Quarterly Report • Nov 12, 2020
Quarterly Report
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Societe Anonyme 24, rue Astrid L-1143 Luxembourg R.C.S. В 156.864
| Principal Activities | 1 |
|---|---|
| Strategy Implementation | 1 |
| Impact of the Coronavirus COVID-19 | 2 |
| Financial and Operational Results | 2 |
| Subsequent Events | 3 |
| Business and Financial Risks | 3 |
| Corporate Govemance | 5 |
| Statement of the Board of Directors and management's responsibility for the preparation and approval of the interim condensed consolidated financial statements |
9 |
| Unaudited Interim Condensed Consolidated Financial Statements | |
| Unaudited Interim Condensed Consolidated Statement of Financial Position | 10 |
| Unaudited Interim Condensed Consolidated Statement of Profit or Loss | 11 |
| Unaudited Interim Condensed Consolidated Statement of Other Comprehensive Income | 12 |
| Unaudited Interim Condensed Consolidated Statement of Cash Flows | 13-14 |
| Unaudited Interim Condensed Consolidated Statement of Changes in Equity | 15 |
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
16-24
KSG Agro S.A., separately referred to as "KSG Agro" ог the "Company" and together with its subsidiaries referred to as the "Group", remains among the largest vertically integrated agricultural groups in the Dnipropetrovsk region of Ukraine, present in al/ major sectors of the agricultural market, including production, storage, processing and sale of agricultural products. lts key operating activities аге breeding of pigs, processing of pork and production of wheat and sunflower.
Below are the highlights of how the Group has implemented its development strategy in 2020:
Focus оп pigs breeding and increase its efficiency
Total revenues from pigs breeding and meat processing for the nine months ended 30 September 2020 were USD 7.4 million. Total revenues from pigs breeding and meat processing for the nine months ended 30 September 2019 were at а соmрагаЫе level of USD 7.8 million
The Group's pig complex continues to function as previously, despite the complications of the coronavirus outbreak. AII necessary security measures and guidelines аге being adhered to, with personnel screenings and disinfection activities being performed
Total sales of pigs for the nine months ended 30 September 2020 wеге 80 thousand heads and total farrow was 88 thousand heads
The construction of an additional fattening shop for 2,340 heads and an additional sow house for 360 sows, planned to Ье completed Ьу the end of 2020, will provide the Group with another production facility for fattening pigs and wi/1 provide ап opportunity to increase the Ьirth rate of piglets and improve their performance even more.
lncrease the efficiency of land farming, search for new contracts and alternative revenue sources
The total агеа of agricultural land controlled Ьу the Group as at 30 September 2020 was 21 thousand hectares, ofwhich 11 thousand hectares were under harvesting of summer crops and 1 О thousand hectares were under sowing of winter crops
Total revenue from crops fог the nine months ended 30 September 2020 was USD 6.9 million. As an altemative revenue source, the Group has used its agricultural equipment and expertise to render land cultivation and similar /and preparation services to other сгор producers for а total amount of ап additional USD 2.2 million
The Group's spring sowing campaign has started in early April, and the Group's harvesting campaign for winter crops started in late June; both as planned and largely unaffected Ьу the coronavirus outbreak
The yield of wheat and barley in 2020, compared to 2019, increased Ьу 7% and 48%, respectively - from 30.4 c/ha to 32.5 c/ha and from 28 c/ha to 41.4 c/ha; and the yield of rapeseed increased Ьу 52% - from 11 c/ha to 16.7 c/ha
As at the date of this report, the Group has also successfully completed the sowing campaign for winter crops
Reduce current debl and extend the credit period As of 4 August 2020, the Group has fully repaid its loan from LBBW, fixing the total amount of its bank and other loans at USD 29.3 million, the current portion of which being only USD 4.4 million. This was the Group's last overdue loan
Management are now focused оп the further restructuring and repayment of trade and other рауаЫеs, due to the Group currently having а negative net current assets position, and trade and other рауаЫеs comprise 75% of total current liaЬilities as at 30 September 2020
The Group has managed to increase its net current assets from а negative USD 23.5 million as at 31 December 2019 to а negative USD 6.3 million as at 30 September 2020 and, going further, management аге committed to continue improving Group's liquidity and to bring net current assets to а positive value within the next several months
The Board of Directors of the Company does not currently provide for the significant adverse effects of the coronavirus COVID-19 epidemic on the Group's financial results in 2020.
