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Invalda INVL — Interim / Quarterly Report 2011
Nov 30, 2011
2247_rns_2011-11-30_3a9e6e8f-d380-4110-8778-04035a53cdc0.pdf
Interim / Quarterly Report
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AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED NOT-AUDITED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011 PREPARED ACCORDING TO INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ADOPTED BY THE EUROPEAN UNION
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
GENERAL INFORMATION
Board of Directors
Mr. Vytautas Bučas (chairman of the Board)
Mr. Dalius Kaziūnas
Mr. Darius Šulnis
Management
Mr. Darius Šulnis (president)
Mr. Raimondas Rajeckas (chief financial officer)
Principal place of business and company code
Seimyniskiu Str. 1A,
Vilnius,
Lithuania
Company code 121304349
Bankers
Nordea Bank Finland Plc Lithuania Branch
AB DNB Bankas
AB Siauliu Bankas
Danske Bank A/S Lithuania Branch
AB bankas Finasta
UAB Medicinos Bankas
AS UniCredit Bank Lithuania Branch
AB SEB Bankas
AB bankas Snoras
The financial statements were approved and signed by the Management and the Board of Directors on 30 November 2011.

Mr. Darius Šulnis
President

AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Parent Company's income statements
| Group | Company | ||||
|---|---|---|---|---|---|
| Nine months of 2011 | Nine months of 2010 | Nine months of 2011 | Nine months of 2010 | ||
| Continuing operations | Unaudited | Unaudited | |||
| Revenue | |||||
| Furniture production revenue | 179,427 | 141,574 | - | - | |
| Residential real estate revenue | 978 | 5,796 | - | - | |
| Rent and other real estate revenue | 17,034 | 17,465 | - | - | |
| Information technology revenue | 19,251 | 17,202 | - | - | |
| Facility management | 5,403 | 2,803 | - | - | |
| Other production and services revenue | 8,082 | 5,274 | - | - | |
| Total revenue | 230,175 | 190,114 | - | - | |
| Other income | 9.3 | 7,522 | 3,741 | 19,318 | 6,363 |
| Net gains (losses) on disposal of subsidiaries, associates and joint ventures | - | 15,350 | 316,162 | (18,013) | |
| Net gains (losses) from fair value adjustments on investment property | 822 | (100) | - | - | |
| Net changes in fair value on financial assets | 9.1 | (66,613) | (5,388) | (21,080) | 3,337 |
| Changes in inventories of finished goods and work in progress | (2,153) | 1,864 | - | - | |
| Raw materials and consumables used | (135,902) | (101,696) | (13) | (19) | |
| Changes in residential real estate | (911) | (4,802) | - | - | |
| Employee benefits expenses | (28,752) | (24,745) | (1,332) | (1,317) | |
| Impairment, write-down, allowances and provisions | 5,12,13 | (18,550) | (3,969) | (17,941) | 14,122 |
| Premises rent and utilities | (12,706) | (12,402) | (119) | (124) | |
| Depreciation and amortisation | (7,854) | (7,723) | (63) | (83) | |
| Repair and maintenance of premises | (7,433) | (6,852) | - | (1) | |
| Other operating expenses | (14,472) | (9,370) | (2,268) | (562) | |
| Operating profit (loss) | (56,827) | 34,022 | 292,664 | 3,703 | |
| Finance costs | 9.2 | (11,569) | (13,834) | (8,396) | (9,932) |
| Share of profit (loss) from associates and joint ventures | (382) | 798 | - | - | |
| Profit (loss) before income tax | (68,778) | 20,986 | 284,268 | (6,229) | |
| Income tax | 7 | 12,569 | (1,044) | 14,821 | 902 |
| Profit (loss) for the period from continuing operations | (56,209) | 19,942 | 299,089 | (5,327) | |
| Discontinued operation | |||||
| Profit/(Loss) after tax for the period from a discontinued operation | 10 | 295,704 | 18,003 | - | |
| PROFIT (LOSS) FOR THE PERIOD | 239,495 | 37,945 | 299,089 | (5,327) | |
| Attributable to: | |||||
| Equity holders of the parent | 233,745 | 29,945 | 299,089 | (5,327) | |
| Non-controlling interests | 5,750 | 8,000 | - | - | |
| 239,495 | 37,945 | 299,089 | (5,327) | ||
| Basic earnings (deficit) per share (in LTL) | 4.52 | 0.59 | 5.79 | (0.11) | |
| Diluted earnings (deficit) per share (in LTL) | 4.10 | 0.57 | 5.24 | (0.11) | |
| Basic earnings (deficit) per share (in LTL) from continuing operations | (1.20) | 0.24 | 5.79 | (0.11) | |
| Diluted earnings (deficit) per share (in LTL) from continuing operations | (1.20) | 0.24 | 5.24 | (0.11) |
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Parent Company's statements of comprehensive income
| Group | Company | |||
|---|---|---|---|---|
| Nine months of 2011 | Nine months of 2010 | Nine months of 2011 | Nine months of 2010 | |
| PROFIT (LOSS) FOR PERIOD | Unaudited | Unaudited | ||
| 239,495 | 37,945 | 299,089 | (5,327) | |
| Continuing operation | ||||
| Net gain (loss) on cash flow hedge | 164 | 136 | - | - |
| Income tax | (25) | (20) | - | - |
| 139 | 116 | - | - | |
| Net gain (loss) on available-for-sale financial assets | - | 11 | - | - |
| Reclassification adjustment for gain (loss) included in profit or loss | - | (221) | - | - |
| Income tax | - | 42 | - | - |
| - | (168) | - | - | |
| Exchange differences on translation of foreign operations | - | - | - | - |
| Share of other comprehensive income (loss) of associates | - | - | - | - |
| Other comprehensive income(loss) for the period from continuing operation | 139 | (52) | - | - |
| Discontinued operations | ||||
| Net gain (loss) on available-for-sale financial assets | - | - | - | - |
| Income tax | - | - | - | - |
| Share of other comprehensive income of associates | 1,879 | 4,103 | - | - |
| Other comprehensive income for the period from discontinued operations | 1,879 | 4,103 | - | - |
| Other comprehensive income (loss) for the period, net of tax | 2,018 | 4,051 | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD, NET OF TAX | 241,513 | 41,996 | 299,089 | (5,327) |
| Attributable to: | ||||
| Equity holders of the parent | 235,763 | 33,996 | 299,089 | (5,327) |
| Non-controlling interests | 5,750 | 8,000 | - | - |
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Parent Company's income statements
| Group | Company | |||
|---|---|---|---|---|
| III Quarter 2011 | III Quarter 2010 | III Quarter 2011 | III Quarter 2010 | |
| Continuing operations | Unaudited | Unaudited | ||
| Revenue | ||||
| Furniture production revenue | 64,602 | 54,876 | - | - |
| Residential real estate revenue | 26 | 1,063 | - | - |
| Rent and other real estate revenue | 5,505 | 5,339 | - | - |
| Information technology revenue | 4,809 | 10,768 | - | - |
| Facility management | 2,234 | 1,324 | - | - |
| Other production and services revenue | 2,770 | 1,730 | - | - |
| Total revenue | 79,946 | 75,100 | - | - |
| Other income | 3,108 | 1,370 | 3,466 | 2,077 |
| Net gains (losses) on disposal of subsidiaries, associates and joint ventures | - | 78 | 165,402 | 1,661 |
| Net gains (losses) from fair value adjustments on investment property | 797 | - | - | - |
| Net changes in fair value on financial assets | (47,741) | (5,676) | (46,858) | 2,090 |
| Changes in inventories of finished goods and work in progress | 225 | (183) | - | - |
| Raw materials and consumables used | (48,484) | (42,709) | (4) | (6) |
| Changes in residential real estate | (42) | (1,010) | - | - |
| Employee benefits expenses | (10,286) | (9,274) | (422) | (419) |
| Impairment, write-down, allowances and provisions | (19,497) | 6,862 | (19,602) | (5,508) |
| Premises rent and utilities | (3,945) | (3,883) | (39) | (40) |
| Depreciation and amortisation | (2,545) | (2,630) | (20) | (23) |
| Repair and maintenance of premises | (2,536) | (2,759) | - | (1) |
| Other operating expenses | (4,286) | (2,887) | (309) | (197) |
| Operating profit (loss) | (55,286) | 12,399 | 101,614 | (366) |
| Finance costs | (3,755) | (4,215) | (2,529) | (3,261) |
| Share of profit (loss) from associates and joint ventures | 425 | (44) | - | - |
| Profit (loss) before income tax | (58,616) | 8,140 | 99,085 | (3,627) |
| Income tax | 6,121 | 252 | 6,907 | 617 |
| Profit (loss) for the period from continuing operations | (52,495) | 8,392 | 105,992 | (3,010) |
