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Invalda INVL — Interim / Quarterly Report 2012
May 24, 2012
2247_rns_2012-05-24_3a25b1ac-342a-4240-ae62-5d8d81871bfa.pdf
Interim / Quarterly Report
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AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED NOT-AUDITED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED 31 MARCH 2012 PREPARED ACCORDING TO INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ADOPTED BY THE EUROPEAN UNION
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
GENERAL INFORMATION
Board of Directors
Mr. Vytautas Bučas (chairman of the Board)
Mr. Darius Šulnis
Ms. Indrė Mišeikytė (from 30th April 2012)
Mr. Darius Kaziūnas (until 30th April 2012)
Management
Mr. Darius Kaziūnas (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
The financial statements were approved and signed by the Management and the Board of Directors on 24 May 2012.


AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Company's income statements
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
| Continuing operations | Unaudited | Unaudited | Unaudited | Unaudited |
| Revenue | ||||
| Furniture production revenue | 58,501 | 56,567 | - | - |
| Residential real estate revenue | 5,566 | 1,043 | - | - |
| Rent and other real estate revenue | 6,597 | 5,857 | - | - |
| Information technology revenue | 7,121 | 8,416 | - | - |
| Facility management revenue | 2,502 | 1,517 | - | - |
| Other production and services revenue | 2,272 | 1,804 | - | - |
| Total revenue | 82,559 | 75,204 | - | - |
| Other income | 9.3 | 1,597 | 1,635 | 3,203 |
| Net gains (losses) on disposal of subsidiaries, associates and joint ventures | 2,037 | - | (298) | - |
| Net gains (losses) from fair value adjustments on investment property | 49 | 8 | - | - |
| Net changes in fair value of financial assets | 9.1 | 14,258 | (188) | 12,145 |
| Changes in inventories of finished goods and work in progress | 4,551 | 2,111 | - | - |
| Raw materials and consumables used | (49,189) | (46,974) | (6) | (4) |
| Changes in residential real estate | (3,999) | (811) | - | - |
| Employee benefits expenses | (11,834) | (9,299) | (932) | (440) |
| Impairment, write-down, allowances and provisions | 125 | 1,038 | 326 | 977 |
| Premises rent and utilities | (5,427) | (4,877) | (46) | (44) |
| Depreciation and amortisation | (2,619) | (2,608) | (20) | (22) |
| Repair and maintenance of premises | (2,668) | (2,484) | - | - |
| Other expenses | (4,495) | (4,071) | (332) | (251) |
| Operating profit (loss) | 24,945 | 8,684 | 14,040 | 1,729 |
| Finance costs | 9.2 | (1,883) | (3,864) | (772) |
| Share of profit (loss) from associates and joint ventures | (1,547) | (297) | - | - |
| Profit (loss) before income tax | 21,515 | 4,523 | 13,268 | (1,380) |
| Income tax | 7 | (3,276) | (229) | (2,262) |
| Profit (loss) for the period from continuing operations | 18,239 | 4,294 | 11,006 | (1,045) |
| Discontinued operation | ||||
| Profit/(Loss) after tax for the period from a discontinued operation | 10 | - | 4,169 | - |
| PROFIT (LOSS) FOR THE PERIOD | 18,239 | 8,463 | 11,006 | (1,045) |
| Attributable to: | ||||
| Equity holders of the parent | 16,644 | 6,715 | 11,006 | (1,045) |
| Non-controlling interests | 1,595 | 1,748 | - | - |
| 18,239 | 8,463 | 11,006 | (1,045) | |
| Basic earnings (deficit) per share (in LTL) | 0.32 | 0.13 | 0.21 | (0.02) |
| Diluted earnings (deficit) per share (in LTL) | 0.30 | 0.12 | 0.20 | (0.02) |
| Basic earnings (deficit) per share (in LTL) from continuing operations | 0.32 | 0.05 | 0.21 | (0.02) |
| Diluted earnings (deficit) per share (in LTL) from continuing operations | 0.30 | 0.05 | 0.20 | (0.02) |
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Company's statements of comprehensive income
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
| PROFIT (LOSS) FOR PERIOD | Unaudited 18,239 | Unaudited 8,463 | Unaudited 11,006 | Unaudited (1,045) |
| Continuing operation | ||||
| Net gain (loss) on cash flow hedge | - | 62 | - | - |
| Income tax | - | (9) | - | - |
| - | 53 | - | - | |
| 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 | 25 | - | - | - |
| Share of other comprehensive income (loss) of associates | 29 | - | - | - |
| Other comprehensive income(loss) for the period from continuing operation | 54 | - | - | - |
| Discontinued operations | ||||
| Share of other comprehensive income of associates | - | (387) | - | - |
| Other comprehensive income (loss) for the period from discontinued operations | - | (387) | - | - |
| Other comprehensive income (loss) for the period, net of tax | 54 | (334) | - | - |
| TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD, NET OF TAX | 18,293 | 8,129 | 11,006 | (1,045) |
| Attributable to: | ||||
| Equity holders of the parent | 16,693 | 6,381 | 11,006 | (1,045) |
| Non-controlling interests | 1,600 | 1,748 | - | - |
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Company's statements of financial position
| Group | Company | ||||
