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Frigoglass S.A.

Annual / Quarterly Financial Statement Sep 22, 2015

2764_10-q_2015-09-22_23914e5a-940f-4ec3-ba0b-8ddd723062ec.pdf

Annual / Quarterly Financial Statement

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Financial Statements Y T D: May 2010 Condensed Interim Financial Statements 1 January to 31 March 2011 Y.T.D: May 2010

These financial statements have been translated from the original statutory financial statements that have been prepared in the Hellenic language. In the event that differences exist between this translation and the original Hellenic language financial statements, the Hellenic language financial statements will prevail over this document this document.

FRIGOGLASS S.A.I.C Commercial Refrigerators Commercial Refrigerators15, A. Metaxa Street GR-145 64 Kifissia Athens - Hellas

FRIGOGLASS S.A.I.C. Commercial Refrigerators Interim Financial Statements for the period 1 January to 31 March 2011

It is confirmed that the present Interim Financial Statements (pages 2- 40) are compiled according to the Law 3556/2007 and the decision 4/507/28.04.2009 of the Hellenic Capital Market Commission and are the ones approved by the Board of Directors of "Frigoglass S.A.I.C." on the 9th of May 2011.

The present Interim Financial Statements of the period are available on the company's website www.frigoglass.com , where they will remain at the disposal of the investing public for at least 5 years from the date of its publication.

It is asserted that for the preparation of the Financial Statements the following are responsible:

The Chairman of the Board The Managing Director

Haralambos David Petros Diamantides

The Group Chief Financial Officer The Head of Finance

Panagiotis Tabourlos Vassilios Stergiou

FRIGOGLASS S.A.I.C. Commercial Refrigerators

Interim Financial Statements for the period 1 January to 31 March 2011

Table of Contents Pages
1. Balance Sheet 4
2. Income Statement 5
3. Statement of Comprehensive Income 6
4. Statement of Changes in Equity 7-8
5. Cash Flow Statement 9
6. Notes to the financial statements
(1) General information 10
(2) Basis of preparation 10
(3) Principal accounting policies 11-14
(4) Critical accounting estimates and judgments 14
(5) Segment information 15-21
(6) Property, plant & equipment 22-23
(7) Intangible assets 24-25
(8) Inventories 26
(9) Trade debtors 26
(10) Other debtors 27
(11) Cash & Cash equivalents 27
(12) Other creditors 27
(13) Non-current & current borrowings 28-29
(14) Investments in subsidiaries 30
(15) Share capital, treasury shares, dividends & share options 31-33
(16) Other reserves 34
(17) Financial expenses 35
(18) Income Tax 35
(19) Commitments 36
(20) Related party transactions 36-37
(21) Earnings per share 38
(22) Contingent liabilities 38
(23) Seasonality of Operations 39
(24) Post-balance sheet events 39
(25) Average number of personnel 39
(26) Clarifications regarding the comparative data for the previous year 39
(27) Derivative financial instruments 40

Frigoglass S.A.I.C Balance Sheet

in € 000's

31/03/2011
31/12/2010
31/03/2011
31/12/2010
Assets:
Property, Plant & Equipment
6
162.112
169.815
8.143
8.285
Intangible assets
7
39.286
39.048
5.837
5.757
Investments in subsidiaries
14
-
-
58.045
77.458
Deferred income tax assets
13.895
12.627
3.920
3.739
Other long term assets
657
626
269
270
Derivative financial instruments
27
-
57
-
57
Total non current assets
215.950
222.173
76.214
95.566
Inventories
8
169.139
135.905
9.634
5.801
Trade receivables
9
153.944
92.038
29.617
22.553
Other receivables
10
25.796
20.653
1.224
851
Income tax advances
6.609
7.125
2.411
2.206
-
Intergroup receivables
20
-
28.162
26.940
11
Cash & cash equivalents
43.425
79.967
21.334
15.779
Derivative financial instruments
27
2.782
2.798
1.321
988
Total current assets
401.695
338.486
93.703
75.118
Total assets
617.645
560.659
169.917
170.684
Liabilities:
Long term borrowings
13
31.754
43.919
-
12.000
Deferred Income tax liabilities
13.122
13.340
-
-
Retirement benefit obligations
14.349
14.416
6.469
6.233
Provisions for other liabilities & charges
8.911
8.226
451
451
Deferred income from government grants
107
115
89
93
Derivative financial instruments
27
-
-
-
-
Total non current liabilities
68.243
80.016
7.009
18.777
Trade payables
90.231
75.205
6.405
7.413
12
Other payables
33.092
47.250
5.999
10.113
Current income tax liabilities
4.288
4.712
111
-
Intergroup payables
20
-
-
28.961
21.375
Short term borrowings
13
275.661
208.771
92.593
84.604
Derivative financial instruments
27
411
767
23
212
Total current liabilities
403.683
336.705
134.092
123.717
Total liabilities
471.926
416.721
141.101
142.494
Equity:
Share capital
15
12.108
12.069
12.108
12.069
Share premium
15
3.852
3.167
3.852
3.167
Treasury shares
15
(15.343)
(15.343)
(15.343)
(15.343)
Other reserves
16
9.879
14.966
24.655
24.616
Retained earnings
105.870
99.302
3.544
3.681
Total Shareholders Equity
116.366
114.161
28.816
28.190
Non controlling interest
29.353
29.777
-
-
Total Equity
145.719
143.938
28.816
28.190
Total Liabilities & Equity
617.645
560.659
169.917
170.684
Note Consolidated Parent Company

Frigoglass S.A.I.C

Income Statement

in € 000's

Consolidated Parent Company
Note Three months ended Three months ended
31/03/2011 31/03/2010 31/03/2011 31/03/2010
Net sales revenue 5 134.826 93.213 21.316 9.592
Cost of goods sold (102.916) (71.450) (18.401) (8.407)
Gross profit 31.910 21.763 2.915 1.185
Administrative expenses (6.831) (5.839) (4.920) (4.230)
Selling, distribution & marketing expenses (7.703) (5.721) (1.883) (1.649)
Research & development expenses (1.164) (1.072) (611) (590)
Other operating income 20 347 806 5.102 4.223
Other / gains (26) 50 - 17
Operating Profit / 16.533 9.987 603 (1.044)
Finance / income 17 (3.260) (2.700) (768) 35
Profit / before income tax 13.273 7.287 (165) (1.009)
Income tax expense 18 (3.293) (1.819) 28 172
Profit / after income tax expenses 9.980 5.468 (137) (837)
Attributable to:
Non controlling interest 1.251 757 - -
Shareholders 8.729 4.711 (137) (837)
Depreciation 6.219 6.018 652 678
Earnings / before interest, tax, depreciation
and amortization (EBITDA)
22.752 16.005 1.255 (366)
Amounts in € Amounts in €
Earnings / per share, after taxes
- Basic 21 0,2331 0,1241 (0,0037) (0,0220)
- Diluted 21 0,2309 0,1233 (0,0036) (0,0219)

Frigoglass S.A.I.C Statement of Comprehensive Income

in € 000's

Consolidated
Three months ended
31/03/2011 31/03/2010
Profit / after income tax expenses
(Income Statement) 9.980 5.468
Currency translation difference (8.038) 8.440
Cash Flow Hedges:
- Net changes in fair Value, net of taxes (14) 1.036
- Transfer to net profit, net of taxes (910) (179)
Other comprehensive income / net of tax (8.962) 9.297
Total comprehensive income / for the period 1.018 14.765
Attributable to:
- Non controlling interest (424) 2.369
- Shareholders 1.442 12.396
1.018 14.765
Parent Company
Three months ended
31/03/2011 31/03/2010
Profit / after income tax expenses
(Income Statement) (137) (837)
Other comprehensive income / net of tax - -
Total comprehensive income / for the period (137) (837)
Attributable to:
- Non controlling interest - -
- Shareholders (137) (837)
(137) (837)