| Discontinued operation | ||||
| Profit/(Loss) after tax for the period from a discontinued operation | 145,821 | 17,416 | - | - |
| PROFIT (LOSS) FOR THE PERIOD | 93,326 | 25,808 | 105,992 | (3,010) |
| Attributable to: | ||||
| Equity holders of the parent | 91,335 | 23,333 | 105,992 | (3,010) |
| Non-controlling interests | 1,991 | 2,475 | - | - |
| 93,326 | 25,808 | 105,992 | (3,010) | |
| Basic earnings (deficit) per share (in LTL) | 1.76 | 0.46 | 2.05 | (0.06) |
| Diluted earnings (deficit) per share (in LTL) | 1.60 | 0.44 | 1.86 | (0.06) |
| Basic earnings (deficit) per share (in LTL) from continuing operations | (1.06) | 0.12 | 2.05 | (0.06) |
| Diluted earnings (deficit) per share (in LTL) from continuing operations | (1.06) | 0.12 | 1.86 | (0.06) |
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Parent Company's statements of comprehensive income
| Group | Company | |||
|---|---|---|---|---|
| III Quarter 2011 | III Quarter 2010 | III Quarter 2011 | III Quarter 2010 | |
| Unaudited | Unaudited | |||
| PROFIT (LOSS) FOR PERIOD | 93,326 | 25,808 | 105,992 | (3,010) |
| Continuing operation | ||||
| Net gain (loss) on cash flow hedge | 50 | 65 | - | - |
| Income tax | (8) | (10) | - | - |
| 42 | 55 | - | - | |
| Net gain (loss) on available-for-sale financial assets | - | - | - | - |
| Reclassification adjustment for gain (loss) included in profit or loss | - | - | - | - |
| Income tax | - | - | - | - |
| Exchange differences on translation of foreign operations | - | - | - | - |
| Share of other comprehensive income (loss) of associates | - | - | - | - |
| Other comprehensive income(loss) for the period from continuing operation | 42 | 55 | - | - |
| Discontinued operations | ||||
| Net gain (loss) on available-for-sale financial assets | - | - | - | - |
| Income tax | - | - | - | - |
| Share of other comprehensive income of associates | 2,122 | 4,450 | - | - |
| Other comprehensive income for the period from discontinued operations | 2,122 | 4,450 | - | - |
| Other comprehensive income (loss) for the period, net of tax | 2,164 | 4,505 | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD, NET OF TAX | 95,490 | 30,313 | 105,992 | (3,010) |
| Attributable to: | ||||
| Equity holders of the parent | 93,499 | 27,838 | 105,992 | (3,010) |
| Non-controlling interests | 1,991 | 2,475 | - | - |
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Parent Company's statements of financial position
| Group | Company | ||||
|---|---|---|---|---|---|
| As of 30 September 2011 | As of 31 December 2010 | As of 30 September 2011 | As of 31 December 2010 | ||
| ASSETS | Unaudited | Audited | Unaudited | Audited | |
| Non-current assets | |||||
| Property, plant and equipment | 40,004 | 38,876 | 200 | 238 | |
| Investment properties | 13 | 253,259 | 240,573 | - | - |
| Intangible assets | 9,670 | 10,490 | 8 | 12 | |
| Investments into subsidiaries | 8 | - | - | 87,670 | 87,398 |
| Investments into associates and joint ventures | 8 | 1,704 | 125,512 | 2,545 | 110,916 |
| Investments available-for-sale | 2,861 | 1,818 | 1,817 | 1,817 | |
| Loans granted | - | - | 1,277 | 1,192 | |
| Other non-current assets | 2,848 | 2,848 | - | - | |
| Deferred income tax asset | 20,704 | 6,643 | 19,325 | 4,335 | |
| Total non-current assets | 331,050 | 426,760 | 112,842 | 205,908 | |
| Current assets | |||||
| Inventories | 24,960 | 27,618 | - | - | |
| Trade and other receivables | 12 | 34,986 | 29,540 | 390 | 1,002 |
| Current loans granted | 12 | 32,480 | 22,303 | 137,652 | 73,360 |
| Prepaid income tax | 597 | 53 | - | - | |
| Prepayments and deferred charges | 2,582 | 1,603 | 390 | 26 | |
| Financial assets held-for-trade | 12 | 86,599 | 8,446 | 76,398 | 1,512 |
| Deposits | 5 | 88,995 | - | 49,794 | - |
| Restricted cash | 3,187 | 4,173 | - | - | |
| Cash and cash equivalents | 5 | 98,875 | 4,692 | 88,374 | 202 |
| Total current assets | 373,261 | 98,428 | 352,998 | 76,102 | |
| Assets of disposal group classified as held-for-sale | 10 | - | 72,075 | - | 25,004 |
| Total assets | 704,311 | 597,263 | 465,840 | 307,014 |
(cont'd on the next page)
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Parent Company's statements of financial position (cont'd)
| Group | Company | |||
|---|---|---|---|---|
| As of 30 September 2011 | As of 31 December 2010 | As of 30 September 2011 | As of 31 December 2010 | |
| EQUITY AND LIABILITIES | Unaudited | Audited | Unaudited | Audited |
| Equity | ||||
| Equity attributable to equity holders of the parent | ||||
| Share capital | 51,660 | 51,660 | 51,660 | 51,660 |
| Share premium | 34,205 | 44,676 | 34,205 | 44,676 |
| Reserves | 20,299 | 20,102 | - | - |
| Retained earnings (accumulated deficit) | 304,802 | 58,694 | 299,089 | (10,471) |
| 410,966 | 175,132 | 384,954 | 85,865 | |
| Non-controlling interests | 25,398 | 24,919 | - | - |
| Total equity | 436,364 | 200,051 | 384,954 | 85,865 |
| Liabilities | ||||
| Non-current liabilities | ||||
| Non-current borrowings | 11 | 122,289 | 127,260 | - |
| Financial lease liabilities | 474 | 447 | - | - |
| Government grants | - | - | - | - |
| Provisions | 480 | 480 | - | - |
| Deferred income tax liability | 15,405 | 14,734 | - | - |
| Derivative financial instruments | - | - | - | - |
| Convertible bonds | - | 32,440 | - | 32,440 |
| Other non-current liabilities | 2,016 | 1,101 | - | - |
| Total non-current liabilities | 140,664 | 176,462 | - | 126,790 |
| Current liabilities | ||||
| Current portion of non-current borrowings | 11 | 1,244 | 119,062 | - |
| Current portion of financial lease liabilities | 77 | 231 | - | - |
| Current borrowings | 11 | 3,321 | 57,849 | 1,877 |
| Trade payables | 33,045 | 31,172 | 613 | 739 |
| Income tax payable | 57 | 609 | - | - |
| Provisions | 310 | 345 | 250 | 250 |
| Advances received | 2,014 | 1,520 | - | - |
| Derivative financial instruments | - | 163 | - | - |
| Convertible bonds | 33,249 | - | 33,249 | - |
| Other current liabilities | 14 | 53,966 | 9,799 | 44,897 |
| Total current liabilities | 127,283 | 220,750 | 80,886 | 94,359 |
| Total liabilities | 267,947 | 397,212 | 80,886 | 221,149 |
| Total equity and liabilities | 704,311 | 597,263 | 465,840 | 307,014 |
(the end)
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Parent Company's statements of changes in equity
| Group | Equity attributable to equity holders of the parent | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share capital | Share premium | Reserves | Retained earnings (accumulated deficit) | Subtotal | Non-controlling interests | Total equity | |||
| Fair value reserves | Legal and other reserves | Foreign currency translation reserve | |||||||
| Balance as at 31 December 2009 | 42,569 | 50,588 | (133) | 76,623 | - | (90,978) | 78,669 | 13,041 | 91,710 |
| Profit (loss) for the nine months of 2010 | - | - | - | - | - | 29,945 | 29,945 | 8,000 | 37,945 |
| Other comprehensive income (loss) for the nine months of 2010 | - | - | (52) | - | - | 4,103 | 4,051 | - | 4,051 |
| Total comprehensive income (loss) for the nine months of 2010 | - | - | (52) | - | - | 34,048 | 33,996 | 8,000 | 41,996 |
| Sales of subsidiaries | - | - | - | (211) | - | 211 | - | 7 | 7 |
| Acquisition of subsidiaries | - | - | - | - | - | - | - | 1,505 | 1,505 |
| Share based payments | - | - | - | - | - | - | - | 270 | 270 |
| Changes in reserves | - | (46,821) | - | (56,171) | - | 102,992 | - | - | - |
| Increase of share capital | 9,091 | 40,909 | - | - | - | - | 50,000 | - | 50,000 |
| Balance as at 30 September 2010 (unaudited) | 51,660 | 44,676 | (185) | 20,241 | - | 46,273 | 162,665 | 22,823 | 185,488 |
AB INVALDA
CONSOLIDATED AND PARENT COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Parent Company's statements of changes in equity (cont'd)
| Group | Equity attributable to equity holders of the parent | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share capital | Share premium | Reserves | Retained earnings (accumulated deficit) | Subtotal | Non-controlling interests | Total equity | |||