|---|---|---|---|---|---|
| As at 31 March 2012 | As at 31 December 2011 | As at 31 March 2012 | As at 31 December 2011 | ||
| ASSETS | Unaudited | Audited | Unaudited | Audited | |
| Non-current assets | |||||
| Property, plant and equipment | 37,728 | 38,259 | 169 | 184 | |
| Investment properties | 14 | 249,640 | 248,957 | - | - |
| Intangible assets | 12,459 | 13,074 | 5 | 7 | |
| Investments into subsidiaries | 8 | - | - | 99,763 | 99,607 |
| Investments into associates and joint ventures | 8 | 37,751 | 39,269 | 724 | 724 |
| Investments available-for-sale | 2,859 | 2,859 | 1,817 | 1,817 | |
| Loans granted | 12,212 | 12,041 | 4,143 | 4,143 | |
| Other non-current assets | 2,848 | 2,848 | - | - | |
| Deferred income tax asset | 18,882 | 22,372 | 16,603 | 19,941 | |
| Total non-current assets | 374,379 | 379,679 | 123,224 | 126,423 | |
| Current assets | |||||
| Inventories | 26,094 | 25,819 | - | - | |
| Trade and other receivables | 49,049 | 33,437 | 5,005 | 218 | |
| Current loans granted | 1,284 | 31,233 | 140,450 | 174,648 | |
| Prepaid income tax | 339 | 973 | - | - | |
| Prepayments and deferred charges | 2,469 | 2,587 | 100 | 123 | |
| Financial assets at fair value through profit loss | 13 | 57,563 | 47,599 | 49,758 | 33,298 |
| Deposits and financial assets held to maturity | 5 | 111,885 | 99,137 | 61,712 | 48,621 |
| Restricted cash | 2,993 | 2,915 | - | - | |
| Cash and cash equivalents | 5 | 41,851 | 21,346 | 34,124 | 11,888 |
| Total current assets | 293,527 | 265,046 | 291,149 | 268,796 | |
| Assets of disposal group classified as held-for-sale | 10 | - | 1,708 | - | 3,745 |
| Total assets | 667,906 | 646,433 | 414,373 | 398,964 |
(cont'd on the next page)
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Company's statements of financial position (cont'd)
| Group | Company | |||
|---|---|---|---|---|
| As at 31 March 2012 | As at 31 December 2011 | As at 31 March 2012 | As at 31 December 2011 | |
| EQUITY AND LIABILITIES | Unaudited | Audited | Unaudited | Audited |
| Equity | ||||
| Equity attributable to equity holders of the parent | ||||
| Share capital | 57,558 | 51,660 | 57,558 | 51,660 |
| Share premium | 60,747 | 34,205 | 60,747 | 34,205 |
| Reserves | 20,340 | 20,299 | - | - |
| Retained earnings | 302,796 | 280,046 | 291,974 | 274,870 |
| 441,441 | 386,210 | 410,279 | 360,735 | |
| Non-controlling interests | 30,812 | 29,151 | - | - |
| Total equity | 472,253 | 415,361 | 410,279 | 360,735 |
| Liabilities | ||||
| Non-current liabilities | ||||
| Non-current borrowings | 12 | 120,638 | 119,478 | - |
| Financial lease liabilities | 488 | 391 | - | |
| Government grants | 251 | 283 | - | |
| Provisions | 396 | 396 | - | |
| Deferred income tax liability | 15,270 | 15,178 | - | |
| Other non-current liabilities | 3,528 | 3,345 | - | |
| Total non-current liabilities | 140,571 | 139,071 | - | |
| Current liabilities | ||||
| Current portion of non-current borrowings | 12 | 5,186 | 6,254 | - |
| Current portion of financial lease liabilities | 247 | 257 | - | |
| Current borrowings | 12 | 1,440 | 572 | 359 |
| Trade payables | 32,549 | 34,485 | 675 | |
| Income tax payable | 460 | 379 | - | |
| Provisions | 296 | 300 | - | |
| Advances received | 2,076 | 3,262 | 1 | |
| Derivative financial instruments | - | - | - | |
| Convertible bonds | 11 | - | 34,059 | - |
| Other current liabilities | 15 | 12,828 | 12,433 | 3,059 |
| Total current liabilities | 55,082 | 92,001 | 4,094 | |
| Total liabilities | 195,653 | 231,072 | 4,094 | |
| Total equity and liabilities | 667,906 | 646,433 | 414,373 |
(the end)
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and 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 2011 (audited) | 51,660 | 34,205 | - | 20,299 | - | 280,046 | 386,210 | 29,151 | 415,361 |
| Profit (loss) for the 1st Quarter of 2012 | - | - | - | - | - | 16,644 | 16,644 | 1,595 | 18,239 |
| Other comprehensive income for the 1st Quarter of 2012 | - | - | - | - | 20 | 29 | 49 | 5 | 54 |
| Total comprehensive income for the 1st Quarter of 2012 | - | - | - | - | 20 | 16,673 | 16,693 | 1,600 | 18,293 |
| Dividends of subsidiaries | - | - | - | - | - | - | - | - | - |
| Acquisition of subsidiaries | - | - | - | - | - | - | - | - | - |
| Share based payments | - | - | - | - | - | - | - | 61 | 61 |
| Changes in reserves | - | - | - | 21 | - | (21) | - | - | - |
| Increase of share capital | 11 | 5,898 | 26,542 | - | - | - | 32,440 | - | 32,440 |
| Reversal of interest of convertible bonds | 11 | - | - | - | - | 6,098 | 6,098 | - | 6,098 |
| Balance as at 31 March 2012 (unaudited) | 57,558 | 60,747 | - | 20,320 | 20 | 302,796 | 441,441 | 30,812 | 472,253 |
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and 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 (audited) | 51,660 | 44,676 | (139) | 20,241 | - | 58,694 | 175,132 | 24,919 | 200,051 |
| Profit (loss) for the 1st Quarter of 2011 | - | - | - | - | - | 6,715 | 6,715 | 1,748 | 8,463 |
| Other comprehensive income (loss) for the 1st Quarter of 2011 | - | - | 53 | - | - | (387) | (334) | - | (334) |