Frigoglass S.A.I.C Statement of Changes in Equity

in € 000's

Consolidated
Share
Capital
Share
premium
Treasury
Shares
Other
reserves
Retained
earnings
Total
Shareholders
Equity
Minority
Interest
Total
Equity
Balance at 01/01/2010 12.060 3.009 (9.696) 5.902 83.823 95.098 23.823 118.921
Total comprehensive income /
, net of taxes - - - 7.410 4.986 12.396 2.369 14.765
/ Sale of treasury shares - - (1.272) - - (1.272) - (1.272)
Transfers between reserves - - - 2.193 (2.193) - - -
Balance at 31/03/2010 12.060 3.009 (10.968) 15.505 86.616 106.222 26.192 132.414
Balance at 01/04/2010 12.060 3.009 (10.968) 15.505 86.616 106.222 26.192 132.414
Total comprehensive income / ,
net of taxes - - - (789) 16.706 15.917 3.977 19.894
Dividends to shareholders (note 15) - - - - (4.020) (4.020) - (4.020)
Dividends to Non controlling interest - - - - - - (392) (392)
/ Sale of treasury shares - - (4.375) - - (4.375) - (4.375)
Shares issued to employees exercising
share options 158 9 - (31) - 136 - 136
Share option reserve - - - 281 - 281 - 281
Balance at 31/12/2010 12.069 3.167 (15.343) 14.966 99.302 114.161 29.777 143.938
Balance at 01/01/2011 12.069 3.167 (15.343) 14.966 99.302 114.161 29.777 143.938
Total comprehensive income /
, net of taxes - - - (5.126) 6.568 1.442 (424) 1.018
Shares issued to employees exercising
share options 39 685 - (132) - 592 - 592
Share option reserve - - - 171 - 171 - 171

Balance at 31/03/2011 12.108 3.852 (15.343) 9.879 105.870 116.366 29.353 145.719

Frigoglass S.A.I.C Statement of Changes in Equity

in € 000's

Parent Company
Share
Capital
Share
premium
Treasury
Shares
Other
reserves
Retained
earnings
Total
Equity
Balance at 01/01/2010 12.060 3.009 (9.696) 24.366 10.800 40.539
Total comprehensive income / ,
net of taxes
- - - - (837) (837)
/ Sale of treasury shares - - (1.272) - - (1.272)
Balance at 31/03/2010 12.060 3.009 (10.968) 24.366 9.963 38.430
Balance at 01/04/2010 12.060 3.009 (10.968) 24.366 9.963 38.430
Total comprehensive income / ,
net of taxes - - - - (2.262) (2.262)
Dividends to shareholders (note 15) - - - - (4.020) (4.020)
/ Sale of treasury shares - - (4.375) - - (4.375)
Shares issued to employees exercising
share options 9 158 - (31) - 136
Share option reserve - - - 281 - 281
Balance at 31/12/2010 12.069 3.167 (15.343) 24.616 3.681 28.190
Balance at 01/01/2011 12.069 3.167 (15.343) 24.616 3.681 28.190
Total comprehensive income / ,
net of taxes - - - - (137) (137)
Shares issued to employees exercising
share options 39 685 - (132) - 592

Share option reserve - - - 171 - 171 Balance at 31/03/2011 12.108 3.852 (15.343) 24.655 3.544 28.816

Frigoglass S.A.I.C Cash Flow Statement

in € 000's

Consolidated Parent Company
Note Three months ended Three months ended
31/03/2011 31/03/2010 31/03/2011 31/03/2010
Cash Flow from operating activities
Profit / before tax 13.273 7.287 (165) (1.009)
Adjustments for:
Depreciation 6.219 6.018 652 678
Provisions 870 478 (51) 262
/Loss from disposal of property, plant, equipment
& intangible assets 26 (50) - (17)
Changes in Working Capital:
Decrease / (increase) of inventories (33.234) (14.136) (3.833) (352)
Decrease / (increase) of trade receivables (61.906) (32.792) (7.064) (4.126)
Decrease / (increase) of intergroup receivables 20 - - (1.222) (3.744)
Decrease / (increase) of other receivables (5.143) (5.807) (373) 331
Decrease / (increase) of other long term receivables (31) (57) 1 (3)
(Decrease) / increase of trade payables 15.026 4.941 (1.008) (481)
(Decrease) / increase of intergroup payables 20 - - 7.586 (1.616)
(Decrease) / increase of other liabilities (excluding
borrowing) (14.153) (8.627) (4.109) (2.717)
Less:
Income taxes paid (4.061) (3.087) (192) (1.837)
(a) Net cash generated from operating activities (83.114) (45.832) (9.778) (14.631)
Cash Flow from investing activities
Purchase of property, plant and equipment 6 (3.214) (5.402) (118) (34)
Purchase of intangible assets 7 (1.334) (947) (539) (575)
Proceeds from subsidiaries' share capital reduction 14 - - 19.413 -
Proceeds from disposal of property, plant, equipment and
intangible assets 8 161 - 450
(b) Net cash generated from investing activities (4.540) (6.188) 18.756 (159)
Net cash generated from operating and investing
activities (a) + (b) (87.654) (52.020) 8.978 (14.790)
Cash Flow from financing activities
Increase / (decrease) of borrowing 54.725 81.742 (4.011) 24.754
Dividends paid to shareholders (5) (20) (5) (20)
of treasury shares 15 - (1.272) - (1.272)
Proceeds from issue of shares to employees 15 593 - 593 -
(c) Net cash generated from financing activities 55.313 80.450 (3.423) 23.462
Net increase / (decrease) in cash and cash
equivalents (a) + (b) + (c) (32.341) 28.430 5.555 8.672
Cash and cash equivalents at the beginning
of the year 79.967 42.773 15.779 14.542
Effects of changes in exchange rate (4.201) 5.206 - -
Cash and cash equivalents at the end of the year 43.425 76.409 21.334 23.214

Frigoglass Group Commercial Refrigerators Number in the Register of Societes Anonymes: 29454/06/Β/93/32

Notes to the financial statements

1 General Information

These financial statements include the financial statements of the Parent Company FRIGOGLASS S.A.I.C. (the "Company") and the consolidated financial statements of the Company and its subsidiaries (the "Group"). The names of the subsidiaries are presented in Note 14 of the financial statements.

Frigoglass S.A.I.C. and its subsidiaries are engaged in the manufacturing, trade and distribution of commercial refrigeration units and packaging materials for the beverage industry. The Group has manufacturing plants and sales offices in Europe, Asia, Africa and America.

The Company is a limited liability company incorporated and based in Kifissia, Attica. The Company's' shares are listed on the Athens Stock Exchange.

The address of its registered office is:

15, A. Metaxa Street GR 145 64, Kifissia Athens, Hellas

The company's web page is: www.frigoglass.com

2 Basis of Preparation

This condensed interim financial information for the three months ended 31 March 2011 has been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union and specifically in terms of IAS 34, 'Interim financial reporting.

The interim condensed financial report should be read in conjunction with the annual financial statements for the year ended 31 December 2010 that is available on the company's web page www.frigoglass.com.

3 Principal accounting policies

The accounting policies adopted in preparing this condensed interim financial information are consistent with those described in the Company and Group annual financial statements for the year ended 31 December 2010.

There have been no changes in the accounting policies used from those that were used for the preparation of the annual financial statements prepared by the Company and the Group for the year ended 31 December 2010.

All International Financial Reporting Standards issued by the IASB and effective at the time of preparing these financial statements have been adopted by the European Commission through the endorsement procedure established by the European Commission, with the exception of certain provisions of International Accounting Standard 39 "Financial Instruments: Recognition and Measurement" relating to portfolio hedging of core deposits.

Since the Group and the Company are not affected by the provisions regarding portfolio hedging that are not required by the EU-endorsed version of IAS 39, the accompanying financial statements comply with both IFRS as adopted by the EU and IFRS issued by the IASB.

Τhe financial statements have been prepared under the historical cost convention.

The preparation of these interim financial statements in accordance with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgement in the process of applying the accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4.

New standards, amendments to standards and interpretations:

Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning during the current financial year and subsequent years. The Group's evaluation of the effect of these new standards, amendments to standards and interpretations is as follows:

Standards and Interpretations effective for the current financial period

IAS 24 (Revised) "Related Party Disclosures"

This amendment attempts to reduce disclosures of transactions between governmentrelated entities and clarify related-party definition. More specifically, it removes the requirement for government-related entities to disclose details of all transactions with the government and other government-related entities, clarifies and simplifies the definition of a related party and requires the disclosure not only of the relationships, transactions and outstanding balances between related parties, but of commitments as well in both the consolidated and the individual financial statements. This revision does not affect the Group's financial statements.

IAS 32 (Amendment) "Financial Instruments: Presentation"

This amendment clarifies how certain rights issues should be classified. In particular, based on this amendment, rights, options or warrants to acquire a fixed number of the entity's own equity instruments for a fixed amount of any currency are equity instruments if the entity offers the rights, options or warrants pro rata to all of its existing owners of the same class of its own non-derivative equity instruments. This amendment is not relevant to the Group.

IFRIC 19 "Extinguishing Financial Liabilities with Equity Instruments"

This interpretation addresses the accounting by the entity that issues equity instruments to a creditor in order to settle, in full or in part, a financial liability. This interpretation is not relevant to the Group.

