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Invalda INVL — Interim / Quarterly Report 2013
May 28, 2013
2247_rns_2013-05-28_d107ba3d-ff7c-4ce1-b534-70b455a24a77.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 2013 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 2013
(all amounts are in LTL thousand unless otherwise stated)
GENERAL INFORMATION
Board of Directors
Mr. Vytautas Bučas (chairman of the Board)
Mr. Darius Šulnis
Mrs. Indrė Mišeikytė
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 SEB Bankas
Danske Bank A/S Lithuania Branch
Bankas Finasta AB
Šiaulių Bankas AB
AS "UniCredit Bank" Lithuania Branch
"Swedbank", AB
Citadele bankas AB
UAB Medicinos Bankas
Bank DnB NORD Polska S. A.
ING Luxembourg S.A.
The financial statements were approved and signed by the Management and the Board of Directors on 27 May 2013.


AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Company's income statements
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | |
| Continuing operations | Unaudited | Unaudited | ||
| Revenue | ||||
| Furniture production revenue | 35,135 | 58,501 | - | - |
| Residential real estate revenue | 2,014 | 5,566 | - | - |
| Rent and other real estate revenue | 7,028 | 6,597 | - | - |
| Information technology revenue | 8,655 | 7,121 | - | - |
| Facility management | 2,996 | 2,502 | - | - |
| Other production and services revenue | 2,458 | 2,272 | - | - |
| Total revenue | 58,286 | 82,559 | - | - |
| Other income | 681 | 1,597 | 2,336 | 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 | 124 | 49 | - | - |
| Net changes in fair value of financial assets at fair value through profit or loss | (1,029) | 14,258 | (1,029) | 12,145 |
| Changes in inventories of finished goods and work in progress | (2,401) | 4,551 | - | - |
| Raw materials and consumables used | (25,771) | (49,189) | (10) | (6) |
| Changes in residential real estate | (1,700) | (3,999) | - | - |
| Employee benefits expenses | (11,034) | (11,834) | (774) | (932) |
| Impairment, write-down and provisions | 158 | 125 | (428) | 326 |
| Premises rent and utilities | (5,236) | (5,427) | (48) | (46) |
| Depreciation and amortisation | (2,196) | (2,619) | (14) | (20) |
| Repair and maintenance cost of premises | (2,240) | (2,668) | - | - |
| Other expenses | (4,647) | (4,495) | (331) | (332) |
| Operating profit (loss) | 2,995 | 24,945 | (298) | 14,040 |
| Finance costs | (513) | (1,883) | (65) | (772) |
| Share of profit (loss) of associates and joint ventures | (459) | 623 | - | - |
| Profit (loss) before income tax | 2,023 | 23,685 | (363) | 13,268 |
| Income tax credit (expenses) | (605) | (3,276) | (19) | (2,262) |
| Profit (loss) for the period from continuing operations | 1,418 | 20,409 | (382) | 11,006 |
| Discontinued operation | ||||
| Profit/(Loss) after tax for the period from discontinued operation | - | - | - | - |
| PROFIT (LOSS) FOR THE PERIOD | 1,418 | 20,409 | (382) | 11,006 |
| Attributable to: | ||||
| Equity holders of the parent | 515 | 18,814 | (382) | 11,006 |
| Non-controlling interests | 903 | 1,595 | - | - |
| 1,418 | 20,409 | (382) | 11,006 | |
| Basic earnings (deficit) per share (in LTL) | 0.01 | 0.36 | (0.01) | 0.21 |
| Diluted earnings (deficit) per share (in LTL) | 0.01 | 0.34 | (0.01) | 0.20 |
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Company's statements of comprehensive income
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | |
| PROFIT (LOSS) FOR PERIOD | Unaudited | Unaudited | ||
| 1,418 | 20,409 | (382) | 11,006 | |
| Continuing operation | ||||
| Other comprehensive income to be reclassified to profit or loss in subsequents periods: | ||||
| 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 | 18 | 25 | - | - |
| Net other comprehensive income to be reclassified to profit or loss in subsequents periods | 18 | 25 | - | - |
| Other comprehensive income (loss) for the period from continuing operation | 18 | 25 | - | - |
| Other comprehensive income (loss) for the period, net of tax | 18 | 25 | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD, NET OF TAX | 1,436 | 20,434 | (382) | 11,006 |
| Attributable to: | ||||
| Equity holders of the parent | 529 | 18,834 | (382) | 11,006 |
| Non-controlling interests | 907 | 1,600 | - | - |
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Interim consolidated and Company's statements of financial position
| Group | Company | ||||
|---|---|---|---|---|---|
| As at 31 March 2013 | As at 31 December 2012 | As at 31 March 2013 | As at 31 December 2012 | ||
| ASSETS | Unaudited | Audited | Unaudited | Audited | |
| Non-current assets | |||||
| Property, plant and equipment | 47,643 | 47,471 | 127 | 127 | |
| Investment properties | 225,689 | 225,587 | - | - | |
| Intangible assets | 10,902 | 11,390 | 11 | 13 | |
| Investments into subsidiaries | 8 | - | - | 97,727 | 98,119 |
| Investments into associates and joint ventures | 8 | 48,556 | 48,799 | 631 | 685 |
| Investments available-for-sale | 2,859 | 2,859 | 1,817 | 1,817 | |
| Loans granted | - | - | 84,740 | 82,862 | |
| Trade and other receivables long term | 5,156 | 5,156 | - | - | |
| Other non-current assets | 2,848 | 2,848 | - | - | |
| Deferred income tax asset | 20,091 | 19,624 | 17,386 | 17,401 | |
| Total non-current assets | 363,744 | 363,734 | 202,439 | 201,024 | |