| Total comprehensive income (loss) for the 1st Quarter of 2011 | - | - | 53 | - | - | 6,328 | 6,381 | 1,748 | 8,129 |
| Sales of subsidiaries | - | - | - | - | - | - | - | - | - |
| Acquisition of subsidiaries | - | - | - | - | - | - | - | 500 | 500 |
| Share based payments | - | - | - | - | - | - | - | 317 | 317 |
| Changes in reserves | - | - | - | 1 | - | (1) | - | - | - |
| Increase of share capital | - | - | - | - | - | - | - | - | - |
| Balance as at 31 March 2011 (unaudited) | 51,660 | 44,676 | (86) | 20,242 | - | 65,021 | 181,513 | 27,484 | 208,997 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and 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 2011 (audited) | 51,660 | 34,205 | - | - | 274,870 | 360,735 | |
| Profit (loss) for the 1st Quarter of 2012 | - | - | - | - | 11,006 | 11,006 | |
| Increase of share capital | 11 | 5,898 | 26,542 | - | - | - | 32,440 |
| Recovery of convertible bonds interests | 11 | - | - | - | - | 6,098 | 6,098 |
| Balance as at 31 March 2012 (unaudited) | 57,558 | 60,747 | - | - | 291,974 | 410,279 | |
| 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 (audited) | 51,660 | 44,676 | - | - | (10,471) | 85,865 | |
| Profit (loss) for the 1st Quarter of 2011 | - | - | - | - | (1,045) | (1,045) | |
| Balance as at 31 March 2011 (unaudited) | 51,660 | 44,676 | - | - | (11,516) | 84,820 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Company's statements of cash flows
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
| Unaudited | Unaudited | Unaudited | Unaudited | |
| Cash flows from (to) operating activities | ||||
| Net profit (loss) for the period | 18,239 | 8,463 | 11,006 | (1,045) |
| Adjustments for non-cash items and non-operating activities: | ||||
| Valuation (gain) loss, net | (49) | (8) | - | - |
| Depreciation and amortization | 2,619 | 2,608 | 20 | 22 |
| (Gain) loss on disposal of tangible assets | (21) | (7) | - | - |
| Realized and unrealized loss (gain) on investments | (14,258) | 188 | (12,145) | - |
| (Gain) loss on disposal of subsidiaries, associates | (2,037) | - | 298 | - |
| Share of net loss (profit) of associates and joint ventures | 1,547 | (3,872) | - | - |
| Interest (income) | (1,313) | (405) | (3,202) | (1,507) |
| Interest expenses | 1,820 | 3,844 | 772 | 3,108 |
| Deferred taxes | 2,506 | (56) | 2,262 | (335) |
| Current income tax expenses | 770 | 285 | - | - |
| Allowances | (121) | (1,038) | (326) | (977) |
| Change in provisions | (4) | - | - | - |
| Share based payment | 61 | 317 | - | - |
| Profit from bargain purchases | 8 | (717) | - | - |
| Dividend (income) | - | - | - | - |
| Loss (gain) from other financial activities | 70 | - | 70 | - |
| 9,829 | 9,602 | (1,245) | (734) | |
| Changes in working capital: | ||||
| (Increase) decrease in inventories | (238) | 755 | - | (1) |
| Decrease (increase) in trade and other receivables | (7,446) | (7,578) | - | 964 |
| Decrease (increase) in other current assets | 118 | (153) | 23 | (5) |
| Transfer to term deposits | - | - | - | - |
| (Decrease) increase in trade payables | (1,893) | 4,297 | 36 | (27) |
| (Decrease) increase in other current liabilities | (578) | 1,896 | (51) | 11 |
| Cash flows (to) from operating activities | (208) | 8,819 | (1,237) | 208 |
| Income tax (paid) return | (55) | (738) | - | - |
| Net cash flows (to) from operating activities | (263) | 8,081 | (1,237) | 208 |
(cont'd on the next page)
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Company's statements of cash flows (cont'd)
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
| Cash flows from (to) investing activities | Unaudited | Unaudited | Unaudited | Unaudited |
| (Acquisition) of non-current assets (except investment properties) | (1,415) | (927) | (4) | (2) |
| Proceeds from sale of non-current assets (except investment properties) | 99 | 23 | - | - |
| (Acquisition) of investment properties | (633) | (754) | - | - |
| Proceeds from sale of investment properties | - | 795 | - | - |
| (Acquisition) and establishment of subsidiaries, net of cash acquired | - | (636) | - | (79) |
| Proceeds from sales of subsidiaries, net of cash disposed | - | - | - | - |
| (Acquisition) of associates and joint ventures | - | - | - | - |
| Proceeds from sales of associates and joint ventures | 3,745 | - | 3,745 | - |
| Expenses related to sell of associates | - | - | - | - |
| Loans (granted) | (60) | (54) | (1,942) | (2,129) |
| Repayment of granted loans | 30,000 | - | 34,414 | 330 |
| Transfer to/from term deposits | 34,872 | - | 34,528 | - |
| (Acquisition) of and proceeds from sales held to maturity investments | (47,715) | - | (47,715) | - |
| Dividends received | - | - | - | - |
| Interest received | 1,027 | 2 | 728 | 130 |
| (Acquisition) of and proceeds from sales of held-for-trade and available-for-sale investments | 1,185 | (85) | (35) | - |
| Net cash flows (to) investing activities | 21,105 | (1,636) | 23,719 | (1,750) |
| Cash flows from (to) financing activities | ||||
