Quarterly Report • Aug 19, 2011
Quarterly Report
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AB KLAIPĖDOS NAFTA INTERIM CONDENSED FINANCIAL STATEMENTS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2011 PREPARED ACCORDING TO INTERNATIONAL FINANCIAL REPORTING STANDARTS, AS ADOPTED BY THE EUROPEAN UNION (UNAUDITED)
| Statement of financial position | 3 |
|---|---|
| Statement of comprehensive income | 5 |
| Statement of changes in equity | 6 |
| Cash flow statement | 7 |
| Explanatory notes to financial statements |
8 |
| Confirmation of responsible persons | 15 |
| 2. INTERIM MANAGEMENT REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2011: | 16 |
| Accounting period in respect of which the management report was prepared | 17 |
| The character of the core activity | 17 |
| Information on agreements with securities public turnover mediators | 17 |
| Authorised capital of the Company | 17 |
| Information on the Company"s own shares | 17 |
| Shareholders and shares | 18 |
| Significant events of the accounting period | 18 |
| Business environment | 19 |
| Results of the activity | 20 |
| Risk factors | 21 |
| Environment protection | 22 |
| Personnel | 22 |
| Information on adherence to governance code | 23 |
| Management of the Company | 23 |
| References and additional explanations about interim financial statements | 25 |
| Activity plans and forecasts of the Company | 25 |
| Other information | 25 |
| Confirmation of responsible persons | 26 |
| Notes | 30 June 2011 |
31 December 2010 |
|
|---|---|---|---|
| (unaudited) | |||
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | 342 | 395 | |
| Tangible assets | 378.317 | 387.590 | |
| Other financial assets | 7 | 8.084 | 8.124 |
| Investments into associates | 301 | 41 | |
| Total non-current assets | 387.044 | 396.150 | |
| Current assets | |||
| Inventories | 4 | 1.595 | 4.098 |
| Prepayments | 486 | 192 | |
| Trade receivables | 5 | 7.169 | 4.711 |
| Other receivables | 6 | 5.418 | 821 |
| Other current assets | 7 | 78.728 | 38.433 |
| Cash and cash equivalents | 8 | 20.538 | 29.501 |
| Total current assets | 113.934 | 77.756 | |
| Total assets | 500.978 | 473.906 |
(cont'd on the next page)
The accompanying notes, set out on pages 8-15, are an integral part of these financial statements.
| Notes | 30 June 2011 |
31 December 2010 |
|
|---|---|---|---|
| (unaudited) | |||
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 1 | 342.000 | 342.000 |
| Legal reserve | 19.000 | 19.000 | |
| Other reserves | 68.043 | 68.043 | |
| Retained earnings of the previous year | 25.973 | 25.973 | |
| Retained earnings of the current year | 27.901 | - | |
| Total equity | 482.917 | 455.016 | |
| Non-current liabilities | |||
| Deferred tax liabilities | 7.690 | 8.345 | |
| Non-current employee benefits | 971 | 926 | |
| Total non-current liabilities | 8.661 | 9.271 | |
| Current liabilities | |||
| Trade payables | 9 | 2.841 | 4.569 |
| Payroll related liabilities | 10 | 3.205 | 2.558 |
| Provision | 1.176 | 1.279 | |
| Income tax payable | 1.615 | 219 | |
| Prepayments received | - | 84 | |
| Dividends payable | 39 | 48 | |
| Other payable and current liabilities | 11 | 524 | 862 |
| Total current liabilities | 9.400 | 9.619 | |
| Total equity and liabilities | 500.978 | 473.906 |
The accompanying notes, set out on pages 8-15, are an integral part of these financial statements.
General Manager Rokas Masiulis 11 August 2011 Finance Director Mantas Bartuska 11 August 2011
| 2011 | 2010 | ||||
|---|---|---|---|---|---|
| Notes | For the six months period ended 30 June |
For the three months period ended 30 June |
For the six months period ended 30 June |
For the three months period ended 30 June |
|
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | ||
| Sales | 12 | 79.772 | 45.967 | 62.802 | 32.161 |
| Costs of sales | 13 | (44.826) | (22.343) | (39.938) | (18.494) |
| Gross profit | 34.946 | 23.624 | 22.864 | 13.667 | |
| Operating expenses | 14 | (3.603) | (1.943) | (4.604) | (2.834) |
| Other operating income (expenses) – net result | 13 | 2 | 21 | 10 | |
| Profit from operating activities | 31.356 | 21.682 | 18.281 | 10.843 | |
| Income from financial activities | 15 | 728 | 448 | 1.055 | 475 |
| Expenses from financial activities | 15 | (10) | (3) | (19) | (12) |
| Profit (loss) before income tax | 32.074 | 22.128 | 19.317 | 11.306 | |
| Income tax expense | (4.173) | (2.880) | (3.035) | (1.745) | |
| Net profit (loss) | 27.901 | 19.248 | 16.282 | 9.561 | |
| Other comprehensive income (expenses) | - | - | - | - | |
| Total comprehensive income (expenses) of the period attributed to the shareholders |
16 | 27.901 | 19.248 | 16.282 | 9.561 |
| Basic and diluted earnings (losses) per share, in LTL |
16 | 0.08 | 0.06 | 0.05 | 0.03 |
The accompanying notes, set out on pages 8-15, are an integral part of these financial statements.
| General Manager | Rokas Masiulis | 11 August 2011 |
|---|---|---|
Finance Director Mantas Bartuska 11 August 2011
| Share capital |
Legal reserve |
Other reserves |
Retained earnings |
Total | |
|---|---|---|---|---|---|
| Balance as of 31 December 2009 (restated) | 342.000 | 15.670 | 50.170 | 37.479 | 445.319 |
| Net profit for the six months | - | - | - | 16.406 | 16.406 |
| Other comprehensive income | - | - | - | - | - |
| Total comprehensive income | - | - | - | 16.406 | 16.406 |
| Announced dividends | - | - | - | (16.400) | (16.400) |
| Transfers between reserves | - | 3.330 | 17.873 | (21.203) | - |
| Balance as of 30 June 2010 (unaudited) | 342.000 | 19.000 | 68.043 | 16.282 | 445.325 |
| Balance as of 31 December 2010 (audited) | 342.000 | 19.000 | 68.043 | 25.973 | 455.016 |
| Net profit for the six months | - | - | - | 27.901 | 27.901 |
| Other comprehensive income | - | - | - | - | - |
| Total comprehensive income | - | - | - | 27.901 | 27.901 |
| Balance as of 30 June 2010 (unaudited) | 342.000 | 19.000 | 68.043 | 53.874 | 482.917 |
The accompanying notes, set out on pages 8-15, are an integral part of these financial statements.