| Current assets | |||||
| Inventories | 37,705 | 39,564 | 27 | - | |
| Trade and other receivables | 31,476 | 35,833 | 271 | 273 | |
| Current loans granted | 31,629 | 31,730 | 100,533 | 104,193 | |
| Prepaid income tax | 1,468 | 1,521 | 3 | 3 | |
| Prepayments and deferred charges | 4,194 | 3,441 | 177 | 155 | |
| Financial assets at fair value through profit loss | 14,092 | 32,974 | 14,092 | 32,974 | |
| Deposits and financial assets held to maturity | 5 | 21,415 | 21,418 | - | 41 |
| Restricted cash | 4,281 | 3,602 | - | - | |
| Cash and cash equivalents | 5 | 29,315 | 56,092 | 10,005 | 33,530 |
| Total current assets | 175,575 | 226,175 | 125,108 | 171,169 | |
| Assets of disposal group classified as held-for-sale | - | - | - | - | |
| Total assets | 539,319 | 589,909 | 327,547 | 372,193 |
(cont'd on the next page)
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(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 2013 | As at 31 December 2012 | As at 31 March 2013 | As at 31 December 2012 | ||
| EQUITY AND LIABILITIES | Unaudited | Audited | Unaudited | Audited | |
| Equity | |||||
| Equity attributable to equity holders of the parent | |||||
| Share capital | 10 | 51,802 | 51,802 | 51,802 | 51,802 |
| Own shares | 11 | (42,956) | - | (42,956) | - |
| Share premium | 60,747 | 60,747 | 60,747 | 60,747 | |
| Reserves | 11 | 241,537 | 241,523 | 220,967 | 220,967 |
| Retained earnings | 39,611 | 38,883 | 26,663 | 27,045 | |
| 350,741 | 392,955 | 317,223 | 360,561 | ||
| Non-controlling interests | 23,991 | 23,241 | - | - | |
| Total equity | 374,732 | 416,196 | 317,223 | 360,561 | |
| Liabilities | |||||
| Non-current liabilities | |||||
| Non-current borrowings | 98,737 | 98,737 | - | - | |
| Financial lease liabilities | 423 | 423 | - | - | |
| Government grants | 121 | 152 | - | - | |
| Provisions | 396 | 396 | - | - | |
| Deferred income tax liability | 15,557 | 15,116 | - | - | |
| Other non-current liabilities | 4,861 | 4,831 | - | - | |
| Total non-current liabilities | 120,095 | 119,655 | - | - | |
| Current liabilities | |||||
| Current portion of non-current borrowings | 4,466 | 6,071 | - | - | |
| Current portion of financial lease liabilities | 122 | 206 | - | - | |
| Current borrowings | 1,270 | 549 | 8,035 | 9,125 | |
| Trade payables | 19,885 | 28,373 | 112 | 55 | |
| Income tax payable | 234 | 114 | - | - | |
| Provisions | 207 | 227 | - | - | |
| Advances received | 4,054 | 4,272 | - | - | |
| Other current liabilities | 14 | 14,254 | 14,246 | 2,177 | 2,452 |
| Total current liabilities | 44,492 | 54,058 | 10,324 | 11,632 | |
| Total liabilities | 164,587 | 173,713 | 10,324 | 11,632 | |
| Total equity and liabilities | 539,319 | 589,909 | 327,547 | 372,193 |
(the end)
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(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 | Own shares | 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 2012 (audited) | 51,802 | - | 60,747 | - | 241,489 | 34 | 38,883 | 392,955 | 23,241 | 416,196 |
| Profit (loss) for the 1st Quarter of 2013 | - | - | - | - | - | - | 515 | 515 | 903 | 1,418 |
| Other comprehensive income (loss) for the 1st Quarter of 2013 | - | - | - | - | - | 14 | - | 14 | 4 | 18 |
| Total comprehensive income (loss) for the 1st Quarter of 2013 | - | - | - | - | - | 14 | 515 | 529 | 907 | 1,436 |
| Share of movements in equity of associates | - | - | - | - | - | - | 217 | 217 | - | 217 |
| Value of employee services | - | - | - | - | - | - | - | - | 39 | 39 |
| Minority of subsidiaries acquired | - | - | - | - | - | - | (4) | (4) | (196) | (200) |
| Own shares buy back | 11 | - | (42,956) | - | - | - | - | (42,956) | - | (42,956) |
| Balance as at 31 March 2013 (unaudited) | 51,802 | (42,956) | 60,747 | - | 241,489 | 48 | 39,611 | 350,741 | 23,991 | 374,732 |
AB INVALDA
CONSOLIDATED AND COMPANY'S INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(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 2011 (audited) | 51,660 | 34,205 | - | 20,299 | - | 280,046 | 386,210 | 29,151 | 415,361 |
| Profit (loss) for the 1st Quarter of 2012 | - | - | - | - | - | 18,814 | 18,814 | 1,595 | 20,409 |
| Other comprehensive income (loss) for the 1st Quarter of 2012 | - | - | - | - | 20 | - | 20 | 5 | 25 |
| Total comprehensive income for the 1st quarter of 2012 | - | - | - | - | 20 | 18,814 | 18,834 | 1,600 | 20,434 |
| Share of movements in equity of associates | - | - | - | - | - | 35 | 35 | - | 35 |
| Value of employee services | - | - | - | - | - | - | - | 61 | 61 |
| Changes in reserves | - | - | - | 21 | - | (21) | - | - | - |
| Conversion of convertible bonds into share capital | 10 | 5,898 | 26,542 | - | - | 6,098 | 38,538 | - | 38,538 |
| Balance as at 31 March 2012 (unaudited) | 57,558 | 60,747 | - | 20,320 | 20 | 304,972 | 443,617 | 30,812 | 474,429 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Company's statements of changes in equity (cont'd)
| Company | Share capital | Own shares | Share premium | Reserves | Retained earnings (accumulated deficit) | Total | |
|---|---|---|---|---|---|---|---|
| Legal reserve | Reserve of purchase of own shares | ||||||
| Balance as at 31 December 2012 (audited) | 51,802 | - | 60,747 | 5,756 | 215,211 | 27,045 | 360,561 |
| Profit (loss) for the 1st Quarter of 2013 | - | - | - | - | - | (382) | (382) |