IFRIC 14 (Amendment) "The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction"

The amendments apply in limited circumstances: when an entity is subject to minimum funding requirements and makes an early payment of contributions to cover those requirements. The amendments permit such an entity to treat the benefit of such an early payment as an asset. This interpretation is not relevant to the Group.

Amendments to standards that form part of the IASB's 2010 annual improvements project

The amendments set out below describe the key changes to IFRSs following the publication in May 2010 of the results of the IASB's annual improvements project. Unless otherwise stated the following amendments do not have a material impact on the Group's financial statements.

IFRS 3 "Business Combinations"

The amendments provide additional guidance with respect to: (i) contingent consideration arrangements arising from business combinations with acquisition dates preceding the application of IFRS 3 (2008); (ii) measuring non-controlling interests; and (iii) accounting for share-based payment transactions that are part of a business combination, including un-replaced and voluntarily replaced share-based payment awards.

IFRS 7 "Financial Instruments: Disclosures"

The amendments include multiple clarifications related to the disclosure of financial instruments.

IAS 1 "Presentation of Financial Statements"

The amendment clarifies that entities may present an analysis of the components of other comprehensive income either in the statement of changes in equity or within the notes.

IAS 27 "Consolidated and Separate Financial Statements"

The amendment clarifies that the consequential amendments to IAS 21, IAS 28 and IAS 31 resulting from the 2008 revisions to IAS 27 are to be applied prospectively.

IAS 34 "Interim Financial Reporting"

The amendment places greater emphasis on the disclosure principles that should be applied with respect to significant events and transactions, including changes to fair value measurements, and the need to update relevant information from the most recent annual report.

IFRIC 13 "Customer Loyalty Programmes"

The amendment clarifies the meaning of the term 'fair value' in the context of measuring award credits under customer loyalty programmes.

Standards and Interpretations effective from periods beginning on or after 1 January 2012

IFRS 9 "Financial Instruments"

(effective for annual periods beginning on or after 1 January 2013)

IFRS 9 is the first Phase of the Board's project to replace IAS 39 and deals with the classification and measurement of financial assets and financial liabilities. The IASB intends to expand IFRS 9 in subsequent phases in order to add new requirements for impairment and hedge accounting. The Group is currently investigating the impact of IFRS 9 on its financial statements. The Group cannot currently early adopt IFRS 9 as it has not been endorsed by the EU. Only once approved will the Group decide if IFRS 9 will be adopted prior to 1 January 2013.

IAS 12 (Amendment) "Income Taxes"

(effective for annual periods beginning on or after 1 January 2012)

The amendment to IAS 12 provides a practical approach for measuring deferred tax liabilities and deferred tax assets when investment property is measured using the fair value model in IAS 40 "Investment Property". This amendment has not yet been endorsed by the EU.

IFRS 7 (Amendment) "Financial Instruments: Disclosures" – transfers of financial assets

(effective for annual periods beginning on or after 1 July 2011)

This amendment sets out disclosure requirements for transferred financial assets not derecognised in their entirety as well as on transferred financial assets derecognised in their entirety but in which the reporting entity has continuing involvement. It also provides guidance on applying the disclosure requirements. This amendment has not yet been endorsed by the EU.

4 Critical accounting estimates and judgements

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under current circumstances.

4.1 Critical accounting estimates and assumptions

The Group makes estimates and assumptions concerning the future. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year concern income tax.

4.1.1 Income Taxes

The Group is subject to income taxes in numerous jurisdictions. Significant judgement is required by the Group Management in determining the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain. If the final tax outcome is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax.

4.1.2 Estimated impairment of goodwill

The Group tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy stated in Note 2.6.1. of the annual financial statements. The recoverable amounts of cash-generating units have been determined based on value-inuse calculations. These calculations require the use of estimates (see Note 7).

4.2 Critical judgements in applying the entity's accounting policies

There are no areas that Management required to make critical judgements in applying accounting policies.

Note 5 - Segment Information

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. Taking into account the above, the categorization of the Group's operations in business segments is the following:

  • Ice Cold Merchandise ( ICM ) Operations
  • Glass Operations

The consolidated Balance Sheet and the Income Statement per business segment are presented below:

a) Analysis per business segment :

i) Income Statement

Three months ended Three months ended
31/03/2011 31/03/2010
ICM Glass
Operations
Total ICM Glass
Operations
Total
Net sales revenue 109.811 25.015 134.826 78.309 14.904 93.213
Operating Profit / 11.897 4.636 16.533 6.955 3.032 9.987
Finance / income (2.834) (426) (3.260) (2.676) (24) (2.700)
Profit / before income tax 9.063 4.210 13.273 4.279 3.008 7.287
Income tax expense (2.197) (1.096) (3.293) (1.070) (749) (1.819)
Profit / after income tax expenses 6.866 3.114 9.980 3.209 2.259 5.468
Profit / after taxation attributable
to the shareholders of the company
6.811 1.918 8.729 3.015
3.895
1.696
2.123
4.711
Depreciation 3.837 2.382 6.219 3.895 2.123 6.018
Earnings / before interest, tax,
depreciation and amortization (EBITDA)
15.734 7.018 22.752 10.850 5.155 16.005
Impairment of trade debtors 74 - 74 172 75 247
Impairment of inventory 69 109 178 155 104 259
Y-o-Y %
31/03/2011 vs 31/03/2010
ICM Glass
Operations
Total
Net sales revenue 40%
68%
45%
Operating Profit / 71%
53%
66%
Earnings / before interest, tax, depreciation and amortization
(EBITDA)
45%
36%
42%

in € 000's

Note 5 - Segmental Information (continued)

ii) Balance Sheet

Three months ended Year ended
31/03/2011 31/12/2010
ICM Glass
Operations
Total ICM Glass
Operations
Total
Total assets 510.578 107.067 617.645 451.016 109.643 560.659
Total liabilities 436.991 34.935 471.926 378.737 37.984 416.721
Capital expenditure 3.786 762 4.548 15.844 14.796 30.640
(Note 6 & 7)

b) Net sales revenue analysis per geographical area (based on customer location)

Consolidated
Three months ended
% Y-o-Y 31/03/2011 31/03/2010 31/03/2009 31/03/2008
Total Sales
East Europe 80,7% 42.712 23.637 10.289 87.743
West Europe 86,2% 26.712 14.344 14.850 35.428
Africa / Middle East 34,1% 37.990 28.328 32.446 33.898
Asia/Oceania -2,7% 24.536 25.209 16.044 8.867
America 69,7% 2.876 1.695 - -
Grand Total 44,6% 134.826 93.213 73.629 165.936
ICM
East Europe 80,7% 42.712 23.637 10.289 87.743
West Europe 86,2% 26.712 14.344 14.850 35.428
Africa / Middle East -3,3% 12.975 13.424 14.960 18.989
Asia/Oceania -2,7% 24.536 25.209 16.044 8.867
America 69,7% 2.876 1.695 - -
Total 40,2% 109.811 78.309 56.143 151.027
Glass Operations
Africa / Nigeria 67,8% 25.015 14.904 17.486 14.909
Total 67,8% 25.015 14.904 17.486 14.909
Grand Total 44,6% 134.826 93.213 73.629 165.936
Glass Operations - in 000's Naira 69,1% 5.155.300 3.048.029 3.274.976 2.616.706

in € 000's

Note 5 - Segmental Information (continued)

The contribution to the net sales revenue of the Group per geographical area (based on customers location) is presented at the following charts:

Parent Company
Three months ended
Total net sales revenue 31/03/2011 31/03/2010 31/03/2009 31/03/2008
East Europe 544 98 136 2.032
West Europe 16.717 4.074 4.483 11.195
Africa / Middle East 2.862 3.853 9.084 11.950
Asia/Oceania 253 332 204 94
America 94 - - -
Intergroup sales revenue 846 1.235 2.338 9.823
Grand total 21.316 9.592 16.245 35.094

Note 5 - Segmental Information (continued)

ICM Business Segment

Net sales revenue analysis per geographical area (based on customer location)

31/03/2011 31/12/2010 31/12/2009 31/12/2008 31/12/2007
East Europe 42.712 131.436 69.526 194.099 205.982
West Europe 26.712 72.260 65.895 118.920 129.958
Africa / Middle East 12.975 75.422 62.104 73.631 48.050
Asia/Oceania 24.536 88.818 75.269 42.785 22.550
America 2.876 7.293 1.116 205 112
Grand Total 109.811 375.229 273.910 429.640 406.652

The above amounts have been adjusted by the Logistics Revenue so as to be comparable with the figures of 2010.

