 113 of Law 4548/2018.

The maximum number of shares that can be granted under the above program is 75.000 shares.

The plan consists of granting options to the participants, so that the latter can acquire shares of the Company through their participation in the increase of its share capital at a fixed price, amounting to three (3.00) Euros per right. The date of maturity of the rights is set at 29 March 2022. The exercise of the right and the deposit by the beneficiary of the value of the rights will take place from 29.03.2022 to 20.04.2022 at the bank account of the Company which will be announced to the beneficiaries.

The exercise of the rights requires prior written notice from the beneficiary of his/her intention to exercise the relevant right by 28 December 2021, i.e. three (3) months before the above maturity date.

According to article 113, par. 3 of Law 4548/2018, after the exercise of the rights by the participants, the Board of Directors will issue and deliver the shares to the beneficiaries and will take a decision to increase the share capital of the Company based on the amount corresponding to the rights exercised. Subsequently, the Board of Directors will take a decision to certify the payment of the share capital.

With the decision of the Board of Directors of the Company dated 9.1.2020, the beneficiaries were defined according to the more specific provisions of the Plan and options were granted for 75.000 shares of the Company.

SECTION Β΄ Major risks and uncertainties

Given its exporting activities and particularly its high extrovert strategy, the Group operates within an intense competitive global environment. The Group's general activities create several financial and other risks, including exchange rate risk, interest rate risk, credit and liquidity risk. The Group's overall risk management program focuses on the volatility of financial markets and aims at minimizing the potential adverse effects of such volatility on the financial performance of the Group. The Group's financial assets and financial liabilities mainly consist of cash & cash equivalents, trade receivables, loans and other receivables, bank loans, as well as liabilities towards suppliers and related liabilities.

I. Financial risks

The most common financial risks which the Group is exposed to are the following:

Α. Exchange Rate Risk

The Group operates on a global level and realizes transactions in foreign currency, mainly: a) in U.S. dollar (U.S.D.), b) in Polish zloty (PLN), c) in Australian dollar (AUD) and d) in British Pound (GBP).

The Group's exposure to foreign exchange risk mainly emerges from existing or expected cash flows in foreign currency (exports-imports), as well as from investments in foreign operations whose equity is exposed to exchange rate risk during the translation of their financial statements for consolidation purposes.

Part of the foreign exchange risk that emanates from transactions in foreign currency according to the above is hedged with the use of forwards in foreign currency and foreign exchange futures for purchase or sale of currency, depending on the needs each time.

The Group monitors on constant basis the movements of the above exchange rates. Despite the fact that the largest part of the carried out transactions are expressed in Euros, the particular risk exists and may significantly affect the results of the Group during the current financial year 2020.

Β. Credit risk

The Group does not face significant credit risk until today. Trade receivables stem from a wide client base, both from Greece and mainly from abroad. The Group's turnover mainly consists of transactions with reliable and creditworthy firms and companies in general, with which it sustains a long-term collaboration and relation of mutual trust in the majority of cases.

It should be noted that the Group has established and systematically applies credit control procedures that aim at minimizing bad debt. The Credit Control Department defines credit limits per customer and specific sales and cash collection terms are applied, while possible security is requested when deemed necessary. The Group continuously and systematically monitors the performance and financial position of its customers, in order to be pro-active and to evaluate the need to take specific measures per customer, also according to the market characteristics and difficulties where each customer operates in.

No doubtful debtors exist that have not been covered by provisions for doubtful receivables.

It is also noted that the particular risk, although it exists, is considered for the time being as relatively limited and controllable in any case, according to the historic data possessed by the Group and in the context of the precautionary measures that have been taken and as well as the procedures that have been established.

C. Liquidity risk

The monitoring of liquidity risk is focused on systematic monitoring and effectively managing cash inflows and outflows on a constant basis, in order for the Group to be able to smoothly meet its cash liabilities.

Liquidity risk is maintained at low levels by holding and ensuring adequate cash balances, while it should also be noted that there are adequate unused credit lines with financial institutions in order to face any possible shortage in cash. Such case however, despite the clearly negative circumstances and conditions particularly seen in the domestic economy over the past years, has not materialized up until today.

However, in view of the concerns regarding the course of the global economy (e.g. the United Kingdom's departure from the European Union, the refugee crisis, the deterioration of international relations, covid-19 pandemic, etc.), the probability cannot be excluded that the aforementioned risk affects the Group's liquidity to a controlled degree.

The following table summarizes the maturity dates of the financial liabilities as of June 30, 2020, based on the payments arising from the relevant contracts, at non-discounted prices.

Financial Liabilities

6 months months 2-5 years >5 years Total
1.407 2.704 10.850 1.918 16.879
0 0 987 0 987
237 237 586 0 1.060
19.369 0 0 0 19.369
1.598 483 1.770 0 3.851
22.611 3.424 14.193 1.918 42.146
6-12

(The amounts are expressed in thousand Euros)

6-12
GROUP 31/12/2019 6 months months 2-5 years >5 years Total
Total bank debt 2.592 1.663 9.781 1.578 15.614
Other long-term liabilities 0 0 1.633 0 1.633
Liabilities for leases 233 233 717 0 1.183
Suppliers and related liabilities 14.667 604 0 0 15.271
Taxes payable 19 1.931 0 0 1.950
Total 17.512 4.430 12.131 1.578 35.651

D. Cash flow risk due to changes in interest rates

The Group's operating revenues and cash flows are affected by changes in interest rates, however the Group's relatively low level of bank debt as well as the fact that the long-term bank debt is based on fixed interest rates, render the above risk as controlled and not capable to materially affect the Group's activity and growth.

ΙΙ. Other risks to which the Group is exposed

Α. Risk arising from competition of foreign and domestic firms

The competition in the international market where the Group and the Company activate is becoming constantly stronger.

The Group based on the fully staffed and equipped Research and Development Department it owns, and on the long-term presence in the sector it possesses, manages to differentiate its products from the current competition and to present innovative diversified solutions. The quality of the Group's produced products, the brand name, especially the brand name of the Company contribute to the same direction.

Despite the above, the particular risk due to the stronger competition seen on international level is real and exists, and therefore it may affect the performance and results of the Group during the fiscal year 2020.

Β. Risk of reduced demand due to consumption slowdown

The Group is active in an intensive and competitive global environment. Its specialized know-how in conjunction with the research, development and creation of new products and strong infrastructure in production equipment, assist the Group to remain competitive as well as expand or achieve its penetration in new markets.

The products of the Group are used mainly in food packaging which, since food is of first need, are usually affected the least from consumption slowdown, however they may be affected subsequently by external factors that may prevail in the markets in which the Group is active. External factors that may harm demand for the Group's products include the probability of illnesses in meat, the change in food and nutrition patterns, climate changes, a slowdown of the global economy etc.

Since there are signs of a slowdown in economic activity in the Eurozone at this time, due to the covid-19 pandemic, the threat of protectionism and other reasons, this risk is judged to be quite important.

For this reason, the specific risk is considered as actual, as it may materially affect the Group's financial performance and results during the year 2020 to an extent, however, that at the present time it is not possible to evaluate accurately.

C. Risk related to the cost of production

The Group due to lack of domestic production of raw materials, is exposed to price volatility of raw materials that it acquires internationally. This volatility may result from abrupt changes in oil production prices, other chemical products or other related reasons.

In order to reduce this risk, the Group's inventory and commercial policy is adjusted accordingly in order to diversify and transfer part of this risk, to the extent that this is possible and according to the current conditions present each time as regards to competition. Nevertheless, if the cost of raw materials cannot be essentially transferred to the price of the final product, then this risk is considered as substantial and may negatively affect the Group's results.

Consumption of electric energy is also a significant cost factor as regards to the Group's production activity. In tackling this risk the Group has invested in low energy consumption equipment.In any case, the particular risk is viewed by the Company's Management as real and may potentially affect the results of the Group, especially if in the context of the electricity sector's restructuring or in the context of various commercial policies adopted by the market supplier, the pertinent authorities proceed with new increases in the supply cost for the Company.

D. Risks related to work safety

Work safety for the Group's employees is a top priority and necessary condition when operating its production facilities. A broader as well as multifaceted plan that focuses on establishing a safety culture throughout all the Group's activities and operations, as well as on targeting the constant training and education of the Company's personnel is applied on a continuous and constant basis. Moreover, broad educational programs are applied to systematically and fully train and educate employees on workplace safety and hygiene issues. The application of such programs is continuously reviewed by the Company's relevant Department.

E. Environmental risks

Protection of the environment and sustainable development are fundamental operating principles for the Group. For this reason, the Group takes strict measures in the areas where it operates, which in several cases extend further than those imposed by law. The Group invests in best available techniques for protecting the environment, it closely monitors planned changes in environmental law and it ensures to take the necessary measures in advance so as to avoid any risk of not complying with any new law once being in effect in a prompt manner.

F. Risk related to the referendum in United Kingdom

The Group activates in the United Kingdom through both the parent Company as well as subsidiary company «FLEXOPACΚ TRADE AND SERVICES UK LIMITED».

Following the withdrawal of the United Kingdom from the European Union on 31/1/2020, there is a transitional period of 11 months until 31/12/2020, during which the European Union and the United Kingdom will negotiate their trade relationship, the rights of citizens, their security issues, cultural and educational relationships and more. During the transitional period, the United Kingdom will remain in the single market of the European Union, in the customs union and will participate in its budget. In case of exit without an agreement, adverse consequences may arise due to the possible activation of the customs and VAT enforcement regime and the possible change of the Euro-sterling exchange rate.

As uncertainty around the Brexit process will continue to exist until the final deadline of 31st December 2020, due to the fact that the relevant terms and conditions have not yet been clarified, the management is not in position to make any estimates or quantitative assessments in relation to the risks, the effect and the potential repercussions from such an event on the commercial activity and the financial results of both the Group and the Company.

It is noted that the total sales of the Group in the United Kingdom for the period 1/1/-30/6/2020 amounted to 4,838 million Euro and represent 9,42% of the consolidated turnover.

The invoiced sales of the Group in GBP stood at 3,99% of the consolidated turnover.

G. Risk associated with the spread of the COVID-19 pandemic.

The new coronavirus SARS-CoV-2, which causes the COVID-19 pandemic and was first detected in December 2019 in a region of China and has since spread around the world, is now adversely affecting both the global and the domestic economic growth.

Despite the extraordinary and courageous measures to support and boost liquidity from national governments and central banks around the world, the blow suffered by entire sectors from the restrictive measures of governments has been severe, production is negatively affected and overall demand in the economy is declining.

The Management of the Group closely monitors the developments related to the COVID-19 pandemic and every day takes the measures that are deemed useful and necessary in order to ensure the business continuity, the smooth operation of the Group and the minimization of the negative effects.