| Acquired own shares | 11 | - | (42,956) | - | - | - | (42,956) |
| Balance as at 31 March 2013 (unaudited) | 51,802 | (42,956) | 60,747 | 5,756 | 215,211 | 26,663 | 317,223 |
| 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 | |
| Conversion of convertible bonds into share capital | 5,898 | 26,542 | - | - | 6,098 | 38,538 | |
| Balance as at 31 March 2012 (unaudited) | 57,558 | 60,747 | - | - | 291,974 | 410,279 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Company's statements of cash flows
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | |
| Unaudited | Unaudited | Unaudited | Unaudited | |
| Cash flows from (to) operating activities | ||||
| Net profit (loss) for the period | 1,418 | 20,409 | (382) | 11,006 |
| Adjustments for non-cash items and non-operating activities: | ||||
| Valuation (gain) loss, net | (124) | (49) | - | - |
| Depreciation and amortization | 2,196 | 2,619 | 14 | 20 |
| (Gain) loss on disposal of property, plant and equipment | 13 | (21) | - | - |
| Realized and unrealized loss (gain) on investments | 1,029 | (14,258) | 1,029 | (12,145) |
| (Gain) loss on disposal of subsidiaries and associates | - | (2,037) | - | 298 |
| Share of net loss (profit) of associates and joint ventures | 459 | (623) | - | - |
| Interest (income) | (593) | (1,313) | (2,333) | (3,202) |
| Interest expenses | 499 | 1,820 | 65 | 772 |
| Deferred taxes | (26) | 2,506 | 15 | 2,262 |
| Current income tax expenses | 631 | 770 | 4 | - |
| Allowances | (138) | (121) | 428 | (326) |
| Change in provisions | (20) | (4) | - | - |
| Share based payment | 39 | 61 | - | - |
| Profit from bargain purchases | - | - | - | - |
| Dividend (income) | - | - | - | - |
| Loss (gain) from other financial activities | (23) | 70 | (23) | 70 |
| 5,360 | 9,829 | (1,183) | (1,245) | |
| Changes in working capital: | ||||
| (Increase) decrease in inventories | 1,832 | (238) | (27) | - |
| Decrease (increase) in trade and other receivables | 3,941 | (7,446) | 2 | - |
| Decrease (increase) in other current assets | (759) | 118 | (22) | 23 |
| (Decrease) increase in trade payables | (8,480) | (1,893) | 1 | 36 |
| (Decrease) increase in other current liabilities | 160 | (578) | 103 | (51) |
| Cash flows (to) from operating activities | 2,054 | (208) | (1,126) | (1,237) |
| Income tax (paid) | (40) | (55) | (4) | - |
| Net cash flows (to) from operating activities | 2,014 | (263) | (1,130) | (1,237) |
(cont'd on the next page)
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Consolidated and Company's statements of cash flows (cont'd)
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | |
| Cash flows from (to) investing activities | Unaudited | Unaudited | Unaudited | Unaudited |
| (Acquisition) of non-current assets (except investment properties) | (1,923) | (1,415) | (12) | (4) |
| Proceeds from sale of non-current assets (except investment properties) | 24 | 99 | - | - |
| (Acquisition) of investment properties | (494) | (633) | - | - |
| Proceeds from sale of investment properties | 516 | - | - | - |
| (Acquisition) and establishment of subsidiaries, net of cash acquired | - | - | - | - |
| Proceeds from sales of subsidiaries, net of cash disposed | - | - | - | - |
| (Acquisition) of associates and joint ventures | - | - | - | - |
| Proceeds from sales of associates and joint ventures | 8 | 3,745 | - | 3,745 |
| Expenses related to sell of associates | - | - | - | - |
| Loans (granted) | (57) | (60) | (2,142) | (1,942) |
| Repayment of granted loans | 137 | 30,000 | 4,432 | 34,414 |
| 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 | 639 | 1,027 | 1,769 | 728 |
| (Acquisition) of and proceeds from sales of held-for-trade and available-for-sale investments | 17,967 | 1,185 | 17,967 | (35) |
| Net cash flows (to) investing activities | 16,809 | 21,105 | 22,014 | 23,719 |
| Cash flows from (to) financing activities | ||||
| Cash flows related to Group owners | ||||
| (Acquisition) of non-controlling interests | (200) | - | - | (155) |
| (Acquisition) of own shares | (42,956) | - | (42,956) | - |
| Dividends (paid) to equity holders of the parent | (321) | (16) | (321) | (16) |
| Dividends (paid) to non-controlling interests | - | - | - | - |
| (43,477) | (16) | (43,277) | (171) | |
| Cash flows related to other sources of financing | ||||
| Proceeds from loans | 816 | 2,593 | - | - |
| (Repayment) of loans | (1,792) | (1,584) | (1,036) | (5) |
| Interest (paid) | (407) | (1,101) | (119) | - |
| Financial lease (payments) | (84) | (94) | - | - |
| Transfer (to)/from restricted cash | (679) | (78) | - | - |
| (2,146) | (264) | (1,155) | (5) | |
| Net cash flows (to) from financial activities | (45,623) | (280) | (44,432) | (176) |
| Impact of currency exchange on cash and cash | 23 | (57) | 23 | (70) |
| Net (decrease) increase in cash and cash equivalents | (26,777) | 20,505 | (23,525) | 22,236 |
| Cash and cash equivalents at the beginning of the period | 5 | 56,092 | 21,346 | 33,530 |
| Cash and cash equivalents at the end of the period | 5 | 29,315 | 41,851 | 10,005 |
11
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(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 1st Quarter ended 31 March 2013 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 2012.