The Group is resistant to fluctuations in exchange rates because, at the moment, settlements in foreign currency do not constitute а significant share in the total cost structure. During 2019, the Group restructured most of its dеЫ in foreign currency, while freeing up reserves in the amount of more than USD 1 О million. Although а sharp increase in the exchange rates of Ukrainian Hryvnya against the US Dollar during March of 2020 resulted in recognition of significant forex losses, these losses аге non-operating losses, primarily оп revaluation of the Group's long-term loans, and therefore, аге not expected to have an effect оп the Group's operating results in the long-term, especially when the virus situation is resolved and the exchange rates return back to nonnal.
ln addition, in order to minimise external risks, starting in 2014, the Group implemented the program to build а vertically integrated structure, а closed production cycle and reduce production costs. The Group focuses on pork production and its main market is the domestic market of Ukraine, where over the past months there has been an increase in both price and demand for pork. ln addition, ргоЫеms in international trade have led to Ыocking of the competitive products import. AII this leads to an increase in the Group's sales and profit margins.
· Despite this, the Board of Directors provides regular monitoring of the situation related to the consequences of the spread of the coronavirus COVID-19 and the impact of the epidemic оп the Group's activities. Caring for the health and safety of employees, the Group took а number of measures to prevent the spread of COVID-19 at the Group's offices. Screening for staff temperature and disinfection activities are being carried out. Also, business trips and relocation of employees were reduced to the required minimum.
The Group will continue to provide infonnation on adverse effects, if any, of the impact of COVID-19 on its activities through notices on the Warsaw Stock Exchange and on its website.
The following tаЫе sets forth the Group's results of operations for the nine months ended 30 September 2020 and 2019 derived from the unaudited interim condensed consolidated financial statements:
| Nine months | Nine months Change, % | ||
|---|---|---|---|
| /п thousands of US dollars | 2020 (unaudited) |
2019 (unaudited) |
|
| Revenue | 14,666 | 17,757 | (17)% |
| Net change in fair value of blological assets and agricultural produce | 5,961 | 5,684 | 5% |
| Cost of sales | (13,861) | (21,578) | (36)% |
| Gross EГOfit | 6,766 | 1,863 | 263% |
| Selling, general and administrative expenses | (1,211) | (1,076) | 13% |
| Other OEerating income | 8,057 | 1,754 | 359% |
| OEerating EГofit | 13,612 | 2!541 | 436% |
| Other expenses | (4,367) | (3,517) | 24% |
| Finance income | 1,540 | 11,070 | (86)% |
| Finance expenses | (1,511) | (1,285) | 18% |
| Gain/(loss) оп foreign currency exchange, net | (1,897) | 1,888 | (200)% |
| Gain/(loss) оп disEosal of subsidiaries | (2,610) | (685) | 281% |
| Profit before tax | 4,767 | 10!012 | (52)% |
| lncome !ах exEense | 3) ( |
(100)% | |
| Profit for the period | 4,767 | 10,009 | (52)% |
| Operating profit | 13,612 | 2,541 | 436% |
| DeEreciation and amortisation of non-current assets | 1,100 | 1,375 | (20)% |
| EBITDA | 14,712 | 3 916 | 276% |
Revenue and cost of sales аге both lower Ьу 17% and 36%, respectively, and primarily in the сгор production segment, which is more affected Ьу seasonality and weather conditions.
Total revenue from crop production for the nine months ended 30 September 2020 was USD 6.9 million as compared to USD 9.7 million for the nine months ended 30 September 2019. Net change in the fair value of crops was USD 4.9 million for the nine months ended 30 September 2020 and 2.6 million for the nine months ended 30 September 2019.
As an alternative revenue source to hedge against the unpredictaЬility of weather conditions, the Group has used its agricultural equipment and expertise to render land cultivation and similar land preparation services to other crop producers for а total amount of USD 2.2 million for the nine months ended 30 September 2020 as compared to USD 1.9 million for the nine months ended 30 September 2019. These revenues were previously presented as part of the 'other operations' segment.
Despite the lower output of the crop production segment, the Group managed to increase the margins in both of its main segments. Segment profits for the nine months ended 30 September 2020 from crops and pigs were, respectively, USD 6.8 million and USD 0.4 million as compared to, respectively, USD 2.5 million and USD -0.3 million for the nine months ended 30 September 2019.
Accordingly, overall cost of sales is lower Ьу 36% being USD 13.9 million for the nine months ended 30 September 2020 from USD 21.6 million for the nine months ended 30 September 2019. And this trend of the relative decrease in cost of sales towards revenue is expected to continue. Main contributing factors are that the Group continues to use its own selfproduced feeds instead of purchasing them, as well the commissioning of the upgraded manure separation station at the pig complex in July 2019, which helps the Group save on energy costs.