To ensure the health of the Company's employees and associates, the following measures have been taken by the Management:

  • provision of masks, gloves and antiseptics to the personnel and regular disinfection at the Company's premises,

  • conducting Covid tests on the personnel in collaboration with diagnostic centers,

  • installation of a special thermal camera for the daily thermometry of the staff and associates, and also anyone entering the Company's premises,

  • establishment of special separation areas and implementation of telework for a large part of the administrative personnel, as well as preventive removal of persons belonging to vulnerable groups,

  • constant communication and coordination with the Occupational Physician, for the appropriate and valid information of all employees regarding the meticulous observance of the rules of personal hygiene and the other recommendations and instructions of EODY (National Public Health Organization).

  • tightening of the rules regarding the movement of people as well as the entry and exit of both the personnel and the associates of the Company and third parties in the latter's facilities,

  • Prohibition of business trips unless there is a special exceptional approval granted by the Management.

As the degree of uncertainty regarding the spread of Covid-19 pandemic remains significant, its economic implications for both the global and individual countries will depend on the duration, severity and extent of the spread of the disease. As result, safe conclusions cannot be drawn with certainty regarding the risks, the impact and the possible effects of this event on the trading activity and the financial results of the Company and the Group, and therefore the possibility of the financial position and performance of the Group being negatively affected cannot be ruled out.

However, based on the data in force at the time of preparation of this Financial Report, no substantially negative impact exists on the Company's business activity and in particular on its production, sales and supply chain.

SECTION C

Significant transactions with related parties

The present section includes the most important transactions carried out between the Company and its related parties during the period 1.1.2020-30.6.2020 as defined by International Accounting Standard (IAS) 24.

More specifically, the section presents the amounts of sales and purchases as well as the balances of receivables and liabilities, along with explanatory notes.

The transactions appear in the following table.

1/1/-30/6/2020

COMPANY Sales of
goods and
services
Purchases of
goods and
services
Receivables Liabilities
Subsidiaries
FLEXOPACK POLSKA Sp. Zo.o 2.227 4.501 4.086 2.032
FLEXOSYSTEMS Ltd -Belgrade 249 0 151 0
FLEXOPACK PTY LTD- AUSTRALIA 7.394 118 10.329 1
FLEXOPACK TRADE AND SERVICES UK LIMITED 1.697 0 1.266 0
FLEXOPACK FRANCE 107 0 9
2
0
11.674 4.620 15.925 2.034
Related Companies
ΙΝΟVA SA 138 1 101 1
VLAHOU BROS SA 1.128 4
6
933 5
1
OTHER RELATED PARTIES 0 8
1
0 0
1.266 127 1.034 5
1
Grand Total 12.941 4.747 16.959 2.086
1/1-30/6/2020 1/1-30/6/2019
Transactions and fees of senior executives and members of the management 1.037 1.009
Receivables from senior executives and management 13.
Liabilities towards senior executives and management 65 57

Notes:

It is also noted:

  1. No other transactions related to the Company parties exist according to the provisions of the International Accounting Standard 24 apart from the above mentioned.

  2. No loans or any other credit facilitations have been granted to the Board members or other senior executives of the Company and their families.

  3. With regard to the Company's natural persons or executives, apart from the above fees, no other transactions exist between the Company and the particular directors or the members of the Board.

  4. There were no changes in the transactions between the Company and its related parties that could have a material impact on the Company's financial position and performance for the period 1/1/2020-30/6/2020.

  5. There is no individual transaction, the value of which exceeds 10% of the value of the Company's assets, as reflected in its latest published financial statements.

  6. The Company has granted the following guarantees and loans in favor of its subsidiary "FLEXOPACK POLSKA Sp. Zo.o".

(a) a guarantee towards a banking institution based in Poland for a maximum amount of 2,5 million Euros, as insurance against the repayment of a long-term bank loan, of 2,5 million Euros. The balance of the above loan as of 30.06.2020 had settled at 892,6 thousand Euros.

(b) a guarantee for a maximum amount of 1,35 million PLN (310.000 Euros approximately) as insurance against the repayment of a short-term credit line towards the above subsidiary.

  1. The Company has also provided a guarantee towards a banking institution in favor of its subsidiary "FLEXOPACK PTY LTD" based in Australia, with a maximum guarantee amount of approximately 74.000 Euros.

  2. The transactions described above have been carried out under normal market conditions and do not contain any exceptional, favorable or special features, which would make necessary additional analysis per related party.

  3. There is no separate transaction that is assessed as significant, within the meaning of Circular number 45/2011 of the Hellenic Capital Market Commission.

  4. The Company's transactions and outstanding balances with subsidiaries have been eliminated from the consolidated financial statements.

SECTION D

Development, performance and financial position

The present section includes a condensed depiction of the evolution, performance and activities of the Group and the Company.

Α. Items of the Statement of Financial Position

Below, the items of the Statement of Financial Position on 30/06/2020 are presented, along with the most important changes compared to the one of 31/12/2019.

GROUP COMPANY
ASSETS 30/6/2020 31/12/2019 Мεт. % Мет. 30/6/2020 31/12/2019 Мετ. $%$ Met.
Non-current assets 61.603 61.463 140 0,2% 59.004 56.338 2.666 4,7%
Cash and cash equivalents 22.115 15,470 6.645 43,0% 19.384 13.285 6.100 45,9%
Other current assets 40.784 36.369 4.415 12,1% 41.823 41.204 618 1,5%
Total Assets 124.502 113.302 11.200 9,9% 120.211 110.827 9.384 8,5%
EQUITY & LIABILITIES
Total Shareholders' Equity 79.128 74.280 4.848 6,5% 81.703 77.187 4.516 5,9%
Total Equity 79.128 74.280 4.848 6,5% 81.703 77.187 4.516 5,9%
LIABILITIES
Total bank debt 16.879 15.614 1.265 8,1% 13.684 14.273 $-589$ $-4,1%$
Other long-term liabilities 4.800 5.720 $-920$ $-16,1%$ 3.811 4.497 $-686$ $-15,3%$
Suppliers and other short-term liabilities 19.843 15.738 4.105 26,1% 17.313 12.940 4.373 33,8%
Liabilities due to income tax 3.851 1.950 1.901 97,5% 3.700 1.931 1.770 91,7%
Total Liabilities 45.374 39.022 6.352 16,3% 38.508 33.640 4.868 14,5%
Total Equity & Liabilities 124.502 113.302 11.200 9,9% 120.211 110.827 9.384 8,5%

The most important changes in the consolidated financial position of 30/6/2020 compared to the corresponding one of 31/12/2019 are as follows.

a) Increase of the account "cash and cash equivalents" by 6,645 million Euros, mainly due to the operating cash flows.

b) Increase in the account "suppliers and other short-term liabilities" by 4,105 million Euros due to the significant increase of the business activity during the first half of this year.

c) The increase of the corporate income tax liabilities is due to the fact that they include at the reporting date both the income tax for the year 2019 as well as the income tax corresponding to the profits of the first half of 2020. The company began to be paying the income tax of year 2019 on time on the date 30/07/2020.

The total liabilities of the Group on 30/6/2020 amounted to 45,374 million Euros, the equity amounted to 79,128 million Euros and the cash and cash equivalents to 22,115 million Euros.

Β. Items of the Statement of Income

Below, the items of the Statement of Income during the period 1.1-30.6.2020 are presented, along with the most important changes compared to the first half of 2019.

GROUP COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Мет. % Мет. $1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Мεт. % Мет.
Turnover 51.387 45.202 6.186 13,7% 43.821 39.819 4.002 10,1%
Gross Profit 14.357 10.994 3.363 30,6% 11.126 9.618 1.508 15,7%
Administrative Expenses (2.130) (2.129) (1) 0,1% (1.631) (1.565) (66) 4,2%
Research & Development Expenses (666) (652) (14) 2,1% (621) (539) (82) 15,1%
Distribution Expenses (3.313) (3.370) 57 $-1,7%$ (1.789) (2.208) 419 $-19,0%$
Other Operating Income-Expenses 250 106 145 136,7% 245 181 63 35,0%
Operating Profit 8.498 4.950 3.549 71,7% 7.330 5.487 1.843 33,6%
Financial (expenses) - income (305) (374) 69 $-18,5%$ (221) (296) 75 $-25,3%$
Other Financial Results (1.110) 63 (1.173) $-1851,5%$ (355) 7 (362) -4855,9%
Proportional result of related
companies
346 319 26 8,3%
Earnings before taxes 7.429 4.958 2.471 49,8% 6.754 5.198 1.556 29,9%
Income tax (1.758) (1.462) (295) 20,2% (1.575) (1.406) (169) 12,0%
Earnings after taxes 5.672 3.496 2.176 62,2% 5.179 3.792 1.387 36,6%
Depreciation / Amortization 2.906 2.605 301 11,6% 2.141 1.854 287 15,5%
EBITDA 11.405 7.555 3.850 51,0% 9.471 7.341 2.130 29,0%

The following are noted with regard to the above items of the consolidated statement of income concerning the interim period 1/1/-30/6/2020 versus the corresponding period of the previous fiscal year.

The consolidated sales amounted to 51,387 million Euros posting a 13,7% increase whereas the gross profit amounted to 14,357 million Euros posting an increase by 30,6%.

The operating earnings accounted for 8,498 million Euros posting an increase of 71,7% y-o-y mainly due to the stronger growth in sales, the drop in the raw material prices and the reduction of operating expenses by 3,1%.

Earnings before taxes, financial, investment results and depreciation (EBITDA) amounted to 11,405 million Euros increased by 51,0%.

The other financial results amounted to losses of 1,110 million Euros mainly due to foreign exchange differences from the valuation of foreign currency receivables and liabilities mainly in Polish Zloty (PLN), and Australian Dollar (AUD).

Pre-tax profit amounted to 7,429 million Euros, posting an increase of 49,8%.

Profits after taxes amounted to 5,672 million Euros increased by 62,2% compared to the same period of 2019.

C. Items of the Statement of Cash Flows

GROUP COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Net cash flows from operating activities 8.992 7.428 11.848 6.791
Net cash flows from investment activities (3.161) (3.784) (4.761) (3.165)
Net Cash flows from financing activities 716 (1.977) (988) (1.638)
Net (decrease)/ increase in cash and cash
equivalents
6.548 1.667 6.100 1.989
Cash and cash equivalents at the beginning of
the period
15.470 13.223 13.285 10.529
Effect from foreign exchange differences 97 4 0 $\bf{0}$
Cash and cash equivalents at the end of the
period
22.115 14.894 19.384 12.518

D. Alternative Performance Measures (APM)

The Alternative Performance Measure (APM) constitutes a financial ratio or an indicator measuring the historic or future financial performance with regard to the financial position or the cash flows. The APM is not stipulated or required by the existing framework of financial information (IFRS).

The general principle of the Group is to present the particular alternative performance measures in a clear and transparent manner so that these indicators are appropriate and useful for decision making purposes by the readers of the financial statements.

The APM should be taken into consideration always in conjunction with the financial results that have been prepared in accordance with the IFRS and in no case should they replace them. The Management monitors the following Alternative Performance Measures:

a) Capital Management

The goals of the Group with regard to the capital management refer to the uninterrupted course and development of its business activities, the assurance of the financing of investment plans and the optimal allocation of capital targeting the reduction of cost of capital.