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 2012, except adoption of new Standards and Interpretations as of 1 January 2013, noted below.
Amendments to IAS 1 Presentation of Financial Statements – Presentation of Items of Other Comprehensive Income
The amendments change the disclosure of items presented in other comprehensive income. It require entities to separate items presented in other comprehensive income into two groups, based on whether or not they may be reclassified to profit or loss in the future. The suggested title used by IAS 1 has changed to 'statement of profit or loss and other comprehensive income'. The amended standard change presentation of Group's financial statements, but have no impact on the Group's financial position or performance.
IAS 19 Employee Benefits (Amendment)
The amendment makes significant changes to the recognition and measurement of defined benefit pension expense and termination benefits, and to the disclosures for all employee benefits. The standard requires recognition of all changes in the net defined benefit liability (asset) when they occur, as follows: (i) service cost and net interest in profit or loss; and (ii) remeasurements in other comprehensive income. The Group has to recognise all actuarial gains and losses in other comprehensive income, not in the profit or loss as currently, and to present service cost and net interest in separate line in the income statement. The amendment has no impact in the Group's financial statements for the three months ended 31 March of 2013.
12
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
2 Basis of preparation and accounting policies
Amendments to IAS 12 Deferred Tax: Recovery of Underlying Assets
The amendment introduced a rebuttable presumption that an investment property carried at fair value is recovered entirely through sale. This presumption is rebutted if the investment property is held within a business model whose objective is to consume substantially all of the economic benefits embodied in the investment property over time, rather than through sale. SIC-21, Income Taxes – Recovery of Revalued Non-Depreciable Assets, which addresses similar issues involving non-depreciable assets measured using the revaluation model in IAS 16, Property, Plant and Equipment, was incorporated into IAS 12 after excluding from its scope investment properties measured at fair value. The amendment has no impact in the Group's financial statements for the three months ended 31 March of 2013.
IFRS 13 Fair value measurement
IFRS 13 aims to improve consistency and reduce complexity by providing a revised definition of fair value, and a single source of fair value measurement and disclosure requirements for use across IFRSs. The amendment has no impact in the Group's financial statements for the three months ended 31 March of 2013.
Amendments to IFRS 7 Financial Instruments: Disclosures - Offsetting Financial Assets and Financial Liabilities
The amendment requires disclosures that will enable users of an entity's financial statements to evaluate the effect or potential effect of netting arrangements, including rights of set-off. The amendment will have an impact on disclosures but will have no effect on measurement and recognition of financial instruments. The amendment has no impact in the Group's financial statements for the three months ended 31 March of 2013.
Improvements to IFRS (issued in May 2012)
The improvements consist of changes to five standards.
- IFRS 1 First-time adoption of International Financial Reporting Standards was amended to (i) clarify that an entity that resumes preparing its IFRS financial statements may either repeatedly apply IFRS 1 or apply all IFRSs retrospectively as if it had never stopped applying them, and (ii) to add an exemption from applying IAS 23, Borrowing costs, retrospectively by first-time adopters.
- IAS 1 Presentation of Financial Statements was amended to clarify that explanatory notes are not required to support the third balance sheet presented at the beginning of the preceding period when it is provided because it was materially impacted by a retrospective restatement, changes in accounting policies or reclassifications for presentation purposes, while explanatory notes will be required when an entity voluntarily decides to provide additional comparative statements.
- IAS 16 Property, Plant and Equipment was amended to clarify that servicing equipment that is used for more than one period is classified as property, plant and equipment rather than inventory.
- IAS 32 Financial Instruments: Presentation was amended to clarify that certain tax consequences of distributions to owners should be accounted for in the income statement as was always required by IAS 12.
- IAS 34 Interim Financial Reporting was amended to bring its requirements in line with IFRS 8. IAS 34 will require disclosure of a measure of total assets and liabilities for an operating segment only if such information is regularly provided to chief operating decision maker and there has been a material change in those measures since the last annual financial statements.
As a result of the amendment, the Group now also includes disclosure of total segment liabilities.
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. The agriculture segment earned a bigger 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 bigger revenue and operational profit in the 2nd and 3rd quarter. The investment properties usually are revalued in the Group at the end of financial year.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
4 Segment information
The Board of Directors monitors the operating results of its business units of the Group 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, and in the geodesic measurement of land.
Facilities management
The facilities management segment is involved in facilities management of dwelling-houses, commercial and public real estate properties, as well as construction management.
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.
Other production and service segments
The other production and service segment is involved in, road signs production, wood manufacturing, growing and trading of ornamental trees and shrubs. The Group also presents investment, financing and management activities of the holding company in this segment, as these are not analysed separately by the Board of Directors.
Segment revenue, segment expense and segment result include transfers between business segments. Those transfers are eliminated in column 'Inter-segment transactions and consolidation adjustments'. 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.