| Cash flows related to Group owners | ||||
| (Acquisition) and changes of non-controlling interests and increase of share capital | - | - | (155) | - |
| Dividends (paid) to equity holders of the parent | (16) | (20) | (16) | (20) |
| Dividends (paid) to non-controlling interests | - | - | - | - |
| (16) | (20) | (171) | (20) | |
| Cash flows related to other sources of financing | ||||
| Proceeds from loans | 2,593 | 1,428 | - | 4,508 |
| (Repayment) of loans | (1,584) | (2,525) | (5) | (609) |
| Interest (paid) | (1,101) | (3,267) | - | (2,006) |
| Financial lease (payments) | (94) | (73) | - | - |
| Transfer (to)/from restricted cash | (78) | 3,390 | - | - |
| Other cash flows from financing activities | - | - | - | - |
| (264) | (1,047) | (5) | 1,893 | |
| Net cash flows (to) from financial activities | (280) | (1,067) | (176) | 1,873 |
| Impact of currency exchange on cash and cash | (57) | - | (70) | - |
| Net (decrease) increase in cash and cash equivalents | 20,505 | 5,378 | 22,236 | 331 |
| Cash and cash equivalents at the beginning of the | 5 | 21,346 | 4,692 | 11,888 |
| Cash and cash equivalents at the end of the period | 5 | 41,851 | 10,070 | 34,124 |
(the end)
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(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. The Company gives the priority to furniture manufacturing, real estate, facilities management, agriculture and IT infrastructure segments.
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 three months ended 31 March of 2012 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 2011.
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 2011, except for the adoption of new Standards and Interpretations as of 1 January 2012, noted below.
IFRS 7 Disclosures - Transfers of Financial Assets
The amendment requires additional disclosures in respect of risk exposures arising from transferred financial assets. The amendment includes a requirement to disclose by class of asset the nature, carrying amount and a description of the risks and rewards of financial assets that have been transferred to another party yet remain on the entity's statement of financial position. Disclosures are also required to enable a user to understand the amount of any associated liabilities, and the relationship between the financial assets and associated liabilities. Where financial assets have been derecognised but the entity is still exposed to certain risks and rewards associated with the transferred asset, additional disclosure is required to enable the effects of those risks to be understood. The amendment affects disclosure only and would have no impact on the Group's financial position or performance. The amendment has not any impact in the Group's financial statements for the three months ended 31 March of 2012.
Comparative figures
The comparative figures have been adjusted in the income statements for the three months ended 31 March of 2012 due to presentation of a discontinued operation.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
3 Seasonality of operations and other recurring discrepancies in quarters
Historically information technology segment earned a larger revenue and operational profit in the 4th quarter. The agriculture segment earned a larger operational profit in the 2nd and 3rd quarter. The entity, which operates in field of growing and trading of ornamental trees and shrubs, earned a larger revenue and operational profit in the 2nd and 3rd quarter. The investment properties usually are revaluated 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:
Furniture production
The furniture segment includes flat-pack furniture mass production and sale.
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.
Agriculture
Agricultural activities include the primary crop and livestock (milk) production, grain processing and agricultural services. The segment's companies sell plant protection products, fertilizers, seeds, compound feed, feed supplements, veterinary products, buying grain, providing grain and other raw materials drying, cleaning, handling and storage services.
Information technology infrastructure
The information technology infrastructure segment is involved in offering IT infrastructure strategy, security and maintenance solutions, supplies of all hardware and software needed for IT infrastructure solutions of any size and in the development and implementation of software for government register systems, including consultation.
Facilities management
The facilities management segment is involved in facilities management of residential houses, commercial and public real estate properties, and construction management.
Other production and service segments
The other production and service segment is involved in hardware articles production (in 2011), road signs production, wood manufacturing and other activities.
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 expenses and segment results 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.