The contribution to the net sales revenue of ICM Segment per geographical area (based on customers location) is presented at the following charts:

Note 5 - Segmental Information (continued)

Revenue by Customer Group

The ICM net sales revenue analysis per customer group is as follows:

ICM Business Segment
% Y-o-Y 31/03/2011 % of Total 31/03/2010 % of Total
Coca-Cola Hellenic 242,0% 33.895 31% 9.912 13%
Other Coca-Cola bottlers 3,0% 36.349 33% 35.302 45%
Breweries 16,2% 21.069 19% 18.132 23%
Other 23,6% 18.498 17% 14.963 19%
Grand Total 40,2% 109.811 100% 78.309 100%

The contribution to the net sales revenue of ICM Segment per geographical area (based on customers location) is presented at the following charts:

Note 5 - Segmental Information (continued)

Key Financial Measures

Consolidated 2010 2009 2008 2007 2006
Net sales revenue 457.220 346.655 500.703 466.060 410.789
Gross profit 106.777 73.036 113.939 122.981 110.029
Gross profit - % 23,4% 21,1% 22,8% 26,4% 26,8%
Operating Profit / 49.276 28.944 47.327 71.261 62.725
Operating Profit / - % 10,8% 8,3% 9,5% 15,3% 15,3%
/ Gains from restructuring activities - (444) (14.618) (783) (966)
Operating Profit / before / Gains
from restructuring activities
49.276 29.388 61.945 72.044 63.691
Depreciation 24.953 23.965 23.574 18.509 16.624
Earnings / before interest, tax, depreciation
and amortization (EBITDA)
74.229 53.353 85.519 90.553 80.315
EBITDA % 16,2% 15,4% 17,1% 19,4% 19,6%
Profit / before income tax 34.887 16.885 34.083 65.904 56.444
Income tax expense 9.433 4.235 10.691 17.977 16.413
Tax - Special lump sum contribution L. 3808/2009 - 5.496 - - -
Profit / after income tax expenses 25.454 7.154 23.392 47.927 40.031
Profit / after income tax expenses & non
controlling interest
20.535 3.041 19.455 45.455 38.487
Capital Expenditure 30.640 17.885 29.531 54.638 24.320
Tangible and Intangible Assets 208.863 198.364 203.690 155.800 122.221
Dividends to Shareholders 4.020 - 39.396 12.800 8.000
Share Capital Decrease - - 36.181
Total Shareholders Equity 114.161 95.098 107.949 177.038 142.403
Total Equity 143.938 118.921 131.232 199.515 162.246
Net Debt 172.723 167.509 179.707 47.719 35.178
Net Debt / Total Equity 120% 141% 137% 24% 22%

Note 5 - Segmental Information (continued)

Key Financial Measures (continued)

Ice Cold Merchandise (ICM) Operations 2010 2009 2008 2007 2006
Net sales revenue 375.229 273.910 429.640 406.652 361.028
Contribution to the Consolidated net sales revenue 82,1% 79,0% 85,8% 87,3% 87,9%
Operating Profit / 33.632 15.396 32.943 64.302 57.834
/ Gains from restructuring activities - (444) (14.618) (54) (743)
Operating Profit / before / Gains
from restructuring activities
33.632 15.840 47.561 64.356 58.577
Depreciation 15.286 15.304 14.899 10.901 10.154
Earnings / before interest, tax, depreciation
and amortization (EBITDA)
48.918 31.144 62.460 75.257 68.731
EBITDA % 13,0% 11,4% 14,5% 18,5% 19,0%
Profit / before income tax 19.522 3.473 20.670 59.495 52.073
Income tax expense 5.909 691 7.680 16.224 15.295
Tax - Special lump sum contribution L. 3808/2009 - 5.496 - - -
Profit / after income tax expenses 13.613 (2.714) 12.990 43.271 36.778
Profit / after income tax expenses & non
controlling interest
13.093 (2.826) 13.000 42.966 36.369
Capital Expenditure 15.844 12.050 20.817 30.448 17.313
Glass Operations 2010 2009 2008 2007 2006
Net sales revenue 81.991 72.745 71.063 59.408 49.761
Contribution to the Consolidated net sales revenue 17,9% 21,0% 14,2% 12,7% 12,1%
Operating Profit / 15.644 13.548 14.384 6.959 4.891
/ Gains from restructuring activities - - - (729) (223)
Operating Profit / before / Gains
from restructuring activities
15.644 13.548 14.384 7.688 5.114
Depreciation 9.667 8.661 8.675 7.608 6.470
Earnings / before interest, tax, depreciation
and amortization (EBITDA)
25.311 22.209 23.059 15.296 11.584
EBITDA % 30,9% 30,5% 32,4% 25,7% 23,3%
Profit / before income tax 15.365 13.412 13.413 6.409 4.371
Income tax expense 3.524 3.544 3.011 1.753 1.118
Tax - Special lump sum contribution L. 3808/2009 - - - - -
Profit / after income tax expenses 11.841 9.868 10.402 4.656 3.253
Profit / after income tax expenses & non
controlling interest
7.442 5.867 6.455 2.489 2.118
Capital Expenditure 14.796 5.835 8.714 24.190 7.007

Note 6 - Property, Plant & Equipment

Consolidated
Land Building &
technical
works
Machinery
technical
installation
Motor
vehicles
Furniture
& fixtures
Total
Cost
Opening balance at 01/01/2011 10.358 71.964 221.984 4.132 13.696 322.134
Additions - 218 2.568 222 206 3.214
Disposals - - (29) (82) (72) (183)
Transfer to / from & reclassification - 70 (881) 763 48 -
Exchange differences (299) (1.263) (8.060) (194) (305) (10.121)
Closing balance at 31/03/2011 10.059 70.989 215.582 4.841 13.573 315.044
Accumulated Depreciation
Opening balance at 01/01/2011 - 19.208 119.135 2.953 11.023 152.319
Additions - 677 4.377 136 264 5.454
Disposals - - (12) (73) (64) (149)
Transfer to / from & reclassification - 66 (694) 595 33 -
Exchange differences - (246) (4.099) (131) (216) (4.692)
Closing balance at 31/03/2011 - 19.705 118.707 3.480 11.040 152.932
Net book value at 31/03/2011 10.059 51.284 96.875 1.361 2.533 162.112
Consolidated
Land Building &
technical
works
Machinery
Motor
technical
vehicles
installation
Furniture
& fixtures
Total
Cost
Opening balance at 01/01/2010 9.964 70.301 194.859 4.037 12.803 291.964
Additions - 24 5.154 132 92 5.402
Disposals - - (287) (47) (49) (383)
Transfer to / from & reclassification - 105 (112) - 7 -
Exchange differences 385 1.928 8.079 141 360 10.893
Closing balance as at 31/03/2010 10.349 72.358 207.693 4.263 13.213 307.876
Accumulated Depreciation
Opening balance at 01/01/2010 - 17.326 101.012 2.733 9.945 131.016
Additions - 664 3.941 153 288 5.046
Disposals - - (195) (30) (47) (272)
Exchange differences - 451 3.752 74 258 4.535
Closing balance as at 31/03/2010 - 18.441 108.510 2.930 10.444 140.325
Net book value at 31/03/2010 10.349 53.917 99.183 1.333 2.769 167.551

The total value of pledged assets for the Group as at 31/03/2011 was € 3.3 mil and (31/12/2010: 2.9 mil).

Note 6 - Property, Plant & Equipment (continued)

Parent Company
Land Building &
technical
works
Machinery
technical
installation
Motor
vehicles
Furniture
& fixtures
Total
Cost
Opening balance at 01/01/2011 303 8.967 15.767 293 3.691 29.021
Additions - 5 86 - 27 118
Disposals - - - - (5) (5)
Closing balance at 31/03/2011 303 8.972 15.853 293 3.713 29.134
Accumulated Depreciation
Opening balance at 01/01/2011 - 2.762 14.282 271 3.421 20.736
Additions - 103 117 2 38 260
Disposals - - - - (5) (5)
Closing balance at 31/03/2011 - 2.865 14.399 273 3.454 20.991
Net book value at 31/03/2011 303 6.107 1.454 20 259 8.143
Parent Company
Land Building &
technical
works
Machinery
technical
installation
Motor
vehicles
Furniture
& fixtures
Total
Cost
Opening balance at 01/01/2010 303 8.952 15.985 307 3.669 29.216
Additions - - 13 - 21 34
Disposals - - (585) (22) - (607)
Closing balance as at 31/03/2010 303 8.952 15.413 285 3.690 28.643
Accumulated Depreciation
Opening balance at 01/01/2010 - 2.351 14.032 281 3.265 19.929
Additions - 103 122 4 67 296
Disposals - - (152) (22) - (174)
Closing balance as at 31/03/2010 - 2.454 14.002 263 3.332 20.051
Net book value at 31/03/2010 303 6.498 1.411 22 358 8.592

There are no pledged assets for the Parent Company as at 31/03/2011 and 31/12/2010.