14
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(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 1st Quarter ended 31 March 2013:
| Period ended 31 March 2013 | Furniture production | Real estate | Facility management | Agriculture | Information production technology and service | Other production technology and service | Inter-segment transactions and consolidation adjustments | Total continuing operations |
|---|---|---|---|---|---|---|---|---|
| Revenue | ||||||||
| Sales to external customers | 35,135 | 9,042 | 2,996 | - | 8,655 | 2,458 | - | 58,286 |
| Inter-segment sales | - | 269 | 249 | - | 37 | - | (555) | - |
| Total revenue | 35,135 | 9,311 | 3,245 | - | 8,692 | 2,458 | (555) | 58,286 |
| Results | ||||||||
| Other income | 516 | 76 | 8 | - | - | 1,923 | (1,842) | 681 |
| Net losses from fair value adjustment on investment property | - | 124 | - | - | - | - | - | 124 |
| Net gain (losses) on disposal of subsidiaries, associates and joint ventures | - | - | - | - | - | - | - | - |
| Net changes in fair value on financial assets | - | - | - | - | - | (1,029) | - | (1,029) |
| Segment expenses | (31,896) | (9,969) | (3,487) | - | (8,782) | (4,001) | 2,397 | (55,738) |
| Impairment, write-down and provision | - | 138 | 20 | - | - | - | - | 158 |
| Share of profit (loss) of the associates and joint ventures | - | (54) | - | (404) | - | (1) | - | (459) |
| Profit (loss) before income tax | 3,755 | (374) | (214) | (404) | (90) | (650) | - | 2,023 |
| Income tax | (571) | (238) | 30 | - | 81 | 93 | - | (605) |
| Net profit (loss) for the period | 3,184 | (612) | (184) | (404) | (9) | (557) | - | 1,418 |
| Attributable to: | ||||||||
| Equity holders of the parent | 2,297 | (612) | (184) | (404) | (25) | (557) | - | 515 |
| Non-controlling interests | 887 | - | - | - | 16 | - | - | 903 |
15
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(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 1st Quarter ended 31 March 2012:
| Period ended 31 March 2012 | Furniture production | Real estate | Facility management | Agriculture | Information technology | Other production and service | Inter-segment transactions and consolidation adjustments | 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 provision | 37 | 22 | 4 | - | - | 62 | - | 125 |
| Share of profit (loss) of the associates and joint ventures | - | (53) | - | 645 | - | 31 | - | 623 |
| Profit (loss) before income tax | 7,197 | 99 | (146) | 645 | (630) | 16,520 | - | 23,685 |
| Income tax | (1,078) | 95 | 22 | - | 57 | (2,372) | - | (3,276) |
| Net profit (loss) for the period | 6,119 | 194 | (124) | 645 | (573) | 14,148 | - | 20,409 |
| Attributable to: | ||||||||
| Equity holders of the parent | 4,414 | 195 | (124) | 645 | (454) | 14,138 | - | 18,814 |
| Non-controlling interests | 1,705 | (1) | - | - | (119) | 10 | - | 1,595 |
The following table represents segment assets of the Group operating segments as at 31 March 2013 and 31 December 2012:
| Segment assets | Furniture production | Real estate | Facility management | Agriculture | Information technology | Other production and service | Elimination | Total continuing operations |
|---|---|---|---|---|---|---|---|---|
| At 31 March 2013 | 95,024 | 275,335 | 9,391 | 47,926 | 23,591 | 202,259 | (114,207) | 539,319 |
| At 31 December 2012 | 98,504 | 275,954 | 9,853 | 48,114 | 27,236 | 249,236 | (118,988) | 589,909 |
The following table represents segment liabilities of the Group operating segments as at 31 March 2013 and 31 December 2012:
| Segment liabilities | Furniture production | Real estate | Facility management | Agriculture | Information technology | Other production and service | Elimination | Total continuing operations |
|---|---|---|---|---|---|---|---|---|
| At 31 March 2013 | 19,830 | 216,956 | 7,376 | - | 21,959 | 12,673 | (114,207) | 164,587 |
| At 31 December 2012 | 26,495 | 219,277 | 7,654 | - | 25,453 | 13,822 | (118,988) | 173,713 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
5 Cash and cash equivalents
| Group | Company | |||
|---|---|---|---|---|
| As at 31 March 2013 | As at 31 December 2012 | As at 31 March 2013 | As at 31 December 2012 | |
| Cash at bank | 29,211 | 32,194 | 10,005 | 9,719 |
| Cash in hand | 26 | 15 | - | - |
| Cash in transit | 78 | 72 | - | - |
| Term deposits with the maturity up to 3 months | - | 23,811 | - | 23,811 |
| 29,315 | 56,092 | 10,005 | 33,530 |
On 31 March 2013, the Group and the Company have placed also with the banks term deposits with the maturity more than 3 months.
| Group | Company | |
|---|---|---|
| Deposits with the maturity between 3 and 6 months | 9,020 | - |
| Deposits with the maturity more than 6 months | 12,316 | - |
| Deposit's certificate of AB bankas Snoras | 20,000 | 20,000 |
| Accumulated interest of term deposits | 179 | 100 |
| Less allowance for impairment as consequence of AB bankas Snoras insolvency | (20,100) | (20,100) |
| 21,415 | - |
As at 31 December 2012, the Group and the Company have placed term deposits at banks with the maturity of more than 3 months.
| Group | Company | |
|---|---|---|
| Deposits with the maturity between 3 and 6 months | 9,020 | - |
| Deposits with the maturity more than 6 months | 12,316 | - |
| Deposit's certificate of AB Bankas Snoras | 20,000 | 20,000 |
| Accumulated interest | 182 | 141 |
| Less allowance for impairment as consequence of AB Bankas Snoras insolvency | (20,100) | (20,100) |
| 21,418 | 41 |
6 Dividends
In 2012 and 2011 dividends were not declared.
7 Income tax
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | |
| Components of income tax expense | ||||
| Current income tax charge | (637) | (770) | (4) | - |
| Prior year current income tax correction | 6 | - | - | - |
| Deferred income tax income (expense) | 26 | (2,506) | (15) | (2,262) |
| Income tax (expenses) income charged to the income statement | (605) | (3,276) | (19) | (2,262) |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
8 Investment into subsidiaries and associates
in 1st Quarter 2013 the subsidiaries, which invest in agriculture land, and two subsidiaries, which hold investments, were split-off as preparing of the Company's split-off. Therefore, the Group now has these subsidiaries UAB Kvietnešys, UAB Kvietukas, UAB Laukaitis, UAB Lauknešys, UAB Vasarojus, UAB Žiemkentys, UAB Žiemgula, UAB Žemėja, UAB Žemgalė, UAB Deltuvis, UAB Justum.
