Quarterly Report • Sep 23, 2015
Quarterly Report
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106.978 134.071 17.544 31.373
| COMPANY DATA | STATEMENT OF COMPREHENSIVE INCOME | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company website: | www.helex.gr | GROUP | COMPANY | ||||||||||
| Approval date of the financial statements | 1.1- | 1.1- | 1.7- | 1.7- | 1.1- | 1.1- | 1.7- | 1.7- | |||||
| for the nine months by the Board of Directors | 04.11.2009 | 30.9.2009 | 30.9.2008 | 30.9.2009 | 30.9.2008 | 30.9.2009 | 30.9.2008 | 30.9.2009 | 30.9.2008 | ||||
| HELEX Board of Directors composition | Name | HELLENIC Exchanges S.A. Position |
Turnover Gross Profit |
53.071 33.315 |
85.410 62.542 |
21.046 13.909 |
22.245 17.812 |
28.218 20.414 |
49.259 36.814 |
11.498 8.220 |
12.716 9.196 |
||
| Iakovos Georganas | Chairman | ||||||||||||
| Ulysses Kyriakopoulos | Vice Chairman and independent | Earnings before Interest and Taxes (EBIT) | 33.315 | 62.542 | 13.909 | 17.812 | 20.414 | 36.814 | 8.220 | 9.196 | |||
| non executive member | Profit berofe tax | 37.172 | 68.596 | 14.703 | 19.851 | 48.939 | 93.725 | 36.351 | 9.677 | ||||
| Spyros Capralos | CEO & executive member | Less tax | (9.311) | (18.423) | (3.696) | (5.406) | (5.198) | (10.423) | (2.050) | (2.360) | |||
| Avgoustinos Vitzilaios | Non executive member | Profit after tax (A) | 27.861 | 50.173 | 11.007 | 14.445 | 43.741 | 83.302 | 34.301 | 7.317 | |||
| Vasilios Drougas | Non executive member | Minority Shareholders | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Artemis Theodoridis | Non executive member | Company's Shareholders | 27.861 | 50.173 | 11.007 | 14.445 | 43.741 | 83.302 | 34.301 | 7.317 | |||
| Antonios Kaminaris Nikolaos Karamouzis |
Non executive member Non executive member |
Total other profit after tax (B) Cumulative total revenues after tax (A+B) |
157 | (516) | 291 | (516) | 0 | 0 | 0 | 0 | |||
| Nikolaos Milonas | Non executive member | 28.018 | 49.657 | 11.298 | 13.929 | 43.741 | 83.302 | 34.301 | 7.317 | ||||
| Ioannis Pechlivanidis | Non executive member | Minority interests | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Nikolaos Chryssochoidis | Non executive member | Company's Shareholders | 28.018 | 49.657 | 11.298 | 13.929 | 43.741 | 83.302 | 34.301 | 7.317 | |||
| Certified Auditors Accountants | Konstantinos Michalatos & Dimitrios Sourbis | ||||||||||||
| Auditing company: | PRICEWATERHOUSECOOPERS | After tax profits per share in € (basic & weighted) | 0,429 | 0,720 | |||||||||
| Type of audit review report: | Not required | ||||||||||||
| Earnings before interest, taxes, | |||||||||||||
| STATEMENT OF FINANCIAL POSITION | depreciation and amortization (EBITDA) | 35.244 | 64.580 | 14.557 | 18.459 | 21.356 | 37.778 | 8.535 | 9.511 | ||||
| GROUP 30.9.2009 |
31.12.2008 | COMPANY 30.9.2009 |
31.12.2008 | STATEMENT OF CHANGES IN EQUITY | |||||||||
| ASSETS | HELEX GROUP | ||||||||||||
| Tangible assets for own use | 28.936 | 30.294 | 25.084 | 25.812 | Share Capital | Treasury | Share | Reserves | Retained | Minority | Total Equity | ||
| Intangible assets | 208 | 290 | 18 | 8 | Stock | premium | earnings | Interest | |||||
| Other non current assets | 6.395 | 6.434 | 240.833 | 240.763 | reserve | ||||||||
| Clients | 4.937 | 6.134 | 2.171 | 2.198 | Total equity at the start of the period 01.01.2008 | 88.107 | 0 | 94.279 | 64.758 | (57.979) | 5 | 189.170 | |