Note 7 - Intangible assets

Consolidated
Goodwill Development
costs
Patterns &
trade marks
Software &
other intangible
assets
Total
Cost
Opening balance at 01/01/2011 19.630 20.002 9.429 14.873 63.934
Additions - 799 - 535 1.334
Exchange differences - (92) - (123) (215)
Closing balance at 31/03/2011 19.630 20.709 9.429 15.285 65.053
Accumulated Depreciation
Opening balance at 01/01/2011 - 13.307 2.173 9.406 24.886
Additions - 411 151 404 966
Exchange differences - (39) - (46) (85)
Closing balance at 31/03/2011 - 13.679 2.324 9.764 25.767
Net book value at 31/03/2011 19.630 7.030 7.105 5.521 39.286

Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. At each balance sheet date the Group performs an analysis to assess whether the carrying amount of goodwill is recoverable. Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is performed on the cash-generating units that are expected to benefit from the acquisition from which goodwill was derived.

For the existing goodwill which resulted from the business combination of SFA (Istanbul, Turkey), Frigoglass North America Ltd. Co and Baffington Road LLC (South Carolina, America ) and has been allocated to the cash generating units related to the Group's operations in Turkey and America and the respective subsidiaries.

The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations are based on cash flow projections, which require the use of estimates approved by Management and covering a five year period.

The key assumptions used for the Value-in-use calculation are as follows: Discount rate (pre-tax): 14%, Gross margins: 10%-20% , Perpetuity growth rate: 2%

As at 31 December 2010, if any of the assumptions used were 10% lower or higher, the Group would not need to reduce the carrying value of goodwill.

Consolidated
Goodwill Development
costs
Patterns &
trade marks
Software &
other intangible
assets
Total
Cost
Opening balance at 01/01/2010 19.630 17.095 9.731 12.759 59.215
Additions - 712 - 235 947
Exchange differences - 169 19 189 377
Closing balance as at 31/03/2010 19.630 17.976 9.750 13.183 60.539
Accumulated Depreciation
Opening balance at 01/01/2010 - 11.784 1.870 8.145 21.799
Additions - 369 151 316 836
Exchange differences - 122 19 86 227
Closing balance as at 31/03/2010 - 12.275 2.040 8.547 22.862
Net book value at 31/03/2010 19.630 5.701 7.710 4.636 37.677

Note 7 - Intangible assets (continued)

Parent Company
Development
costs
Patterns &
trade marks
Software &
other intangible
assets
Total
Cost
Opening balance at 01/01/2011 12.003 35 8.753 20.791
Additions 432 - 107 539
Disposals - - - -
Closing balance at 31/03/2011 12.435 35 8.860 21.330
Accumulated Depreciation
Opening balance at 01/01/2011 8.928 35 6.071 15.034
Additions 243 - 216 459
Disposals - - - -
Closing balance at 31/03/2011 9.171 35 6.287 15.493
Net book value at 31/03/2011 3.264 - 2.573 5.837
Parent Company
Development
costs
Patterns &
trade marks
Software &
other intangible
assets
Total
Cost
Opening balance at 01/01/2010 10.799 35 7.718 18.552
Additions 400 - 175 575
Disposals - - - -
Closing balance as at 31/03/2010 11.199 35 7.893 19.127
Accumulated Depreciation
Opening balance at 01/01/2010 8.077 35 5.274 13.386
Additions 225 - 186 411
Disposals - - - -
Closing balance as at 31/03/2010 8.302 35 5.460 13.797
Net book value at 31/03/2010 2.897 - 2.433 5.330

Note 8 - Inventories

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Raw materials 104.264 86.200 4.957 3.179
Work in progress 7.403 4.564 305 216
Finished goods 64.596 52.498 4.862 2.896
Less: Provisions (7.124) (7.357) (490) (490)
169.139 135.905 9.634 5.801

Note 9 - Trade Receivables

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Trade receivables 156.070 94.453 29.901 22.837
Less: Provisions ( Note 35 ) (2.126) (2.415) (284) (284)
153.944 92.038 29.617 22.553

The fair value of trade debtors closely approximates their carrying value. The Group and the Company have a significant concentration of credit risk with specific customers. Management does not expect any losses from non performance of trade receivables, other than provides for as at 31/03/2011.

Analysis of provisions for trade receivables: Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Opening balance at 01/01 2.415 2.848 284 489
Additions during the year 71 640 - -
Unused amounts reversed - (866) - (205)
Total charges to income statement 71 (226) - (205)
Realised during the year (269) (329) - -
Arising from acquisitions - - - -
Exchange differences (91) 122 - -
Closing balance at 31/03 2.126 2.415 284 284

Note 10 - Other receivables

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
VAT receivable 15.137 9.982 749 249
Advances & prepayments 7.185 7.061 467 95
Other receivables 3.474 3.610 8 507
Total 25.796 20.653 1.224 851

The fair value of other receivables closely approximates their carrying value.

Note 11 - Cash & cash equivalents

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Cash on hand 109 64 2 3
Short term bank deposits 43.316 79.903 21.332 15.776
Total 43.425 79.967 21.334 15.779

The effective interest rate on short term bank deposits for March 2011 is 3.67% ( December 2010: 3.08% )

Note 12 - Other liabilities

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Taxes and duties payable 3.923 2.957 943 521
VAT payable 778 1.702 - -
Social security insurance 1.228 993 518 564
Dividends payable to company shareholders 46 51 46 51
Customers' advances 2.572 15.373 202 4.791
Accrued expenses 18.699 20.221 3.654 3.654
Other payables 5.846 5.953 636 532
Total 33.092 47.250 5.999 10.113

The fair value of other creditors closely approximates their carrying value.

Note 13 - Non current & current borrowings

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Bank loans 31.754 31.919 - -
- 12.000 - 12.000
Total non current borrowings 31.754 43.919 - 12.000
Consolidated Parent Company
31/03/2011 31/12/2010 31/12/2010
Bank overdrafts 11.425 7.910 2.038 2.949
Bank loans 156.486 99.161 12.555 9.655
Current portion of non current bond loan 107.750 101.700 78.000 72.000
Total current borrowings 275.661 208.771 92.593 84.604
Total borrowings 307.415 252.690 92.593 96.604

Maturity of non current borrowings

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Between 1 & 2 years 30.459 42.610 - 12.000
Between 2 & 5 years 197 183 - -
Over 5 years 1.098 1.126 - -
Total 31.754 43.919 - 12.000
Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Non current borrowings 3,53% 3,46% 4,00% 3,63%
Bank overdrafts 5,10% 4,87% 6,09% 5,86%
Current borrowings 4,08% 3,77% 4,93% 3,92%

Net Debt / Total capital

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Total borrowings 307.415 252.690 92.593 96.604
Cash & cash equivalents (43.425) (79.967) (21.334) (15.779)
Net debt
(A)
263.990 172.723 71.259 80.825
Total equity (B) 145.719 143.938 28.816 28.190
Total capital (C) = (A) + (B) 409.709 316.661 100.075 109.015
Net debt / Total capital (A) / (C) 64,4% 54,5% 71,2% 74,1%

Note 13 - Non current & current borrowings (continued)

The foreign Currency exposure of bank borrowings is as follows:

Consolidated
31/03/2011 31/12/2010
Current
borrowings
Non current
borrowings
Total Current
borrowings
Non current
borrowings
Total
- EURO 235.026 30.000 265.026 178.175 42.000 220.175
- USD 21.950 1.699 23.649 15.785 1.841 17.626
- NAIRA 103 13 116 48 14 62
- NOK 7 42 49 - 64 64
- CNY 14.511 - 14.511 13.829 - 13.829
- INR 4.064 - 4.064 508 - 508
- PHP - - - 426 - 426
Total 275.661 31.754 307.415 208.771 43.919 252.690
Parent Company
31/03/2011 31/12/2010
Current
borrowings
Non current
borrowings
Total Current
borrowings
Non current
borrowings
Total
- EURO 92.593 - 92.593 84.604 12.000 96.604
- USD - - - - - -
Total 92.593 - 92.593 84.604 12.000 96.604

The extent of the Group's and Parent company's exposure to fluctuations in interest rate due to market or contractual changes is considered to be less than six months.