In January 2013 the Group acquired 5.27 % of the shares of AB NRD for LTL 200 thousand. The value of the additional interest acquired was LTL 196 thousand. The negative difference equal to LTL 4 thousand between the consideration and the value of the interest acquired has been recognised directly to the shareholders equity
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. From UAB Jurita was separated UAB Justiniškių valda and UAB Justiniškių aikštelė, which owns investment property, which was owned before by UAB Jurita. The new separated entities are assigned to real estate segment.
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. In the caption "Net gains (losses) on disposal of subsidiaries, associates and joint ventures" of the Company's income statements was presented loss of LTL 298 thousand (the price of the shares was less as initial acquisition cost). Therefore, in the caption "Impairment, write-down and provisions" of the Company's income statements was presented impairment reversal of the same amount - LTL 298 thousand.
9 Other revenues and expenses
9.1. Net changes in fair value on financial assets
| Group | Company | |||
|---|---|---|---|---|
| 1st Quarter 2013 | 1st Quarter 2012 | 1st Quarter 2013 | 1st Quarter 2012 | |
| Gain (loss) from shares of Trakcja | (2,111) | 12,202 | (2,111) | 12,202 |
| Other | 1,082 | 2,056 | 1,082 | (57) |
| Net gain (loss) from financial assets at fair value, total | (1,029) | 14,258 | (1,029) | 12,145 |
| Realised (loss) gain from available-for-sale investments | - | - | - | - |
| (1,029) | 14,258 | (1,029) | 12,145 |
9.2. Finance expenses
| Group | Company | |||
|---|---|---|---|---|
| 1st Quarter 2013 | 1st Quarter 2012 | 1st Quarter 2013 | 1st Quarter 2012 | |
| Interest expenses | (499) | (1,820) | (65) | (772) |
| Other finance expenses | (14) | (63) | - | - |
| (513) | (1,883) | (65) | (772) |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
9.3. Other income
| Group | Company | |||
|---|---|---|---|---|
| 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | 1^{st} Quarter 2013 | 1^{st} Quarter 2012 | |
| Interest income | 593 | 1,313 | 2,333 | 3,202 |
| Other income | 88 | 284 | 3 | 1 |
| 681 | 1,597 | 2,336 | 3,203 |
10 The conversion of the convertible bonds
The application from the bondholders to convert LTL 32,400 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. During the 2nd Quarter 2012 the bond holders paid back of earlier received interest of LTL 4,788 thousand and had forfeited the accrued interest of LTL 2,386 thousand as at 30 March 2012. All these amounts were reversed through equity. The current income tax expenses of LTL 1,076 thousand was presented in the equity also. So total positive impact for the Company's and the Group's equity was amounted to LTL 6,098 thousand.
11 The acquisition of own shares
From 19 February 2013 until 5 March 2013 the Company implemented share buy-back through the market of official offer. Maximum number of shares to be acquired was 5,180,214. Share acquisition price established at LTL 8,287 per share. All offered shares were bought-back, the Company has paid for own shares LTL 42,956 thousand, including brokerage fees. Acquired own shares do not have voting rights.
After share buy-back the shareholders of the Company are (by votes):
| Number of votes held | Percentage | |
|---|---|---|
| Mrs. Irena Ona Mišeikiene | 12,434,159 | 26.67% |
| Mr. Vytautas Bučas | 8,198,367 | 17.58% |
| Mr. Algirdas Bučas | 4,234,709 | 9.08% |
| Mr. Darius Šulnis | 3,984,762 | 8.55% |
| UAB Lucrum Investicija | 3,836,621 | 8.23% |
| UAB LJB Investments* | 3,698,116 | 7.93% |
| Mr. Alvydas Banys | 2,029,624 | 4.35% |
| Mrs. Daiva Banienė | 1,836,234 | 3.94% |
| Other minor shareholders | 6,369,340 | 13.67% |
| Total | 46,621,932 | 100.00% |
*UAB RB Finansai was merged with UAB LJB Investments in February 2013.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
12 Earnings per share
Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.
The weighted average number of shares for the three months ended 31 March 2013 and 2012 were as follows:
| Calculation of weighted average for the three months ended 31 March 2013 | Number of shares (thousand) | Par value (LTL) | Issued/90 (days) | Weighted average (thousand) |
|---|---|---|---|---|
| Shares issued as at 31 December 2012 | 51,802 | 1 | 90/90 | 51,802 |
| Acquired own shares as at 8 March 2013 | (5,180) | 1 | 23/90 | (1,324) |
| Shares issued as at 31 March 2013 | 46,622 | 50,478 | ||
| Calculation of weighted average for the three months ended 31 March 2012 | Number of shares (thousand) | Par value (LTL) | Issued/91 (days) | Weighted average (thousand) |
| Shares issued as at 31 December 2011 | 51,660 | 1 | 91/91 | 51,660 |
| Shares issued as at 30 March 2012 | 5,898 | 1 | 1/91 | 65 |
| Shares issued as at 30 September 2011 | 57,558 | 1 | - | 51,725 |
The following table reflects the income and share data used in the basic earnings per share computations:
| Group | Company | |||
|---|---|---|---|---|