As а consequence, the Group's EBITDA for the nine months ended 30 September 2020 increased Ьу 276% to USD 14.7 million from USD 3.9 million for the nine months ended 30 September 2019.
Going further, the construction of an additional fattening shop for 2,340 heads and an additional sow house for 360 sows, planned to Ье completed later in 2020, will provide the Group with another production facility for fattening pigs and will provide an opportunity to increase the blrth rate of piglets and improve their performance even more.
Details Ьу segment are disclosed in Note 14 to the consolidated financial statements.
As at the date of this report, the Group has successfully completed the sowing campaign for winter crops. There were по other material subsequent events.
The Group takes on exposure to credit risk, which is the risk that one party to а financial instrument will cause а financial loss for the other party Ьу failing to discharge an oЬligation. Exposure to credit risk arises as а result of the Group's sales of products on credit terms and other transactions with counterparties giving rise to financial assets.
The Group is exposed to the concentration of credit risk. Management monitors and discloses concentrations of credit risk Ьу oЬtaining monthly reports with exposures to counterparties with individually material balances.
As at 30 September 2020, the Group had 7 counterparties (31 December 2019: 8 counterparties} with aggregate receivaЫe balances above USD 150 thousand each. The total amount of these balances as at 30 September 2020 was USD 2,744 thousand (31 December 2019: USD 3,410 thousand} or 79% (31 December 2019: 47%} of financial accounts receivaЬle.
The Group takes an exposure to market risks. Market risks arise from open positions in (а} foreign currencies, (Ь) interest bearing assets and liabllities, all of which are exposed to general and specific market movements. The Group does not have significant interest-bearing financial assets. Loans and borrowings issued at variaЫe interest rates expose the Group to the interest rate risk. Loans and borrowings issued at fixed rates expose the Group to the fair value risk.
The sensitivities to market risks disclosed below are based on a change in one factor while holding all other factors constant. In practice this is unlikely to occur and changes in some of the factors may be correlated - for example, changes in interest rate and changes in foreign currency rates.
Risk of changes in interest rate is generally related to interest-bearing loans. Loans issued at variable rates expose the Group to cash flow interest rate risk. Loans issued at fixed rates expose the Group to fair value interest rate risk. The Group is currently developing its policy of fixed and variable rates loan portfolio. The Group's management analyses market interest rates to minimize interest rate risk.
Foreign exchange risk arises when future commercial transactions or recognized assets or liabilities are denominated in a currency that is not the entity's functional currency.
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. Liquidity risk is managed by monthly rolling forecasts of the Group's cash flows. The Group seeks to maintain a stable funding base primarily with bans, and trade and other payables. Key liquidity indicators are as follows:
| 30 September 2020 | |||
|---|---|---|---|
| In thousands of US dollars | (unaudited) | 31 December 2019 | |
| Total current assets | 25,204 | 20,407 | |
| Total current liabilities | (31,517) | (43,893) | |
| Net Current Assets | (6,313) | (23,486) | |
| Currant Accate to Currant I ishilitiac Patio | 0 80 | 0 46 |
Management recognises that such low liquidity indicators in the past were, to a considerable extent, a result of unpaid and overdue loans, which, at the date these financial statements are being issued, have been fully repaid.
Management are now focused on the further restructuring and repayment of trade and other payables, which comprise 75% of total current liabilities as at 30 September 2020. Management are committed to improve Group's liquidity and to bring net current assets to a positive value within the next several months.
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders as well as to provide financing of its operating requirements, capital expenditures and Group's development strategy. The Group's capital management policies aim to ensure and maintain an optimal capital structure to reduce the overall and flexibility relating to Group's access to capital markets.
| In thousands of US dollars | 30 September 2020 (unaudited) |
31 December 2019 |
|---|---|---|
| Bank and other loans | 29,300 | 29,260 |
| Promissory notes issued | 1.998 | 1.990 |
| Less: cash and cash equivalents | (187) | (299) |
| Net debt | 31,111 | 30,951 |
| Total equity | 12,882 | 11,322 |
| Net Debt to Equity Ratio | 2.42 | 2.73 |
The Group is currently developing its capital management monitors on a regular basis the Group's capital structure and may adjust its capital management policies and targets following changes of its operating environment, market sentiment or its development strategy.
Management believes it is responding appropriately to all the risks identified in order to support the sustainability of the Group's business in the current circumstances.