| Fair value reserves | Legal and other reserves | Foreign currency translation reserve | |||||||
| Balance as at 31 December 2010 | 51,660 | 44,676 | (139) | 20,241 | - | 58,694 | 175,132 | 24,919 | 200,051 |
| Profit (loss) for the nine months of 2011 | - | - | - | - | - | 233,745 | 233,745 | 5,750 | 239,495 |
| Other comprehensive income for the nine months of 2011 | - | - | 139 | - | - | 1,879 | 2,018 | - | 2,018 |
| Total comprehensive income for the nine months of 2011 | - | - | 139 | - | - | 235,624 | 235,763 | 5,750 | 241,513 |
| Dividends of subsidiaries | - | - | - | - | - | - | - | (4,351) | (4,351) |
| Acquisition of subsidiaries | 8 | - | - | - | - | - | - | 500 | 500 |
| Share based payments | - | - | - | - | - | - | - | (304) | (304) |
| Changes in reserves | - | (10,471) | - | 58 | - | 10,413 | - | - | - |
| Minority of subsidiaries acquired | 8 | - | - | - | - | 71 | 71 | (1,116) | (1,045) |
| Balance as at 30 September 2011 (unaudited) | 51,660 | 34,205 | - | 20,299 | - | 304,802 | 410,966 | 25,398 | 436,364 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Parent Company's statements of changes in equity (cont'd)
| Company | Share capital | Share premium | Reserves | Retained earnings (accumulated deficit) | Total | |
|---|---|---|---|---|---|---|
| Legal reserve | Reserve of purchase of own shares | |||||
| Balance as at 31 December 2009 | 42,569 | 50,588 | 4,257 | 69,126 | (120,204) | 46,336 |
| Profit (loss) for the nine months of 2010 | - | - | - | - | (5,327) | (5,327) |
| Changes in reserves | - | (46,821) | (4,257) | (69,126) | 120,204 | - |
| Increase of share capital | 9,091 | 40,909 | - | - | - | 50,000 |
| Balance as at 30 September 2010 (unaudited) | 51,660 | 44,676 | - | - | (5,327) | 91,009 |
| Company | Share capital | Share premium | Reserves | Retained earnings (accumulated deficit) | Total | |
| --- | --- | --- | --- | --- | --- | --- |
| Legal reserve | Reserve of purchase of own shares | |||||
| Balance as at 31 December 2010 | 51,660 | 44,676 | - | - | (10,471) | 85,865 |
| Profit (loss) for the nine months of 2011 | - | - | - | - | 299,089 | 299,089 |
| Changes in share premium | - | (10,471) | - | - | 10,471 | - |
| Balance as at 30 September 2011 (unaudited) | 51,660 | 34,205 | - | - | 299,089 | 384,954 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Parent Company's statements of cash flows
| Group | Company | |||
|---|---|---|---|---|
| Nine months of 2011 | Nine months of 2010 | Nine months of 2011 | Nine months of 2010 | |
| Unaudited | Unaudited | |||
| Cash flows from (to) operating activities | ||||
| Net profit (loss) for the period | 239,495 | 37,945 | 299,089 | (5,327) |
| Adjustments for non-cash items and non-operating activities: | ||||
| Valuation (gain) loss, net | (822) | 100 | - | - |
| Depreciation and amortization | 7,854 | 7,723 | 63 | 83 |
| (Gain) loss on disposal of tangible assets | 21 | (11) | - | (43) |
| Realized and unrealized loss (gain) on investments | 22,898 | 5,388 | 21,080 | (3,337) |
| (Gain) loss on disposal of subsidiaries, associates | (250,371) | (15,350) | (316,162) | 18,013 |
| Share of net loss (profit) of associates and joint ventures | (1,236) | (18,801) | - | - |
| Interest (income) | (4,151) | (1,371) | (7,985) | (6,008) |
| Interest expenses | 10,353 | 13,238 | 7,391 | 9,916 |
| Deferred taxes | (13,858) | (2,963) | (14,990) | (902) |
| Current income tax expenses | 1,289 | 4,007 | 169 | - |
| Allowances | 18,550 | 3,969 | 17,941 | (14,806) |
| Change in provisions | (35) | (55) | - | 684 |
| Share based payment | (304) | 270 | - | - |
| Profit from bargain purchases | 8 | (1,832) | - | - |
| Dividend (income) | - | - | (11,314) | (300) |
| Loss (gain) from other financial activities | 171 | (996) | 171 | - |
| 28,022 | 33,093 | (4,547) | (2,027) | |
| Changes in working capital: | ||||
| (Increase) decrease in inventories | 4,029 | 3,859 | - | - |
| Decrease (increase) in trade and other receivables | (7,867) | (5,881) | 968 | (1) |
| Decrease (increase) in other current assets | (977) | 207 | (364) | - |
| Transfer to term deposits | (108,659) | - | (69,528) | - |
| (Decrease) increase in trade payables | 1,873 | (176) | (203) | 59 |
| (Decrease) increase in other current liabilities | 1,757 | (528) | 40 | 107 |
| Cash flows (to) from operating activities | (81,822) | 30,574 | (73,634) | (1,862) |
| Income tax (paid) return | (2,347) | (5,382) | (136) | - |
| Net cash flows (to) from operating activities | (84,169) | 25,192 | (73,770) | (1,862) |
(cont'd on the next page)
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Parent Company's statements of cash flows (cont'd)
| Group | Company | ||||
|---|---|---|---|---|---|
| Nine months of 2011 | Nine months of 2010 | Nine months of 2011 | Nine months of 2010 | ||
| Cash flows from (to) investing activities | Unaudited | Unaudited | |||
| (Acquisition) of non-current assets (except investment properties) | (5,714) | (2,224) | (21) | (31) | |
| Proceeds from sale of non-current assets (except investment properties) | 178 | 108 | - | 66 | |
| (Acquisition) of investment properties | 13 | (2,847) | (151) | - | - |
| Proceeds from sale of investment properties | 13 | 795 | 433 | - | - |
| (Acquisition) and establishment of subsidiaries, net of cash acquired | 8 | (3,168) | (1,994) | (99) | - |
| Proceeds from sales of subsidiaries, net of cash disposed | - | 49 | - | 57 | |
| (Acquisition) of associates and joint ventures | (6) | - | (6) | - | |
| Proceeds from sales of associates and joint ventures | 10 | 369,826 | - | 369,826 | - |
| Direct expenses related to sale of Group companies | (20,524) | - | (20,524) | - | |
| Loans (granted) | (24,372) | (7,480) | (91,998) | (20,070) | |
| Repayment of granted loans | 8,832 | 9,264 | 31,544 | 19,423 | |
| Dividends received | - | - | - | 300 | |
| Interest received | 3,204 | 297 | 3,537 | 41 | |
| (Acquisition) of and proceeds from sales of held-for-trade and available-for-sale investments | 12 | 42,651 | 4,150 | 48,780 | |
| Net cash flows (to) investing activities | 368,855 | 2,452 | 341,039 | 4,475 | |
| Cash flows from (to) financing activities | |||||
| Cash flows related to Group owners | |||||
| (Acquisition) and changes of non-controlling interests and increase of share capital | (1,045) | - | (173) | - | |
| Dividends (paid) to equity holders of the parent | (37) | (35) | (37) | (35) | |
| Dividends (paid) to non-controlling interests | (4,351) | - | - | - | |
| (5,433) | (35) | (210) | (35) | ||
| Cash flows related to other sources of financing | |||||
| Proceeds from loans | 12,963 | 15,125 | 18,196 | 27,679 | |
| (Repayment) of loans | 11 | (184,127) | (25,410) | (184,075) | (18,609) |
| Interest (paid) | (15,697) | (14,389) | (12,837) | (9,601) | |
| Financial lease (payments) | (127) | (356) | - | - | |
| Transfer (to)/from restricted cash | 2,089 | 102 | - | - | |
| Other cash flows from financing activities | - | - | - | - | |
| (184,899) | (24,928) | (178,716) | (531) | ||
| Net cash flows (to) from financial activities | (190,332) | (24,963) | (178,926) | (566) | |
| Impact of currency exchange on cash and cash equivalents | (171) | - | (171) | - | |
| Net (decrease) increase in cash and cash equivalents | 94,183 | 2,681 | 88,172 | 2,047 | |
| Cash and cash equivalents at the beginning of the period | 5 | 4,692 | 3,486 | 202 | 94 |
| Cash and cash equivalents at the end of the period | 5 | 98,875 | 6,167 | 88,374 | 2,141 |
(the end)
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
Notes to the interim condensed financial statements
1 General information
AB Invalda (hereinafter the Company) is a joint stock company registered in the Republic of Lithuania on 20 March 1992. The address of the office is as follows:
Šeimyniškių str. 1A,
Vilnius,
Lithuania.