General Manager Rokas Masiulis 11 August 2011 Finance Director Mantas Bartuska 11 August 2011
| Notes | For six months period, ended 30 June (unaudited) |
||
|---|---|---|---|
| 2011 | 2010 | ||
| Cash flows from operating activities | |||
| Net profit | 16 | 27.901 | 16.282 |
| Restoration of non-cash expenditure (income): | |||
| Depreciation and amortisation | 3 | 11.595 | 11.047 |
| ATL accumulation | (240) | 602 | |
| Change in employee benefit liabilities | 45 | 463 | |
| Accrued incom | (4.597) | 408 | |
| Interest income | (718) | (1.036) | |
| 33.986 | 27.766 | ||
| Changes in working capital: | |||
| (Increase) decrease in inventories | 2.640 | 128 | |
| Decrease (increase) in prepayments | (294) | 154 | |
| Decrease (increase) in trade and other accounts receivable | (2.458) | (1.617) | |
| Increase (decrease) in trade and other payables | (2.066) | (4.179) | |
| Increase (decrease) in other current liabilities and payroll related liabilities | 554 | 1.467 | |
| 32.362 | 23.719 | ||
| Income tax (paid) | 741 | (865) | |
| Interest received | 718 | 1.036 | |
| Net cash flows from operating activities | 33.821 | 23.890 | |
| Cash flows from investing activities | |||
| Acquisition of non-current assets | (2.529) | (1.603) | |
| Acquisition of Investments held-to-maturity | (40.255) | (20.402) | |
| Net cash flows from investing activities | (42.784) | (22.005) | |
| Cash flows from financing activities | |||
| Dividends (payments) | - | (16.400) | |
| Net cash flows from operating activities | - | (16.400) | |
| Net increase (decrease) in cash flows | (8.963) | (14.515) | |
| Cash and cash equivalents on 1 January | 29.501 | 41.188 | |
| Cash and cash equivalents on 30 June | 20.538 | 26.673 | |
The accompanying notes, set out on pages 8 – 15, are an integral part of these financial statements.
| General Manager | Rokas Masiulis | 11 August 2011 |
|---|---|---|
| Finance director | Mantas Bartuska | 11 August 2011 |
SC Klaipėdos Nafta, code 110648893 (hereinafter referred to as "the Company") is a public limited liability company registered in the Republic of Lithuania. The address of its registered office is as follows: Burių str. 19, 91003 Klaipėda, Lithuania.
The Company was established by SC Naftos Terminalas (Lithuania) and Lancater Steel Inc. (USA) acquiring 51 and 49 percent of shares respectively. The Company was registered on 27 September 1994.
As of 30 June 2011 all the shares were owned by 1.639 shareholders. The Company"s share capital – LTL 342.000.000 (three hundred forty two million) is fully paid. It is divided into 342.000.000 (three hundred forty two million) ordinary shares with a par value of LTL 1. 70,63 % of the shares (241.544.426 shares) are owned by the State of Lithuania, represented by the Ministry of Energy.
The Company has not acquired any own shares and has arranged no deals regarding acquisition or transfer of its own shares during the first quarter of 2011. The Company"s shares are listed in the Baltic Secondary List on the NASDAQ OMX Vilnius Stock Exchange.
As of 30 June 2011 and 31 December 2010 the shareholders of the Company were:
| As of 30 June 2011 | As of 31 December 2010 | |||
|---|---|---|---|---|
| Number of shares held (thousand) |
Part of ownership (%) |
Number of shares held (thousand) |
Part of ownership (%) |
|
| Government of the Republic of Lithuania, represented | ||||
| by the Ministry of Energy | 241.544 | 70.63 | 241.544 | 70.63 |
| UAB Concern Achema Group | 32.913 | 9,62 | 32.766 | 9.58 |
| Skandinavska Enskilda Banken funds | 13.937 | 4.08 | 14.254 | 4.17 |
| Swedbank fund | 10.817 | 3.16 | 10.817 | 3.16 |
| Other (less than 5 per cent each) | 42.789 | 12.51 | 42.619 | 12.46 |
| Total | 342.000 | 100.00 | 342.000 | 100.00 |
The average listed number of employees of the 30 June 2011 was 316 (306 – of the 30 June 2010).
The Management of the Company approved these financial statements on 11 August 2011.
These financial statements have been prepared on a historical basis, all the amounts are presented in Litas (LTL) and are rounded to the nearest thousand (LTL 000), except when otherwise indicated.
The financial statements of the Company have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted to be used in the European Union.
The Company applies the same accounting policies and the same calculation methods in preparing Interim Financial Statements as they have been used for the Annual Financial Statements of the year 2010. The principles used in preparation of financial statements were presented in more detail in the Notes to the Financial Statements for 2010.
During the first quarter of 2011 the Company completed updating of fuel oil unloading system of rail gantry track No.2 and started operation. During the first quarter of 2011 the Company continued updating of the following objects: automatic part of fire-fighting system; LFO storage tanks; metering system. The amount of works performed totals to LTL 2.397 thousand.
The Company completed the first stage for realization of the International Public Tender for procurement of services of the lead advisor for the preparation and implementation of the project of a liquefied natural gas terminal, announced on 29 December 2010. The qualification and experience of all the Tenderers were assessed. The six Tenderers were invited to submit their initial proposals for the next stage.
On 30 June 2011 the Company signed a contract with the lead advisor for the preparation and implementation of the project of a liquefied natural gas terminal, international company – Fluor S.A. Extraordinary General Meeting of Shareholders, which took place on 27 July 2011, approved the Contract.