13
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(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 3 months ended 31 March 2012:
| 3 months ended
31 March 2012 | Furniture
production | Real
estate | Facility
management | Agriculture | Other
Information | production
technology and service | Elimination | Total continuing
operations |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Revenue | | | | | | | | |
| Sales to external customers | 58,501 | 12,163 | 2,502 | - | 7,121 | 2,272 | - | 82,559 |
| Inter-segment sales | - | 305 | 511 | - | 32 | - | (848) | - |
| Total revenue | 58,501 | 12,468 | 3,013 | - | 7,153 | 2,272 | (848) | 82,559 |
| Results | | | | | | | | |
| Other income | 690 | 7 | 129 | - | 90 | 3,073 | (2,392) | 1,597 |
| Net losses from fair value
adjustment on investment
property | - | 49 | - | - | - | - | - | 49 |
| Net gain (losses) on disposal
of subsidiaries,
associates and joint
ventures | - | - | - | - | - | 2,037 | - | 2,037 |
| Net changes in fair value on
financial assets | - | - | - | - | - | 14,258 | - | 14,258 |
| Segment expenses | (52,031) | (12,394) | (3,292) | - | (7,873) | (5,213) | 3,240 | (77,563) |
| Impairment, write-down and
allowance | 37 | 22 | 4 | - | - | 62 | - | 125 |
| Share of profit (loss) of the
associates and joint
ventures | - | (53) | - | (1,525) | - | 31 | - | (1,547) |
| Profit (loss) before income tax | 7,197 | 99 | (146) | (1,525) | (630) | 16,520 | - | 21,515 |
| Income tax | (1,078) | 94 | 22 | - | 57 | (2,371) | - | (3,276) |
| Net profit (loss) for the
period | 6,119 | 193 | (124) | (1,525) | (573) | 14,149 | - | 18,239 |
| Attributable to: | | | | | | | | |
| Equity holders of the parent | 4,414 | 194 | (124) | (1,525) | (454) | 14,139 | - | 16,644 |
| Non-controlling interests | 1,705 | (1) | - | - | (119) | 10 | - | 1,595 |
14
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(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 3 months ended 31 March 2011:
| 3 months ended
31 March 2011 | Furniture
production | Real estate | Facility
management | Information
technology | Other
production and
service | Elimi-
nation | Total continuing
operations |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Revenue | | | | | | | |
| Sales to external customers | 56,567 | 6,900 | 1,517 | 8,416 | 1,804 | - | 75,204 |
| Inter-segment sales | - | 348 | 740 | 22 | 2 | (1,112) | - |
| Total revenue | 56,567 | 7,248 | 2,257 | 8,438 | 1,806 | (1,112) | 75,204 |
| Results | | | | | | | |
| Other income | 902 | 7 | 336 | 113 | 2,336 | (2,059) | 1,635 |
| Net losses from fair value
adjustment on investment
property | - | 8 | - | - | - | - | 8 |
| Net gains on disposal of
subsidiaries | - | - | - | - | - | - | - |
| Net changes in fair value on
financial assets | - | - | - | - | (188) | - | (188) |
| Segment expenses | (49,474) | (8,427) | (2,509) | (9,206) | (6,432) | 3,171 | (72,877) |
| Impairment, write-down and
allowance | - | 1,038 | - | - | - | - | 1,038 |
| Share of profit (loss) of the
associates and joint
ventures | - | (51) | - | - | (246) | - | (297) |
| Profit (loss) before income tax | 7,995 | (177) | 84 | (655) | (2,724) | - | 4,523 |
| Income tax | (1,124) | 438 | (13) | 10 | 460 | - | (229) |
| Net profit (loss) for the
period | 6,871 | 261 | 71 | (645) | (2,264) | - | 4,294 |
| Attributable to: | | | | | | | |
| Equity holders of the parent | 4,948 | 263 | 71 | (516) | (2,220) | - | 2,546 |
| Non-controlling interests | 1,923 | (2) | - | (129) | (44) | - | 1,748 |
The following table represents segment assets of the Group operating segments as at 31 March 2012 and 31 December 2011:
| Segment assets | Furniture
production | Real
estate | Facility
management | Agriculture | Information
technology | Other
production
and service | Elimi-
nation | Total
continuing
operations |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| At 31 March 2012 | 124,932 | 273,455 | 9,688 | 37,078 | 23,956 | 326,335 | (127,539) | 667,905 |
| At 31 December 2011 | 116,061 | 272,238 | 12,152 | 38,575 | 26,951 | 307,645 | (127,189) | 646,433 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
5 Cash and cash equivalents
| Group | Company | |||
|---|---|---|---|---|
| As at 31 March 2012 | As at 31 December 2011 | As at 31 March 2012 | As at 31 December 2011 | |
| Cash at bank | 41,740 | 21,157 | 34,124 | 11,888 |
| Cash in hand | 35 | 38 | - | - |
| Cash in transit | 76 | 65 | - | - |
| Term deposits with the maturity of up to 3 months | - | 1,000 | - | - |
| 41,851 | 22,260 | 34,124 | 11,888 |
On 31 March 2012, the Group and the Company have also placed term deposits with banks with the maturity of more than 3 months and have invested into financial assets held to maturity.
| Group | Company | |
|---|---|---|
| Deposits with the maturity between 3 and 6 months | 24,181 | 13,811 |
| Deposits with the maturity of more than 6 months | 39,174 | - |
| Deposit's certificate of AB bankas Snoras | 20,000 | 20,000 |
| Government bonds | 47,800 | 47,800 |
| Accumulated interest of term deposits | 830 | 201 |
| Less allowance for impairment as consequence of AB bankas Snoras bankruptcy | (20,100) | (20,100) |
| 111,885 | 61,712 |
6 Dividends
In 2011 and 2010 dividends were not declared.