AB Invalda is incorporated and domiciled in Lithuania. AB Invalda is one of the major Lithuanian investment companies whose primary objective is to steadily increase investor equity value. For the purpose of achieving this objective the Company actively manages its investments, exercising control or significant influence over target businesses. AB Invalda has concentrated during 9 months of 2011 on the priority investments, such as pharmaceutical (sold in the 3rd quarter of 2011), road and bridge construction (sold in the 2nd quarter of 2011), furniture manufacturing, real estate, facilities management, and IT infrastructure segments and financial investment in rail and road infrastructure company in Poland. The activities and assets of key associates of the Company representing pharmaceutical, road and bridge construction segments were concentrated in Poland.
In respect of each business the Company defines its performance objectives, sets up the management team, participates in the development of the business strategy and monitors its implementation. AB Invalda plays an active role in making the decisions on strategic and other important issues that have an effect on the value of the Group companies.
The Company's shares are traded on the Baltic Main List of NASDAQ OMX Vilnius.
2 Basis of preparation and accounting policies
Basis of preparation
The interim condensed financial statements for the nine months ended 30 September 2011 have been prepared in accordance with IAS 34 Interim Financial Reporting.
The interim condensed financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at 31 December 2010.
Significant accounting policies
The accounting policies adopted in the preparation of the interim condensed financial statements are consistent with those followed in the preparation of the Group's and Company's annual financial statements for the year ended 31 December 2010, except adoption of new Standards and Interpretations as of 1 January 2011, noted below.
IAS 24 Related Party Disclosures (Revised) (effective for financial years beginning on or after 1 January 2011)
The revised standard clarifies and simplifies the definition of a related party and removes the requirement for government-related entities to disclose details of all transactions with the government and other government-related entities. The revised standard did not have an impact on the Group's financial statements for the nine months ended 30 September 2011.
IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments (effective for financial years beginning on or after 1 July 2010).
The interpretation clarifies the accounting by an entity when the terms of a financial liability are renegotiated and result in the entity issuing equity instruments to a creditor of the entity to extinguish all or part of the financial liability (debt for equity swap). It requires a gain or loss to be recognised in profit or loss, which is measured as the difference between the carrying amount of the financial liability and the fair value of the equity instruments issued. If the fair value of the equity instruments issued cannot be reliably measured, the equity instruments should be measured to reflect the fair value of the financial liability extinguished. The interpretation did not have an impact on the Group's financial statements for the nine months ended 30 September 2011.
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
2 Basis of preparation and accounting policies (cont'd)
Improvements to IFRSs (issued in May 2010)
The IASB issued Improvements to IFRSs, an omnibus of amendments to its IFRS standards. The amendments are generally applicable for annual periods beginning on or after 1 January 2011 unless otherwise stated. The important amendments for the Group are:
- IFRS 3 Business combinations. The amendment clarifies that the choice of measuring non-controlling interests at fair value or at the proportionate share of the acquiree's net assets applies only to instruments that represent present ownership interests and entitle their holders to a proportionate share of the net assets in the event of liquidation. All other components of non-controlling interest are measured at fair value unless another measurement basis is required by IFRS. The amendment is applicable to annual periods beginning on or after 1 July 2010 and applied prospectively from the date the entity applies IFRS 3.
The application guidance in IFRS 3 applies to all share-based payment transactions that are part of a business combination, including unreplaced and voluntarily replaced share-based payment awards. The amendment is applicable to annual periods beginning on or after 1 July 2010 and applied prospectively.
The amendments did not have an impact on the Group's financial statements for the nine months ended 30 September 2011.
-
IFRS 7 Financial instruments: Disclosures. The amendment clarify certain disclosure requirements, in particular (i) by adding an explicit emphasis on the interaction between qualitative and quantitative disclosures about the nature and extent of financial risks, (ii) by removing the requirement to disclose carrying amount of renegotiated financial assets that would otherwise be past due or impaired, (iii) by replacing the requirement to disclose fair value of collateral by a more general requirement to disclose its financial effect, and (iv) by clarifying that an entity should disclose the amount of foreclosed collateral held at the reporting date and not the amount obtained during the reporting period. It applied retrospectively. The Group reflects the revised disclosure requirements in Note 12.
-
IAS 1 Presentation of financial statements. The amendment clarifies that an entity will present an analysis of other comprehensive income for each component of equity, either in the statement of changes in equity or in the notes to the financial statements. It applied retrospectively. The amendment did not have an impact on the Group's financial statements for the nine months ended 30 September 2011.
-
IAS 34 Interim financial reporting. The amendment provides guidance to illustrate how to apply disclosure principles in IAS 34 and add disclosure requirements around (i) the circumstances likely to affect fair values of financial instruments and their classification; (ii) transfers of financial instruments between different levels of the fair value hierarchy; (iii) changes in classification of financial assets; and (iv) changes in contingent liabilities and assets. It applied retrospectively. The Group reflects the revised disclosure requirements in Note 12.
Other amendments resulting from Improvements to IFRSs to the following standards did not have any impact on the Group's financial statements and on the accounting policies:
-
IFRS 1 First-time adoption of International Financial Reporting Standards.
-
IFRS 3 Business combinations. Clarifies that contingent consideration arising from business combinations whose acquisition dates precede the application of IFRS 3 (as revised in 2008) are accounted for in accordance with IFRS 3 (2005).
-
IAS 27 Consolidated and separate financial statements. The amendment clarifies that the consequential amendments from IAS 27 made to IAS 21, IAS 28 and IAS 31 apply prospectively for annual periods beginning on or after 1 July 2009, or earlier when IAS 27 is applied earlier.
-
IFRIC 13 Customer loyalty programmes. The meaning of 'fair value' is clarified in the context of measuring award credits under customer loyalty programmes. The amendment will have no impact on the Group financial statements.
For the Group are not relevant the mentioned below standard's amendments, which has to apply from 1 January 2011: Amendment to IFRS 1 Limited exemption from comparative IFRS 7 disclosures for first-time adopters (effective for annual periods beginning on or after 1 July 2010).
Amendment to IFRIC 14 Prepayments of a Minimum Funding Requirements (effective for financial years beginning on or after 1 January 2011).
Comparative figures
In these financial statement two adjustments was made to the comparative figures for the nine months ended 30 September 2010 that they conformed to the principles applied in the last audited annual financial statements:
- It was recalculated the profit attributable to the non-controlling interests. It was applied requirement of IAS 27 to not revise the attributed part of net losses, and therefore part of net profit due to the sale of UAB Broner was attributed to the non-controlling interest.
15
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
- According to revised the definition of non-controlling interests in IAS 27, share-based payment transaction are recognised not in the separate reserve within equity, but are attributed fully to non-controlling interest as of 1 January 2010.
3 Seasonality of operations and other recurring discrepancies in quarters
Historically information technology segment earned a bigger revenue and operational profit in the 4th quarter. New acquired entity, which operates in field of growing and trading of ornamental trees and shrubs, earned a bigger revenue and operational profit in the 2nd and 3rd quarter. The investment properties are revaluated usually in the Group at the end of financial year.
4 Segment information
Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocations and performance assessment. Segment performance is evaluated based on net profit or loss and it is measured on the same basis as net profit or loss in the financial statements. Group financing (including finance costs and finance revenue) and income taxes are allocated between segments as they are identified on basis of separate legal entities. Consolidation adjustments and eliminations are not allocated on a segment basis. Segment assets are measured in a manner consistent with that of the financial statements. All assets are allocated between segments, because segments are identified on basis of separate legal entities.
For management purposes, the Group is organised into following operating segments based on their products and services:
Real estate
The real estate segment is involved in investment in real estate, real estate management and administration, intermediation in buying, selling and valuation of real estate, in the geodesic measurement of land.
Facilities management (newly separated)
The facilities management segment is involved in facilities management of dwelling-houses, commercial and public real estate properties, and construction management. This segment is separated from real estate segment. After in 2010 incurred acquisition the operating results of the segment are presented to the Board of Directors of the Company and is analysed by it separately. The management of the segment is no longer accountable to the management of real estate segment. Respectively, the comparative figures were adjusted.
Furniture production
The furniture segment includes flat-pack furniture mass production and sale.
Information technology infrastructure
The information technology infrastructure segment is involved in offering IT infrastructure strategy, security and maintenance solutions and supplies of all hardware and software needed for IT infrastructure solutions of any size.
Other production and service segments
The other production and service segment is involved in hardware articles production, road signs production, wood manufacturing and other activities.