(The amounts are expressed in thousand Euros)

For the purposes of capital management, the Group systematically monitors the ratio: "Net bank debt to Total employed capital".

The net bank debt is calculated as the total short-term and long-term interest bearing liabilities minus the total cash and cash equivalents.

The total capital employed is calculated through the sum of the net bank debt and the total equity.

The respective ratios as of 30th June 2020 and 31st December 2019 evolved as follows:

GROUP COMPANY
30/6/2020 31/12/2019 30/6/2020 31/12/2019
Long-term debt obligations 12.768 11.359 10.771 10.645
Short-term bebt obligations 4.111 4.255 2.913 3.627
Total bank debt 16.879 15.614 13.684 14.273
Liabilities for Leases 1.060 1.183 580 636
Total Bank Debt 17.939 16.797 14.264 14.909
Minus : Cash and cash equivalents 22.115 15.470 19.384 13.285
Net Bank Debt (1) (4.176) 1.327 (5.120) 1.624
Total Equity (2) 79.128 74.280 81.703 77.187
Total Employed Capital (1)+(2) 74.952 75.607 76.582 78.811
Net Bank Debt / Total Employed Capital -5,6% 1,8% -6,7% 2,1%

The Group may affect its capital structure via the repayment or the collection of additional bank debt, through share capital increase or return of capital to shareholders, and via the distribution or not of dividends and through other distributions.

b) Earnings before interest, taxes, depreciation and amortization (EBITDA)

During the period 1/1/-30/6/2020 and the corresponding period of the previous fiscal year, the particular item settled as follows:

GROUP COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Note
Operating Profit 8.498 4.950 7.330 5.487 Statement of Income
Depreciation of tangible fixed assets 2.556 2.319 1.920 1.697 Cash Flow Statement
Amortization of intangible assets 172 156 172 156 Cash Flow Statement
Amortization of right-of-use assets 257 248 129 120 Cash Flow Statement
Amortization of investment grants (78) (118) 78) (118) Cash Flow Statement
EBITDA 11.405 7.555 9.471 7.341

SECTION E

Significant events after 30th June 2020 and until the preparation of the current Report – Other information

The Company's Management, pursuant to the decisions of the Annual Ordinary General Meeting of Shareholders of June 26, 2020 and the Board of Directors of July 13, 2020, announced on July 14, 2020, the commencement of the Stock Repurchase Plan, which provides for the acquisition by the Company, in accordance with the provisions of article 49 of Law 4548/2018, as in force, of a maximum of 586,001 own shares, which correspond to 5% of the total existing shares of the Company, with the range of purchase prices settled between three Euros (3.00 €) per share (minimum) and eight Euros (8.00 €) per share (maximum). The expiration date of the above Plan was set on June 26, 2022.

The Company in the framework of the above Plan concerning the Acquisition of Own Shares, proceeded on 22.07.2020, through an over-the-counter (OTC) transfer, with the purchase of 96.450 ordinary shares with an average purchase price of 4,00 Euros per share, with the total transaction value amounting to 385.800 Euros.

After the aforementioned purchase, the Company holds 96,450 own shares, which correspond to 0,82% of the total issued shares of the Company.

Other Information

  1. None of the companies participating in the consolidation holds shares or units of paragraph 1e of Article 26 of Law 4308/2014, except for the parent company, which currently holds 96.450 ordinary shares, according to the more specific provisions of the Stock Repurchase Plan, which was approved by the Annual Ordinary General Meeting of Shareholders on June 26, 2020.

  2. None of the Group's companies possess branches apart from the parent Company, which operates its old building as branch. During the period under consideration, there was no change in the domicile of any of the Group's companies, nor did the Group take any decision regarding the commencement or operation of any branch.

  3. The Company has a special Research and Development Department, consisting of high standard scientific and specialized personnel, which through constant monitoring and study of the market, aims at the development of new products as well as the development and upgrading of existing ones, in order to more effectively meet the ever-changing needs of the market and adapt to the growing demands of customers.

SECTION F

Elements and estimates for the course of activities during the 2nd Half of 2020

Given Group's strong export orientation, the prospects, results and the course of both the Company and the Group for the 2nd half of the current year 2020 depend directly on the conditions prevailing in the global as well as the domestic economy and market.

Currently, there are external factors and risks which create fair and well justified concerns and doubts over the growth pattern of the global economy such as the threat of protectionism, the geopolitical uncertainty, the anxiety over Brexit including the implementation strategy and how this will eventually be implemented, and especially with regard to the rapid spread of COVID-19 pandemic and the declaration of pandemic by the WHO along with its effects.

The health crisis caused by the COVID-19 pandemic, in a very short time triggered an economic upheaval that affected both financial stability and social cohesion.

The Management of the Group closely monitors the developments related to the COVID-19 pandemic and every day takes the measures that are deemed useful and necessary in order to ensure the business continuity, the smooth operation of the Group and the minimization of the negative effects.

As the degree of uncertainty regarding the spread of Covid-19 pandemic remains significant, its economic implications for both the global and individual countries will depend on the duration, severity and extent of the spread of the disease. As result, safe conclusions cannot be drawn with certainty regarding the risks, the impact and the possible effects of this event on the trading activity and the financial results of the Company and the Group, and therefore the possibility of the financial position and performance of the Group being negatively affected during the second half of the fiscal year 2020 cannot be ruled out.

Based on the data in force at the time of preparation of this Financial Report, no substantially negative impact exists on the Company's business activity and in particular on its production, sales and supply chain.

The Group, both at the reporting date of the semi-annual Financial Statements and at the date of their approval, maintains satisfactory capital adequacy and liquidity and continues to be fully consistent with its liabilities to suppliers, government agencies, insurance companies and other creditors. At the same time, the Group takes all the necessary steps to absorb the shocks of financial turmoil, to adapt to the possibility of operating in a modified working environment and to maintain employment positions.

Following the above, the Group's strategy is summarized in the following:

  • Improvement and continuous upgrade of the spectrum of produced products, with an emphasis on high-quality product diversification compared to competition,

  • creating new innovative products capable of meeting wider and more demanding market needs,

  • Ongoing and systematic monitoring of market trends and needs, in order for the extracted products to cover the market's existing but also new needs, as well as to satisfy the customer needs,

  • Further enhancement of the current modern production methods in order to meet the targets of reduction of energy consumption, of a lower carbon footprint and facilitate the essential contribution to sustainable development,

  • Further penetration of the international markets via the maintenance or expansion of the Company's partnerships or through the creation of new fixed facilities for the utilization of the Group's knowhow,

  • Further strengthening of the infrastructure and the production facilities of both the Company and the subsidiaries of Group, with the objective to even faster serve the customer base in the geographical areas where the companies are located, in order to boost the growth potential in the relevant markets, and finally,

  • Continuous development of the organizational and operating structures aiming at the further increase of efficiency, and the greater reduction of costs.

Koropi, 15 September 2020 THE BOARD OF DIRECTORS

CHAPTER 3 : Review Report of the Interim Financial Information

INDEPENDENT AUDITOR'S REVIEW REPORT ON INTERIM FINANCIAL INFORMATION

To the Board of Directors of "FLEXOPACK S.A."

Introduction

We have reviewed the accompanying interim condensed separate and consolidated statement of financial position of Flexopack S.A., as of 30 June 2020 and the related condensed separate and consolidated income statements and statements of other comprehensive income, statements of changes in equity and cash flows for the six-month period then ended, and the selected explanatory notes that constitute the interim financial information, which form an integral part of the six-month financial report according to Law 3556/2007.

Management is responsible for the preparation and fair presentation of this interim condensed financial information in accordance with the International Financial Reporting Standards, as adopted by the European Union and which apply to Interim Financial Reporting (International Accounting Standard "IAS 34"). Our responsibility is to express a conclusion on these interim condensed financial statements based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 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 to 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 Auditing Standards as incorporated into the Greek Legislation 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 accompanying interim financial information is not prepared, in all material respects, in accordance with IAS 34.

Other Matter

The financial statements of FLEXOPACK S.A. for the year ended December 31, 2019, were audited by another auditor who expressed an unmodified opinion on those financial statements on April 23, 2020.

Report on other legal and regulatory requirements

Our review, has not revealed any material inconsistency or misstatement in the statements of the members of the Board of Directors and the information of the six-month Board of Directors Report, as defined under article 5 and 5a of Law 3556/2007, in relation to the accompanying interim condensed separate and consolidated financial information.

Athens, 16 September 2020

Certified Public Accountant

Manolis Michalios SOEL Reg.Num.: 25131

CHAPTER 4 : Interim Condensed Financial Statements

Interim Condensed Financial Statements for the period from January 1st to June 30th 2020

In accordance with the International Financial Reporting Standards and specifically in accordance with I.A.S. 34 – Interim financial reporting.

Statement of Financial Position

GROUP COMPANY
ASSETS Note 30/6/2020 31/12/2019 30/6/2020 31/12/2019
Non-current assets
Tangible Assets 53.873 53.952 40.603 39.874
Rights for utilization of fixed assets 5.13 1.058 1.177 574 630
Goodwill 252 252 0 0
Intangible Assets 1.857 1.867 1.857 1.867
Investments in subsidiary companies 3.1 $\bf{0}$ $\bf{0}$ 13.717 11.717
Investments in associate companies 3.2 4.505 4.159 2.199 2.199
Other Long-term Receivables 58 55 53 49
Total non-current assets 61.603 61.463 59.004 56.338
Current assets
Inventories 19.434 18.515 11.831 11.442
Trade Receivables 14.651 10.833 25.654 23.218
Other Receivables 6.699 7.020 4.339 6.545
Cash and cash equivalents 22.115 15.470 19.384 13.285
Total current assets 62.899 51.839 61.207 54.489
Total Assets 124.502 113.302 120.211 110.827
EQUITY & LIABILITIES
Share capital 6.329 6.329 6.329 6.329
Share premium 3.316 3.316 3.316 3.316
Capital Reserves 18.387 18.028 18.680 18.161
Retained Earnings 51.097 46.607 53.378 49.381
Total Shareholders' Equity 79.128 74.280 81.703 77.187
LIABILITIES
Long-term liabilities
Deferred tax liabilities 1.591 1.767 1.480 1.674
Provision for employee benefits 1.091 1.056 1.091 1.056
Government grants 15 93 15 93
Long-term bank liabilities 5.12 12.768 11.359 10.771 10.645
Other long-term liabilities 987 1.633 644 1.030
Leasing liabilities 5.13 586 717 343 404
Other provisions 530 453 238 238
Total Long-term Liabilities 17.568 17.079 14.582 15.142
Short-term liabilities
Suppliers and related liabilities 5.14 19.369 15.271 17.076 12.708
Leasing liabilities 5.13 474 466 237 232
Liabilities from income tax 3.851 1.950 3.700 1.931
Short-term bank liabilities 5.12 4.111 4.255 2.913 3.627
Total Short-term Liabilities 27.806 21.943 23.926 18.498
Total Liabilities 45.374 39.022 38.508 33.640
Total Equity & Liabilities 124.502 113.302 120.211 110.827