| Other current assets | 125.521 | 135.782 | 24.745 | 18.824 | Cummulative profit after tax for the period | 0 | 0 | 0 | 0 | 49.657 | 0 | 49.657 | |
| Non current assets earmarked for sale | 5.738 | 5.930 | 5.738 | 5.930 | Reserve transfer | 0 | 0 | 0 | 3.964 | (3.964) | 0 | 0 | |
| TOTAL ASSETS | 171.735 | 184.864 | 298.589 | 293.535 | Share buy-back | 0 | (29.899) | 0 | 0 | 0 | 0 | (29.899) | |
| Dividends paid | 0 | 0 | 0 | 0 | (52.864) | 0 | (52.864) | ||||||
| LIABILITIES AND EQUITY | Stock option plan reserve | 0 0 |
0 0 |
0 0 |
548 (688) |
0 | 0 0 |
548 (172) |
|||||
| Share Capital less treasury stock |
71.906 0 |
88.107 (40.637) |
71.906 0 |
88.107 (40.637) |
Special securities revaluation reserve Total equity at the end of the period 30.09.2008 |
88.107 | (29.899) | 94.279 | 68.582 | 516 (64.634) |
5 | 156.440 | |
| Other Shareholders' Equity | 77.840 | 112.914 | 210.031 | 229.685 | Profit after tax for the period | 0 | 0 | 0 | 0 | 14.666 | 0 | 14.666 | |
| Total Shareholders' Equity | 149.746 | 160.384 | 281.937 | 277.155 | Reserve transfer | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Minority interest | 5 | 5 | 0 | 0 | Reserve reduction from asset revaluation | 0 | 0 | 0 | 296 | 0 | 0 | 296 | |
| Total Equity | 149.751 | 160.389 | 281.937 | 277.155 | Share buy-back | 0 | (10.738) | 0 | 40.637 | (40.637) | 0 | (10.738) | |
| Provisions and other long term liabilities | 3.710 | 3.740 | 1.757 | 1.834 | Special securities revaluation reserve | 0 | 0 | 0 | (233) | 175 | 0 | (58) | |
| Other short term liabilities | 18.274 | 20.735 | 14.895 | 14.546 | Stock option plan reserve | 0 | 0 | 0 | (217) | 0 | 0 | (217) | |
| Total liabilities | 21.984 | 24.475 | 16.652 | 16.380 | Total equity at the end of the period 31.12.2008 | 88.107 | (40.637) | 94.279 | 109.065 | (90.430) | 5 | 160.389 | |
| TOTAL EQUITY AND LIABILITIES | 171.735 | 184.864 | 298.589 | 293.535 | Profit after tax for the period | 0 0 |
0 0 |
0 0 |
0 4.678 |
28.018 (4.678) |
0 0 |
28.018 0 |
|
| Reserve transfer Special reserve from securities valuation |
0 | 0 | 0 | 157 | (157) | 0 | 0 | ||||||
| Cancelation of Treasury stock | (6.396) | 40.637 | 0 | (34.241) | 0 | 0 | 0 | ||||||
| STATEMENT OF CASH FLOWS | Dividends paid | 0 | 0 | 0 | 0 | (29.416) | 0 | (29.416) | |||||
| Stock option plan reserve | 0 | 0 | 0 | 565 | 0 | 0 | 565 | ||||||
| GROUP | COMPANY | Share capital return | (9.805) | 0 | 0 | 0 | 0 | 0 | (9.805) | ||||
| 30.9.2009 | 30.9.2008 | 30.9.2009 | 30.9.2008 | Total equity at the end of the period 30.9.2009 | 71.906 | 0 | 94.279 | 80.224 | (96.663) | 5 | 149.751 | ||
| Operating activities Profits before taxes |
37.172 | 68.596 | 48.939 | 93.725 | HELEX | STATEMENT OF CHANGES IN EQUITY | |||||||
| Share Capital | Treasury | Share | Reserves | Retained | Minority | Total Equity | |||||||
| Plus / minus adjustments for: | Stock | premium | earnings | Interest | |||||||||
| Depreciation | 1.929 | 2.038 | 942 | 964 | reserve | ||||||||
| Provisions | 186 | 196 | 95 | 106 | Total equity at the start of the period 01.01.2008 | 88.107 | 0 | 94.279 | 42.889 | 52.682 | 0 | 277.957 | |
| Interest/ securities provisions | 7 | 1.442 | 0 | 267 | Cummulative profit after tax for the period | 0 | 0 | 0 | 0 | 83.302 | 0 | 83.302 | |
| Interest income | (3.864) | (6.557) | (527) | (2.238) | Reserve reduction from asset revaluation | 0 | 0 | 0 | 255 | 0 | 0 | 255 | |
| Dividends received | 0 | 0 | (28.001) | (54.679) | Dividends paid | 0 | 0 | 0 | 0 | (52.864) | 0 | (52.864) | |