In the segment Note is no longer disclosed the road and bridge construction segment, which was reclassified to assets held-for-sale in the financial statements for the year ended 31 December 2010, and was disposed on 19 April 2011 and pharmacy segment, which was reclassified to assets held-for-sale on 30 June of 2011 and was disposed on 19 August of 2011 (see Note 10 and 16).
Transfer prices between business segments are set on an arm's length basis in a manner similar to transactions with third parties. Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in consolidation. Capital expenditure consists of additions of property, plant and equipment, intangible assets and investment properties including assets from the acquisition of subsidiaries.
The granted loans from the Company are allocated to other production and services segment. The impairment losses for these loans are allocated to a segment to which the loans are granted initially.
16
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
4 Segment information (cont'd)
The following table present revenues and profit information regarding the Group's business segments for the nine months ended 30 September 2011:
| Period ended
30 September 2011 | Furniture
production | Real estate | Information
technology | Facility
management | Other
production and
service | Elimination | Total continuing
operations |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Revenue | | | | | | | |
| Sales to external customers | 179,427 | 18,012 | 19,251 | 5,403 | 8,082 | - | 230,175 |
| Inter-segment sales | - | 1,250 | 59 | 1,773 | 5 | (3,087) | - |
| Total revenue | 179,427 | 19,262 | 19,310 | 7,176 | 8,087 | (3,087) | 230,175 |
| Results | | | | | | | |
| Other income | 2,150 | 40 | 312 | 2,081 | 8,756 | (5,817) | 7,522 |
| Net losses from fair value
adjustment on investment
property | - | 62 | - | - | 760 | - | 822 |
| Net changes in fair value on
financial assets | - | - | - | - | (66,613) | - | (66,613) |
| Segment expenses | (157,214) | (23,706) | (20,560) | (7,929) | (21,247) | 8,904 | (221,752) |
| Impairment, write-down and
allowance | 106 | 1,385 | - | - | (20,041) | - | (18,550) |
| Share of profit (loss) of the
associates and joint
ventures | - | (169) | - | - | (213) | - | (382) |
| Profit (loss) before income tax | 24,469 | (3,126) | (938) | 1,328 | (90,511) | - | (68,778) |
| Income tax | (3,554) | 951 | 60 | (29) | 15,141 | - | 12,569 |
| Net profit (loss) for the
period | 20,915 | (2,175) | (878) | 1,299 | (75,370) | - | (56,209) |
| Attributable to: | | | | | | | |
| Equity holders of the parent | 15,060 | (2,172) | (702) | 1,299 | (75,444) | - | (61,959) |
| Non-controlling interests | 5,855 | (3) | (176) | - | 74 | - | 5,750 |
17
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
4 Segment information (cont'd)
The following table present revenues and profit information regarding the Group's business segments for the nine months ended 30 September 2010:
| Period ended 30 September 2010 | Furniture production | Real estate | Information technology | Facility management | Other production and service | Elimination | Total continuing operations |
|---|---|---|---|---|---|---|---|
| Revenue | |||||||
| Sales to external customers | 141,574 | 23,261 | 17,202 | 2,803 | 5,274 | - | 190,114 |
| Inter-segment sales | - | 810 | 53 | 2,580 | 4 | (3,447) | - |
| Total revenue | 141,574 | 24,071 | 17,255 | 5,383 | 5,278 | (3,447) | 190,114 |
| Results | |||||||
| Other income | 2,112 | 218 | 183 | 281 | 8,012 | (7,065) | 3,741 |
| Net losses from fair value adjustment on investment property | - | (100) | - | - | - | - | (100) |
| Net gains on disposal of subsidiaries | - | 15,215 | - | - | 135 | - | 15,350 |
| Net changes in fair value on financial assets | - | - | - | - | (5,388) | - | (5,388) |
| Segment expenses | (118,917) | (29,172) | (18,530) | (5,162) | (18,291) | 10,512 | (179,560) |
| Impairment, write-down and allowance | - | (10,735) | - | (174) | 6,940 | - | (3,969) |
| Share of profit (loss) of the associates and joint ventures | - | 1,226 | - | - | (428) | - | 798 |
| Profit (loss) before income tax | 24,769 | 723 | (1,092) | 328 | (3,742) | - | 20,986 |
| Income tax | (3,698) | 1,155 | (17) | (64) | 1,580 | - | (1,044) |
| Net profit (loss) for the period | 21,071 | 1,878 | (1,109) | 264 | (2,162) | - | 19,942 |
| Attributable to: | |||||||
| Equity holders of the parent | 15,173 | (433) | (887) | 264 | (2,175) | - | 11,942 |
| Non-controlling interests | 5,898 | 2,311 | (222) | - | 13 | - | 8,000 |
The following table represents segment assets of the Group operating segments as at 30 September 2011 and 31 December 2010:
| Segment assets | Furniture production | Real estate | Information technology | Facility management | Other production and service | Elimination | Total continuing operations |
|---|---|---|---|---|---|---|---|
| At 30 September 2011 | 113,688 | 270,768 | 13,409 | 12,474 | 387,283 | (93,311) | 704,311 |
| At 31 December 2010 | 108,717 | 266,737 | 16,285 | 8,347 | 102,138 | (101,818) | 400,406 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
5 Cash and cash equivalents
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 31 December 2010 | 30 September 2011 | 31 December 2010 | |
| Cash at bank | 23,274 | 4,507 | 12,935 | 202 |
| Cash in hand | 75 | 24 | - | - |
| Cash in transit | 87 | 161 | - | - |
| Term deposits with the maturity up to 3 months | 75,439 | - | 75,439 | - |
| 98,875 | 4,692 | 88,374 | 202 |
On 30 September 2011, the Group and the Company have placed also with the banks term deposits and have invested in the banks bonds with the maturity more than 3 month.
| Group | Company | |
|---|---|---|
| Deposits with the maturity between 3 and 6 months | 34,678 | 34,528 |
| Deposits with the maturity more than 6 months | 38,981 | - |
| Deposit's certificate of AB bankas Snoras | 20,000 | 20,000 |
| Bonds of the banks | 15,000 | 15,000 |
| Accumulated interest | 437 | 367 |
| Less allowance for impairment as consequence of AB bankas Snoras insolvency | (20,101) | (20,101) |
| 88,995 | 49,794 |
On 24 November 2011, the Bank of Lithuania recognised AB bankas Snoras as insolvent and revoked the licence. According to the public information about AB bankas Snoras, most likely is that bank's assets was significantly less as liabilities already on 30 September 2011. So the management of the Company decided to recognise allowance for impairment of deposit's certificate for full amount.
6 Dividends
In 2011 and 2010 dividends were not declared.
7 Income tax
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 31 December 2010 | 30 September 2011 | 31 December 2010 | |
| Components of income tax expense | ||||
| Current income tax charge | (1,423) | (4,017) | (169) | - |
| Prior year current income tax correction | 134 | 10 | - | - |
| Deferred income tax income (expense) | 13,858 | 2,963 | 14,990 | 902 |
| Income tax (expenses) income charged to the income statement | 12,569 | (1,044) | 14,821 | 902 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
8 Investment into subsidiaries and associates
UAB Lauko gélininkystés bandymų stotis
On 4 January 2011, the Group acquired 51 % of shares of UAB Lauko gélininkystés bandymų stotis for LTL 911 thousand (all amount paid in cash) from Valstybės turto fondas (the State Property Fund which is the operator of the government owned shares). The acquiree operates in field of growing and trading of ornamental trees and shrubs. Operations of the company acquired are meant to be continued also developing the owned real estate. Acquisition-related cost was equal to nil.
Based on a preliminary assessment, the fair values of the identifiable assets and liabilities of UAB Lauko gélininkystés bandymų stotis were:
| Fair values | |
|---|---|
| Property, plant and equipment | 1,437 |
| Inventories | 668 |
| Trade receivables | 11 |
| Other current assets | 29 |
| Cash | 275 |
| Total assets | 2,420 |
| Current liabilities | (168) |
| Other current liabilities | (63) |
| Total liabilities | (231) |
| Net assets | 2,189 |
| Non-controlling interests | (500) |
| Acquired net assets | 1,689 |
| Profit from bargain purchases | (778) |
| Purchase consideration transferred | 911 |
On 22 July 2011, the Group acquired 49 % of shares of UAB Lauko gélininkystės bandymų stotis for LTL 500 thousand. Now the Group owns 100 % of the shares of UAB Lauko gélininkystės bandymų stotis. The value of the additional interest acquired was LTL 569 thousand. The positive difference equal to LTL 69 thousand between the consideration and the value of the interest acquired has been recognised directly to the shareholders equity.
Acquired business contributed revenues of LTL 1,218 thousand and earned the net profit of LTL 66 thousand to the Group during the nine months of 2011.