The Board of Directors (the "Board") observes the majority of Warsaw Stock Exchange corporate governance rules included in the "Code of Best Practice for WSE Listed Companies" in the form and to the extent determined Ьу the Resolution No. 19/1307/2012 of the Exchange Supervisory Board dated 21 November 2012. Code of Best Practice for WSE Listed Companies is availaЫe at the official website of the Warsaw Stock Exchange
The Board of Directors consists of five members, three of each hold an executive role (Directors А), and two directors are поп executive ones (Directors В)
Мг. Sergiy Kasianov, Chairman of the Board of Directors, has а significant indirect holding of securities in the Company. No other person has а significant direct or indirect holding of securities in the Company. No person has any special rights of control over the Company's share capital.
There аге по restrictions оп voting rights.
With regard !о the appointment and replacement of Directors, its Articles of Association (hereinafter referred to as the "Articles of Association") and Luxembourg Law comprising the Companies Law 1915 govern the Company. А general meeting of the shareholders under the quorum may amend the Articles of Association from time to time and majority requirement provided fог Ьу the Law of 1 О August 1915 Оп Commercial Companies in Luxembourg, as amended.
The Board is responsiЬle for managing the business affairs of the Company within the clauses of the Articles of Association. The Directors may only act at duly convened meetings of the Board of Directors or Ьу written consent in accordance with article 9 of Articles of Association.
Articles of Association and national laws and regulation govern the operation of the shareholders meetings and their key powers, description of their rights.
Transfer of shares is governed Ьу Articles of Association of the Company.
ln this regard the Company is governed Ьу Article 9 of the Articles of Association.
Мг. Sergiy Kasianov has Ьееп appointed as Chairman of the Воагd of Directors.
The Board of Directors shall meet upon call Ьу the Chairman, or апу two Directors at the place and time indicated in the notice of meeting, the person(s) convening the meeting setting the agenda.
Written notice of апу meeting of the Board of Directors shall Ье given to all Directors at least five (5) calendar days in advance of the hour set for such meeting, except in circumstances of emergency where 24 hours prior notice shall suffice which shall duly set out the reason fог the urgency.
The Ьоагd of Directors may act validly and validly adopt resolutions if approved Ьу the majority of Directors including at least one class А and опе class В Director at least а majority of the Directors are present or represented at а meeting.
The audit committee is composed of three members and is in charge of overseeing financial reporting and disclosure.
The Company's management is responsible for establishing adequate controls over financial reporting process for KSG Agro S.A., which include the appropriate level of Directors' involvement.
KSG Agro S.A. maintains an effective internal control structure. It consists, in particular, of organizational arrangements with clearly defined lines of responsibility and delegation of authority, and comprehensive systems and control procedures. An important element of the control environment is an ongoing internal audit program. KSG Agro S.A. system also contains monitoring mechanisms, and actions taken to correct deficiencies if they identified.
To assure the effective administration of internal controls, KSG Agro S.A. carefully selects employees, develops and disseminates oral and written policies and procedures, provides appropriate communication channels and fosters an environment conducive to the effective functioning of controls.
The Company's internal control over financial reporting includes those policies and procedures that:
We believe that it is essential for the Company to conduct its business affairs in accordance with the highest ethical standards, as set forth in KSG Agro S.A.
Article 11 a) the structure of their capital, including securities which are not admitted to trading on a regulated market in a Member State, where appropriate with an indication of the different classes of shares and, for each class of shares, the rights and obligations attaching to it and the percentage of total share capital that it represents.
According to article 5.1 of the articles of association of the Articles), the Company's subscribed share capital amounts to one hundred fifty thousand two hundred United States Dollars (USD 150,200.00) represented by fifteen million twenty thousand (15,020,000) shares having a nominal value of one Cent (USD 0.01) each.
All the issued share capital of the Company is admitted to listing and trading on the main market of the Warsaw Stock Exchange.
On May 23, 2013 The Company bought back thirty-two thousand one hundred and seventy-two (32,172) own shares, representing 0.21% of share capital, that are accounted for as treasury shares.
The shares of the Company are transferred in accordance with customary procedures for the transfer of securities in Book-entry form.
Furthermore, there is no restriction with the transfer of securities pursuant to article 7.5 of the Articles. The sole requirement is that any transfer shall be recorded in the register of shares of the Company.
ln accordance with article 7.1 О of the Articles, any shareholder, company ог individual, who acquires ог sells shares, including certificates representing shares of the Company, shall notify to the Company the percentage of the voting rights he/she/it will own pursuant to such acquisition ог sale, in case such percentage reaches the thresholds of 5%, 10%, 15%, 20%, 33 1/3%, 50% and 66 2/3% ог supersedes ог falls under such thresholds. The shareholders shall also notify the Company should the percentage of their respective voting rights reach the above mentioned thresholds ог supersede them or fall under such thresholds pursuant to certain events amending the voting rights repartition of the Company.