In addition, at the 4th quarther of 2009 the Group has entered into Interest rate swaps derivatives financial instruments in order to hedge its exposure of interest changes.

The fair value of current and non current borrowings closely approximates their carrying value, since the company borrows at floating interest rates, which are renegotiated in periods shorter than six months.

The total value of pledged assets for the Group as at 31/03/2011 was € 3.3 mil and (31/12/2010: 2.9 mil).

There are no pledged assets for the Parent Company as at 31/03/2011 and 31/12/2010.

On 15/06/2009 the Group issued a € 75 million bond loan, in order to refinance its bank borrowings. There are no encumbrances or pledges over the Parent Company's or the Group's assets. However the Group is required to comply with covenants relating to the sufficiency of solvency, profitability and liquidity ratios as described below:

a) Net debt to total equity

b) Net debt to earnings before interest tax depreciation and amortization (EBITDA)

c) EBITDA to net interest expense

Note 14 - Investments in subsidiaries

Parent Company
31/03/2011 31/12/2010
Historic
cost
Provision for
impairment of
investments
Net book
value
Net book
value
Coolinvest Holding Limited (Cyprus) 24.397 (4.670) 19.727 19.727
Frigorex Cyprus Limited (Cyprus) 482 - 482 482
Letel Holding Limited (Cyprus) 59.654 (41.743) 17.911 37.324
Nigerinvest Holding Limited (Cyprus) 7.384 (1.209) 6.175 6.175
Frigoglass (Guangzhou) Ice Cold Equipment Co.,
Ltd. (China)
- - - -
Frigoinvest Holdings B.V (The Netherlands) 13.750 - 13.750 13.750
Total 105.667 (47.622) 58.045 77.458

In its separate financial statements, the Parent Company accounts for investments in subsidiaries at historic cost less any impairment losses.

The subsidiaries of the Group, the country of incorporation and their shareholding status as at 31/03/2011 are described below:

Company name & business segment Country of
incorporation
Consolidation
method
%
Shareholding
ICM Operations
Frigoglass S.A.I.C. Hellas Parent Company
SC. Frigoglass Romania SRL Romania Full 100%
PT Frigoglass Indonesia Indonesia Full 100%
Frigoglass South Africa Ltd South Africa Full 100%
Frigoglass Eurasia LLC Russia Full 100%
Frigoglass (Guangzhou) Ice Cold Equipment Co. ,Ltd. China Full 100%
Scandinavian Appliances A.S Norway Full 100%
Frigoglass Ltd. Ireland Full 100%
Frigoglass Iberica SL Spain Full 100%
Frigoglass Sp zo.o Poland Full 100%
Frigoglass India PVT.Ltd. India Full 100%
SFA Sogutma Sanayi Ic Ve Dis Ticaret A.S.
Frigoglass İstanbul Sogutma Sistemleri İc ve Dis
Turkey Full 98,92%
Ticaret A.S. Turkey Full 98,92%
Frigoglass North America Ltd. Co USA Full 100%
Baffington Road LLC USA Full 100%
Frigomagna INC Philippines Full 51%
Frigorex East Africa Ltd. Kenya Full 100%
Frigoglass GmbH Germany Full 100%
Frigoglass Nordic Norway Full 100%
Frigoglass France SA France Full 100%
Frigoglass Industries (Nig.) Ltd Nigeria Full 76,03%
Coolinvest Holding Limited Cyprus Full 100%
Frigorex Cyprus Limited Cyprus Full 100%
Letel Holding Limited Cyprus Full 100%
Norcool Holding A.S Norway Full 100%
Frigoinvest Holdings B.V The Netherlands Full 100%
Frigoglass USA Inc. USA Full 100%
3P Frigoglass Romania SRL Romania Full 100%
Glass Operations
Beta Glass Plc. Nigeria Full 53,82%
Frigoglass Industries (Nig.) Ltd Nigeria Full 76,03%
Nigerinvest Holding Limited Cyprus Full 100%
Deltainvest Holding Limited Cyprus Full 100%

Note 15 - Share capital, treasury shares, dividends & share options

a) Share capital:

The share capital of the company comprises of 40,362,635 fully paid up ordinary shares of € 0.30 each.

The share premium accounts represents the difference between the issue of shares (in cash) and their par value.

On 29th of December 2010, FRIGOGLASS's Board of Directors resolved to increase the share capital of the Company by 31,495 ordinary shares, following the exercise of share options by option holders pursuant to the Company's share option plan. The proceeds from the share capital increase amounted to € 136 thousand.

On 31th of March 2011, FRIGOGLASS's Board of Directors resolved to increase the share capital of the Company by 130,530 ordinary shares, following the exercise of share options by option holders pursuant to the Company's share option plan. The proceeds from the share capital increase amounted to € 593 thousand.

Number of
shares
Share capital
-000' Euro
Share premium
-000' Euro
Balance at 01/01/2010 40.200.610 12.060 3.009
Shares issued to employees exercising stock
options / Proceeds from the issue of shares
Transfer from share option reserve ( Note 16 )
31.495
-
9
-
127
31
Balance at 31/12/2010 40.232.105 12.069 3.167
Balance at 01/01/2011 40.232.105 12.069 3.167
Shares issued to employees exercising stock
options / Proceeds from the issue of shares
Transfer from share option reserve ( Note 16 )
130.530
-
39
-
554
131
Balance at 31/03/2011 40.362.635 12.108 3.852

Note 15 - Share capital, treasury shares, dividends & share options (continued)

b) Treasury shares:

The Extraordinary General Meeting of the shareholders on the 5th of September 2008 approved a share buy back scheme, in terms of article 16 of Codified Law 2190/1920, for a maximum number of shares that equals to 10% of the Company's share capital (currently 40,200,610 shares) and which can be acquired for a period of 24 months from September 5, 2008, i.e. until September 5, 2010, with minimum purchase price Euro 1 and maximum purchase price Euro 25 per share. The share buy back that will be undertaken according to the above scheme, will be under the responsibility of the Board of Directors and will entail shares paid in full.

Number of
shares
Treasury shares
-000' Euro
Balance at 01/01/2010 (2.140.198) (9.696)
Treasury shares (640.431) (5.647)
Treasury shares sold - -
Balance at 31/12/2010 (2.780.629) (15.343)
Balance at 01/01/2011 (2.780.629) (15.343)
Balance at 31/03/2011 (2.780.629) (15.343)

c) Dividends

Dividends are recorded in the financial statements, as a liability, in the period in which they are approved by the Shareholders Meeting. The Annual Shareholders Meeting as at 14/05/2010 approved a dividend distributiont of € 4.020 thousands.

d) Share options:

i) The Annual General Assembly of June 8, 2007 approved a share option plan with beneficiaries members of the Company's BoD, employees of the Company and employees of the Company's affiliates in replacement of the previous Phantom option plan.

According to the above General Assembly resolution, a maximum of 428,870 share options were approved, each corresponding to one (1) ordinary share of the Company.

ii) The Annual General Assembly of June 5, 2009 approved a share option plan with beneficiaries members of the Company's BoD, employees of the Company and employees of the Company's affiliates.

According to the above General Assembly resolution, a maximum of 500,000 share options were approved, each corresponding to one (1) ordinary share of the Company.

iii) The Annual General Assembly of May 14, 2010 approved a share option plan with beneficiaries members of the Company's BoD, employees of the Company and employees of the Company's affiliates.

According to the above General Assembly resolution, a maximum of 600,000 share options were approved, each corresponding to one (1) ordinary share of the Company.