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
8 Investment into subsidiaries and associates (cont'd)
UAB Jurita
On 4 August 2011 the Group acquired 100 % of the shares of UAB Jurita from Vilnius municipality for LTL 2,519 thousand (the total acquisition price paid in cash). The acquiree manages dwelling-houses in Vilnius district Justiniškės. The acquisition is expected to increase the Group's market share in a facility management and reduce cost through a synergy. Acquisition-related cost was equal to nil.
Based on a preliminary assessment, the fair values of the identifiable assets and liabilities of UAB Jurita on 30 September 2011 were:
| Fair value | |
|---|---|
| Intangible assets | 500 |
| Property, plant and equipment | 2,613 |
| Inventories | 32 |
| Trade receivables | 294 |
| Other current assets | 11 |
| Term deposits and restricted cash | 1,103 |
| Cash | 586 |
| Total assets | 5,139 |
| Non - current liabilities | (955) |
| Deferred income tax liability | (249) |
| Current liabilities | (361) |
| Total liabilities | (1,565) |
| Net assets | 3,574 |
| Profit from bargain purchases | (1,055) |
| Acquisition price | 2,519 |
The initial accounting of intangible and tangible non-current assets is incomplete, and these assets could be revalued in the future periods.
Acquired business contributed revenues of LTL 427 thousand and net profit of LTL 11 thousand to the Group for the period from 1 August 2011 to 30 September 2011.
If the acquisition of UAB Jurita had occurred on 1 January 2011, the consolidated revenue would have been LTL 231,427 thousand and consolidated net profit would have been LTL 239,378 thousand.
Based on the preliminary assessment, the fair value of acquired trade receivables is LTL 294 thousand. The gross contractual amount for the acquired trade receivables due is LTL 542 thousand, of which LTL 248 thousand is expected to be uncollectible.
21
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
8 Investment into subsidiaries and associates (cont'd)
UAB Puškaitis and UAB Žemynėlė
On 30 September 2011, the Group acquired by 100 % of the shares of UAB Puškaitis and UAB Žemynėlė for LTL 685 thousand (the total acquisition price paid in cash). The companies are investing in agricultural land. Acquisition-related cost was equal to nil.
The fair value of assets and liabilities of UAB Puškaitis and UAB Žemynėlė on 30 September 2011 were:
| Fair value | |
|---|---|
| Investment properties | 6,257 |
| Trade receivables | 322 |
| Other current assets | 11 |
| Deferred income tax asset | 29 |
| Cash | 86 |
| Total assets | 6,705 |
| Borrowings | (5,942) |
| Deferred income tax liability | (56) |
| Current liabilities | (22) |
| Total liabilities | (6,020) |
| Net assets | 685 |
| Profit from bargain purchases | - |
| Acquisition price | 685 |
The Group bought companies borrowings.
Analysis of cash flows on acquisition during three quarters of the year 2011:
Consideration paid in cash (4,115)
Cash acquired with the subsidiary 947
Acquisition of subsidiaries, net of cash acquired (3,168)
Acquisition of non – controlling interest
The Group acquired 0.13 % of the shares of AB Vilniaus baldai and 6.41 % of the shares of AB Invetex for LTL 544 thousand. The value of the additional interest acquired was LTL 547 thousand. The positive difference equal to LTL 3 thousand between the consideration and the value of the interest acquired has been recognised directly to the shareholders equity.
Establishment of companies (increase of share capital)
In nine months ended 30 September of the year 2011 the Group has established these new companies UAB Inreal GEO, Invalda Lux S.a.r.l, UAB Perspektyvi veikla, UAB Via Solutions, UAB Minijos valda. UAB Naujosios Vilnius turgavietė was separated from UAB Priemiestis.
In September 2011 the Group invested LTL 1.351 thousand additionally to increased share capital of AB Umega converting loans granted to shares. Also in August 2011 the Group additionally acquired shares for LTL 6 thousand. As consequence the share of stock held by the Group was increased from 19.42 until 29.27 percent. The value of the additional interest acquired was LTL 1.419 thousand and in the income statements has been recognised profit of LTL 62 thousand.
22
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
9 Other revenues and expenses
9.1. Net changes in fair value on financial assets
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 30 September 2010 | 30 September 2011 | 30 September 2010 | |
| Gain (loss) from bonds of Trakcja – Tiltra | 10 | (5,443) | - | (5,443) |
| Gain (loss) from shares of Trakcja – Tiltra | 10 | (59,326) | - | (59,326) |
| Gain (loss) from derivative representing the share sale price adjustment of AB Sanitas according to the agreement (in the Group is included in the discontinued operations) | 10 | - | - | 43,715 |
| Other | (1,844) | (5,608) | (26) | |
| Net gain (loss) from financial assets at fair value, total | (66,613) | (5,608) | (21,080) | |
| Realised (loss) gain from available-for-sale investments | - | 220 | - | |
| (66,613) | (5,388) | (21,080) |
9.2. Finance expenses
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 30 September 2010 | 30 September 2011 | 30 September 2010 | |
| Interest expenses | (10,353) | (13,238) | (7,391) | (9,916) |
| Other finance expenses | (1,216) | (596) | (1,005) | (16) |
| (11,569) | (13,834) | (8,396) | (9,932) |
9.3. Other income
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 30 September 2010 | 30 September 2011 | 30 September 2010 | |
| Interest income | 4,151 | 1,371 | 7,985 | 6,008 |
| Dividend income | - | - | 11,314 | 300 |
| Profit from bargain purchases | 1,832 | - | - | - |
| Other income | 1,539 | 2,370 | 19 | 55 |
| 7,522 | 3,741 | 19,318 | 6,363 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
10 Discontinued operations and non-current assets classified as held-for-sale
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 31 December 2010 | 30 September 2011 | 31 December 2010 | |
| Non-current assets classified as held-for-sale | ||||
| Road and bridge construction segment | - | 72,075 | - | 25,004 |
| - | 72,075 | - | 25,004 |
Tiltra Group AB and AB Kauno Tiltai
On 18 November 2010, the Company signed an agreement regarding the sale 44.78 % shares of Tiltra Group AB and 43.36 % shares of AB Kauno Tiltai, if the conditions precedent set out in the Agreement is fulfilled. The mentioned companies compose the road and bridge construction segment. The Buyer of the shares is Trakcja Polska S. A. (current name – Trakcja – Tiltra S.A.), which main activity is a rail infrastructure construction. Therefore the investments were classified as assets held for sale in the statement of financial position and presented as discontinued operations in the income statement.
On 19 April 2011, AB Invalda and other shareholders of Tiltra Group AB and AB Kauno Tiltai (further – “Tiltra Group”) executed an agreement with the Polish listed railway infrastructure construction market leader Trakcja Polska S.A. and it's largest shareholder Comsa Emte (Spain) group and agreed to restore the effectiveness of the agreement (further - “Agreement”) regarding merger of activities of Trakcja Polska and Tiltra Group, which was signed on 18 November 2010. Concurrently, the parties agreed to amend the terms and conditions of the transaction provided for in the Agreement and completed the deal on the same day.
Total value of Tiltra Group in the transaction – PLN 777,536 thousand (LTL 679,528 thousand).
Amounts provided below are attributable only to the Company proportionately to its participation in the deal.
The Company sold to Trakcja Polska 44.78% stake in Tiltra Group AB and 43.36% stake in AB Kauno tiltai for total amount of PLN 314,120 thousand (LTL 274,525 thousand) and subsequently, the Company acquired:
(i) 29,017,087 newly issued Trakcja Polska shares for PLN 132,318 thousand (LTL 115,639 thousand) (PLN 4.56 (LTL 3.99) per share), amounting to 12.5% in share capital of Trakcja Polska.
(ii) 59,892 bonds of Trakcja Polska with par value PLN 1000 (LTL 873.95) each, annual interest rate – 7% (paid out on 30 June and 31 December of each year), maturity date – 12 December 2013, for PLN 59,892 thousand (LTL 52,343 thousand).
(iii) 59,891 bonds of Trakcja Polska with par value PLN 1000 (LTL 873.95) each, annual interest rate – 7% (paid out on 30 June and 31 December of each year), maturity date – 12 December 2014, for PLN 59,891 thousand (LTL 52,342 thousand).
Remaining PLN 62,019 thousand (LTL 54,202 thousand) was paid to the Company in cash.