Those notification requirements apply also to certain situations as listed Ьу article 9 of the law of 11 January 2008 on transparency oЬligations with respect to the information of companies which securities аге listed оп а regulated market.
The main shareholder of the Company as at 31 December 2019 is:
OLBIS lnvestments L TD S.A. holds nine million seven hundred and five thousand five hundred (9,705,500) shares, representing 64.62% of the issued share capital of the Company.
KSG Agro S.A holds thirty-two thousand one hundred seventy-two (32,172) shares, representing 0.21 % of the issued share capital of the Company.
ln free float there аге five million two hundred and eighty-two thousand three hundred twenty-eight (5,282,328) shares, representing 35.17% of the issued share capital of the Company.
Article 11 d) the holders of any securities with special control rights and а description of those rights.
There аге по special control rights.
Article 11 е) the system of controJ of any employee share scheme where the control rights are not exercised directly Ьу the employees.
There is no employee share scheme.
Article 11 f) any restrictions on voting rights, such as limitations of the voting rights of holders of а given percentage or number of votes, deadlines for exercising voting rights, or systems whereby, with the company's cooperation, the financial rights attaching to securlties are separated from the holding of securities.
Pursuant to article 7.1 О of the Articles, if а shareholder breaches the thresholds mentioned in point Ь) and fails to notify the Company within the period of four ( 4) listing days, as stated therein, the exercise of voting rights attached to the new participation exceeding the relevant threshold will Ье suspended.
То the best of our knowledge there аге по such agreements.
Pursuant to article 8 of the Articles, the directors of the Company (the Directors ог the Board, as applicaЬle) аге to Ье appointed Ьу the general meeting of the shareholders of the Company (the General Meeting) for а period not exceeding six (6) years and until their successors аге elected. Moreover, the decision to suspend ог dismiss а Director must Ье adopted Ьу the General Meeting with а majority of mоге than one-half (1/2) of all voting rights present ог represented. When а legal person is appointed as Director, the legal entity must designate а permanent representative (representant permanent) in accordance with article 51Ьis of the Law of 10 August 1915 Оп Commercial Companies, as amended (the Company Law).
ln accordance with article 20 of the Articles, the Articles may Ье amended from time to time Ьу а General Meeting under the quorum and majority requirements provided for Ьу the Company Law.
With respect to the acquisition of own shares, article 6 of the Articles estaЬlishes that the Company may acquire its own Shares to the extent permitted Ьу law. То the extent permitted Ьу LuxemЬourg law, the Board is irrevocaЬly authorized and empowered to take any and all steps to execute any and all documents to do and perform any and all acts for and in the name and оп behalf of the Company which may Ье necessary ог advisaЫe in order to effectuate the acquisition of the shares and the accomplishment and completion of all related actions.
According to article 11.2 of the Articles, the Board is vested with the broadest powers to perform all acts of administration and disposition in the Company's interests and within the objectives and purposes of the Company. AII powers not expressly reserved Ьу law ог Ьу the Articles to the General Meeting fall within the competence of the Board.
Article 11 j) any significant agreements to which the company is а party and which take effect, alter or terminate upon а change of control of the company following а takeover Ыd, and the effects thereof, except where their nature is such that their disclosure would Ье seriously prejudicial to the company; this exception shall not apply where the company is specifically oЫiged to disclose such information on the basis of other legal requirements.
То the extent of our knowledge there аге по such agreements.
Article 11 k) any agreements between the company and its board members or employees providing for compensation if they resign or are made redundant without valid reason or if their employment ceases because of а takeover Ыd.
То the extent of our knowledge there аге по such agreements.
This management report for the nine months ended 30 September 2020 was approved for issue оп 1 О November 2020.
A.V. Skorokhod Y.V. Kyselova
- I
(Chief Executive Officer) (Chief Financial Officer)
Statement of the Board of Directors and management's responsibility for the preparation and approval of the interim condensed consolidated financial statements
The following statement is made with a view to clarify responsibilities of management and Board of Directors in relation to the interim condensed consolidated financial statements of KSG AGRO S.A. and its subsidiaries (further - the Group).
The Board of Directors and the Group's management are responsible for the interim condensed consolidated financial statements of the Group as of 30 September 2020 and for the nine months then ended in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.
In preparing the interim condensed consolidated financial statements, the Board of Directors and management are responsible for:
The Board of Directors and management are also responsible for:
In accordance with Article 4 (2) (c) of the Law of Luxembourg of 11 January 2008 on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market, we declare that, to the best of our knowledge, the interim condensed consolidated financial statements for the nine months ended 30 September 2020, prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of KSG Agro S.A. and its subsidiaries included in the consolidation taken as a whole. In addition, the management report includes a fair review of the development and performance of the business and the position of KSG Agro S.A. and its subsidiaries included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.