Note 15 - Share capital, treasury shares, dividends & share options (continued)

The following table summarizes information for share option plan:

Program of options Start of
exercise
period
Expiry date Number of
options
issued
Number of
options
exercised/
cancelled
Number of
outstanding
options
Program approved by BoD on 08/06/2007
Exercise price at 1.00 Euro per share 8/6/2007 17/12/2009 107.318 107.318 -
Exercise price at 1.00 Euro per share 1/1/2008 17/12/2009 65.621 65.621 -
Exercise price at 0.30 Euro per share 1/1/2009 17/12/2009 64.918 64.918 -
Total 237.857 237.857 -
Program approved by BoD on 02/08/2007
Exercise price at 17.50 Euro per share 8/6/2007 17/12/2012 27.671 27.671 -
Exercise price at 16.60 Euro per share 1/1/2008 17/12/2012 27.671 3.964 23.707
Exercise price at 16.60 Euro per share 1/1/2009 17/12/2012 27.669 3.964 23.705
Total 83.011 35.599 47.412
Program approved by BoD on 14/05/2008
Exercise price at 19.95 Euro per share 14/05/2008 17/12/2013 26.466 - 26.466
Exercise price at 19.95 Euro per share 14/05/2009 17/12/2013 26.466 - 26.466
Exercise price at 19.95 Euro per share 14/05/2010 17/12/2013 26.470 - 26.470
Total 79.402 - 79.402
Program approved by BoD on 19/06/2009
Exercise price at 4 Euro per share 19/06/2009 31/12/2014 163.738 46.780 116.958
Exercise price at 4 Euro per share 01/01/2010 31/12/2014 163.738 46.793 116.945
Exercise price at 4 Euro per share 01/01/2011 31/12/2014 163.737 42.125 121.612
Total 491.213 135.698 355.515
Program approved by BoD on 11/12/2009
Exercise price at 4 Euro per share 11/12/2009 31/12/2014 2.833 - 2.833
Exercise price at 4 Euro per share 01/01/2010 31/12/2014 2.833 - 2.833
Exercise price at 4 Euro per share 01/01/2011 31/12/2014 2.834 - 2.834
Total 8.500 - 8.500
Program approved by BoD on 17/11/2010
Exercise price at 7.08 Euro per share 17/11/2010 31/12/2015 59.759 12.662 47.097
Exercise price at 7.08 Euro per share 01/01/2011 31/12/2015 59.783 6.834 52.949
Exercise price at 7.08 Euro per share 01/01/2012 31/12/2015 59.788 - 59.788
Total 179.330 19.496 159.834
Program approved by BoD on 03/01/2011
Exercise price at 7.08 Euro per share 03/01/2011 31/12/2016 64.261 6.831 57.430
Exercise price at 7.08 Euro per share 03/01/2012 31/12/2016 64.283 - 64.283
Exercise price at 7.08 Euro per share 03/01/2013 31/12/2016 64.291 - 64.291
Total 192.835 6.831 186.004
Grand Total 1.272.148 435.481 836.667

The weighted average fair value of the new options granted during the year was determined using the Black-Scholes valuation model and amounted to Euro 3.24 per option.

The key assumptions used in the valuation model are the following: Weighted average share price 10,18 €

Volatility 13,23%
Dividend yield 1,0%
Discount rate 3,5%

Note 16 - Other reserves

Consolidated
Statutory
reserves
Share option
reserve
Extraordinary
reserves
Cash flow
hedge
reserve
Tax free
reserves
Currency
translation
reserve
Total
Balance at 01/01/2010 2.113 570 9.092 992 14.834 (21.699) 5.902
Additions for the year
Expiration / Cancellation of
- 281 - 2.103 - - 2.384
share option reserve - (31) - - - - (31)
Transfers between reserves 2.193 - - (1.028) - - 1.165
Exchange differences (129) - 411 - - 5.264 5.546
Balance at 31/12/2010 4.177 820 9.503 2.067 14.834 (16.435) 14.966
Balance at 01/01/2011 4.177 820 9.503 2.067 14.834 (16.435) 14.966
Additions for the year - 171 - (14) - - 157
Shares issued to employees - (132) - - - - (132)
Transfers between reserves - - - (910) - - (910)
Exchange differences - - (1.863) - - (2.339) (4.202)
Balance at 31/03/2011 4.177 859 7.640 1.143 14.834 (18.774) 9.879
Parent Company
Statutory
reserves
Share option
reserve
Extraordinary
reserves
Tax free
reserves
Total
Balance at 01/01/2010 4.019 570 4.943 14.834 24.366
Additions for the year
Shares issued to employees
-
-
281
(31)
-
-
-
-
281
(31)
Balance at 31/12/2010 4.019 820 4.943 14.834 24.616
Balance at 01/01/2011 4.019 820 4.943 14.834 24.616
Additions for the year - 171 - - 171
Shares issued to employees - (132) - - (132)
Balance at 31/03/2011 4.019 859 4.943 14.834 24.655

A statutory reserve is created under the provisions of Hellenic law (Law 2190/20) according to which, an amount of at least 5% of the profit (after tax) for the year must be transferred to this reserve until it reaches one third of the paid up share capital. The statutory reserve can not be distributed to the shareholders of the Company except for the case of liquidation.

The share option reserve refers to a share option program with beneficiaries the Company's BoD and employees and is analysed in Note 15 of the annual financial statements.

The Company has created tax free reserves, taking advances off various Hellenic Taxation laws, during the years, in order to achieve tax deductions, either a) by postponing the tax liability till the reserves are distributed to the shareholders, or b) by eliminating any future income tax payment by issuing new shares for the shareholders of the company. Should the reserves be distributed to the shareholders as dividends, the distributed profits will be taxed with the rate that will be in effect at the time of the profits distributions. No provision has been created in regard to the possible income tax liability in the case of such a future distribution of the reserves the shareholders of the company as such liabilities are recognized simultaneously with the dividends distribution.

Note 17 - Financial Expenses

Consolidated Parent Company
31/03/2011 31/03/2010 31/03/2011 31/03/2010
Interest expense 3.242 2.351 975 589
Interest income (424) (138) (167) (90)
Net interest expense / 2.818 2.213 808 499
Exchange loss / (gain) 1.810 (2.644) 826 (831)
instruments (1.368) 3.131 (866) 297
Net finance cost / 3.260 2.700 768 (35)

Note 18 - Income Tax

Unaudited tax years

Note: For some countries the tax audit is not obligated and is taken place under specific requirements.

Company Country Periods Line of Business
Frigoglass S.A.I.C. - Parent Company Hellas 2009-2010 Ice Cold Merchandisers
SC. Frigoglass Romania SRL Romania 2006-2010 Ice Cold Merchandisers
PT Frigoglass Indonesia Indonesia 2008-2010 Ice Cold Merchandisers
Frigoglass South Africa Ltd S. Africa 2006-2010 Ice Cold Merchandisers
Frigoglass Eurasia LLC Russia 2009-2010 Ice Cold Merchandisers
Frigoglass (Guangzhou) Ice Cold Equipment
Co. ,Ltd. China 2006-2010 Ice Cold Merchandisers
Scandinavian Appliances A.S Norway 2003-2010 Ice Cold Merchandisers
Frigoglass Ltd. Ireland 2002-2010 Ice Cold Merchandisers
Frigoglass Iberica SL Spain 2004-2010 Ice Cold Merchandisers
Frigoglass Sp zo.o Poland 2009-2010 Ice Cold Merchandisers
Frigoglass India PVT.Ltd. India 2005-2010 Ice Cold Merchandisers
SFA Sogutma Sanayi Ic Ve Dis Ticaret A.S. Turkey 2003-2010 Ice Cold Merchandisers
Frigoglass İstanbul Sogutma Sistemleri İc ve
Dis Ticaret A.S. Turkey 2010 Sales Office
Frigoglass North America Ltd. Co USA 2008-2010 Ice Cold Merchandisers
Baffington Road LLC USA 2008-2010 Real Estate
Frigomagna INC Philippines 2008-2010 Sales Office
Beta Glass Plc. Nigeria 2004-2010 Glass Operation
Frigoglass Industries (Nig.) Ltd Nigeria 2003-2010 Crowns, Plastics, ICMs
3P Frigoglass Romania SRL Romania 2008-2010 Plastics
Frigorex East Africa Ltd. Kenya 2008-2010 Sales Office
Frigoglass GmbΗ Germany 2008-2010 Sales Office
Frigoglass Nordic Norway 2003-2010 Sales Office
Frigoglass France SA France 2004-2010 Sales Office
Coolinvest Holding Limited Cyprus 2003-2010 Holding Company
Frigorex Cyprus Limited Cyprus 2003-2010 Holding Company
Frigoinvest Holdings B.V Netherlands 2008-2010 Holding Company
Letel Holding Limited Cyprus 2003-2010 Holding Company
Norcool Holding A.S Norway 1999-2010 Holding Company
Nigerinvest Holding Limited Cyprus 2003-2010 Holding Company
Deltainvest Holding Limited Cyprus 2003-2010 Holding Company
Frigoglass USA Inc. USA 2009-2010 Holding Company

The tax rates in the countries where the Group operates are between 10% and 38.3%.

Some of non deductible expenses and the different tax rates in the countries that the Group operates, create an effective tax rate for the Group of 24.81% (Hellenic taxation rate is 20%)

The tax returns of the Parent Company and the Group's subsidiaries have not been assessed by the tax authorities for different periods. Until the tax audit assessment for the companies described in the table above are finalised, the tax liability can not be reliably measured for those years. The Group provides additional tax in relation to the outcome of such tax assessments, to the extent that a liability is probable and estimable.