Acquired financial assets through sale of road and bridge construction segment were measured on fair value on transaction date and gain of disposal without transaction expenses was calculated as follows:
| Group | Company | |
|---|---|---|
| Shares of „Tiltra – Trakcja“ | 92,055 | 92,055 |
| Bonds of „Tiltra – Trakcja“ | 97,049 | 97,049 |
| Cash received | 54,202 | 54,202 |
| The carrying amount of sold investments | (72,075) | (25,004) |
| Foreign currency translation reserve of sold associates | (40) | - |
| Gain on disposal of associates without transaction expenses | 171,191 | 218,302 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
10 Discontinued operations and non-current assets classified as held-for-sale (cont'd)
In the Company the gain on sale of associates was calculated as follows:
| 30 September 2011 | |
|---|---|
| Gain on sale of associates without related expenses | 218,302 |
| Direct expenses related to sale | (20,524) |
| Provision for potential liabilities regarding share sale price, discounted | (42,455) |
| Profit of sales of associates | 155,323 |
Proceedings paid to the Company for shares of Tiltra Group AB and AB Kauno tiltai might be reduced depending on the financial results of the companies. It is agreed these goals:
(i) the aggregated net profit for the financial year ended 31 March 2011 will equal at least to PLN 63 million (approximately LTL 55 million), aggregated EBITDA – PLN 109 million (approximately LTL 95 million);
(ii) the aggregated net profit for the financial year ended 31 March 2012 will equal at least to PLN 67.5 million (approximately LTL 59 million), aggregated EBITDA – PLN 119 million (approximately LTL 104 million).
If net profit would be lower than the respective amount mentioned above by at least PLN 1 million (approximately LTL 0.87 million), the price shall be reduced by PLN 4 for each PLN 1 difference, and if EBITDA would be lower than the respective amount mentioned above by at least PLN 1 million (approximately LTL 0.87 million), the price shall be reduced by PLN 3 for each PLN 1 difference. The price would be reduced by the higher of the mentioned adjustments. According to this rule the price could not be reduced more than PLN 150 million (approximately LTL 131 million) for entire transaction. It is attributable from this amount PLN 60.6 million (approximately LTL 53 million) to the Company.
Also, the Company has a liability in respect of representations and warranties provided to Trakcja Polska, and regarding a title to sold shares. In general, total liability of the Invalda might not exceed total proceedings from the transaction.
The Company is obliged for at least 12 months not to sell acquired Trakcja Polska shares and also provided other guarantees for fulfilment of the liabilities.
The parties has also agreed that in connection with the statement of claim filed by Mr. J. Jurek, the former shareholder of Tiltra Group AB subsidiary Poldim S.A., for the transaction involving the acquisition by Silentio Investments (the subsidiary of AB Tiltra Group) of shares in Poldim to be declared invalid, the Tiltra Price will be reduced accordingly. After the peaceful settlement was reached with Mr. J. Jurek, the claim was withdrawn.
The Group and the Company has recognised the provision related with financial results of sold companies for all price adjustment amount according to the Agreement. According preliminary information the goals of the financial results for the financial year ended 31 March 2011 were reached. The provision is made regarding the goals of the financial results for the financial year ended 31 March 2012, because the Company does not control the results of sold companies. Estimated realisation of provision is $3^{\text{rd}}$ quarter of 2012, therefore as the effect of time value of money is material, the provision was discounted and equal to LTL 42,455 thousand.
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AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
10 Discontinued operations and non-current assets classified as held-for-sale (cont'd)
AB Sanitas
The Company and other AB Sanitas shareholders, all together controlling 87.2% shares, on 23 May 2011, have signed a definitive share sale and purchase agreement for the sale of their entire shareholding in AB Sanitas to Valeant Pharmaceuticals International, Inc. ("Valeant"). Pursuant to the agreement, the Company will sell 26.5% shareholdings in AB Sanitas. Therefore the investments were classified as assets held for sale in the statement of financial position for the 6 months ended 30 June 2011 and presented as discontinued operations in the income statement.
The Company and other AB Sanitas shareholders, all together controlling 87.2% shares, on 19 August 2011, have closed the transaction regarding the sale of their entire shareholding in AB Sanitas to Valeant Pharmaceuticals International, Inc. According to the agreement signed on 23 May 2011, Invalda AB has sold 26.5% shareholdings in AB Sanitas, in exchange of LTL 286,690 thousand or 10.06 EUR (34.74 LTL) for one share. For the shares acquired from business partners in January 2009 was paid additionally to them LTL 16,293 thousand, because final acquisition price has depended from sale price of AB Sanitas shares.
Taking into account share price adjustment mechanism set out in the agreement signed on 24 October, 2008 with Baltic pharma Limited, (regarding sale of 20.3% of the share capital of Sanitas AB) and analogous mechanism set out in the agreements with some investors, from which was acquired AB Sanitas shares in the end of 2008, total proceedings of the Company from previous sold shares of AB Sanitas less payments to business partners was amounted to LTL 45,227 thousand. So was realized the derivative, which has represented probable share price adjustment for shares,
In the Company the gain on sale of AB Sanitas was calculated as follows:
| Group | Company | |
|---|---|---|
| Sales price, received in cash | 286,690 | 286,690 |
| Additional payment for acquisition of shares in January 2009 | (16,293) | (16,293) |
| The carrying amount of sold investments | (126,116) | (109,558) |
| Cash flow hedge reserve of sold associates | (266) | - |
| Foreign currency translation reserve of sold associates | (1,856) | - |
| Profit from sales of associates | 142,159 | 160,839 |
Cash flows related to sales of associates:
| Group | Company | |
|---|---|---|
| Cash received for the sale of road and bridge construction segment | 54,202 | 54,202 |
| Sales price of AB Sanitas, received in cash | 286,690 | 286,690 |
| Additional payment for acquisition of shares in January 2009 | (16,293) | (16,293) |
| Additionally net cash flows related to sales of AB Sanitas shares according to the agreement signed on 24 October 2008 with Baltic Pharma Limited | 45,227 | 45,227 |
| Total cash flows related to sales of associates | 369,826 | 369,826 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
10 Discontinued operations and non-current assets classified as held-for-sale (cont'd)
Discontinued operations
| 30 September 2011 | 30 September 2010 | |
|---|---|---|
| Share of profit of associates (road and bridge construction) | - | 5,776 |
| Gain on sale of road and bridge construction segment | 171,191 | - |
| Direct expenses related to sale | (20,524) | - |
| Provision for potential liabilities regarding share sale price, discounted | (42,455) | - |
| Total discontinued operations (road and bridge construction) | 108,212 | 5,776 |
| Share of profit of associates (pharmacy segment) | 1,618 | 12,227 |
| Gain from derivative representing the share sale price adjustment of AB Sanitas according to the agreement | 43,715 | - |
| Pharmacy segment sales result | 142,159 | |
| Total discontinued operations (pharmacy segment) | 187,492 | 12,227 |
| Total discontinued operations | 295,704 | 18,003 |
| 30 September 2011 | 30 September 2010 | |
| Earnings per share: | ||
| Basic from discontinued operations | 5.72 | 0.35 |
| Diluted from discontinued operations | 5.14 | 0.32 |
27
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
11 Borrowings
On 31 March 2011, the Group has agreed with Nordea bank on the extension of current financing of the real estate segment. Current loans, which mature in 2011, were extended for 3 years and the bank provided indemnify against non-compliance with covenants for the same period. As at 30 September 2011 loans of LTL 117,968 thousand (as at 31 December 2010 – LTL 7,032 thousand) were recognised as non-current in statement of financial position, and loans of LTL 375 thousand (as at 31 December 2010 – LTL 115,174 thousand) were recognised as current portion of non-current loans.
During the nine months of 2011, the Group and the Company refunded respectively LTL 184,127 thousand and LTL 184,075 thousand of loans (during the nine months of 2010 respectively LTL 25,410 thousand and LTL 18,609 thousand), mainly used the proceeds from sale of road and bridge construction and pharmacy segments and bonds. The Company's liabilities to AB Šiaulių bankas, AB bankas Snoras and AB DNB bank was fully covered (on the statement of financial position for the year ended 2010 – LTL 18,000 thousand, LTL 24,254 thousand, and LTL 94,350 thousand, respectively). The Company's liabilities to the Group companies decreased from LTL 46,553 thousand to LTL 151 thousand.
Moreover, the group covered the large number of liabilities to banks (the amount of liabilities that were covered during 9 months of 2011, amounted to LTL 28,964 thousand in the statement of financial position for the year ended 2010)
12 Financial assets and fair value hierarchy
The Group and the Company has reversed part of impairment losses of loan granted to early own Latvian real estate entity because due to change economic situation the Company has evidence that part of loan would be returned (LTL 1,802 thousand). During the nine months of 2010 reversal of investments impairment losses in the Company was related with the sale of real estate companies which were next door to bankruptcy (LTL 19,731 thousand). On the Group level during the nine months of 2010 was recognised additionally impairment losses to trade receivables from sold companies. On the Company level was recognised additionally impairment losses to granted loans to subsidiaries.
The Group has obtained an investment property for LTL 2,600 thousand from bankrupted company UAB Nerijos būstas, so was offset part of trade receivable from this company. The investment property will be further developed.
Fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly;
Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.