| Interest and related expenses paid | 7 | 503 | 3 | 6 | Reserve transfer | 0 | 0 | 0 | 3.952 | (3.952) | 0 | 0 | |
| Stock option plan provisions Profit from asset sales |
565 | 548 (3.343) |
263 | 255 (18) |
Share buy-back Total equity at the end of the period 30.09.2008 |
0 88.107 |
(29.899) (29.899) |
0 94.279 |
0 47.096 |
0 79.168 |
0 0 |
(29.899) 278.751 |
|
| Used provisions | (216) | (168) | (172) | (133) | Profit after tax for the period | 0 | 0 | 0 | 0 | 8.952 | 0 | 8.952 | |
| Reserve reduction from asset revaluation | 0 | 0 | 0 | 296 | 0 | 0 | 296 | ||||||
| Plus/ minus adjustments for changes in working capital or | Share buy-back | 0 | (10.738) | 0 | 40.637 | (40.637) | 0 | (10.738) | |||||
| concerning operating activities | Stock option plan reserve | 0 | 0 | 0 | (106) | 0 | 0 | (106) | |||||
| Decrease / (increase) in receivables | (5.444) | 893 | Total equity at the end of the period 31.12.2008 | 88.107 | (40.637) | 94.279 | 87.923 | 47.483 | 0 | 277.155 | |||
| (3.289) | 1.242 | 43.741 | 0 | 43.741 | |||||||||
| (Decrease)/ increase of liabilities (except banks) | (3.487) | (8.533) | (163) | (27.916) | Profit after tax for the period | 0 | 0 | 0 | 0 | ||||
| Interest received | 3.834 | 5.115 | 527 | 1.971 | Reserve transfer | 0 | 0 | 0 | 4.647 | (4.647) | 0 | ||
| Taxes paid | (8.564) | (21.732) | (4.788) | (12.936) | Stock option plan reserve | 0 | 0 | 0 | 262 | 0 | 0 | 0 262 |
|
| Total inflows/ (outflows) generated from operating | Cancellation of treasury stock | (6.396) | 40.637 | 0 | (34.241) | 0 | 0 | 0 | |||||
| activities (a) Investment activities |
24.280 | 39.347 | 11.674 | 267 | Dividends paid Share capital return |
0 (9.805) |
0 0 |
0 0 |
0 0 |
(29.416) 0 |
0 0 |
(29.416) (9.805) |
|
| Purchase of PP&E & intangible assets | (12) | (205) | (2) | (1) | Total equity at the end of the period 30.09.2009 | 71.906 | 0 | 94.279 | 58.591 | 57.161 | 0 | 281.937 | |
| Sale of PP&E & intangible assets | 2 | 13.414 | 0 | 21 | |||||||||
| Securities | 0 | 7.146 | 0 | 0 | |||||||||
| 0 | (1.387) | 0 | (1.401) | ||||||||||
| 0 | 0 | 28.001 | 54.679 | ||||||||||
| Increase in participations Dividends received Total inflows / (outflows) from investment activities (b) |
(10) | 18.968 | 27.999 | 53.298 | |||||||||
| Financial activities | |||||||||||||
| Interest & other similar expenses paid | (4) | (1.191) | (2) | (6) | |||||||||
| Increase in reserves | 0 | (29.899) | 0 | (29.899) | |||||||||
| Share capital return | (9.805) | 0 | (9.805) | 0 | |||||||||
| Dividend payments | (29.416) | (52.864) | (29.416) | (52.864) | |||||||||
| Total inflows / (outflows) from financial activities (c) | (39.225) | (83.954) | (39.223) | (82.769) | |||||||||
| Net increase/ (decrease) in cash and cash equivalents from the beginning of the period (a) + (b) + (c) |
|||||||||||||
| (14.955) | (25.639) | 450 | (29.204) | ||||||||||
| Cash and cash equivalents - beginning of the period | 121.933 | 159.710 | 17.094 | 60.577 |
1 The companies of the Group with the corresponding addresses, activities and percentages of participation which are included in the consolidated financial statements with the consolidation method are:
| 10. | HELEX is a founding member of Link Up Capital Markets, a new consortium formed by 8 European Depositories that is planning on providing cross-border transaction | ||||||
|---|---|---|---|---|---|---|---|