Note 19 - Commitments

Capital commitments

The capital commitments contracted for but not yet incurred at the balance sheet date 31/03/2011 for the Group amounted to € 568 thousands (31/12/2010: € 1,273 thousands).

Note 20 - Related party transactions (based on IAS 24 & Article 42e of L 2190/20)

The Parent Company's shareholders as at 31/03/2011 are:

BOVAL S.A. 43,87%
Montanaro Group 5,12%
Frigoglass S.A.I.C. (Treasury shares) 6,89%
Institutional Investors 28,63%
Other Investors 15,50%

BOVAL SA (through Kar-Tess Holdings SA) has a 23.31% stake in Coca-Cola Hellenic Bottling Comapany SA share capital.

The Coca-Cola Hellenic Bottling Company is a non alcoholic beverage company listed in stock exchanges of Athens, New York & London.

Except from the common share capital involvement of BOVAL S.A at 23.31% with CCH Group, Frigoglass is the major shareholder in Frigoglass Industries Limited based on Nigeria, where CCH Group also owns a 15.86% equity interest.

Based on a contract expired on 31/12/2008, which has been renewed until 31/12/2013 the Coca-Cola Hellenic Bottling Company purchases from the Frigoglass Group at yearly negotiated prices ICM's.

The above transactions are executed at arm's length.

Note 20 - Related party transactions (continued)

a) The amounts of related party transactions were:

Consolidated Parent Company
31/03/2011 31/03/2010 31/03/2011 31/03/2010
Sales 48.084 19.794 15.353 3.081
Receivables / 35.008 13.193 10.796 2.639

b) The intercompany transactions of the Parent company with the Group's subsidiaries were:

Parent Company
31/03/2011 31/03/2010
Sales of goods 846 1.235
Sales of services 116 125
Purchases of goods / expenses 16.044 4.607
Dividend income - -
Receivables 28.162 25.095
Payables 28.961 17.852

The above transactions are executed at arm's length.

c) Other operating income ( transactions of the Parent company with the Group's subsidiaries )

Parent Company
31/03/2011 31/03/2010
Management services income 5.092 4.213
Other operating income 10 10
Total other operating income 5.102 4.223

The majority portion of other operating income refers to management services charged to the Group's subsidiaries.

d) The fees to members of the Board of Directors and Management compensation include wages, stock option, indemnities and other employee benefits and the amounts are:

Consolidated Parent Company
31/03/2011 31/03/2010 31/03/2011 31/03/2010
Fees of member of Board of Directors 36 36 36
Management compensation 1.186 670 1.186
Receivables from management
& BoD members
- - -
Payables to management & BoD - - -

Note 21 - Earnings per share

Basic & Diluted earnings per share

Basic and Diluted earnings per share are calculated by dividing the profit attributable to shareholders, by the weighted average number of ordinary shares in issue during the year, excluding ordinary shares purchased by the company (treasury shares).

The diluted earnings per share are calculated adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has one category of dilutive potential ordinary shares: share options. For the share options a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options. The difference is added to the denominator as an issue of ordinary shares for no consideration. No adjustment is made to net profit (numerator).

Consolidated Parent Company
Three months ended
in 000's Euro Three months ended
(apart from per share earning and number of shares) 31/03/2011 31/03/2010 31/03/2011 31/03/2010
Profit attributable to shareholders of the Company 8.729 4.711 (137) (837)
Weighted average number of ordinary shares for the purposes of
basic earnings per share
37.451.476 37.964.880 37.451.476 37.964.880
Weighted average number of ordinary shares for the purpose of
diluted earnings per share
37.807.652 38.200.585 37.807.652 38.200.585
Basic earnings / per share 0,2331 0,1241 (0,0037) (0,0220)
Diluted earnings / per share 0,2309 0,1233 (0,0036) (0,0219)

Note 22 - Contingent liabilities

The Parent company has contingent liabilities in respect of bank guarantees on behalf of its subsidiaries arising from the ordinary course of business as follows:

The Parent Company's bank guarantees on behalf of its subsidiaries were:

Parent Company
31/03/2011 31/12/2010
Bank guarantees 386.445 385.700

The Group did not have any contingent liabilities as at 31/03/2011 and 31/12/2010.

There are no pending litigation, legal proceedings, or claims which are likely to affect the financial statements or the operations of the Group and the Parent company.

The tax returns for the Parent Company and for the Group subsidiaries have not been assessed by the tax authorities for different periods. (see Note 18). The management of the Group believes that no significant additional taxes other than those recognised in the financial statements will be assessed.

Note 23 - Seasonality of Operations

Net sales revenue

Consolidated
Quarter 2008 2009 2010 2011
Q1 165.936 33% 73.629 21% 93.213 19% 134.826 100%
Q2 180.909 36% 107.914 31% 142.775 30% - 0%
Q3 88.186 18% 71.240 21% 110.627 23% - 0%
Q4 65.672 13% 93.872 27% 134.826 28% - 0%
Total Year 500.703 100% 346.655 100% 481.441 100% 134.826 100%

As shown above the Group's operations exhibit seasonality and therefore interim period sales should not be used for forecasting annual sales.

Consequently the level of the working capital required for the certain months of the year may vary.

Note 24 - Post balance sheet events

On 19 April 2011, Frigoglass announced that it has reached an agreement to acquire 80% of the shareholding in the Dubai-based glass bottle and jar manufacturer, Jebel Ali Container Glass Factory Fze (JAG).

Within its 68,000m2 facility, JAG houses state-of-the-art machinery and equipment including the Sorg end-fired twin-pass regenerative furnace, which was commissioned in 2009 and is highly energy efficient with a capacity exceeding 360 tons per day. Currently, the total number of employees is 340 people with strong technical experience. JAG achieved Sales of \$41.6 million in 2010.

Frigoglass will acquire 80% of Jebel Ali for a cash consideration of \$6.8 million assuming net debt of \$23 million. The transaction, together with additional working capital requirements, is expected to be financed through new debt.

Note 25 - Average number of personnel

The average number of personnel per operation for the Group & for the Parent company are listed below:

Operations
ICM Operations
Glass Operations
Total
Consolidated
31/03/2011
31/03/2010
5.600 3.789
1.270 1.149
6.870 4.938
Parent Company
31/03/2011 31/03/2010
336 252

Average number of personnel

Note 26 - Clarifications for comparative data of the previous year

Amounts of the previous periods have not been reclassified or restated.

Frigoglass S.A.I.C

Notes to the Financial Statements

in € 000's

Note 27 - Derivative Financial Instruments

Consolidated Parent Company
31/03/2011 31/12/2010 31/03/2011 31/12/2010
Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities
Held for trading
- Interest rate swaps - - - - - - - -
- Forward foreign exchange contracts 1.157 92 116 258 596 23 101 212
- Commodity forward contracts - - - - 725 - 944 -
Cash flow hedges
- Interest rate swaps - 319 - 509 - - - -
- Commodity forward contracts 1.625 - 2.739 - - - - -
Total financial derivatives instruments 2.782 411 2.855 767 1.321 23 1.045 212
Less: Non current portion
Held for Trading
- Interest rate swaps - - - - - - - -
- Forward foreign exchange contracts - - - - - - - -
- Commodity forward contracts - - - - - - 57 -
Cash flow hedges
- Interest rate swaps - - - - - - - -
- Commodity forward contracts - - 57 - - - - -
Non current portion of financial
derivatives instruments - - 57 - - - 57 -
Current portion
of financial derivatives instruments 2.782 411 2.798 767 1.321 23 988 212

Trading derivatives are classified as a current asset or liability. The full fair value of a hedging derivative is classified as a non-current asset or liability if the remaining maturity of the hedged item is more than 12 months and, as a current asset or liability, if the maturity of the hedged item is less than 12 months.

For 2011, there was no ineffective portion arising from cash flow hedges.

Gains and losses relating to the effective portion of the hedge are recognised in the hedging reserve in the Statement of Comprehensive Income. Subsequently these amounts are recognised in the income statement in the period or periods during which the hedged forecast transaction affects the income statement unless the gain or loss is included in the initial amount recognised for the purchase of inventory or fixed assets. These amounts are ultimately recognised in cost of goods sold in case of inventory or in depreciation in the case of fixed assets.

In terms of an amendment to IFRS 7, for 2011, the Company and the Group must disclose the basis of determining the fair value of financial instruments that are presented in the Balance Sheet. The only financial instruments at fair value presented in the balance sheet are the derivative financial instruments that are detailed in the tables above. These derivative financial instruments are measured in terms of the "Level 2" fair value hierarchy, that is described in IFRS 7. The "Level 2" fair value hierarchy refers to fair value measurements that are based on inputs that are directly or indirectly observed in an active market.

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