The depreciation charge of the Company"s non-current assets for the first quarter of 2011 amounts to LTL 11.595 thousand (LTL 11.047 thousand – during the first quarter of 2010). LTL 11.511 thousand of depreciation charge have been included into cost of sales (LTL 10.981 thousand of the first quarter of 2010) in the Company"s statement of comprehensive income, the remaining amount has been included into operating expenses.
| As of 30 June 2011 |
As of 31 December 2010 |
|
|---|---|---|
| (unaudited) | ||
| Spare parts, construction materials and other inventories | 6.397 | 6.288 |
| Oil products, for sale | 1.170 | 3.782 |
| 7.567 | 10.070 | |
| Less: impairment of the net value | (5.972) | (5.972) |
| 1.595 | 4.098 |
On 30 June 2011 and on 31 December 2010 the Company had inventories for the amount of LTL 5.972 thousand, that have been written off down to the net sales value. The Company depreciates inventories to the net sales value if they are not used for more than 6 months.
Allowance has been accounted for construction materials and spare parts, which were not used during the reconstruction (1996 – 2005).
Oil products are energy products collected in the Waste Water Treatment Facilities. On 30 June 2011 the Company sold 3.823 tons of dark oil products collected in its Waste Water Treatment Facilities. On 30 June 2011 the Company had 1.079 tons of dark oil products collected in its Waste Water Treatment Facilities (31 December 2010 – 4.300 tons).
On 30 June 2010 the Company stored 125,9 thousand tons of oil products delivered for transshipment in its storage tanks (79,1 thousand tons as on 31 December 2010). Such oil products are not recognised in the Company"s financial statements, they are accounted for in the off-balance sheet accounts as the Company has no ownership rights into oil products.
Change in the allowance of inventories as of 30 June 2011 and 31 December 2010 is included under operating costs in the Statement of comprehensive income.
| As of 30 June 2011 |
As of December 31 2010 |
|
|---|---|---|
| (unaudited) | ||
| Receivables for reloading of oil products and other related services (net value) | 7.169 | 4.711 |
| 7.169 | 4.711 |
Trade receivables are non-interest bearing and are generally paid on 6 – 15 days terms.
On 30 June 2011 trade debts to the Company in the amount of LTL 1.791 thousand were denominated into EURO (LTL 9 thousand – on 31 December 2010).
| As of 30 June 2011 |
As of 31 December 2010 |
|
|---|---|---|
| (unaudited) | ||
| Accrued income | 5.329 | 633 |
| VAT receivable | - | 76 |
| Other taxes receivable | - | 54 |
| Other receivables | 102 | 71 |
| 5.431 | 834 | |
| Less: allowance for receivables | (13) | (13) |
| 5.418 | 821 |
The change in the impairment of other current assets was included into the operating expenses in the statement of comprehensive income.
| As of 30 June 2011 |
As of 31 December 2010 |
|
|---|---|---|
| (unaudited) | ||
| Loans and receivables | ||
| Transferred rights of demand in Vnesekonom bank | 100 | 100 |
| Loan to UAB "Ţavesys" | 363 | 365 |
| Less: allowance for receivables | (463) | (465) |
| Total: Loans and receivables | - | - |
| Investments held-to-maturit | ||
| Short-term deposits | 36.045 | 21.872 |
| Investments into the state securities of Lithuania | 40.053 | 17.391 |
| Investments into the securities of foreign countries | 1.793 | 1.870 |
| Investments into the securities of Lithuanian bank | 5.343 | 5.424 |
| Investments into the securities of foreign bank | 3.578 | - |
| Total: Investments held-to-maturity | 86.812 | 46.557 |
| Total: other financial assets | 86.812 | 46.557 |
| Short-term part | 78.728 | 38.433 |
| Long-term part | 8.084 | 8.124 |
Calculated values of other financial assets denominated in the following currencies:
| Currency | As of 30 June 2011 |
As of 31 December 2010 |
|---|---|---|
| (unaudited) | ||
| EUR | 29.478 | 6.628 |
| LTL | 57.334 | 39.929 |
| 86.812 | 46.557 |
On 24 January 2003 AB "Naftos terminalas", as a part of settlement for the shares acquired, transferred to the Company the right of demand for the deposit of USD 95.266 thousand (or LTL 277.243 thousand) in the liquidated Vnesekonom bank and the right to the loan provided to UAB "Zavesys". Cost of sales of the right in the liquidated
Vnesekonom bank amounts to LTL 100 thousand. The Company"s Management considers the receivables subject to the acquired rights of demand to be doubtful therefore they have been accounted for by cost less 100 % of allowance. Change in allowance for receivables as on 30 June 2011 and 31 December 2010 has been included into operating expenses in the Statement of Comprehensive income.
The maximum exposure to credit risk at the reporting date was represented by the fair value of the securities and term deposits, classified as investments held to maturity.
| As of 30 June 2011 |
As of 31 December 2010 |
|
|---|---|---|
| (unaudited) | ||
| Cash at bank | 1.560 | 4.067 |
| Sort-term deposits | 18.978 | 14.453 |
| Securities of foreign countries | - | 7.277 |
| Securities of Lithuanian bank | - | 2.149 |
| Investment units of money market | - | 1.555 |
| 20.538 | 29.501 |
Money in a bank earns variable interest depending on the closing balance of every day. As of 30 June 2011 the Company had term deposits of LTL 18.978 thousand (LTL 14.453 thousand – as of 31 December 2010) with the average maturity of 54 days (90 days – as of 31 December 2010) and an average interest rate of 1,46 % (1,35 % - as of 31 December 2010).
Calculated values of cash and cash equivalents are denominated in the following currencies:
| Currency | As of 30 June 2011 |
As of 31 December 2010 |
|---|---|---|
| EUR | 7.217 | 1.774 |
| LTL | 13.321 | 27.727 |
| 20.538 | 29.501 |
The maximum exposure to credit risk on the 30 June 2011 was represented by the fair value of the cash, cash equivalents, securities and term deposits, classified as investments held to maturity.
| As of 30 June 2011 |
As of 31 December 2010 |
|
|---|---|---|
| (unaudited) | ||
| Payable for railway services | 234 | 1.425 |
| Payable to contractors | 493 | 423 |
| Other trade payables | 2.114 | 2.721 |
| 2.841 | 4.569 |
Trade payables are non-interest bearing and are normally settled on 30-day terms. As on 30 June 2011 the Company had trade payables of LTL 362 thousand denominated into EURO (LTL 5 thousand – on 31 December 2010).