| Company | HQ | Activity | % of direct participation | Total % of the Group | settlement services. On 29.06.2009, the first connection of HELEX as depository with the Swiss depository was made, based on the terms of the Link Up contract. The total investment by the 8 Depositories in the company is €7.9m, and HELEX's participation is €1.4m, 17.82% of the total investment. |
||
| Athens Exchange | Athens | Organization and support of the operation of cash and derivatives markets as well as other financial products |
100,00% | 100% 11. |
The Group has invested part of its liquidity in bank bonds which it has classified as a commercial portfolio. These bonds are not expected to be sold in the near future. Taking into consideration the recent modifications of IAS 39, the company on 1.7.2008 transferred the abovementioned bonds in the securities for sale portfolio. The result of the |
||
| Thessaloniki Stock Exchange Centre |
Thessaloniki | Provision of support services to brokerage company branch offices and investors in Thessaloniki |
66,10% | 99,90% | revaluation of the bonds in 9M 2009 was a profit of €208 thousand, and is charged directly to equity (special reserve). | ||
| 2. | Out of the companies of the Group ATHEX has been audited up to fiscal year 2005. The tax audit for fiscal years 2006 & 2007 is expected to commence in Q4 2009. Regarding TSEC, the tax audit for fiscal years 2005 and 2006 was included in the provisions of Law 3697/2008 and as a result the tax audit was completed with the payment of €15,274.12. In April 2009 the HELEX |
12. | The Group shows on its balance sheet an accumulated reserve amount of €3,160 thousand of which: a) €1,877 thousand concern staff retirement obligations, b) €735 thousand concern legal claims againts the Greek state and c) €548 thousand concern other risks. |
||||
| tax audit for fiscal years 2006 and 2007 was concluded. These fiscal years include the last fiscal years for ADECH and CSD, until the date that the approval by the Prefecture for merging | |||||||
| those companies with HELEX was given – 29 November 2006. Based on the tax audit, additional tax and penalties in the amount of €171.383 were assessed, which were paid. This amount will not burden the current fiscal year, as it is covered by a provision that had been made in previous fiscal years. |
13. | In compliance with the requirements of the Code of Conduct to unbundle the services offered and for their accounting separation, HELEX has drafted a self-assessment report and has published the expenses and revenues for each service for the year 2008. The HELEX certified auditor, PricewaterhouseCoopers SA, has drafted an independent audit report on the HELEX self-assessment report. The self-assessment report, together with the audit report of the certified auditor, the audited financial statements of HELEX, and |
|||||
| the table with the costs and revenues have been submitted to the Hellenic Capital Market Commission on April 30th 2009. | |||||||
| 3. There are no encumbrances on the assets of the companies of the Group. | |||||||
| 4. | There are no differences in litigation or arbitration in legal or administrative bodies which may have a material impact in the financial position of the Company & the Group. | 14. | The terrorist act (explosion) that was carried out against Hellenic Exchanges on 2.9.2009, caused extensive damage to the new building of the Group. The group is fully | ||||