The following table presents the group's assets and liabilities that are measured at fair value at 30 September 2011:
| Level 1 | Level 2 | Level 3 | Total balance | |
|---|---|---|---|---|
| Assets | ||||
| Shares of Trakcja Tiltra | 32,729 | - | - | 32,729 |
| Bonds of Trakcja Tiltra | - | 42,814 | - | 42,814 |
| Other | 11,056 | - | - | 11,056 |
| Held-for-trade securities | 43,785 | 42,814 | - | 86,599 |
| Total Assets | 43,785 | 42,814 | - | 86,599 |
| Liabilities | - | - | - | - |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
12 Financial assets and fair value hierarchy (cont'd)
The following table presents the group's assets and liabilities that are measured at fair value at 31 December 2010:
| Level 1 | Level 2 | Level 3 | Total balance | |
|---|---|---|---|---|
| Assets | ||||
| Held-for-trade securities | 6,934 | - | - | 6,934 |
| Derivative representing the share sale price adjustment of AB Sanitas according to the agreement | - | - | 1,512 | 1,512 |
| Total Assets | 6,934 | - | 1,512 | 8,446 |
| Liabilities | ||||
| Cash flow hedge | - | 163 | - | - |
During nine months of 2011, there were no transfers between Level 1 and Level 2 fair value measurements. In August of 2011 has expired cash flow hedge. The derivative representing the share price adjustment of AB Sanitas according to the agreement realized after sale of AB Sanitas. Therefore are not any instruments in level 3.
Cash flows
Cash flows related to held-for-trade and available-for-sale investments are as follows:
| Group | Company | |||
|---|---|---|---|---|
| 30 September 2011 | 30 September 2010 | 30 September 2011 | 30 September 2010 | |
| Sale of bonds of Trakcja – Tiltra | 49,615 | - | 49,615 | - |
| (Acquisition) and sale of held-for-trade investments | (5,922) | 4,150 | (836) | 4,689 |
| (Acquisition) and sale of available-for-sale investments | (1,042) | - | - | - |
| 42,651 | 4,150 | 48,779 | 4,689 |
13 Investment properties
During the nine months of 2011 the Group has acquired additionally investment properties for LTL 11,704 thousand, from which the investment property for LTL 2,600 thousand was obtained as collateral for trade receivable (see Note 12), during business combination was acquired for LTL 6,257 thousand (see Note 8) and in cash was acquired for LTL 2,847 thousand. Also investment properties was sold for LTL 795 thousand (the sale price was equal to the carrying amount). In 1st quarter asset located at Elniakampio 7, Vilnius with carrying value of LTL 700 thousand was reclassified from investment property to inventories. There the construction of residential apartments started. In 2nd quarter of 2011 from owned-occupied property to investment property was transferred asset located at A. Juozapavičiaus g. 7. The carrying amount of asset was bigger as fair value (LTL 2,000 thousand), therefore in the income statement was recognised the impairment loss of LTL 383 thousand.
14 Other current liabilities
| Group | Company | |||
|---|---|---|---|---|
| As of 30 September 2011 | As of 31 December 2010 | As of 30 September 2011 | As of 31 December 2010 | |
| Provision for potential liabilities regarding share of road and bridge construction segment sale price, discounted | 42,455 | - | 42,455 | - |
| Employee benefits | 5,344 | 3,985 | 286 | 293 |
| Other | 6,167 | 5,814 | 2,156 | 2,222 |
| Total other current liabilities | 53,966 | 9,799 | 44,897 | 2,515 |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
15 Related party transactions
Receivables from related parties are presented in gross amount (without allowance).
The Company's transactions with related parties during three quarters of the year 2011 and related quarter-end balances were as follows:
| 9 months of the year 2011 Company | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
|---|---|---|---|---|
| Loans and borrowings | 5,064 | 1,290 | 130,768 | 151 |
| Rent and utilities | - | 94 | - | 2 |
| Dividends | - | - | - | - |
| Other | - | 55 | 1 | - |
| 5,064 | 1,439 | 130,769 | 153 | |
| Liabilities to shareholders and management | - | - | - | - |
The Company's transactions with related parties during three quarters of the year 2010 and related quarter-end balances were as follows:
| 9 months of the year 2010 Company | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
|---|---|---|---|---|
| Loans and borrowings | 6,689 | 1,581 | 104,186 | 45,493 |
| Rent and utilities | - | 99 | - | 151 |
| Dividends | 300 | - | - | - |
| Other | - | 35 | - | - |
| 6,989 | 1,715 | 104,186 | 45,644 | |
| Liabilities to shareholders and management | 916 | 2 | - | - |
The Group's transactions with related parties during three quarters of the year 2011 and related quarter-end balances were as follows:
| 9 months of the year 2011 Group | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
|---|---|---|---|---|
| Loans and borrowings | 97 | 6,486 | - | |
| Real estate income | 77 | 62 | - | |
| Roads and bridges construction segment | 224 | 3,904 | 124 | - |
| Furniture production segment | - | 1,145 | - | 198 |
| Other | 107 | 7 | 15 | - |
| 505 | 5,056 | 6,687 | 198 | |
| Liabilities to shareholders and management | 709 | - | 11,867 | - |
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
15 Related party transactions (cont'd)
The Group's transactions with related parties during three quarters of the year 2010 and related quarter-end balances were as follows:
| 9 months of the year 2010 Group | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
|---|---|---|---|---|
| Loans and borrowings | 550 | 221 | 12,049 | - |
| Rent and utilities | 116 | - | 51 | - |
| Roads and bridges construction segment | 168 | 57 | 102 | - |
| Other | 36 | 265 | 1 | 67 |
| 870 | 543 | 12,203 | 67 | |
| Liabilities to shareholders and management | 3,402 | 10 | 13,737 | - |
16 Events after the reporting period
Investment to UAB Litagra
On 7 November 2011, the Group signed an agreement for investment into shares of UAB Litagra. The Group will invest into shares of UAB Litagra LTL 38,575 thousand - LTL 37.092 thousand will be invested into new share issue of UAB Litagra, while for the remaining LTL 1,483 thousand shares of UAB Litagra from the current shareholders will be acquired. The Group will own 36.9% stake in Litagra UAB after the transactions. The transactions should be completed when the permission of the Competition Council is received.
The enterprise value of Litagra – leading company operating in the agricultural sector of the Baltic countries has been estimated at about 200 mLTL before the increase of the share capital. Mr. Gintaras Kateiva will own 37% of Litagra shares, Invalda AB – 36.9%, investment fund Amber Trust II – 18%, Mr. Dziugas Grigaliunas and Mr. Adomas Grigaitis, managers of Litagra Group, - 6.4% and 1.7% respectively. During the three quarters of 2011 the consolidated turnover of Litagra Group was 271.7 mLTL, i.e. 17.5% higher than during the same period of the last year (231.3 mLTL). EBITDA of Litagra Group during the comparative period has increased by 19% - from 16.3 mLTL to 19.4 mLTL.
The companies of Litagra Group are engaged in the primary crop and livestock (milk) production, grain processing and agricultural services. Group companies trade in plant protection products, fertilizers, seeds, compound feed, feed supplements, veterinary products. Moreover, companies buy grain, provide grain and other raw materials drying, cleaning, loading and storage services. Group companies provide agricultural services in Lithuania, Latvia and Estonia. The Company also signed Shareholders Agreement regarding management of Litagra with other shareholders of the company: Mr. Gintaras Kateiva, investment fund Amber Trust II, Mr. Dziugas Grigaliunas, Mr. Adomas Grigaitis.
UAB Litagra will be accounted as associates in the financial statements using equity method.
Acquisition of Norway Registers Development
On 28 November 2011 the Group acquired 100% of the shares of Norwegian company 'Norway Registers Development' owning 70,7 percent shares of UAB NRD in Lithuania for LTL 4.143 thousand. The contract on acquiring of 100% of shares of "Norway registers Development" was signed by the Group on 20 October 2011.
In 2011 'Norway Registers Development' is expected to earn 7,6 million LTL income and 1 million LTL EBITDA. Almost half of the revenues are accumulated abroad; the group employs around 50 people. Having specialized in registration reforms, the company has accumulated a wide experience in designing, implementation and management of register projects in various countries such as Lithuania, Poland, Latvia, Croatia, Macedonia, Norway, Azerbaijan, Guatemala, Vietnam, Bhutan, Rwanda, Liberia, Malawi, Zanzibar, Kenya, Mozambique, Sudan, Madagascar, the Solomon Islands, Vanuatu etc. The major initiators and sponsors of such projects are the World Bank, The United Nations Industrial Development Organization (UNIDO) and similar organizations.
31
AB INVALDA
INTERIM CONSOLIDATED AND PARENT COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2011
(all amounts are in LTL thousand unless otherwise stated)
16 Events after the reporting period (cont'd)
Repayment of the Company's borrowing
In November 2011 the Company is fully covered her liabilities to UAB Medicinos bankas (balance on 30 September 2011 was LTL 1,726 thousand). It was the last borrowings liability of the Company to the banks.
32