As of 30 June 2011 the Company"s liabilities, related to labour relations, were comprised of the calculated salaries for June in the amount of LTL 1.639 thousand and vacation reserve of LTL 1.566 thousand (LTL 1.355 thousand – on 31 December 2010).
| As of 30 June 2011 |
As of 31 December 2010 |
|---|---|
| (unaudited) | |
| - | 649 |
| 261 | 649 |
| 117 | 181 |
| 146 | 32 |
| 524 | 862 |
Other payables are non-interest bearing and have an average term of one month.
| For the six months period, ended 30 June (unaudited) |
|||
|---|---|---|---|
| 2011 | 2010 | ||
| Sales of oil reloading services | 68.520 | 61.364 | |
| Sales of dark oil products collected in the Waste Water Treatment Facilities | 5.694 | - | |
| Sales of oil products residue processing | 4.045 | - | |
| Other sales related to loadin | 1.513 | 1.438 | |
| 79.772 | 62.802 |
The Company"s income increased due to the greater transshipment tariffs after refusal of the services of Intermediaries, LTL 4.045 thousand received for oil products residue processing and LTL 5.694 thousand for the sale of oil products collected in the Waste Water Treatment Facilities of the Company after bilge water cleaning. Other sales related to reloading include moorage, sales of fresh water, transportation of crew and other sales related to reloading.
| For the six months period, ended 30 June (unaudited) |
||
|---|---|---|
| 2011 | 2010 | |
| Depreciation and amortisation | 11.511 | 10.981 |
| Wages, salaries and social security | 7.970 | 8.852 |
| Gas | 9.848 | 8.415 |
| Railway services | 4.773 | 3.910 |
| Electricity | 3.025 | 2.846 |
| Cost of sold inventories | 2.966 | - |
| Rent of land and quays | 1.028 | 1.175 |
| Tax on real estate | 975 | 1.277 |
| Repair and maintenance of non-current assets | 696 | 489 |
| ATL expenses | 576 | 602 |
| Insurance of assets | 463 | 392 |
| Other | 995 | 999 |
| 44.826 | 39.938 |
| For the six months period, ended 30 June (unaudited) |
||
|---|---|---|
| 2011 | 2010 | |
| Remuneration, bonuses and social insurance | 2.021 | 2.279 |
| Impairment of assests value, provision | 86 | 1.384 |
| Depreciation and amortisation | 84 | 66 |
| Advertisement expenses | 69 | 56 |
| Support | 12 | 35 |
| Other | 1.331 | 784 |
| 3.603 | 4.604 |
| For the six months period, ended 30 June (unaudited) |
||
|---|---|---|
| 2011 | 2010 | |
| Interest income | 666 | 1.043 |
| Earnings from exchange rate change | - | 2 |
| Fines received | 62 | 10 |
| Financial income, tota | 728 | 1.055 |
| (Losses from) currency exchange | (10) | (19) |
| Financial (expenses), total | (10) | (19) |
| 718 | 1.036 |
Basic earnings per share amounts are calculated by dividing net profit of the Company by the number of the shares available. Diluted earnings per share equal to basic earnings per share as the Company has no shares issued.
Basic and diluted earnings per share are as follows:
| For the six months period, ended 30 June (unaudited) |
||
|---|---|---|
| 2011 | 2010 | |
| Net profit attributable to shareholders | 27.901 | 16.282 |
| Weighted average number of ordinary shares (thousand) | 342.000 | 342.000 |
| Earnings per share (in LTL) | 0,08 | 0,05 |
The parties are considered related when one party has a possibility to control the other one or has significant influence over the other party in making financial and operating decisions. The related parties of the Company and transactions with them of 30 June 2011 and of 30 June 2010 were as follows:
| Purchases from related parties |
Sales to related parties |
Receivables from related parties |
Payables to related parties |
||
|---|---|---|---|---|---|
| State Tax Inspectorate at the Finance | |||||
| Ministry of the Republic of Lithuania | as of June 30 2011 | 5.170 | - | - | 1.975 |
| as of 30 June 2010 | 4.369 | - | - | 1.769 | |
| State Social Insurance Fund Board under the Ministry of Social Security |
|||||
| and Labour | as of June 30 2011 | 2.358 | - | - | - |
| as of 30 June 2010 | 2.350 | - | - | - | |
| State Enterprise Klaipeda State Seaport Authority owned by the State of Lithuania represented by the |
|||||
| Ministry of transportation | as of June 30 2011 | 1.028 | - | - | 514 |
| as of 30 June 2010 | 1.175 | - | - | 587 | |
| AB Lithuanian Railways owned by the State of Lithuania represented by the |
|||||
| Ministry of transportation | as of June 30 2011 | 4.773 | - | - | 234 |
| as of 30 June 2010 | 3.910 | - | - | 372 | |
| AB VST, UAB Energy supply centre, with the main shareholder being the State of Lithuania represented by the |
|||||
| Ministry of Energy | as of June 30 2011 | 3.025 | - | - | 384 |
| as of 30 June 2010 | 2.846 | - | - | 332 | |
| Other related parties | as of June 30 2011 | - | 15 | 1 | - |
| as of 30 June 2010 | - | 17 | 2 | - | |
| Transactions with related parties, | |||||
| in total: | 30 June 2011 | 16.354 | 15 | 1 | 3.107 |
| 30 June 2010 | 14.650 | 17 | 2 | 3.060 |
The Company"s Management is comprised of General Manager, Deputy General Manager, Production Director, Finance Director, Commercial Director and LNG Terminal Director.
| As of 30 June 2011 |
As of 30 June 2010 |
|
|---|---|---|
| Labour related disbursements | 1.044 | 1.104 |
| Number of managers | 7 | 5 |
During the first quarter of 2011 and 2010 the Management of the Company did not receive any loans, guarantees, no any other payments or property transfers were made or accrued.
On April 18, 2011 the Company obtained from Klaipeda District Court a claim from UAB NAFTOS GRUPE against the Company for the allegedly incurred losses for 17.091 mln. Litas compensation, for oil products surplus reimbursement to "Naftos grupė" UAB allegedly belonging to "Naftos grupė" and held by the Company and for recognition of Service contract from 22-12-2004, Nr. 12-12-2005 that was cancelled allegedly due to the SC Klaipėdos Nafta fault. According to the Company"s Management and after consultation with Company"s external lawyers, taking into account the evidences submitted by "Naftos grupė" UAB, provisions of law and practice of judicial proceedings connected with loss income, costs and unilateral termination of contract, it follows, that the major part of application requirements are possibly unreasonable. After the evaluation of the service contract with non-market conditions concluded on 22 12 2004 among SC Klaipėdos Nafta and "Naftos grupė" UAB and its influence on the result of SC Klaipėdos Nafta activity over the period from January 2005 to June
2010, it has been determined, that because of this contract SC Klaipėdos Nafta could incur losses of LTL 40 mln On July 5, 2011 the Company seeking to recover the part of the incurred losses, submitted a counterapplication to "Naftos grupė" UAB. Total sum of the application requirement is LTL 42,6 mln.