These interim condensed consolicated financial statements as of 30 September 2020 and for the nine months then ended were approved for issue on 10 November 2020.
A V Skorokhod (Chief Executive Officer)
Y.V. Kvselova (Chief Financial Officer)
as at 30 September 2020
| 30 September | 31 December | ||
|---|---|---|---|
| In thousands of US dollars | Note | 2020 (unaudited) |
2019 |
| ASSETS | |||
| Non-current assets | |||
| Property, plant and equipment | 7 | 17,163 | 19,559 |
| Long-term biological assets | 9 | 27,787 | 33,194 |
| Deferred tax assets | 198 | 236 | |
| Right-of-use assets | 8 | 784 | 1,298 |
| Total non-current assets | 45,932 | 54,287 | |
| Current assets | |||
| Current biological assets | 9 | 9,458 | 6,066 |
| Inventories and agricultural produce | 10 | 10,443 | 8,420 |
| Trade and other accounts receivable | 11 | 3.789 | 5,322 |
| Taxes recoverable and prepaid | 1,327 | 300 | |
| Cash and cash equivalents | 187 | 299 | |
| Total current assets | 25,204 | 20,407 | |
| TOTAL ASSETS | 71,136 | 74,694 | |
| EQUITTY | |||
| Share capital | 150 | 150 | |
| Share premium | 37,366 | 37,366 | |
| Treasury shares | (112) | (112) | |
| Retained earnings | (31,869) | (37,901) | |
| Currency translation reserve | (4,175) | (3,877) | |
| Equity attributable to the owners of the Company | 1,360 | (4,374) | |
| Non-controlling interests | 11,522 | 15,696 | |
| TOTAL EQUITY | 12,882 | 11,322 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Bank and other loans | 13 | 24,815 | 17,475 |
| Lease liabilities | 8 | 1,922 | 2,004 |
| Total non-current liabilities | 26,737 | 19,479 | |
| Current liabilities | |||
| Trade and other accounts payable | 12 | 23,694 | 29,290 |
| Bank and other loans | 13 | 4,485 | 11,785 |
| Lease liabilities | 8 | 1,226 | 738 |
| Promissory notes issued | 1,998 | 1,990 | |
| Taxes payable | 114 | 90 | |
| Total current liabilities | 31,517 | 43,893 | |
| TOTAL LIABILITIES | 58,254 | 63,372 | |
| TOTAL LIABILITIES AND EQUITY | 71,136 | 74,694 |
Approved for issue and signed on behalf of the Board of Directors on 10 November 2020.
A.V. Skorokhod (Chief Executive Officer)
Y.V. Kyselova (Chief Financial Officer)
The accompanying notes are an integral part of these consolidated financial statements
for the nine months ended 30 September 2020
| Nine months | Nine months | ||
|---|---|---|---|
| ln thousands of US dollars | Note | 2020 (unaudited) |
2019 (unaudited) |
| Revenue | 14 | 14,666 | 17,757 |
| Net change in fair value of Ьiological assets and agricultural produce | 14 | 5,961 | 5,684 |
| Cost of sales | 14 | (13,861) | (21,578) |
| Gross profit | 6,766 | 1,863 | |
| (1,211) | |||
| Selling, general and administrative expenses | 15 | 8,057 | (1,076) |
| Other operating income Operating profit |
13,612 | 1,754 2,541 |
|
| Other expenses | 16 | (4,367) | (3,517) |
| Finance income | 17 | 1,540 | 11,070 |
| Finance expenses | 17 | (1,511) | (1,285) |
| Foreign currency exchange gain/()oss), net | 18 | (1,897) | 1,888 |
| Gain/(loss) оп reorganisation and disposal of subsidiaries | (2,610) | (685) | |
| Profit before tax | 4,767 | 10 012 | |
| lncome tax expense | |||
| Profit for the period | 4,767 | {3) 10, 009 |
|
| Profit attributaЫe to: | |||
| Owners of the Company | 6,032 | 9,670 | |
| Non-controlling interest | (1,265) | 339 | |
| Profit for the period | 4,767 | 10, 009 |
|
| Earnings per share | |||
| Weighted-average number of common shares outstanding | 15,020,000 | 15,020,000 | |
| Basic and diluted eamings рег share, USD | 0.40 | 0.64 |
Approved for issue and signed оп behalf of the Board of Directors on 1 О November 2020.