(The amounts are expressed in thousand Euros)

Statement of Income

GROUP COMPANY
$1/1$ - $1/1 -$ $1/1 -$ $1/1$ -
Continuing Operations Σημ. 30/6/2020 30/6/2019 30/6/2020 30/6/2019
Turnover 51.387 45.202 43.821 39.819
Cost of Sales (37.030) (34.207) (32.695) (30.201)
Gross Profit 14.357 10.994 11.126 9.618
Other operating income 345 233 264 228
Administrative expenses (2.130) (2.129) (1.631) (1.565)
Research & Development Expenses (666) (652) (621) (539)
Distribution expenses (3.313) (3.370) (1.789) (2.208)
Other operating expenses (95) (127) (19) (46)
Operating Profit 8.498 4.950 7.330 5.487
Financial income $\Omega$ o 49 12
Financial expenses (305) (374) (270) (308)
Other Financial Results 5.11 (1.110) 63 (355) 7
Proportion of associate companies' Result 346 319 o 0
Earnings before taxes 7.429 4.958 6.754 5.198
Income tax 5.6 (1.758) (1.462) (1.575) (1.406)
Earnings after taxes 5.672 3.496 5.179 3.792
Allocated to:
-Shareholders of the parent 5.672 3.496 5.179 3.792
Basic Earnings per share that
correspond to the parent's
shareholders (Euro per share) 5.8 0,4839 0,2983 0,4419 0,3236

Statement of Comprehensive Income

GROUP COMPANY
Continuing Operations 1/1
30/6/2020
1/1
30/6/2019
$1/1-$
30/6/2020
$1/1-$
30/6/2019
Earnings after taxes 5.672 3.496 5.179 3.792
Other comprehensive income
Amounts which may be transferred into the results in
subsequent periods
Foreign exchange differences from
consolidation of foreign subsidiaries
(160) 86 0 0
Other comprehensive income after taxes (160) 86 0 0
Total comprehensive income after
taxes
5.512 3.582 5.179 3.792
Allocated to:
-Shareholders of the parent 5.512 3.582 5.179 3.792

Consolidated statement of changes in equity

Any act of the share nonects of the parent company
GROUP Share FX
differences
from
Retained
Share capital premium Reserves consolidation earnings Total
Balance as at 1/1/2019 6.329 4.019 17.626 (333) 40.101 67.741
Earnings after taxes o 3.496 3.496
Other comprehensive income after taxes 86 86
Transfer to Reserves 380 0 (380) 0
Tax free reserves Law 3908/2011 62 0 (62) 0
Share capital increase 703 (703) n 0
Share capital decrease (703) n (703)
Balance as at 30/6/2019 6.329 3.316 18.067 (247) 43.156 70.620
Balance as at 1/1/2020 6.329 3.316 18.274 (246) 46.607 74.280
Earnings after taxes n 5.672 5.672
Other comprehensive income after taxes (160) (160)
Distributed dividends 0 (741) (741)
Formation of ordinary reserve 380 (380)
Tax free reserves Law 3908/2011 62 o (62) 0
Stock options 77 77
Balance as at 30/6/2020 6.329 3.316 18.793 (406) 51.097 79.128

Statement of changes in Parent Company's equity

Share Retained
COMPANY Share capital premium Reserves earnings Total
Balance as at 1/1/2019 6.329 4.019 17.513 42.472 70.332
Earnings after taxes 3.792 3.792
Other comprehensive income after taxes
Formation of ordinary reserve 380 (380)
Tax free reserves Law 3908/2011 62 (62)
Share capital increase 703 (703)
Share capital decrease (703) (703)
Balance as at 30/6/2019 6.329 3.316 17.954 45.822 73.421
Balance as at 1/1/2020 6.329 3.316 18.161 49.381 77.187
Earnings after taxes 5.179 5.179
Other comprehensive income after taxes n
Distributed dividends (741) (741)
Formation of ordinary reserve 380 (380) O
Tax free reserves Law 3908/2011 62 (62) n
Stock options 77 o 77
Balance as at 30/6/2020 6.329 3.316 18.680 53.378 81.703

Statement of Cash Flows

GROUP COMPANY
Indirect method 1/1- 1/1- 1/1- 1/1-
30/6/2020 30/6/2019 30/6/2020 30/6/2019
Cash flows from operating activities
Earnings before taxes 7.429 4.958 6.754 5.198
Adjustments on Earnings for:
Depreciation of tangible assets 2.556 2.319 1.920 1.697
Amortization of intangible assets 172 156 172 156
Amortization of rights for the utilization of fixed assets 257 248 129 120
Provisions 177 27 112 0
Impairment 57 80 0 0
Foreign exchange differences 1.110 (61) 355 (7)
Profit/(Loss) from the sale of tangible assets 0 (0) 0 (0)
Amortization of investment grants (78) (118) (78) (118)
Interest income (0) (0) (49) (12)
Interest and related expenses 305 374 270 308
Share of results in associate companies (346) (319) 0 0
Total adjustments on Earnings for Cash Flows 4.209 2.707 2.830 2.142
11.638 7.665 9.584 7.341
Working capital changes
(Increase) / decrease of inventories (1.205) (971) (388) 592
(Increase) / decrease of receivables (4.411) (796) (588) (1.927)
Increase/ (decrease) of liabilities 2.999 1.552 3.240 786
(2.617) (215) 2.264 (549)
Cash flows from operating activities 9.021 7.450 11.848 6.791
minus: Income tax paid (29) (22) (0) 0
Net cash flows from operating activities 8.992 7.428 11.848 6.791
Cash flows from investment activities
Share capital increase of subsidiary 0 0 (2.000) 0
Purchases of tangible fixed assets (3.001) (3.494) (2.650) (2.887)
Purchases of intangible assets (161) (290) (161) (290)
Receipts from sale of tangible and intangible assets 1 0 1 0
Interest received 0 0 49 12
Net cash flows from investment activities (3.161) (3.784) (4.761) (3.165)
Cash flows from financing activities
Receipts from share capital issue 18 0 0 0
Receipts from issued/collected loans 1.979 33 126 0
Payment of loans (714) (1.391) (714) (1.214)
Interest paid (274) (348) (256) (291)
Payments for financial leases (292) (271) (143) (133)
Net Cash flows from financing activities 716 (1.977) (988) (1.638)
Net (decrease)/ increase in cash and cash equivalents 6.548 1.667 6.100 1.989
Cash and cash equivalents at the beginning of the period 15.470 13.223 13.285 10.529
Effect from foreign exchange differences 97 4 0 0
Cash and cash equivalents at the end of the period 22.115 14.894 19.384 12.518

The accompanying notes constitute an inseparable part of the financial statements.

Selective explanatory notes on the Interim Financial Statements

1. General Information on the Company and Group

The Group operates in the sector of producing flexible plastic packaging items mainly for the food industry but also for other advanced special applications.

The Company "FLEXOPACK SOCIÉTÉ ANONYME COMMERCIAL AND INDUSTRIAL PLASTICS COMPANY" (hereafter mentioned as "the Company" or "FLEXOPACK") is specifically active in the production of flexible plastic packaging materials that broadly appeal to many sectors, the most important of which is the food packaging sector. The Company has developed advanced know-how in the production of multiple layer packing films, holding the leading position in the Greek market as the competition comes from a limited number of companies that are active abroad.

The Company was initially established as a General Partnership in 1979 in Koropi Attica. In 1998 it is converted from a General Partnership to a Société Anonyme, its current form, under the corporate name "FLEXOPACK SOCIÉTÉ ANONYME COMMERCIAL AND INDUSTRIAL PLASTICS COMPANY", according to L. 1297/1972 and C.L. 2190/1920 (Gov. Gazette 11/5.1.1989, S.A. and L.T.D. issue). The company's base (constitutive and administrative) is located at the Municipality of Koropi Attica, at the location Tzima (Postal Code 194 00, tel.: + 30 210 6680000) and is registered in the General Commercial Registry with GEMI number 582101000.

The term of the Company was initially set at 50 years. On August 1st, 2019, the decision with number 80363 - 1.8.2019 was recorded in the General Commercial Electronic Registry (GEMI) concerning the amendment of the Company's articles of association where one of the changes made concerned the conversion of the Company's term into indefinite.

The company's building facilities are situated at the Tzima location in Koropi Attica, in two self-owned plots with a total area of 29,432 sq. m. The total useful area of the building facilities amounts to 25.700 sq.m. approximately.

In May 2020, the Company purchased a land plot which is adjacent to its existing facilities at Tzima Location of the Municipality of Koropi, with an area of 9.654 sq.m., in order to proceed in the future with the construction of an industrial building and consequently with the expansion of its production facilities.

From September 1995, the Company operates and is a holder of the ISO 9001 quality assurance certificate for research, development, production, distribution and technical support of its products. The aforementioned certificate has been granted to the Company from the company Βureau Veritas.

Furthermore, in April 2003 the Company was certified with the new hygiene standard, the British Retail Consortium (BRC). This standard – with pan European recognition – introduces very high hygiene, products security and quality demands.

The Company's shares are listed and traded on the Athens Exchange from April 1996 (OASIS Code: ΦΛΕΞΟ).

2. Basis for the preparation of the financial statements

The consolidated and separate financial statements of FLEXOPACK PLASTICS SA of June 30th, 2020 covering the period from January 1st up to June 30th, 2020 have been prepared in accordance with the International Financial Reporting Standards (IFRS), as such have been adopted by the European Union, and specifically have been prepared in accordance with the provisions of I.A.S. 34 "Interim Financial Reporting".

Also, the financial statements have been prepared based on the historic cost principle and the going concern principle with regard to the Group's business activities.

The consolidated interim condensed financial statements of the Company include the financial statements of the parent Company FLEXOPACK PLASTICS SA, as well as those of its subsidiaries, presented in the section "3. Group's Structure and consolidation method of companies".

The interim financial statements are expressed in thousand euro. It is noted that any differences in summations of the interim financial statements and analysis are due to rounding.

The accounting principles, based on which the accompanying interim condensed financial statements have been prepared, are consistent with those applied for the preparation of the 2018 annual financial statements except for the adoption of the IFRS 16 "Leases" which was applied on 1st January 2019.

A detailed description of the framework as well as the basic accounting principles are presented in the annual financial statements of 2019 which were prepared according to the International Financial Reporting Standards (IFRS). Therefore, the financial statements of the present reporting period should be read together with the 2019 annual financial statements, in order for the reader to be provided with more complete information.

2.1 Adoption of New and Revised International Standards

The following new Standards, Interpretations and amendments of IFRSs have been issued by the International Accounting Standards Board (IASB), are adopted by the European Union, and their application is mandatory from or after 01/01/2020.