The General Shareholders" Meeting, held on 27 April 2011, approved Company"s Financial Statements for the year 2010, prepared in accordance with the International Financial Reporting Standards.
No other significant events have occurred after the date of financial statements.
Following Article 22 of the Law on Securities of the Republic of Lithuania and the Rules on Preparation and Submission of Periodic and Additional Information of the Lithuanian Securities Commission, we, Rokas Masiulis, General Manager of SC Klaipėdos Nafta, and Mantas Bartuska, Finance Director of SC Klaipėdos Nafta, hereby confirm that to the best of our knowledge the above-presented unaudited Interim condensed Financial Statements of SC Klaipėdos Nafta for the six months ended 30 June 2011, prepared in accordance with the International Financial Reporting Standards as adopted to be used in the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of SC Klaipėdos Nafta.
General Manage Rokas Masiulis
Finance Director Mantas Bartuska
Klaipėda August, 2011
This Interim Management Report for the first six months of 2011 is prepared for the period from 1 January 2011 up to 30 June 2011. SC Klaipėdos Nafta is referred to as the Company in this Management Report.
Legal status: Stock Company Authorized capital: LTL 342,000,000 Company code: 1106 48893 Telephone numbers: +370 46 391772 Fax numbers: +370 46 311399 E-mail addresses: [email protected] Internet site: www.oil.lt
Name of the Company: Stock Company "Klaipėdos Nafta" Date and place of registration: 27 September 1994, State Enterprise Register Centre Address: Burių street 19, 91003 Klaipėda Company"s register: State Enterprise Register Centre
The Company is known as one of Lithuania"s largest terminals in the market of oil and oil products transshipment services in the Baltic countries. The terminal"s core activity is reloading of exported oil products from railway tanks into ships. Oil products are delivered from Lithuania, Russia, Belarus and other countries. The Company also offers the opportunity to provide Lithuania with imported oil products, which are delivered to Klaipeda port by ships.
The company provides the following services:
The Company and AB SEB Bankas Financial markets department have signed an agreement on the Company"s securities accounting and securities accounting related services.
| Details about AB SEB bankas Financial markets department | |
|---|---|
| Company code | 112021238 |
| Address | Gedimino 12, 01103 Vilnius |
| Telephone number | +370 5 2681190 |
| E-mail address | [email protected] |
| Internet site | www.seb.lt |
As of 30 June 2011 the Company"s registered authorized capital amounted to LTL 342.000.000. All the shares of the Company have been fully paid and no restrictions on the transfer of securities are applied to them. Authorized capital has been divided into 342.000.000 (three hundred forty-two million) ordinary registered shares with a par value of one (1) Litas per share.
The Company did not hold any its shares.
The Company's shares are traded on a regulated market. All the shares of the Company are listed in the Baltic Secondary list on the NASDAQ OMX Vilnius Stock Exchange.
| Main data on the Company's shares | |
|---|---|
| ISIN code | LT0000111650 |
| Abbreviation | KNF1L |
| Size of issue (units) | 342.000.000 |
All the shares of the Company are ordinary registered shares granting its owners (shareholders) equal rights. The owners (shareholders) shall be granted with the rights to participate in Company"s management, unless otherwise provided for by laws, to receive dividends, rights to the part of the assets of the Company in liquidation and other rights established by the laws.
The shareholders who have owned more than 5 % of the authorized capital of the Company:
| Shareholder"s name (Company"s name, type, address Company Register Code) |
Number of shares (ps.) owned by proprietary right |
Part (%) of share capital |
|---|---|---|
| State of LR, represented by Ministry of Energy (Gedimino aven.38/2, Vilnius, 302308327) |
241.544.426 | 70,63 |
| UAB Concern ACHEMA GROUP, (Jonalaukio km., Jonava district, 156673480) |
32.913.025 | 9,62 |
The rest – 67.542.549 shares (19,75 % of the authorized capital) belong to 1.637 minority shareholders.
| Development of the share price at NASDAQ OMX Vilnius during 2008 - 2011 | ||
|---|---|---|
| The first six months of 2008 |
The first six months of 2009 |
The first six months of 2010 |
The first six months of 2011 |
|
|---|---|---|---|---|
| Highest price per 1 share, LTL | 1,02 | 1,02 | 1,27 | 1,85 |
| Lowest price per 1 share, LTL | 0,87 | 0,78 | 0,94 | 1,24 |
| Price per 1 share at the end of the period, LTL |
0,91 | 1,02 | 1,23 | 1,50 |
| Average price per 1 share, LTL | 0,95 | 0,91 | 1,16 | 1,61 |
As of 30 June 2011 the Company"s market capitalization – 513.000.000 LTL, that is 22% higher compared with 30 June 2010 market capitalization – 421.000.000 LTL.
The Company"s core activity is reloading of oil products and other related services.
During the first six months of 2011 the Company transshipped 3.992 thousand tons of oil products. 69 percent of the total load comprised of dark oil products (HFO), whose fluidness depends on product"s temperature and is determined by ambient temperatures, resulting as more energetically susceptible during transshipment. Dark oil products include: fuel oil and its substitutes, vacuum gas oil, orimulsion and others. Light oil products (LFO) - are those, whose fluidness is not dependant on product"s temperature and ambient
temperature. These products include: gasoline, diesel fuel oil, jet fuel and others.
During the first six months of 2011 comparing to the transshipment of the same period of 2010 (4.063 thousand tons) the Company transshipped 71 thousand tons or 2 percent of oil products less.
During the first six months of 2011 transshipment of oil products, supplied by AB ORLEN Lietuva, has decreased by 259 thousand tons or 11 percent from 2.259 thousand tons down to 2.000 thousand tons, if compared to the same period of 2010.