A.V. Skorokhod
(Chief Executive Officer) (Chief Financial Officer)
Unaudited Interim Condensed Consolidated Statement of Other Comprehensive Income
for the nine months ended 30 September 2020
| Nine months | Nine months | |
|---|---|---|
| In thousands of US dollars | 2020 (unaudited) |
2019 (unaudited) |
| Profit for the period | 4,767 | 10,009 |
| Other comprehensive income/(loss), net of income tax | ||
| Currency translation differences | (3,207) | 464 |
| Total comprehensive income/(loss) for the period | 1,560 | 10,473 |
| Total comprehensive income/(loss) attributable to: | ||
| Owners of the Company | 5,734 | 10.407 |
| Non-controlling interests | (4,174) | 66 |
| Total comprehensive income/(loss) for the period | 1,560 | 10,473 |
Approved for issue and signed on behalf of the Board of Directors on 10 November 2020.
A.V. Skorokhod (Chief Executive Officer)
Y.V. Kyselová (Chief Financial Officer)
The accompanying notes are an integral part of these consolidated financial statements
for the nine months ended 30 September 2020
| Nine months | Nine months | ||
|---|---|---|---|
| In thousands of US dollars | Note | 2020 (unaudited) |
2019 (unaudited) |
| Cash flow from operating activities | |||
| Profit before tax | 4,767 | 10,012 | |
| Adjustments for: | |||
| Depreciation and amortisation | 7,8 | 1,100 | 978 |
| Net change in fair value of biological assets and agricultural produce | 9 | (5,961) | (5,684) |
| Impairment and write-off of inventory | 16 | 658 | 59 |
| Impairment and write-off of VAT and accounts receivable | 16 | 3,619 | 2,783 |
| Write-off of accounts payable | (8,047) | (1,743) | |
| Finance income | 17 | (1,540) | (11,070) |
| Finance expenses | 17 | 1,511 | 1,285 |
| Exchange differences | 3,912 | (1,888) | |
| (Gain)/loss on reorganisation and disposal of subsidiaries | 2,610 | 685 | |
| Operating cash flow before working capital changes | 2,629 | (4,583) | |
| Change in trade and other accounts receivable | (2,678) | (3,303) | |
| Change in biological assets | (3,536) | (2,095) | |
| Change in inventories and agricultural produce | 1,635 | (3,198) | |
| Change in taxes receivable and payable | (1,194) | (617) | |
| Change in trade and other accounts payable | 3,703 | 15,557 | |
| Cash generated from operations | 559 | 1,761 | |
| Interest paid on loans and leases | 8, 13 | (997) | (536) |
| Income tax paid | (13) | (4) | |
| Cash generated from / (used in) operating activities | (451) | 1,221 | |
| Cash flow from investment activities | |||
| Acquisition and disposal of property, plant and equipment | (1,047) | (354) | |
| Interest received | 3 | 7 | |
| Disposal of subsidiaries, net of cash disposed | |||
| Cash generated from / (used in) investment activities | (1,044) | (347) |
The accompanying notes are an integral part of these consolidated financial statements
for the nine months ended 30 September 2020
| Nine months 2020 |
Nine months 2019 |
||
|---|---|---|---|
| /п thousands of US do/fars | Note | (unaudited) | (unaudited) |
| Cash flow from financing activities | |||
| Proceeds from bank and other loans | 13 | 8,808 | 1,299 |
| Repayment of bank and other loans | 13 | (7,383) | (1,771) |
| Repayment of leases | 8 | (290) | |
| Cash generated from / (used in) flnancing activities | 1,425 | (762) | |
| Net (decrease) / increase in cash and cash equivalents | (70) | 112 | |
| Cash and cash equivalents at the beginning of the period | 299 | 229 | |
| Effect of exchange rate differences оп cash and cash eguivalents | (42) | 5 | |
| Cash and cash equivalents at the end of the period | 187 | 346 |
Approved for issue and signed on behalf of the Воагd of Directors on 1 О November 2020.