Revision of the Conceptual Framework for Financial Reporting (effective for annual periods starting on or after 01/01/2020)

In March 2018, the IASB issued the revised Conceptual Framework for Financial Reporting (Conceptual Framework), the objective of which was to incorporate some important issues that were not covered, as well as update and clarify some guidance that was unclear or out of date. The revised Conceptual Framework includes a new chapter on measurement, which analyzes the concept on measurement, including factors to be considered when selecting a measurement basis, concepts on presentation and disclosure, and guidance on derecognition of assets and liabilities from financial statements. In addition, the revised Conceptual Framework includes improved definitions of an asset and a liability, guidance supporting these definitions, update of recognition criteria for assets and liabilities, as well as clarifications in important areas, such as the roles of stewardship, prudence and measurement uncertainty in financial reporting. The amendments do not affect the consolidated / separate Financial Statements.

Amendments to References to the Conceptual Framework in IFRS Standards (effective for annual periods starting on or after 01/01/2020)

In March 2018, the IASB issued Amendments to References to the Conceptual Framework, following its revision. Some Standards include explicit references to previous versions of the Conceptual Framework. The objective of these amendments is to update those references so that they refer to the revised

(The amounts are expressed in thousand Euros)

Conceptual Framework and to support transition to the revised Conceptual Framework. The amendments do not affect the consolidated / separate Financial Statements.

Amendments to IAS 1 and IAS 8: "Definition of Material" (effective for annual periods starting on or after 01/01/2020)

In October 2018, the IASB issued amendments to its definition of material to make it easier for companies to make materiality judgements. The definition of material helps companies decide whether information should be included in their financial statements. The updated definition amends IAS 1 and IAS 8. The amendments clarify the definition of material and how it should be applied by including in the definition guidance that until now has featured elsewhere in IFRS Standards. The amendments do not affect the consolidated / separate Financial Statements.

Amendments to IFRS 9, IAS 39 and IFRS 7: "Interest Rate Benchmark Reform" (effective for annual periods starting on or after 01/01/2020)

In September 2019, the IASB issued amendments to some specific hedge accounting requirements to provide relief from potential effects of the uncertainty caused by the Interest Rate Benchmark reform. The amendments are designed to support the provision of useful financial information by companies during the period of uncertainty arising from the phasing out of interest – rate benchmarks such as interbank offered rates (IBORs). It requires companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments do not affect the consolidated / separate Financial Statements.

Amendments to IFRS 3: "Definition of a Business" (effective for annual periods starting on or after 01/01/2020)

In October 2018, the IASB issued narrow-scope amendments to IFRS 3 to improve the definition of a business. The amendments will help companies determine whether an acquisition made is of a business or a group of assets. The amended definition emphasizes that the output of a business is to provide goods and services to customers, whereas the previous definition focused on returns in the form of dividends, lower costs or other economic benefits to investors and others. In addition to amending the wording of the definition, the Board has provided supplementary guidance. The amendments do not affect the consolidated / separate Financial Statements.

New Standards, Interpretations, Revisions and Amendments to existing Standards that have not been applied yet or have not been adopted by the European Union

The following new Standards, Interpretations and amendments of IFRSs have been issued by the International Accounting Standards Board (IASB), but their application has not started yet or they have not been adopted by the European Union.

Amendments to IFRS 16 "Leases" Covid-19 – Related Rent Concessions (effective for annual periods starting on or after 01/06/2020)

In May 2020, the IASB issued amendments to IFRS 16 that provide lessees with an exemption from assessing whether a Covid-19-related rent concession is a lease modification. More specifically, the amendments clarify that if certain conditions are met, lessees are not required to assess whether particular Covid-19-related rent concessions are lease modifications. Instead, lessees that apply the practical expedient, would account for those rent concessions as if they were not lease modifications. It applies to Covid-19-related rent concessions that reduce lease payments due on or before June 30, 2021. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

Amendments to IFRS 4 "Insurance Contracts" – deferral of IFRS 9 (effective for annual periods starting on or after 01/01/2021)

In June 2020, the IASB issued amendments that declare deferral of the date of initial pplication of IFRS

17 by two years, to annual periods beginning on or after January 1, 2023. As a consequence, the IASB also extended the fixed expiry date for the temporary exemption from applying IFRS 9 "Financial Instruments" in IFRS 4 "Insurance Contracts", so that the entities are required to apply IFRS 9 for annual periods beginning on or after January 1, 2023. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16: "Interest Rate Benchmark Reform – Phase 2" (effective for annual periods starting on or after 01/01/2021)

In August 2020, the IASB has finalized its response to the ongoing reform of IBOR and other interest benchmarks by issuing a package of amendments to IFRS Standards. The amendments complement those issued in 2019 and focus on the effects on financial statements when a company replaces the old interest rate benchmark with an alternative benchmark rate as a result of the reform. More specifically, the amendments relate to how a company will account for changes in the contractual cash flows of financial instruments, how it will account for a change in its hedging relationships as a result of the reform, as well as relevant information required to be disclosed. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

Amendments to IFRS 3 "Business Combinations", IAS 16 "Property, Plant and Equipment", IAS 37 "Provisions, Contingent Liabilities and Contingent Assets" and "Annual Improvements 2018-2020" (effective for annual periods starting on or after 01/01/2022)

In May 2020, the IASB issued a package of amendments which includes narrow-scope amendments to three Standards as well as the Board's Annual Improvements, which are changes that clarify the wording or correct minor consequences, oversights or conflicts between requirements in the Standards. More specifically:

Amendments to IFRS 3 Business Combinations update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting without changing the accounting requirements for business combinations.

Amendments to IAS 16 Property, Plant and Equipment prohibit a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company will recognize such sales proceeds and related cost in profit or loss.

Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets specify which costs a company includes when assessing whether a contract will be loss-making.

Annual Improvements 2018-2020 make minor amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture and the Illustrative Examples accompanying IFRS 16 Leases.

The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

IFRS 17 "Insurance Contracts" (effective for annual periods starting on or after 01/01/2023)

In May 2017, the IASB issued a new Standard, IFRS 17, which replaces an interim Standard, IFRS 4. The aim of the project was to provide a single principle-based standard to account for all types of insurance contracts, including reinsurance contracts that an insurer holds. A single principle-based standard would enhance comparability of financial reporting among entities, jurisdictions and capital markets. IFRS 17 sets out the requirements that an entity should apply in reporting information about insurance contracts it issues and reinsurance contracts it holds. Furthermore, in June 2020, the IASB issued amendments, which do not affect the fundamental principles introduced when IFRS 17 has first been issued. The amendments are designed to reduce costs by simplifying some requirements in the Standard, make financial performance easier to explain, as well as ease transition by deferring the

effective date of the Standard to 2023 and by providing additional relief to reduce the effort required when applying the Standard for the first time. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

Amendments to IAS 1 "Classification of Liabilities as Current or Non-current" (effective for annual periods starting on or after 01/01/2023)

In January 2020, the IASB issued amendments to IAS 1 that affect requirements for the presentation of liabilities. Specifically, they clarify one of the criteria for classifying a liability as non-current, the requirement for an entity to have the right to defer settlement of the liability for at least 12 months after the reporting period. The amendments include: (a) specifying that an entity's right to defer settlement must exist at the end of the reporting period; (b) clarifying that classification is unaffected by management's intentions or expectations about whether the entity will exercise its right to defer settlement; (c) clarifying how lending conditions affect classification; and (d) clarifying requirements for classifying liabilities an entity will or may settle by issuing its own equity instruments. Furthermore, in July 2020, the IASB issued an amendment to defer by one year the effective date of the initially issued amendment to IAS 1, in response to the Covid-19 pandemic. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

2.2 Significant accounting judgments, estimations and assumptions

The preparation of financial statements according to IFRS requires management to make decisions, perform estimations and use assumptions that affect the amounts presented in the financial statements, the assets, liabilities, as well as the disclosure of contingent assets and liabilities during the preparation date of the financial statements and the published income and expenses amounts for the reporting period. The actual results may differ from such estimations.

Estimations and judgments by the Management are continuously evaluated and are based on empirical data and other factors, such as expectations for future events considered probable under specific conditions.

Specific amounts which are included or affect the financial statements, and the relevant disclosures, must be estimated. During the estimations, assumptions must be created as regards to the values or conditions that cannot be known with certainty during the preparation period of the financial statements. An important accounting estimation is considered as one that is important for the depiction of the company's financial position and results and demands the most difficult, subjective or complicated judgments by management, often as a result of the need to create estimations regarding the effect of assumptions which are uncertain. The Group evaluates such estimations on a constant basis, based on the results of the past and based on experience, meetings with specialists, trends and other methods that are considered appropriate under the specific circumstances.

The significant accounting judgments, estimations and assumptions that refer to data, the evolution of which could affect the financial statements' accounts, are the following.

Estimated impairment of the value of investments in subsidiaries and associates

The Group, with the exception of goodwill which is being tested for impairment on annual basis, performs the relevant impairment audit of its investments' value when events or conditions increase the probability of such impairment. The recovered amounts of the cash flow generating units have been estimated according to the calculations of the value in use. For the calculation of the value in use, the estimated future cash flows are discounted into present value with the use of a discount factor.

The determination of the future flows is performed after in-depth analysis and estimates by the management with regard to the level of future profitability as well as the assessment of the existing

(The amounts are expressed in thousand Euros)

conditions in the market. The basic assumptions which are being utilized are related to the following factors: Discount rate, levels of sales in the next 5-year period, gross profit margin and growth rate after the 5-year period.

The above calculations require the use of estimates.

Useful life of tangible fixed assets

Fixed assets are being depreciated along their estimated economic life.

The Management makes certain estimations regarding the useful life of depreciated fixed assets.

Provisions for impairment of trade receivables

The Group makes provisions for doubtful receivables in relation to certain customers when there is evidence or when there are certain elements which indicate that the cash collection with regard to a particular claim is not likely to occur. The Management of the Group proceeds with a periodical reassessment of the adequacy of the provision regarding the doubtful receivables in relation to its credit policy and according to the data of the Group's Legal Department. These data derive from the processing of historical information and from recent developments concerning cases under examination.

Income taxes of tax un-audited financial years

The provision for income tax requires judgment and is calculated by estimating the taxes that will be paid to the tax authorities.

There are many transactions and calculations which render the final determination of the tax uncertain. The Company recognizes liabilities from expected tax audits, based on estimates of whether or not additional taxes will be imposed. If the final outcome of the audit is different from the initially recognized, then the difference will affect the income tax of the period.

Recovery of deferred tax receivables

A deferred tax receivable is recognized for unutilized tax losses to the extent that there will be sufficient taxable earnings in future in order to be offset with these tax losses. For the determination of the amount of the deferred tax receivable which may be recognized there is the requirement of judgments and estimations that must be made by the Group's Management. These are based on the future taxable earnings in combination with the tax policies that will be followed in the future.

Obsolescence of inventories

Appropriate provisions are being performed for obsolete and useless inventories whenever it is deemed appropriate and necessary. The reductions of the inventory value at the net liquidation value and the other losses from the inventories are recorded in the statement of results during the period when they appear.

3 Group Structure and consolidation method of companies

The Group's companies with the respective addresses, and percentages by which the Group participates in their share capital, as well as the respective consolidation method in the consolidated financial statements, are presented below.