7 Income tax
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
| Components of income tax expense | ||||
| Current income tax charge | (770) | (419) | - | - |
| Prior year current income tax correction | - | 134 | - | - |
| Deferred income tax income (expense) | (2,506) | 56 | (2,262) | 335 |
| Income tax (expenses) income charged to the income statement | (3,276) | (229) | (2,262) | 335 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
8 Investment into subsidiaries and associates
Establishment of companies (increase of share capital)
During the 1st Quarter of 2012 the Company and the Group has invested LTL 155 thousand to increase share capital of Invalda Lux S.a.r.l. UAB Justiniškių valda and UAB Justiniškių aikštelė, which owns investment property, which was previously owned by UAB Jurita, were spun off from UAB Jurita. The new separated entities are assigned to the real estate segment.
During the 1st Quarter of 2011 the Group has established these new companies: UAB Inreal GEO, Invalda Lux S.a.r.l, UAB Perspektyvi veikla, The total amount of these investments was LTL 259 thousand.
AB Umega
On 12 January 2012, the sale of 29.27% of shares of AB Umega according to the agreement signed on 30 November 2011 was completed. Price for the shares sold equal to LTL 3,745 thousand. The Group has earned a profit of LTL 2,037 thousand. In the Company statements, the price for the shares sold was equal to the carrying amount of the investments. A loss of LTL 298 thousand (the price of the shares was less than the initial acquisition cost) was presented under the caption "Net gains (losses) on disposal of subsidiaries, associates and joint ventures" of the Company's income statements. Therefore, an impairment reversal of the same amount (LTL 298 thousand) was presented under the caption "Impairment, write-down and provisions" of the Company's income statements.
UAB Lauko gėlininkystės bandymų stotis
On 4 January 2011, the Group acquired 51% of shares of UAB Lauko gėlininkystės bandymų stotis for LTL 911 thousand (all amount paid in cash) from Valstybės turto fondas (the State Property Fund). Acquisition-related cost was equal to nil.
The acquiree operates in field of growing and trading of ornamental trees and shrubs. Operations of the company acquired are meant to be continued together with also developing its owned real estate.
Fair values of the identifiable assets and liabilities of UAB Lauko gėlininkystės bandymų stotis were:
| Fair values | |
|---|---|
| Property, plant and equipment | 1,437 |
| Inventories | 597 |
| Trade receivables | 11 |
| Other current assets | 29 |
| Cash | 275 |
| Total assets | 2,349 |
| Current liabilities | (158) |
| Other current liabilities | (63) |
| Total liabilities | (221) |
| Net assets | 2,128 |
| Non-controlling interests | (500) |
| Acquired net assets | 1,628 |
| Profit from bargain purchases | (717) |
| Purchase consideration transferred | 911 |
| Analysis of cash flows on acquisition: | |
| Consideration paid in cash | (911) |
| Cash acquired with the subsidiary | 275 |
| Acquisition of subsidiaries, net of cash acquired | (636) |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
8 Investment into subsidiaries and associates (cont'd)
Investment to UAB Litagra
On 7 November 2011, the Group signed an agreement to invest into UAB Litagra shares. The share capital increase of UAB Litagra was concluded on 15 December 2011, when a permission of the Competition Council was received. The Group invested a total of LTL 38,575 thousand into shares of UAB Litagra.
UAB Litagra is accounted as an associate in the financial statements using equity method. The acquisition of UAB Litagra is reflected in the financial statements according to the data of UAB Litagra financial position statement for the year ended 31 December 2011. The Group has made adjustments to profit (loss) of UAB Litagra to conform local business reporting standards requirements to IFRS requirements. The valuation of fair value of the identifiable assets acquired and liabilities assumed is not yet complete. Therefore, the profit (loss) for the 1st Quarter of 2012 will be adjusted in the future. Based on a provisional assessment, the amount of acquired net assets is approximate to the consideration paid.
9 Other revenues and expenses
9.1. Net changes in fair value on financial assets
| Group | Company | |||
|---|---|---|---|---|
| 1st Quarter 2012 | 1st Quarter 2011 | 1st Quarter 2012 | 1st Quarter 2011 | |
| Gain (loss) from shares of Trakcja – Tiltra S.A. | 12,202 | - | 12,202 | - |
| Other | 2,056 | (188) | (57) | - |
| Net gain (loss) from financial assets at fair value, total | 14,258 | (188) | 12,145 | - |
| Realised (loss) gain from available-for-sale investments | - | - | - | - |
| 14,258 | (188) | 12,145 | - |
9.2. Finance expenses
| Group | Company | |||
|---|---|---|---|---|
| 1st Quarter 2012 | 1st Quarter 2011 | 1st Quarter 2012 | 1st Quarter 2011 | |
| Interest expenses | (1,820) | (3,844) | (772) | (3,108) |
| Other finance expenses | (63) | (20) | - | (1) |
| (1,883) | (3,864) | (772) | (3,109) |
9.3. Other income
| Group | Company | |||
|---|---|---|---|---|
| 1st Quarter 2012 | 1st Quarter 2011 | 1st Quarter 2012 | 1st Quarter 2011 | |
| Interest income | 1,313 | 405 | 3,202 | 1,507 |
| Dividend income | - | - | - | - |
| Profit from bargain purchases | - | 717 | - | - |
| Other income | 284 | 513 | 1 | 6 |
| 1,597 | 1,635 | 3,203 | 1,513 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
10 Discontinued operations and non-current assets classified as held-for-sale
| Group | Company | |||
|---|---|---|---|---|
| As at 31 March 2012 | As at 31 December 2011 | As at 31 March 2012 | As at 31 December 2011 | |
| Non-current assets classified as held-for-sale | ||||
| AB Umega | - | 1,708 | - | 3,745 |
| - | 1,708 | - | 3,745 |
AB Umega
On 30 November 2011, the Company signed an agreement regarding the sale of 29.27% shares of AB Umega, which operates in metal processing. The deal was completed in January 2012, when the permission of the Competition Council was received (see Note 8). The investments were classified as assets held for sale in the statement of financial position for the year ended 31 December 2011. Because the investment did not constitute a separate operating segment, it is not presented as discontinued operations in the income statement.