The Company"s loading dynamic depends on the oil products flows of the major client, AB ORLEN Lietuva. Planned maintenance of oil refining company has influenced over reduction of the flow.
Though the Company during the first six months of 2011 transshipped less oil products, however working without mediators as terminating co-operation with UAB Naftos grupė and implementing structural reforms at the commercial field, the Company"s incomes were LTL 16 millions or 26 percent more (see Results of the activity).
During the first six months of 2011 the Company earned LTL 80.514 thousand revenues, it is by LTL 16,6 million or by 26% more if compared with the first six month of 2010 (LTL 63.879 thousand). Revenues for the transhipment of oil products amounted to 91% of the Company"s operating income. The increase of revenues was influenced by the significant factors such as operation without intermediaries, the implemented structural reorganization in the commercial sphere as well as successful sales of oil products recovered from oily ballast and water contaminated by oil products.
The Company earned LTL 27.901 thousand net profit during the first six months of 2011, that is by LTL 11,6 million or 71 % more if compared with the same period of 2010 (LTL 16.282 thousand net profit). The increase of profit was influenced by the increased operating income (revenues). The profit of the first six months of 2011 before tax, interest, depreciation and amortisation (EBITDA) increased by 46 % and amounted to LTL 42.951 if compared with the first six months of 2011 (EBITDA). The Company did not obtain any new financial commitments during the accounting period.
| Key figures | 30 June 2011 |
30 June 2010 |
30 June 2009 |
|---|---|---|---|
| Transmission of oil products, thousand tons | 3.992 | 4.063 | 1.949 |
| Financial figures (LTL million) | |||
| Revenues | 79.772 | 62.802 | 55.671 |
| Gross profit | 34.946 | 22.864 | 24.593 |
| EBITDA | 42.951 | 29.327 | 30.066 |
| EBIT | 31.356 | 18.242 | 19.864 |
| Profit before taxation | 32.074 | 19.317 | 20.577 |
| Net profit | 27.901 | 16.282 | 16.514 |
| Fixed assets | 387.044 | 400.888 | 404.811 |
| Current assets | 113.934 | 62.933 | 40.040 |
| Total assets | 500.978 | 463.821 | 444.851 |
| Equity capital | 482.917 | 445.325 | 424.354 |
| Profitability ratio (%) | |||
| Return on equity ratio (ROE) | 12,0% | 7,5% | 7,9% |
| Return on assets (ROA) | 13,0% | 8,0% | 8,8% |
| Gross profit margin | 44% | 36% | 44% |
| Operating profit margin | 39% | 29% | 36% |
| EBITDA margin | 54% | 47% | 54% |
| EBIT margin | 39% | 29% | 36% |
| Net profit margin | 35% | 26% | 30% |
| Turnover | |||
| Accounts receivable, days | 29 | 19 | 38 |
| Accounts payable, days | 8 | 4 | 9 |
| Financial structure ratios (%) | |||
| Debt to equity ratio | 0,04 | 0,04 | 0,05 |
| Equity to assets ratio | 0,96 | 0,96 | 0,95 |
| Current liquidity ratio | 12,12 | 9,39 | 7,06 |
| Market value ratios | |||
| Share price and earnings per share ratio (P/E), times | 18 | 26 | 21 |
| Net profit per share, LTL | 0,08 | 0,05 | 0,05 |
The main competitors of the Company are the following terminals of the Baltic Sea ports, reloading dark and light oil products exported from Russia: Cargo terminal (Lithuania), Ventspils Nafta (Latvia), Ventburkers (Latvia), BLB (Latvia), Alexela (Estonia), Vopak EOS (Estonia), Vesta (Estonia), Peterburg Oil Terminal (Russia), new Ust-Luga terminal (Russia) under construction. The most significant factors influencing the competitiveness of the Company on the market are as follows: loading and accumulating capacity of the terminal, technical parameters of the logistics chain starting with railway lines, depth and numbers of quays, costs of transportation to the terminal, possibility to apply flexible prices policy, long-term supply contracts as well as good relationships with customers.
The Company is a part of the logistic chain that starts mostly in the oil-fields and oil refineries of Russia and Belarus and ends in the Western countries. Workload as well as earnings and profitability of th e company greatly depend on the situation on the oil market. In case of low refining margins, oil refiners reduce crude oil refining, i.e. produce less oil products which could be exported by the Company or its competitors. Therefore in case of low-profit oil refinery and relative decline in export oil flows, there is an acute competition for the overload of these flows that affects the Company"s load volumes and tariffs. In case of high refining margins, reverse processes take place.
Historically the Governments of Russia and Belarus strictly regulated oil and its products export from the country by establishing strict export quotas and tariffs of oil products transported by railway, giving preference to one or another port. Decisions regarding the quotas issue and exportation via specific state ports as well as application of railway tariffs preferences are often based on political motives. It is important that the Company"s advantageous geographical position helps offset these risks to a large extent.
After signing a contract with AB ORLEN Lietuva (signed on the 29th December 1999), whose load volume through the Company composes more than 50percent of the total transhipment volume, the Company"s future perspectives depend much on the production output of AB ORLEN Lietuva. Stable functioning of the Ma ţeikiai Refinery and close cooperation guarantee the main loading flow for the Company.
Loading volumes of Belarusian oil refinery compose more than 15 percent of the total loading volume of the Company"s terminal. Since Belarus has no direct access to the sea, exporting oil products Belarus must use transit via neighboring countries and their ports. Therefore cooperation with local companies and institutions is of high importance seeking to divert their load through the Company.
The Russian Government aims to export all oil products produced in Russian refineries via Russ ian ports. This country offers advantageous conditions for transporting freight into Russian ports seeking and stimulating for cooperation. In case Russian oil companies increase oil products load through their ports, competition among the terminals of the Baltic countries also strengthens because of the decreasing flows of oil products. Klaipėda sea port"s share of Russian-part shows that Russian ports are not yet available to transship all exported oil products as well as Russian companies seek to ensure a continuous supply of their products to foreign countries and therefore direct a part of the loading into the Baltic ports. Since the Company has an excellent reputation, the powerful and efficient terminal, an ice-free port, so in the long-term outlook in winter it hopefully receives Russian freight. The Company seeks to maintain regular flows of Russian cargo by signing indemnity contracts with cargo owners (Gazprom Neft Trading GMBH, Somitekno Ltd.)