Name Domicile Activity 96
Participation
30/6/2020
٩'n
Participation
31/12/2019
Type of
Participatio
n
Relationship
that dictated
the
consolidation
Year of
Acquisitio
n
Subsidiary Companies via Full Consolidation Method
FLEXOPACK AEBE Production - Flexible
Koropi - Attica plastic packaging
Parent Parent
The
Malbork Production - Flexible participation
FLEXOPACK POLSKA Sp. Zo.o Poland plastic packaging 100 100 Direct percentage 2007
The
Begrade Trading - Flexible participation
FLEXOSYSTEMS LTD Serbia plastic packaging 100 100 Direct percentage 2010
The
FLEXOPACK INTERNATIONAL Lamaca participation
LIMITED Cyprus Holding company 100 100 Direct percentage 2014
Trading -
Manufacturing The
Brisbane Flexible plastic participation
FLEXOPACK PTY LTD Australia packaging 100 100 Indirect percentage 2014
The
Auckland New Trading - Flexible participation
FLEXOPACK NZ LIMITED Zealand plastic packaging 100 100 Indirect percentage 2016
The
FLEXOPACK TRADE AND SERVICES
UK LIMITED
Norwich Trading - Flexible 100 100 Indirect participation 2014
England plastic packaging percentage
The
Brishane participation
FLEXOPACK PROPERTIES PTY LTD Australia Property portfolio 100 100 Indirect percentage 2017
The
Trading - Flexible participation
FLEXOPACK FRANCE Lyon France plastic packaging 100 100 Indirect percentage 2018
The
Trading - Flexible participation
FLEXOPACK USA, Inc. Delaware-USA plastic packaging 100 $\qquad \qquad$ Indirect percentage 2020
Production - Flexible
VLACHOU BROS SA Koropi - Attica plastic packaging 47.71 47.71 Direct 2001
Production - Rigid
INOVA PLASTICS SA Thiva plastic packaging 50.00 50.00 Direct 2001

3.1 Participations in Subsidiaries

In the separate financial statements, the Company's participations in subsidiaries have been measured at acquisition cost.

The movement of the investments is analyzed as follows:

COMPANY
30/6/2020 31/12/2019
Opening balance 11.717 11.717
Share capital increase in FLEXOPACK INTERNATIONAL L 2.000
Closing Balance 13.717 11.717

3.2 Participations in associates

The Company's participations in associates are analyzed as follows:

GROUP COMPANY
30/6/2020 31/12/2019 30/6/2020 31/12/2019
INOVA PLASTICS SA 1.977 1.811 1.199 1.199
VLACHOU BROS SA 2.528 2.348 1.000 1.000
4.505 4.159 2.199 2.199

The movement of the investment in associates is presented below:

GROUP COMPANY
30/6/2020 31/12/2019 30/6/2020 31/12/2019
Opening balance 4.159 3.596 2.199 2.199
Proportion of profit / loss (after tax) 346 563
Closing balance 4.505 4.159 2.199 2.199

4. Segment reporting

The Group is active in the production of flexible plastic (films) packaging materials and its total turnover results from this segment.

Given that the conditions for application of I.F.R.S. 8 "Operating Segments" are not met, and specifically the condition (b) and (c) of paragraph 5 of the Standard are not met, the Group's activities are presented as one segment.

The above conditions define that an operating segment constitutes part of the company: a) for which operating results are reviewed regularly by the "Chief Operating Decision Maker", which corresponds to the parent company's Board of Directors for the Group, in order to make decisions regarding the allocation of resources and to assess its effectiveness and b) for which separate financial information is available.

The geographical allocation of the Group's sales and assets is presented in the following table.

OTHER Intra-Group
1/1-30/6/2020 GREECE EUROPE COUNTRIES Write-offs TOTAL
Income from external customers 5.770 18.524 27.093 51.387
Assets 120 211 27.365 13.643 (36.717) 124.502
Purchases of Fixed Assets 2.811 341 3.162
OTHER Intra-Group
1/1-30/6/2019 GREECE EUROPE COUNTRIES Write-offs TOTAL
Income from external customers 6.112 18.360 20.730 45.202
Assets 112788 26.054 11.237 (33.962) 116.117
Purchases of Fixed Assets 3.177 81 126 3.384

5. Additional information and clarifications

5.1 Existing Collateral Assets

No liens or collateral has been written on the fixed assets of the parent Company. With regard to the fixed assets of the Group, there is a lien written from a banking institution in Poland, amounting to 3.0 million Euros, on the production facilities of the Polish subsidiary «FLEXOPACK POLSKA Sp. Zo.o». The purpose of the lien is to be used as insurance against the

repayment of a long-term bank loan, of 2,5 million Euros, granted to the subsidiary. The balance of the particular loan accounted for 892,6 thousand Euros on 30.6.2020.

5.2 Contingent Receivables - Liabilities

Information regarding contingent receivables

There are no contingent receivables which must be reported in the financial statements of the Company and the Group.

Information regarding contingent liabilities

There are no litigious claims or differences under dispute of the Company or its subsidiaries as well as decisions by courts or arbitration bodies that could have a significant impact on the Company's and Group's financial position or operation.

5.3 Capital expenditure and sales

Capital expenditures for the 1st Half of 2020 amounted to: Group : 3,162 mil Euros Company : 2,811 mil Euros The net book value of the assets sold or written off by the Group during the first half of 2020 is 1.470 Euros and this resulted into a loss of 170 Euros.

Capital expenditures for the 1st Half of 2019 amounted to: Group : 3,384 mil euro Company : 3,177 mil euro There were no assets of the Group liquidated or written-off during the first half of 2019.

5.4 Tax un-audited fiscal years

FLEXOPACK SA 2014-2019
FLEXOPACK POLSKA Sp. Zo.o 2014-2019
FLEXOSYSTEMS Ltd Belgrade 2014-2019
FLEXOPACK INTERNATIONAL LIMITED-CYPRUS 2014-2019
FLEXOPACK PTY LTD 2014-2019
FLEXOPACK NZ LIMITED 2016-2019
FLEXOPACK TRADE AND SERVICES UK LIMITED 2014-2019
INOVA PLASTICS SA 2014-2019
VLACHOU BROS SA 2014-2019

In application of the relevant tax provisions : a) paragraph 1 of article 84 of Law 2238/1994 (unaudited cases concerning income tax), b) paragraph 1 of article 57 of Law 2859/2000 (unaudited cases related to VAT) and c) paragraph 5 of article 9 of Law 2523/1997 (penalties imposed for income tax cases), the right of the Greek State to impose any tax with regard to the fiscal years up to 2013 including, has been waived until 31/12/2019, with the exception of special or extraordinary provisions which may provide for a longer waiving period and under the respective conditions which these provisions stipulate.

Tax compliance report

With the article 82 §5 of Law 2238/94, beginning from year 2011, and in a later stage with the article 65A of Law 4174/2013, the Certified Auditors and the auditing firms performing mandatory audits in societe anonyme companies are obliged to issue a Tax Compliance Report with regard to the application of tax provisions in tax objects. The particular report is submitted to the audited company and via electronic means to the Ministry of Finance.

For the years 2011 – 2018, the Company as well as the associate companies INOVA S.A. PLASTICS AND IRON and VLACHOU BROS S.A. received a relevant Report, without any reservation with regard to the tax objects which were audited. With the article 56 of Law 4410/3.8.2016 for the years from 1.1.2016, the issuance of a Tax Compliance Report is no longer mandatory (only optional).

For the fiscal year 2019, the Company and its associate companies have been placed under the above mentioned tax audit of the Certified Auditors Accountants and from the relevant Tax Compliance Report which is expected to be granted, it is anticipated that no additional as well as material tax burdens will emerge.

According to the Ministerial Decision (POL) 1006/05.01.2016, the companies for which a tax certificate "without reservation" has been issued, are not being excluded from the obligation concerning an ordinary tax audit from the pertinent tax authorities. As a result, the tax authorities may proceed with their own tax audit and impose any penalties and additional taxes.

5.5 Transactions with related parties

The transactions that took place during the period 1.1.2019-30.6.2020 between the Company and its related parties (in the framework of IAS 24) are presented in the following table:

1/1/-30/6/2020

COMPANY Sales of
goods and
services
Purchases of
goods and
services
Receivables Liabilities
Subsidiaries
FLEXOPACK POLSKA Sp. Zo.o 2.227 4.501 4.086 2.032
FLEXOSYSTEMS Ltd -Belgrade 249 0 151 0
FLEXOPACK PTY LTD- AUSTRALIA 7.394 118 10.329 1
FLEXOPACK TRADE AND SERVICES UK LIMITED 1.697 0 1.266 0
FLEXOPACK FRANCE 107 0 9
2
0
11.674 4.620 15.925 2.034
Related Companies
ΙΝΟVA SA 138 1 101 1
VLAHOU BROS SA 1.128 4
6
933 5
1
OTHER RELATED PARTIES 0 8
1
0 0
1.266 127 1.034 5
1
Grand Total 12.941 4.747 16.959 2.086
1/1-30/6/2020 1/1-30/6/2019
Transactions and fees of senior executives and members of the management 1.037 1.009
Receivables from senior executives and management 13.
Liabilities towards senior executives and management 65 57.

Notes:

It is also noted:

  1. No other transactions related to the Company parties exist according to the provisions of the International Accounting Standard 24 apart from the above mentioned.

  2. No loans or any other credit facilitations have been granted to the Board members or other senior executives of the Company and their families.

  3. With regard to the Company's natural persons or executives, apart from the above fees, no other transactions exist between the Company and the particular directors or the members of the Board.

  4. There were no changes in the transactions between the Company and its related parties that could have a material impact on the Company's financial position and performance for the period 1/1/2020- 30/6/2020.

  5. There is no individual transaction, the value of which exceeds 10% of the value of the Company's assets, as reflected in its latest published financial statements.

  6. The Company has granted the following guarantees and loans in favor of its subsidiary "FLEXOPACK POLSKA Sp. Zo.o".

(a) a guarantee towards a banking institution based in Poland for a maximum amount of 2,5 million Euros, as insurance against the repayment of a long-term bank loan, of 2,5 million Euros. The balance of the above loan as of 30.06.2020 had settled at 892,6 million Euros.

(b) a guarantee for a maximum amount of 1.35 million PLN (310.000 Euros approximately) as insurance against the repayment of a short-term credit line towards the above subsidiary.

  1. The Company has also provided a guarantee towards a banking institution in favor of its subsidiary "FLEXOPACK PTY LTD" based in Australia, with a maximum guarantee amount of approximately 74.000 Euros.

  2. The transactions described above have been carried out under normal market conditions and do not contain any exceptional, favorable or special features, which would make necessary additional analysis per related party.

  3. There is no separate transaction that is assessed as significant, within the meaning of Circular number 45/2011 of the Hellenic Capital Market Commission.

  4. The Company's transactions and outstanding balances with subsidiaries have been eliminated from the consolidated financial statements.