Discontinued operations
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
|---|---|---|
| Gain on sale of road and bridge construction segment | - | - |
| Direct expenses related to sale | - | - |
| Total discontinued operations (road and bridge construction) | - | - |
| Share of profit of associates (pharmacy segment) | - | 4,169 |
| Gain from derivative representing the share sale price adjustment of AB Sanitas according to the agreement | - | - |
| Pharmacy segment sales result | - | - |
| Total discontinued operations (pharmacy segment) | - | 4,169 |
| Total discontinued operations | - | 4,169 |
Tiltra Group AB and AB Kauno Tiltai
On 18 November 2010, the Company signed an agreement regarding the sale of 44.78% shares of Tiltra Group AB and 43.36% shares of AB Kauno Tiltai, if the conditions precedent set out in the Agreement are 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 rail infrastructure construction. Therefore the investments were classified as assets held for sale in the statement of financial position (the use of the equity method was discontinued from 31 December 2011) and presented as discontinued operations in the income statement. The deal was completed on 19 April 2011, therefore, for the 3 months ended on 31 March 2011 it had no impact on the Group's performance.
AB Sanitas
The Company and other AB Sanitas shareholders, together controlling 87.2% of 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 sold 26.5% shareholding in AB Sanitas. 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. The deal was completed on 19 August 2011.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
10 Discontinued operations and non-current assets classified as held-for-sale (cont'd)
| 1^{st} Quarter 2012 | 1^{st} Quarter 2011 | |
|---|---|---|
| Earnings per share: | ||
| Basic from discontinued operations | - | 0.08 |
| Diluted from discontinued operations | - | 0.07 |
11 The conversion of the convertible bonds
The application from the bondholders to convert LTL 32,440 thousand par value bonds (par value of one bond is LTL 100) into the shares of the Company was received on 28 March 2012. The bonds were converted into 5,898,182 shares of LTL 1 par value on 30 March 2012, when new By-laws of the Company were registered. After the conversion, share capital of the Company was increased by LTL 5,898 thousand up to LTL 57,558 thousand and divided into 57,557,940 shares of LTL 1 par value. The conversion price of new shares is LTL 5.50 per share. The bond holders have paid back earlier received interest of LTL 4,788 thousand and forfeited the accrued interest of LTL 2,386 thousand as at 30 March 2012. All these amounts were reversed through equity. Current income tax expense of LTL 1,076 thousand was also presented in the equity. So, a total positive impact for the Company's and the Group's equity amounted to LTL 6,098 thousand.
12 Borrowings
During the 1st Quarter the entity operating in the information technology segment has signed the loan agreement of LTL 3.000 thousand with AB DNB bank. LTL 1,764 thousand of the borrowing was used until 31 March 2012.
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 indemnity against non-compliance with covenants for the same period. Amendments of the above mentioned agreement were signed in April 2012 (see Note 17)
13 Financial assets and 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 31 March 2012:
| Level 1 | Level 2 | Level 3 | Total balance | |
|---|---|---|---|---|
| Assets | ||||
| Shares of Trakcja Tiltra | 27,697 | - | - | 27,697 |
| Held-for-trade securities | 14,402 | 15,464 | - | 29,866 |
| Total Assets | 42,099 | 15,464 | - | 57,563 |
| Liabilities | - | - | - | - |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
13 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 2011:
| Level 1 | Level 2 | Level 3 | Total balance | |
|---|---|---|---|---|
| Assets | ||||
| Shares of Trakcja Tiltra | 15,491 | - | - | 15,491 |
| Held-for-trade securities | 16,840 | 15,268 | - | 32,108 |
| Total Assets | 32,331 | 15,268 | - | 47,599 |
| Liabilities | - | - | - | - |
There were no transfers between Level 1 and Level 2 fair value measurements during the 1st Quarter of 2012.
14 Investment properties and residential real estate
During the 1st Quarter of 2012 the Group has additionally acquired investment properties for LTL 633 thousand, including agricultural land for LTL 506 thousand. The construction of residential real estate, located in Elniakampio street 7, Vilnius, was completed and the apartments were sold for LTL 4,316 thousand excluding VAT.