During 2010 the Company changed a cooperation scheme with suppliers. The Company refused intermediati on agreements (resale of the terminal"s services through expeditors). Negotiations regarding long -term contracts are conducted directly with Owners of oil products and Traders acting at the international market in order to generate the best cooperation conditions regarding to the competitive market environment. Previous experience has shown that it was possible to increase loading tariffs of some oil products up to 50 percent.
Technological characteristics of the terminal are of major importance for quick and effective satisfaction of potential customers" needs and at the same time for generation of additiona l income. It is planned that Klaipėda sea port increases allowable draught at the Company"s jetties down to 13 meters. Actual investment plans to expand the park of berth storage by 10 percent, making opportunities to transship light oil products and heavy oil products via these storage tanks, would allow in future to transship vessels of larger tonnage and broaden the assortment of transshipped products.
Equipped terminal complex located on the area of 35.7 ha is capable to handle up to 9 million tons of exported and imported oil products per year. Total volume of oil and oil products storage tanks - 404 500 m3. Every freight batch from different refinery is stored separately in storage tanks, i.e. is not intermixed. It allows to save quantity and quality of transported products. Quality parameters are controlled by the terminal modern laboratory. The two jetties situated at the Klaipeda port harbour entrance dredged down to 14 m can accommodate tankers of up to 100,000 t capacity, with allowance draught down to 12.5 m. The road tanker loading station constructed in the terminal can handle four tank trucks simultaneously. The unique biological treatment technology employed for waste water treatment guarantees the quality of water discharged into open water basins mee ting the normative requirements of the European Union. General capacity of waste water treatment facilities – 160 m3 / hour. Waste water collected and treated per year – up to 400,000 m3 of water.
The Company"s equipment was manufactured by companies of the Western Europe and the USA – KANON, BORNEMANN, INGERSOLL DRESSER, ROTORL, ENRAF, ROSSMARK, AEG and others. Systems of automati c fire detection and fire extinguishing AJAX-HEKATRON, emergency stop HONEYWELL, technological process BAILEY management are installed.
In 2011 the Company worked without any accidents or breakdowns which could negatively affect the environment. The Company performs constant environmental monitoring works as follows:
During the first six months of 2011 running intramural expenditures for environment protection amounted LTL 1,357 thousand (during six months of 2010 – LTL 1.280 thousand). Additionally, during the first six months of 2011 different environmental analyses (polluting material analysis, other) expenditures amounted to LTL 32 thousand (during six months of 2010 – LTL 12 thousand). LTL 14 thousand were paid as pollution tax (during six months of 2010 – LTL 50 thousand).
The Company constantly instructs and trains all its personnel of safe labour methods. Employees who perform hazardous works and work with potentially hazardous equipment undergo training at licensed educational centres, re-testing takes place every 5 years. Training drills and exercises are periodically arranged to train practical skills of personnel for emergency response.
During the first six months of 2011 one small accident connected to work happened.
The average age of the Company"s personnel – 47 years old. 56 percent of the employees have acquired higher and special education.
| Average listed number of personnel |
Average salary per month, LTL | |||
|---|---|---|---|---|
| Personnel group | Six months of 2011 |
Six months of 2010 | Six months of 2011 | Six months of 2010* |
| Managers | 7 | 5 | 17.937 | 18.731 |
| Specialists | 94 | 87 | 5.197 | 5.210 |
| Workers | 216 | 214 | 3.417 | 3.658 |
| In total | 316 | 306 | 3.952 | 4.108 |
*Note: Annual premium was set for the work results of 2010.
The major social guarantees for the Company"s personnel have been provided for by the Collective Agreement. This Agreement comprises work, work payment, working and rest time, qualification improvement, safety and health protection, other social and economic conditions valid for all employees of the Company.
The Company essentially follows its compliance with the Governance Code of recommendatory character, approved in August of 2006 by Vilnius Stock Exchange for companies listed on the regulated market.
The activity of the Company is based on the Law on Companies, Law on Securities, Articles of Association and other laws and sublegislative acts of the Republic of Lithuania. The competence of General Shareholders" Meeting, shareholders" rights and their implementation are defined in the Law on Companies and in the Articles of Association.
| Name, surname | Position | Term of office |
|---|---|---|
| Valentinas Milaknis | Chairman of the Supervisory Board Public consultant of the Prime Minister of the Republic of Lithuania. No shares owned of the Company. |
April 2010 – April 2014 |
| Kęstutis Škiudas | A member of the Supervisory Board A member of the Board of VO Konservatyvioji Ateitis. No shares owned of the Company. |
April 2010 – April 2014 Adviser of the Prime Minister of the Republic of Lithuania. Chairman of the Supervisory Board of Lietuvos Elektrinė AB. |
| Eimantas Kiudulas | A member of the Supervisory Board Director of UAB Klaipėda Free Economic Zone Management Company. No shares owned of the Company. |
April 2010 – April 2014 |
The members of the Supervisory Board were elected on 27 April 2010 by the General Shareholders" Meeting. During the first six months of 2011 the members of the Company"s Supervisory Board did not receive any loans, guarantees; no any other payments or property transfers were made or accrued.
| Name, surname | Position | Term of office |
|---|---|---|
| Eimantas Kiudulas | A member of Audit Committee Director of UAB Klaipėda Free Economic Zone Management Company. No shares owned of the Company. |
For the Supervisory Board"s term of office |
| Simonas Rimašauskas | A member of Audit Committee Project Manager of Deloitte Lietuva UAB. No shares owned of the Company. |
For the Supervisory Board"s term of office |
| Mindaugas Jusius | A member of Audit Committee A member and chairman of the Board of Swedbank Life Insurance SE. No shares owned of the Company. |
For the Supervisory Board"s term of office |
During the first six months of 2011 the members of Audit Committee were counted LTL 25 thousand. The members of Audit Committee did not receive any loans, guarantees; no any other payments or property transfers were made or accrued.