1/1/-30/6/2019

COMPANY Sales of
goods and
services
Purchases of
goods and
services
Receivables Liabilities
Subsidiaries
FLEXOPACK POLSKA Sp. Zo.o 2.713 2.996 6.285 1.103
FLEXOSYSTEMS Ltd -Belgrade 309 0 139 0
FLEXOPACK PTY LTD- AUSTRALIA 6.061 2
9
9.826 1
FLEXOPACK TRADE AND SERVICES UK LIMITED 1.520 0 1.509 0
FLEXOPACK FRANCE 1 0 1 0
10.604 3.026 17.761 1.103
Related Companies
ΙΝΟVA SA 197 0 168 0
VLAHOU BROS SA 1.106 3
7
877 3
5
OTHER RELATED PARTIES 0 4
2
0 0
1.303 7
9
1.044 3
5
11.907 3.105 18.806 1.138
GROUP COMPANY
1/1
30/6/2020
$1/1$ -
30/6/2019
$1/1$ -
30/6/2020
$1/1$ -
30/6/2019
Sales of goods and services
To subsidiaries $\bf{0}$ o 11.674 10.604
To associates 1.266 1.303 1.266 1.303
1.266 1.303 12.941 11.907
Purchases of goods and services
From subsidiaries $\bf{0}$ 0 4.620 3.026
From associates 47 37 47 37
From other related parties 81 42 81 42
127 79 4.747 3.105
Receivables
From subsidiaries 0 0 15.925 17.761
From associates 1.034 1.044 1.034 1.044
1.034 1.044 16.959 18.806
Liabilities
To subsidiaries $\bf{0}$ 0 2.034 1.103
To associates 51 35 51 35
51 35 2.086 1.138

5.6 Income Tax

specific income.

Income tax that is charged during the interim period is analyzed as follows.

GROUP COMPANY
$1/1$ -
30/6/2020
$1/1$ -
30/6/2019
$1/1$ -
30/6/2020
$1/1$ -
30/6/2019
Income Tax 1.933 1.481 1.770 1.477
Deferred tax (176) (19) (195) (72)
1.758 1.462 1.575 1.406

The income tax of the interim reporting period has been based on a tax rate of 24%. The tax rate which was in effect in the respective interim period of the first half 2019 was also 24%. The effective final tax rate differs from the nominal. Several factors affect the resulting effective tax rate, the most important of which are the non-exemption of specific expenses and the non-taxation of

Semi-Annual Financial Report for the period from 1 January to 30 June 2020 (The amounts are expressed in thousand Euros)

5.7 Number of employees

Employed staff as at 30/6/2020 : Group 426 individuals. Company 304 individuals. Employed staff as at 30/6/2019 : Group 403 individuals. Company 290 individuals.

5.8 Earnings per share

Earnings per share are analyzed as follows:

GROUP COMPANY
1/1
30/6/2020
$1/1 -$
30/6/2019
$1/1-$
30/6/2020
$1/1-$
30/6/2019
Earnings after taxes corresponding to shareholders of the
parent $(1)$
5.672 3.496 5.179 3.792
Weighted average number of shares outstanding (2) 11.720,024 11.720,024 11.720,024 11.720,024
Basic earnings per share (Euro per share) (1)/(2) 0,4839 0,2983 0.4419 0,3236

The adjusted (diluted) earnings per share are analyzed as follows:

GROUP COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
$1/1-$
30/6/2020
$1/1-$
30/6/2019
Earnings after taxes corresponding to shareholders of the
parent(1)
5.672 3.496 5.179 3.792
Weighted average number of shares outstanding 11.720,024 11.720,024 11.720,024 11.720.024
Number of stock options 42,255 0,000 42,255 0.000
Weighted average number of shares for the calculation of
adjusted earnings per share (2)
11.762,279 11.720,024 11.762,279 11.720.024
Adjusted (diluted) earnings per share (Euro per share)
(1)/(2)
0,4822 0,2983 0,4403 0,3236

Adjusted (diluted) earnings per share are calculated by adjusting the weighted average number of ordinary shares outstanding, with the effects of all potential securities convertible into ordinary shares. The stock option plan (Note 5.15) is the only category of potential securities convertible into common shares that the Company currently possesses.

For the purposes of calculating diluted earnings per share, the exercise of options is taken for granted. To the existing weighted number of shares outstanding, the difference between the number of ordinary shares deemed to have been issued in the exercise of the rights and the number of ordinary shares that would have been issued at fair value is added.

The number of ordinary shares that would have been issued at fair value is calculated by dividing the hypothetical cash proceeds from the stock options by the average market price of the ordinary shares during the reporting period.

5.9 Dividends

The distribution of dividends to shareholders of the parent Company is recognized as a liability in the financial statements, on the date when the distribution is approved by the annual General Meeting of shareholders.

The Annual General Meeting of the Company's Shareholders that took place on June 26, 2020 approved with the required majority stipulated by law, the distribution (payment) to the shareholders of the Company of a total amount of 740.706 Euros (gross amount), i.e. an amount of 0.0632 Euros per share (gross amount) from its profits for the financial year 2019, from which the proportional tax of 5% is deducted.

5.10 Fair value measurement

The Group and the Company use the following hierarchy to identify and disclose fair values of financial assets using the following valuation method:

Level 1: fair values are determined by reference to published active money market transactions.

Level 2: fair values are determined using measurement techniques for which all parameters that have a material impact on the fair value of the asset are supported by observable market prices (directly or indirectly).

Level 3: fair values are determined using measurement techniques for which the parameters that have a significant impact on the fair value recorded are not supported by observable market prices.

The table below shows the hierarchy of the fair value of the assets and liabilities of the Group and the Company.

GROUP COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
$1/1-$
30/6/2020
$1/1-$
30/6/2019
Fair value
hierarchy
Short-term liabilities
Derivative financial instruments
185 185 0 Level 2
Capital reserves
Stock options
77 $\overline{\mathcal{D}}$ 0 Level 3

On 30/6/2020 the Group had futures exchange contracts with expiration dates until 27/1/2021, to hedge risks related to the EUR / GBP and EUR / AUD exchange rates.

The fair value of the contracts (liability) was valued on 30/6/2020 at a loss of 185 thousand Euros and was recorded in the income statement in the account "Other Financial Results".

The fair value of the granted stock options was assessed according to the Black-Scholes model.

The fair values of the Group's financial assets and financial liabilities, which consist of cash, receivables from customers, loans and other receivables, liabilities to suppliers and related liabilities do not differ significantly from their book values, mainly due to their short-term nature.

The Group's bank loans have a floating interest rate and therefore their fair values do not differ significantly from their book values.

5.11 Other Financial Results

The analysis of the financial result of the Group and the Company is as follows:

GROUP COMPANY
Other Financial Results 1/1 $1/1$ -
30/6/2020 30/6/2019
$1/1 -$ $1/1$ -
30/6/2020 30/6/2019
Foreign exchange differences realized - earnings 93 200 24 73
Foreign exchange differences realized - losses (703) (56) (210) 0
Foreign exchange differences from valuation of
receivables and liabilities in foreign currency (losses) /
profit
(315) (80) 16 (66)
Losses from futures' trading on forex (185) 0 (185) 0
(1.110) 64 (355)

Other financial results posted losses (a) from foreign exchange differences following the valuation of foreign currency liabilities, mainly in Polish Zloty (PLN), and Australian Dollar (AUD).

The basic exchange rates of 30/6/2020 are as follows.

30/6/2020 30/6/2019 31/12/2019
US dollar (USD) 1,1198 1,1380 1,1234
Polish zloty (PLN) 4,4560 4,2496 4,2568
Australian dollar (AUD) 1,6344 1,6244 1,5995
Pound sterling (GBP) 0,91243 0,89655 0,85080

5.12 Long-term and short-term bank debt

Maturity dates of long-term debt
Up to 1 year 2.814 2.785 2.213 2.428
2-5 years 10.850 9.782 8.853 9.068
Over 5 years 1.918 1.578 1.918 1.578
Total 15.582 14.145 12.984 13.073
Weighted average interest rate which
burdened the results
3,14% 3,40% 3,24% 3,26%

Following the decision of its Board of Directors from March 3, 2020, the Company signed on March 9, 2020 an Agreement for the Coverage of a Common Bond Loan through a private placement in accordance with the provisions of Law 4548/2018 and Law 3156/2003, as in force, for a total nominal value of 4.500.000 Euros and a duration of seven (7) years with coverage by the Societe Anonyme under the name "ALPHA BANK SA". "ALPHA BANK SOCIETE ANONYME" was appointed Payment Manager and Representative of the Bondholders.

The product of the above Common Bond Loan will be used by the Company as follows: (a) an amount equal to 3.928.560 Euros, for the refinancing of the existing debt and (b) an amount equal to 571.440 Euros for the financing of the Company's business activities.

(The amounts are expressed in thousand Euros)

5.13 Right-of-use assets

The right-of-use assets of the Group and the Company are analyzed as follows:

Right-of-use assets GROUP COMPANY
Transportation Transportation
Buildings means Total Buildings means Total
Balance as at January 1, 2019 547 573 1.119 319 443 761
Additions 0 111 111 0 111 111
FX differences (0) 1 0 0 0 0
Depreciations of the current period (131) (117) (248) (39) (81) (120)
FX differences of depreciation 1 0 1 0 0 0
Book Value as at June 30, 2019 416 568 984 280 473 753
Balance as at January 1, 2020 628 549 1.177 241 390 630
Additions 0 154 154 0 7
3
7
3
FX differences (8) (6) (14) 0 0 0
Depreciations of the current period (121) (136) (257) (39) (90) (129)
FX differences of depreciations (2) 0 (2) 0 0 0
Book Value as at June 30, 2020 496 562 1.058 202 373 574

The lease liabilities of the Group and the Company are analyzed as follows.

GROUP
30/6/2020
31/12/2019 COMPANY
30/6/2020
31/12/2019
Short-term lease liabilities 474 466 237 232
Long-term lease liabilities 586 717 343 404
Total lease liabilities 1.060 1.183 580 636
Leases are repaid as follows:
Within one year 545 526 268 258
Within the second year 412 483 228 239
From 3 to 5 years 208 286 133 190
After 5 years 0 0 $\mathbf{0}$
Minus: Factoring (105) (112) (48) (50)
Total Lease Liabilities 1.060 1.183 580 636

5.14 Suppliers and related liabilities

GROUP COMPANY
30/6/2020 31/12/2019 30/6/2020 31/12/2019
Suppliers 16.144 12.632 12.569 9.817
Liabilities to associates 51 59 2.086 1.139
Checks payable 26 33 26 33
Customer prepayments 91 85 91 85
Sundry creditors 784 78 763 45
Payable employee remuneration 449 509 315 358
Accrued expenses 676 398 581 388
Purchases under settlement 119 161 0 25
Social Security Funds 212 432 207 432
Other taxes, other than income tax 631 885 253 387
Liabilities due to foreign exchange trading 185 185
Total 19,369 15.271 17.076 12.708

Semi-Annual Financial Report for the period from 1 January to 30 June 2020

(The amounts are expressed in thousand Euros)

5.15 Stock Option Plan according to the provisions of article 113 of Law 4548/2018.

The Board of Directors of the Company, during its meeting of 19 December 2019 and following authorization granted from the Annual General Meeting of shareholders of June 29, 2018, established a program for the distribution of shares to the members of Board of Directors, the management members and the Company's executives, in the form of the stock options, in accordance with the applicable regulatory framework and specifically in accordance with Article 113 of Law 4548/2018. The maximum number of shares that can be granted under the above program is 75.000 shares.