| 5. Number of employed personnel at the end of the current fiscal year: Group 270, Company 129. | insured, and thus it is estimated that it will soon be restored to its former condition, without burdening the financial performance of the Group. | ||||||
| 6. | The value of transactions and the balances of the HELEX Group with related parties is shown in the following table: | 15. | In accordance with Law 3606/2007 and relevant resolutions by the Capital Market Commission, HELEX is obliged to separate its post trading services. This obligation requires | ||||
| GROUP | COMPANY | that actions must be taken, in order to implement structural changes. HELEX is currently exploring and drafting a time plan for the best possible solution, in order to fulfill its | |||||
| Revenue (outflows) | 28.253 | obligation. | |||||
| Expenses (inflows) | 223 | ||||||
| Claims | 94 | ||||||
| Liabilities | 139 | ||||||
| Transactions and remuneration of management and the BoD | 1.760 | 866 | |||||
| 7. | Profits per share were calculated based on the average weighted number of shares outstanding. | ||||||
| 8. | with a par value of €1.10 per share. | The Repetitive General Meeting of shareholder of 26.05.2009 decided to cancel the 5,117,000 own shares of the Company, thus reducing the number of shares outstanding by an equal amount, from 70.485,563 to 65,368,563, as well as return part of the share capital to shareholders, with a corresponding reduction in the par value of the share. In particular, it decided to return capital in the amount of €9,805,284.45 or €0.15 per share for the 65,368,563 shares. Thus, the share capital of the Company became €71,905,419.30, divided into 65,368,563 shares |
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| THE CHAIRMAN OF THE BoD | THE CHIEF EXECUTIVE OFFICER | THE GENERAL MANAGER | THE DIRECTOR OF FINANCIAL MANAGEMENT | THE HEAD OF ACCOUNTING & BUDGETING | |||
| IAKOVOS GEORGANAS | SPYROS CAPRALOS | NIKOLAOS KONSTANTOPOULOS | CHRISTOS MAYOGLOU | CHARALAMBOS ANTONATOS | |||
| ID: Χ-066165 | ID: Ι-365608 | ID: Π-673088 | ID: Π-575157 | ID: N-554218 |
According to the balance sheet results of 31.12.08, the HELEX BoD proposed for approval to the Annual General Meeting of Shareholders of 6.5.2009 a dividend payment of €0.45 per share for the 65,368,563 (excluding the treasury stock) shares of the company, i.e a total dividend payout of €29.4m.
HOLDING, CLEARING, SETTLEMENT & REGISTRY
In accordance with Resolution 4/507/28.4.2009 of the Capital Market Commission Board of Directors
(Amounts in € thousands)
The following data and information which arise from the financial statements, aim to provide general information about the financial position and results of the Company "Hellenic Exchanges S.A. Holding, Clearing, Settlement & Registry." We therefore recommend that the reader who wishes to have a complete picture of the financial position and the results of the Company should, before making any investment decision or other transaction with the Company, refer to the issuer's website address where the interim financial statement are posted as well as the review report by the Certified Auditors Accountants, whenever this is required.
Co Register No 45688/06/B/00/30
110 Athinon Ave, 10442 Athens
SUMMARY FINANCIAL DATA AND INFORMATION FOR THE PERIOD from JANUARY 1ST 2009 to SEPTEMBER 30TH 2009
Cash and cash equivalents - end of the period
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