| Name, surname | Position | Term of office |
|---|---|---|
| Romas Švedas Plant PI. No shares owned of the Company. |
Chairman of the Board | March 2010 – March 2014 Vice-minister of the Ministry of Energy of the Republic of Lithuania. A member of the Board of AB Lietuvos Dujos, a member of the Board of LITGRID AB. A liquidator of AB LEO LT, chairman of the Board of Ignalina Nuclear Power |
| Arvydas Darulis | A member of the Board Visaginas Nuclear Power Plant UAB. No shares owned of the Company. |
February 2010 – February 2014 Vice-minister of the Ministry of Energy of the Republic of Lithuania. Chairman of the Board of LESTO AB, chairman of the Board of Lietuvos Energija AB, chairman of the Board of Lietuvos Elektrinė AB, chairman of the Board of |
| Kęstutis Ţilėnas | A member of the Board | April 2010 – April 2014 A head of the division of Energy Resources, Electricity and Heat of the Ministry of Energy of the Republic of Lithuania. A member of the Board of LESTO AB, a member of the Board of Lietuvos Energija AB, a member of the Board of Elektros Tinklo Paslaugos UAB, a member of the Board of Tetas UAB. No shares owned of the Company. |
| Virgilijus Poderys Inovacijų Centras UAB. No shares owned of the Company. |
A member of the Board | February 2010 – February 2014 General Manager of LITGRID AB, a member of the Board of LITGRID AB, a member of the Board of Technologijų ir |
| Rokas Masiulis | A member of the Board General Manager of Klaipėdos Nafta AB. No shares owned of the Company. |
September 2010 – September 2014 |
During the first six months of 2011 the members of the Company"s Board did not receive any loans, guarantees; no any other payments or property transfers were made or accrued.
The Company is managed by General Manager. The General Manager is the one and only governing body of the Company. The General Manager is the key person, who manages and represents the Company.
As of 30 June 2011 the Management of the Company consisted of: General Manager, Deputy General Manager, Production Director, Finance Director, Director of Commerce and Director of LNG terminal. The Board of the Company approves the remuneration of the Management by determining multipliers for the fixed and variable parts of salaries.
During the first six months of 2011 the Management remuneration amounted to LTL 1.044 thousand (LTL 1.104 thousand – during the six months of 2010).
The members of the Company"s governing bodies have never been convicted for crimes regarding property, management and finances.
| Name, surname | Position | Employed from | |
|---|---|---|---|
| Rokas Masiulis General Manager May 2010 A member of the Board of the Company. No shares owned of the Company. Not participates in the management of other companies. |
|||
| Vytautas Kazimieras Aranauskas | Deputy General Manager Caretaker General Director "Naftos produktų agentūra" SE (2011 m.). No shares owned of the Company. |
May 2010 | |
| Mantas Bartuška | Finance Director No shares owned of the Company. Not participates in the management of other companies. |
May 2010 | |
| Gediminas Vitkauskas companies. |
Production Director 0,00003 % of the authorized capital owned. Not participates in the management of other |
October 1995 | |
| Sigitas Zakalskis | Director of Commerce No shares owned of the Company. Not participates in the management of other companies. |
August 2010 | |
| Rolandas Zukas | Director of LNG terminal No shares owned of the Company. Not participates in the management of other companies. |
December 2010 |
All the financial data presented in this Interim Report have not been audited and have been accounted for in accordance with International Financial Reporting Standards.
In 2010 under the obligation placed by the Government of the Republic of Lithuania the Company started implementation of a highly strategically important object – the project of Liquefied Natural Gas Terminal. On 29-07-2011 with the approval of general shareholder"s meeting the Company has signed a Contract with International Company Fluor, a lead advisor for preparation and implementation of liquefied natural gas terminal"s project.
The Contract provides that advisor will work together for four months and will perform such works as – will prepare technical plan of the project, help to choose technologies, will perform works necessary to receive compulsory licenses, will solve project security, navigation and other questions related to technical implementation of the project. In parallel he will perform works related to the economic part – will prepare terminal"s business model, financial model and will create terminal"s activity strategy. Also the consultant will supervise technical implementation of the project and will participate throughout the duration of the project till the start of terminal activity – by the end of 2014.
Technical project on "LFO storage tanks" park reconstruction (demolition 4 tanks of 5.000 m3 , construction of 2 tanks of 32.250 m 3 )" was started to prepare. Procurement procedures of recuperation are taking place according to the technical project "Utilization of hydrocarbon vapours from elevated railways".
During the first six months of 2011 the Company has finished reconstruction of fuel oil discharge system of the second track of the elevated railways. The following activities are in progress: reconstruction of automatic part of fire-fighting system; reconstruction of LFO storage tanks; updating of metering system.
The Company"s main objectives for 2011 will be maintaining profitability of the Company at the same level as in 2009 – 2010 and accumulation of the funds for construction of the main object – LNG Terminal.
In 2011 the Company will aim at optimization of its activities by increasing efficiency of transshipment and by concluding Transshipment agreements without intermediaries thus maximizing Company's income. The Company set a goal to revise the organizational structure and motivation system of employees.
The activity of the Company is based on the Articles of Association, Civil Code and other laws and sub-legislative acts of the Republic of Lithuania. The General Shareholders" Meeting can amend the Articles of Association.
The Company did not have any transactions or agreements with the members of its Supervisory Board and the Board. Information regarding transactions with related Parties is detailed in the Explanatory Notes to the Company"s Interim Financial Statements for the six months of 2011.
Pursuant to the Lithuanian legislation, all material events related to the Company's activity and information on time and place of the General Shareholders" Meetings are announced on the Company's internet site www.oil.lt., are presented to the Stock exchange AB NASDAQ OMX Vilnius and Securities Commission of the Republic of Lithuania. During the first six months of the 2011 the Company made 24 official announcements on material events and presented other regulated information on the internet site of AB NASDAQ OMX Vilnius www.nasdaqomxbaltic.com.
Following Article 22 of the Law on Securities of the Republic of Lithuania and the Rules on Preparation and Submission of Periodic and Additional Information of the Lithuanian Securities Commission, we, Rokas Masiulis, General Manager of SC Klaipėdos Nafta, and Mantas Bartuška, Finance Director of SC Klaipėdos Nafta, hereby confirm that to the best of our knowledge the above-presented interim Report of SC Klaipėdos Nafta for the six months ended 30 June 2011, includes a fair view of the Company"s business development and activities, description of the Company.
General Manager Rokas Masiulis
Finance Director Mantas Bartuška
Stock Company "Klaipėdos nafta" Burių street 19, a./d. 81 91003 Klaipėda-C Tel. +370 46 391772, Fax. +370 46 311399 E-mail: [email protected]
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