The plan consists of granting options to the participants, so that the latter can acquire shares of the Company through their participation in the increase of its share capital at a fixed price, amounting to three (3,00) Euros per right. The date of maturity of the rights is set at 29 March 2022. The exercise of the right and the deposit by the beneficiary of the value of the rights will take place from 29.03.2022 to 20.04.2022 at the bank account of the Company which will be announced to the beneficiaries.

The exercise of the rights requires prior written notice from the beneficiary of his/her intention to exercise the relevant right by 28 December 2021, i.e. three (3) months before the above maturity date.

According to article 113, par. 3 of Law 4548/2018, after the exercise of the rights by the participants, the Board of Directors will issue and deliver the shares to the beneficiaries and will take a decision to increase the share capital of the Company based on the amount corresponding to the rights exercised. Subsequently, the Board of Directors will take a decision to certify the payment of the share capital.

With the decision of the Board of Directors of the Company dated 9.1.2020, the beneficiaries were defined according to the more specific provisions of the Plan and options were granted for 75,000 shares of the Company.

The market price of the Company's share on 31/1/2020 was 7,60 Euros, the fair value of the stock option was set at 4,60 Euros per share and the total fair value on 30/6/2020 was estimated at 76.667 Euros. This amount was recorded as an expense in the income statement.

5.16 Significant changes in the Statement of Financial Position and Results in the period

Α. Items of the Statement of Financial Position

The items of the Statement of Financial Position as of 30/6/2020 compared to the corresponding statement as of 31/12/2019, are presented below:

GROUP COMPANY
ASSETS 30/6/2020 31/12/2019 Мεт. $%$ MET. 30/6/2020 31/12/2019 Μεт. % Μετ.
Non-current assets 61.603 61.463 140 0,2% 59.004 56.338 2.666 4,7%
Cash and cash equivalents 22.115 15,470 6.645 43,0% 19.384 13.285 6.100 45,9%
Other current assets 40.784 36.369 4.415 12,1% 41.823 41.204 618 1,5%
Total Assets 124.502 113.302 11.200 9,9% 120.211 110.827 9.384 8,5%
EQUITY & LIABILITIES
Total Shareholders' Equity 79.128 74.280 4.848 6,5% 81.703 77.187 4.516 5,9%
Total Equity 79.128 74.280 4.848 6,5% 81.703 77.187 4.516 5,9%
LIABILITIES
Total bank debt 16.879 15.614 1.265 8,1% 13.684 14.273 $-589$ -4,1%
Other long-term liabilities 4.800 5.720 $-920$ $-16,1%$ 3.811 4.497 $-686$ $-15,3%$
Suppliers and other short-term liabilities 19.843 15.738 4.105 26,1% 17.313 12.940 4.373 33,8%
Liabilities due to income tax 3.851 1.950 1.901 97,5% 3.700 1.931 1.770 91,7%
Total Liabilities 45.374 39.022 6.352 16,3% 38.508 33.640 4.868 14,5%
Total Equity & Liabilities 124.502 113.302 11.200 9,9% 120.211 110.827 9.384 8,5%

The most important changes in the consolidated financial position of 30/6/2020 compared to the corresponding one of 31/12/2019 are as follows.

a) Increase of the account "cash and cash equivalents" by 6,645 million Euros, mainly due to the operating cash flows.

b) Increase in the account "suppliers and other short-term liabilities" by 4,105 million Euros due to the significant increase of the business activity during the first half of this year.

c) The increase of the corporate income tax liabilities is due to the fact that they include at the reporting date both the income tax for the year 2019 as well as the income tax corresponding to the profits of the first half of 2020. The company began to be paying the income tax of year 2019 on time on the date 30/07/2020.

The total liabilities of the Group on 30/6/2020 amounted to 45,374 million Euros, the equity amounted to 79,128 million Euros and the cash and cash equivalents to 22,115 million Euros.

Β. Items of the Statement of Income

The items of the Statement of Income for the period 1/1-30/6/2020 compared to the corresponding period of the year 2019, are presented below:

GROUP COMPANY
$1/1-$
30/6/2020
$1/1 -$
30/6/2019
Мεт. % Мет. $1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Мεт. % Мет.
Turnover 51.387 45.202 6.186 13,7% 43.821 39.819 4.002 10,1%
Gross Profit 14.357 10.994 3.363 30,6% 11.126 9.618 1.508 15,7%
Administrative Expenses (2.130) (2.129) (1) 0,1% (1.631) (1.565) (66) 4,2%
Research & Development Expenses (666) (652) (14) 2,1% (621) (539) (82) 15,1%
Distribution Expenses (3.313) (3.370) 57 $-1,7%$ (1.789) (2.208) 419 $-19,0%$
Other Operating Income-Expenses 250 106 145 136,7% 245 181 63 35,0%
Operating Profit 8.498 4.950 3.549 71,7% 7.330 5.487 1.843 33,6%
Financial (expenses) - income (305) (374) 69 $-18,5%$ (221) (296) 75 $-25,3%$
Other Financial Results
Proportional result of related
(1.110) 63 (1.173) $-1851,5%$ (355) 7 (362) -4855,9%
companies 346 319 26 8,3%
Earnings before taxes 7.429 4.958 2.471 49,8% 6.754 5.198 1.556 29,9%
Income tax (1.758) (1.462) (295) 20,2% (1.575) (1.406) (169) 12,0%
Earnings after taxes 5.672 3.496 2.176 62,2% 5.179 3.792 1.387 36,6%
Depreciation / Amortization 2.906 2.605 301 11,6% 2.141 1.854 287 15,5%
EBITDA 11.405 7.555 3.850 51,0% 9.471 7.341 2.130 29,0%

The following are noted with regard to the above items of the consolidated statement of income concerning the interim period 1/1/-30/6/2020 versus the corresponding period of the previous fiscal year.

The consolidated sales amounted to 51,387 million Euros posting a 13,7% increase whereas the gross profit amounted to 14,357 million Euros posting an increase by 30,6%.

The operating earnings accounted for 8,498 million Euros posting an increase of 71,7% y-o-y mainly due to the stronger growth in sales, the drop in the raw material prices and the reduction of operating expenses by 3,1%.

Earnings before taxes, financial, investment results and depreciation (EBITDA) amounted to 11,405 million Euros increased by 51,0%.

The other financial results amounted to losses of 1,110 million Euros mainly due to foreign exchange differences from the valuation of foreign currency receivables and liabilities mainly in Polish Zloty (PLN), and Australian Dollar (AUD).

Pre-tax profit amounted to 7,429 million Euros, posting an increase of 49,8%.

Profits after taxes amounted to 5,672 million Euros increased by 62.2% compared to the same period of 2019.

C. Items of cash flow statement

GROUP COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Net cash flows from operating activities 8.992 7.428 11.848 6.791
Net cash flows from investment activities (3.161) (3.784) (4.761) (3.165)
Net Cash flows from financing activities 716 (1.977) (988) (1.638)
Net (decrease)/ increase in cash and cash
equivalents
6.548 1.667 6.100 1.989
Cash and cash equivalents at the beginning of
the period
15.470 13.223 13.285 10.529
Effect from foreign exchange differences 97 4 0 0
Cash and cash equivalents at the end of the
period
22.115 14.894 19.384 12.518

D. Alternative performance measures (APM)

The net bank debt of the Group on June 30, 2020 and December 31, 2019 respectively, was as follows:

GROUP COMPANY
30/6/2020 31/12/2019 30/6/2020 31/12/2019
Long-term debt obligations 12.768 11.359 10.771 10.645
Short-term bebt obligations 4.111 4.255 2.913 3.627
Total bank debt 16,879 15.614 13.684 14.273
Liabilities for Leases 1.060 1.183 580 636
Total Bank Debt 17.939 16.797 14.264 14.909
Minus: Cash and cash equivalents 22.115 15.470 19.384 13.285
Net Bank Debt (1) (4.176) 1.327 (5.120) 1.624
Total Equity (2) 79.128 74.280 81.703 77.187
Total Employed Capital $(1)+(2)$ 74.952 75.607 76.582 78.811
Net Bank Debt / Total Employed Capital $-5,6%$ 1,8% $-6,7%$ 2,1%

FLEXOPACK SOCIÉTÉ ANONYME COMMERCIAL AND INDUSTRIAL PLASTICS COMPANY Earnings before interest, taxes, depreciation and amortization (EBITDA)

During the interim period 1/1/-30/6/2020 as well as the corresponding period of the previous year, the particular indicator settled as following:

GROUP
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
COMPANY
$1/1 -$
30/6/2020
$1/1 -$
30/6/2019
Note
Operating Profit 8.498 4.950 7.330 5.487 Statement of Income
Depreciation of tangible fixed assets 2.556 2.319 1.920 1.697 Cash Flow Statement
Amortization of intangible assets 172 156 172 156 Cash Flow Statement
Amortization of right-of-use assets 257 248 129 120 Cash Flow Statement
Amortization of investment grants (78) (118) (78) (118) Cash Flow Statement
EBITDA 11.405 7.555 9.471 7.341

5.17 Events after the reporting dated of the interim financial statements

The Company Management, pursuant to the decisions of the Annual Ordinary General Meeting of Shareholders of June 26, 2020 and the Board of Directors of July 13, 2020, announced on July 14, 2020, the commencement of the Stock Repurchase Plan, which provides for the acquisition by the Company, in accordance with the provisions of article 49 of Law 4548/2018, as in force, of a maximum of 586,001 own shares, which correspond to 5% of the total existing shares of the Company, with the range of purchase prices settled between three Euros (3,00 €) per share (minimum) and eight Euros (8,00 €) per share (maximum). The expiration date of the above Plan was set on June 26, 2022.

The Company in the framework of the above Plan concerning the Acquisition of Own Shares, proceeded on 22.07.2020, through an over-the-counter (OTC) transfer, with the purchase of 96.450 treasury shares with an average purchase price of 4,00 Euros per share, with the total transaction value amounting to 385.800 Euros.

After the aforementioned purchase, the Company holds 96.450 own shares, which correspond to 0,82% of the total issued shares of the Company.

There are no other significant events following the release of the interim semi-annual financial statements, which concern either the Group or the Company, and whose disclosure is mandatorily required by the International Financial Reporting Standards (IFRS).

Koropi, 15/9/2020

THE CHAIRMAN OF THE BOARD THE VICE-CHAIRMAN OF THE BOARD THE CHIEF FINANCIAL OFFICER
GEORGIOS S. GIONOSATIS STAMATIOS S. GINOSATIS ANASTASIOS A. LYMBEROPOULOS
ID No/ΑΕ 153990 ID No /Σ. 500301 ID No /Χ.094106 Reg. No.3544/99