| 31 March 2013 | 31 March 2012 | 31 March 2013 | 31 March 2012 | |
| Net profit (loss), attributable to equity holders of the parent for basic earnings | 515 | 18,814 | (382) | 11,006 |
| Weighted average number of ordinary shares (thousand) | 50,478 | 51,725 | 50,478 | 51,725 |
| Basic earnings (deficit) per share (LTL) | 0.01 | 0.36 | (0.01) | 0.21 |
During the $1^{\text{st}}$ Quarter 2013 diluted earnings per share of the Group and Company is the same as basic earnings per share.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
12 Earnings per share (cont'd)
The following table reflects the share data used in the diluted earnings per share computations for the three months ended 31 March 2012:
| Number of shares (thousand) | Issued/91 (days) | Weighted average (thousand) | |
|---|---|---|---|
| Weighted average number of ordinary shares for basic earnings per share | - | - | 51,725 |
| Potential shares from convertible bond of LTL 25 million (issued on 1 December 2008) | 4,545 | 90/91 | 4,495 |
| Potential shares from convertible bond of LTL 7.44 million (issued on 8 January 2010) | 1,353 | 90/91 | 1,338 |
| Weighted average number of ordinary shares for diluted earnings per share | - | - | 57,588 |
The following table reflects the income data used in the diluted earnings per share computations for the three months ended 31 March 2012:
| Group 31 March 2012 | Company 31 March 2012 | |
|---|---|---|
| Net profit (LTL thousand), attributable to the equity holders of the parent for basic earnings | 18,814 | 11,006 |
| Interest on convertible bond | 768 | 768 |
| Net profit (LTL thousand), attributable to equity holders of the parent for diluted earnings | 19,582 | 11,774 |
| Weighted average number of ordinary shares (thousand) | 57,558 | 57,558 |
| Diluted earnings(deficit) per share (LTL) | 0.34 | 0.20 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
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 2013:
| Level 1 | Level 2 | Level 3 | Total balance | |
|---|---|---|---|---|
| Assets | ||||
| Shares of Trakcja | 5,273 | - | - | 5,273 |
| Held-for-trade securities | 8,819 | - | - | 8,819 |
| Total Assets | 14,092 | - | - | 14,092 |
| Liabilities | - | - | - | - |
The following table presents the group's assets and liabilities that are measured at fair value at 31 December 2012:
| Level 1 | Level 2 | Level 3 | Total balance | |
|---|---|---|---|---|
| Assets | ||||
| Shares of Trakcja | 9,958 | - | - | 9,958 |
| Held-for-trade securities | 7,748 | 15,268 | - | 23,016 |
| Total Assets | 17,706 | 15,268 | - | 32,974 |
| Liabilities | - | - | - | - |
During the three months ended 31 March 2013, there were no transfers between Level 1 and Level 2 fair value measurements. Financial assets in Level 2 was sold in 1st Quarter 2013.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
14 Other current liabilities
| Group | Company | |||
|---|---|---|---|---|
| As of 31 March 2013 | As of 31 December 2012 | As of 31 March 2013 | As of 31 December 2012 | |
| Employee benefits | 6,892 | 7,095 | 488 | 386 |
| Other | 7,362 | 7,151 | 1,689 | 2,066 |
| Total other current liabilities | 14,254 | 14,246 | 2,177 | 2,452 |
15 Related party transactions
Receivables from related parties are presented in gross amount (without allowance).
The Company's transactions with related parties during the $1^{\text{st}}$ Quarter 2013 and related quarter-end balances were as follows:
| 1st quarter 2013 Company | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
|---|---|---|---|---|
| Loans and borrowings | 2,007 | 65 | 165,219 | 8,035 |
| Rent and utilities | - | 45 | - | 60 |
| Dividends | - | - | - | - |
| Other | - | 11 | 271 | 5 |
| 2,007 | 121 | 165,490 | 8,100 | |
| Liabilities to shareholders and management | - | - | - | - |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
15 Related party transactions (cont'd)
The Company's transactions with related parties during the 1st Quarter 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 Group's transactions with related parties during the 1st Quarter 2013 and related quarter-end balances were as follows:
| 1st quarter 2013
Group | Sales to related parties | Purchases from related parties | Receivables from related parties | Payables to related parties |
| --- | --- | --- | --- | --- |
| Loans and borrowings | 8 | - | 6,718 | - |
| Real estate income | 2 | - | - | - |
| Other | - | - | 9 | - |
| | 10 | - | 6,727 | - |
| Liabilities to shareholders and management | 9 | - | 717 | - |
The Group's transactions with related parties during the 1st Quarter 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 | - |
| Rent and utilities | - | - | 40 | - |
| Other | - | - | - | - |
| | 13 | - | 6,797 | - |
| Liabilities to shareholders and management | 172 | - | 12,212 | - |
During three months of 2012 the Group and the Company has accrued interest expenses of LTL 768 thousand for owners of convertible bonds, which become the shareholder of the Company. Upon conversion the accrued interest was reversed.