During the 1st Quarter of 2011 the Group has additionally acquired investment properties for LTL 3,354 thousand, from which the investment property for LTL 2,600 thousand was obtained as collateral for trade receivable. Properties worth LTL 754 thousand (agriculture land for LTL 139 thousand) were acquired in cash. Also, investment properties were sold for LTL 795 thousand (the sale price was equal to the carrying amount).
15 Other current liabilities
| Group | Company | |||
|---|---|---|---|---|
| As of 31 March 2012 | As of 31 December 2011 | As of 31 March 2012 | As of 31 December 2011 | |
| Employee benefits | 7,929 | 6,146 | 959 | 1,021 |
| Other | 4,899 | 6,287 | 2,100 | 2,160 |
| Total other current liabilities | 12,828 | 12,433 | 3,059 | 3,181 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE
MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
16 Related party transactions
Receivables from related parties are presented in gross amount (without allowance).
The Company's transactions with related parties in the 1st Quarter of 2012 and related quarter-end balances were as follows:
| 1st Quarter 2012
Company | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
| --- | --- | --- | --- | --- |
| Loans and borrowings | 2,532 | 4 | 154,030 | 358 |
| Rent and utilities | - | 39 | - | 52 |
| Dividends | - | - | - | - |
| Other | - | 2 | 216 | - |
| | 2,532 | 45 | 154,246 | 410 |
| Liabilities to shareholders and management | - | - | - | - |
The Company's transactions with related parties in the 1st Quarter of 2011 and related quarter-end balances were as follows:
| 1st Quarter 2011
Company | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
| --- | --- | --- | --- | --- |
| Loans and borrowings | 1,483 | 563 | 84,086 | 51,292 |
| Rent and utilities | - | 40 | - | 146 |
| Other | - | 11 | 33 | - |
| | 1,483 | 614 | 84,119 | 51,438 |
| Liabilities to shareholders and management | - | - | - | - |
The Group's transactions with related parties in the 1st Quarter of 2012 and related quarter-end balances were as follows:
| 1st Quarter 2012
Group | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
| --- | --- | --- | --- | --- |
| Loans and borrowings | 13 | - | 6,757 | - |
| Real estate income | - | - | 40 | - |
| Other | - | - | - | - |
| | 13 | - | 6,797 | - |
| Liabilities to shareholders and management | 172 | - | 12,212 | - |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2012
(all amounts are in LTL thousand unless otherwise stated)
16 Related party transactions (cont'd)
The Group's transactions with related parties in the 1st Quarter of 2011 and related quarter-end balances were as follows:
| 1st Quarter 2011 Group | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
|---|---|---|---|---|
| Loans and borrowings | 33 | - | 9,115 | - |
| Rent and utilities | 28 | - | 47 | - |
| Furniture segment | - | 402 | - | 211 |
| Roads and bridges construction segment | 34 | - | 44 | - |
| Other | 47 | - | 40 | - |
| 142 | 402 | 9,246 | 211 | |
| Liabilities to shareholders and management | 233 | - | 14,208 | - |
During the 1st Quarter the Group and the Company had accrued interest expenses of LTL 768 thousand to owners of convertible bonds, which became shareholders of the Company (1st Quarter – LTL 792 thousand). Upon conversion the accrued interest was reversed.
17 Events after the reporting period
Acquisition of own shares
On 30 April 2012 the shareholders of the Company decided to transfer LTL 269,114 thousand from retained earnings to the reserve for the acquisition of own shares. The share buy-back program was exercised on 2 – 15 May 2012. 10 percent of own shares – 5,755,794 shares for LTL 59,619 thousand (for each share – LTL 10.358) were acquired. Acquired own shares do not have voting rights.
After acquisition of own shares the shareholders of the Company are (by votes):
| Number of votes held | Percentage | |
|---|---|---|
| Mrs. Irena Ona Mišeikienė | 12,434,159 | 24.00% |
| Mr. Vytautas Bučas | 8,198,367 | 15.83% |
| Mr. Algirdas Bučas | 4,234,710 | 8.17% |
| Mr. Darius Šulnis | 4,071,762 | 7.86% |
| UAB Lucrum Investicija | 3,836,621 | 7.41% |
| UAB RB Finansai | 3,279,972 | 6.33% |
| Mr. Alvydas Banys | 2,029,624 | 3.92% |
| Mrs. Daiva Banienė | 1,836,234 | 3.54% |
| Other minor shareholders | 11,880,697 | 22.94% |
| Total | 51,802,146 | 100.00% |
On 24 May 2012 the shareholders of the Company decided to reduce the share capital to LTL51,802,146 by annulling own shares. Also the Board was authorised to organize an additional buy-back program up to 10 percent of the Company's shares.
Repayment of borrowings by the Group
In April 2012 the Group has signed the amendments of loans agreements with Nordea bank. According to the amendments, the Group has made a full early pay back of the liabilities of UAB Naujoji Švara to the bank (LTL 14,701 thousand). The assets with carrying amounts of LTL 21,782 were released from the pledge, which allows a more successful property development. It was also agreed, that amortization of borrowings of UAB Sago and UAB INTF investicija would be cancelled, and the liabilities would be fully paid in 2014. Therefore, the amortization of the loan of the UAB Invalidos nekilnojamojo turto fondas will be accelerated. So during 2012 the Group will have to pay back LTL 2,123 thousand more.