24
AB INVALDA, company code 121304349, Šeimyniškių Str. 1A, Vilnius, Lithuania
CONSOLIDATED AND COMPANY'S FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
16 Events after the reporting period
Split-off of the Company
On 20 November 2012 the Extraordinary General Shareholders Meeting of the Company approved drawing up of the terms of the Company's split-off and authorized the Board to prepare the terms of split-off. On 13 February 2013 the split-off terms were published to public. The new name of the Company after the split-off would be AB Invalda LT. The name of new established company after split-off would be AB Invalda Privatus Kapitalas. In the split-off approximately 45.45 percent of the total assets, liabilities and the equity of the Company will be allocated to AB Invalda Privatus Kapitalas. According to the split-off terms some assets are allocated not proportionally (in full to one or other side), some assets are allocated proportionally. The entities that invest into agricultural land were split-off in the 1st Quarter 2013 into separate legal entities (see Note 8). New entities would be allocated in full to one or other side. Remaining assets will be allocated under the principle that transferred assets to AB Invalda Privatus Kapitalas would constitute approximately 45.45 percent of total assets of the Company as of the day of executing of the Transfer – Acceptance Certificates. The Extraordinary General Shareholder Meeting approved the terms of the Company's split-off on 9 April 2013. The shareholders holding the shares with the nominal value of less than 1/10 of the authorized capital of the Company, except the shareholders whose rights to sell shares to the Company during the split – off are limited according to the split – off terms, had a right within 45 days after approval of the split – off terms by the general meeting of shareholders to request that their shares would be redeemed by the Company (until 24 May 2013, see page 27). The split – off will be cancelled, if the major shareholders sell their shares through the redemption. If split-off is not cancelled due to reasons described above, it would be completed till end of May 2013. Below the split-off of the balance sheet of the Company as at 31 March 2013 is presented:
| The Company before split-off | Assets allocated fully | Loans and investments into entities, which invests into agriculture land | Assets allocated proportionally strictly | |||||
|---|---|---|---|---|---|---|---|---|
| Invalda LT | Invalda Privatus Kapitalas | Invalda LT | Invalda Privatus Kapitalas | Invalda LT | Invalda Privatus Kapitalas | Other assets | ||
| Property, plant and equipment | 127 | - | - | - | - | - | - | 127 |
| Intangible assets | 11 | - | - | - | - | - | - | 11 |
| Investments into subsidiaries | 97,727 | 56,298 | 9,963 | 2,467 | 2,033 | 13,038 | 10,862 | 3,066 |
| Investments into associates and joint ventures | 631 | - | 631 | - | - | - | - | - |
| Investments available-for-sale | 1,817 | - | - | - | - | - | - | 1,817 |
| Non-current loans granted | 84,740 | 25,338 | 14,832 | 2,391 | 2,729 | 16,856 | 14,043 | 8,551 |
| Deferred income tax assets | 17,386 | - | - | - | - | - | - | 17,386 |
| Total non-current assets | 202,439 | 81,636 | 25,426 | 4,858 | 4,762 | 29,894 | 24,905 | 30,958 |
| Current assets | ||||||||
| Inventories | 27 | - | - | - | - | - | - | 27 |
| Trade and other receivables | 271 | - | - | 17 | 31 | - | - | 223 |
| Current loans granted | 100,533 | 3,325 | 38,314 | 15,069 | 12,222 | - | - | 31,603 |
| Prepayments and deferred charges , prepaid income tax | 180 | - | 83 | - | - | - | - | 97 |
| Financial assets at fair value through profit loss | 14,092 | - | - | - | - | - | - | 14,092 |
| Cash and cash equivalents, term deposits | 10,005 | - | - | - | - | - | - | 10,005 |
| Total current assets | 125,108 | 3,325 | 38,397 | 15,086 | 12,253 | - | - | 56,047 |
| Total assets | 327,547 | 84,961 | 63,823 | 19,944 | 17,015 | 29,894 | 24,905 | 87,005 |
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
16 Events after the reporting period (cont'd)
Split-off of the Company (cont'd)
| Assets, equity, liabilities as at 31 March 2013 | Company Participating in the Split-off | Split-off Company | Company Participating in the Split-off |
|---|---|---|---|
| Assets allocated according to Split-off conditions not proportionally | 104,905 | 80,838 | 185,743 |
| Assets allocated according to Split-off conditions proportionally | 29,894 | 24,905 | 54,799 |
| Other assets | 43,885 | 43,120 | 87,005 |
| Total | 178,684 | 148,863 | 327,547 |
| Equity | 173,052 | 144,171 | 317,223 |
| Liabilities | 5,632 | 4,692 | 10,324 |
| Total | 178,684 | 148,863 | 327,547 |
The assets and liabilities of the Group entities, which would be transferred from the Group according to the terms of the split-off, recognised in the statement of financial position are follows (inter-group balances are eliminated):
| Carrying amount as at 31 March 2013 | |
|---|---|
| Intangible assets | 910 |
| Investment properties | 59,001 |
| Property, plant and equipment | 39,367 |
| Associates | 631 |
| Deferred tax assets | 1,764 |
| Inventories | 34,417 |
| Trade and other receivables | 18,035 |
| Prepaid income tax | 1,185 |
| Prepayment and deferred charges | 3,567 |
| Term deposits and restricted cash | 21,415 |
| Cash and cash equivalents | 9,162 |
| Total assets | 189,454 |
| Deferred tax liabilities | (1,325) |
| Non-current bank borrowings and financial lease liabilities | (1,340) |
| Other non-current liabilities | (1,868) |
| Current bank borrowings and financial lease liabilities | (126) |
| Trade payables | (14,380) |
| Other current liabilities | (7,855) |
| Total liabilities | (26,894) |
| Total net assets | 162,560 |
The Group would loose control of AB Vilniaus Baldai and this subsidiary would become an associate of the Group. The assets and liabilities of AB Vilniaus Baldai are included in the table above. The carrying amount of the proportion of net assets that would be attributable to the Group is LTL 29,590 thousand as at 31 March 2013 and these would be recognized as an associate at fair value at the time of split off. The assets and liabilities of the Company, which are recognised in the consolidated statement of financial position and which would be transferred from the Company according to the terms of the split-off, are equal to LTL 37,095 thousand and LTL 1,040 thousand, respectively (net assets are equal to LTL 36,055 thousand) as of 31 March 2013.
AB INVALDA
INTERIM CONSOLIDATED AND COMPANY'S CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2013
(all amounts are in LTL thousand unless otherwise stated)
Acquisition of own shares
From 10 April 2013 until 24 March 2013 the Company implemented share buy-back through the market of official offer according to split-off terms. Number of shares acquired was 1,099,343. Share acquisition price established at LTL 8,076 per share. The Company has paid for own shares LTL 8,889 thousand, including brokerage fees. Acquired own shares do not have voting rights.
After share buy-back and reported management transactions the shareholders of the Company are (by votes):
| Number of votes held | Percentage | |
|---|---|---|
| Mrs. Irena Ona Mišeikiene | 12,434,159 | 27.31% |
| Mr. Vytautas Bučas | 8,198,367 | 18.01% |
| UAB LJB Investments | 7,563,974 | 16.62% |
| UAB Lucrum Investicija | 5,601,621 | 12.31% |
| Mr. Algirdas Bučas | 4,234,709 | 9.30% |
| Mr. Darius Šulnis | 2,219,762 | 4.88% |
| Other minor shareholders | 5,269,997 | 11.57% |
| Total | 45,522,589 | 100.00% |
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