A.V. Skorokhod Y.V. Kyselova
(Chief Executive Officer) (Chief Financial Officer)
The accompanying notes аге ап integral part of these consolidated financial statements
for the nine months ended 30 September 2020
| Attributable to owners of the Company | Non-controlling Total equity interest |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| Note | Share capital |
Share premium |
Treasury shares |
Currency translation |
Retained earnings |
Total attributable to owners of the |
|||
| In thousands of US dollars | reserve | Company | |||||||
| Balance as at 1 January 2019 | 150 | 37,366 | (112) | (10,659) | (40,274) | (13,529) | 7,167 | (6,362) | |
| Profit for the period | - | 9,670 | 9,670 | 339 | 10,009 | ||||
| Other comprehensive income/(loss) | 737 | 737 | (273) | 464 | |||||
| Total comprehensive income/(loss) for the period | 737 | 9,670 | 10,407 | હિંદ | 10,473 | ||||
| Balance as at 30 September 2019 (unaudited) | 150 | 37,366 | (112) | (9,922) | (30,604) | (3,122) | 7,233 | 4,111 | |
| Balance as at 1 January 2020 | 150 | 37,366 | (112) | (3,877) | (37,901) | (4,374) | 15,696 | 11,322 | |
| Profit for the period | 6,032 | 6,032 | (1,265) | 4,767 | |||||
| Other comprehensive income/(loss) | 1 | (298) | (298) | (2,909) | (3,207) | ||||
| Total comprehensive income/(loss) for the period | (298) | 6,032 | 5,734 | (4,174) | 1,560 | ||||
| Balance as at 30 September 2020 (unaudited) | 150 | 37,366 | (112) | (4,175) | (31,869) | 1,360 | 11,522 | 12,882 |
Approved for issue and signed on behalf of the Board of Directors on 10 November 2020.
A.V. Skorokhod (Chief Executive Officer)
Y.V. Kyselova/ (Chief Financial Officer)
The accompanying notes are an integral part of these consolidated financial statements
KSG Аgго S.A. (the "Company") was incorporated under the name Borquest S.A. оп 16 November 2010 as а "Societe Anonyme" under Luxembourg Company Law for an unlimited period. Оп 08 March 2011 the Company's name was changed to KSG Agro S.A.
The registered office of the Company is at 24, rue Astrid, L-1143 Luxembourg and the Company number with the Registre de Commerce is В 156 864.
The Company and its subsidiaries (together referred to as the "Group") produces, stores, processes and sells agricultural products, mostly crops, pork and pigs in live weight, and its business эctivities эге conducted mэinly in Ukraine.
Average number of staff employed Ьу the Group in 2020 wэs 403.
The Company's immediэte pэrent is OLBIS lnvestments L TD SA, registered in Panэma, and the ultimate controlling рагtу is Мг. Sergiy Kasianov. OLBIS lnvestments L TD S.A. holds 64.62% of the issued shэre capital of the Company, 0.21 % of shares are treasury shares and the remэining 35.17% of shэres эге free float shares listed оп the Warsaw Stock Exchэnge.
Principal эctivities of the entities forming the Group and the Company's effective ownership interest in these entities as at 30 September 2020 and 31 December 2019 were as follows:
| Effective ownership ratlo, % | |||||
|---|---|---|---|---|---|
| Entity | Principal activity | Country of reglstration |
30 September 2020 |
31 DecemЬer 2019 |
|
| KSG Agro S.A. | Holding company | LuxemЬourg | |||
| KSG Agricultural and lndustrial Holdin LTO |
Subholding company | Cyprus | 100% | 100% | |
| KSG Agro Polska ** | Liquidation | Poland | 100% | ||
| KSG Energy Group L ТО •• | Liquidation | Cyprus | 50% | ||
| Parisifia L ТО •• | lntermediate holding com an |
Cyprus | 50% | 50% | |
| AЬbondanza SA | Trade of agricultural roducts |
Switzerland | 50% | 50% | |
| Enterprise #2 of Ukrainian Agricultural and lndustrial Holding LLC |
Agricultural production | Ukraine | 100% | 100% | |
| Trade House of the Ukrainian Agroindustrial Holding LLC •• |
Oormant | Ukraine | 100% | 100% | |
| Hlebna Liga LLC •• | Oormant | Ukraine | 100% | 100% | |
| Scorpio Agro LLC | Agricultural production | Ukraine | 100% | 100% | |
| Agrofirm Vesna LLC •• | Oormant | Ukraine | 100% | 100% | |
| Agro-Trade House Oniprovsky LLC | Agricultural production | Ukraine | 100% | 100% | |
| SPE Promvok LLC | Agricultural production | Ukraine | 100% | 100% | |
| KSG Onipro LLC | Agricultural production | Ukraine | 100% | 100% | |
| Agro Golden LLC | Agricultural production | Ukraine | 100% | 100% | |
| Souz-3 LLC (Note 20) | Agricultural production | Ukraine | 100% | ||
| KSG Trade House L ТО•• | Oormant | Ukraine | 100% | 100% | |
| Askoninteks LLC •• | Oormant | Ukraine | 100% | ||
| Trade House Rantye (Note 20) | Trade of agricultural roducts |
Ukraine | 100% | ||
| Agro LLC (Note 20) | Liquidated | Ukraine | 100% | ||
| Agroplaza LLC | lntermediate holding com an |
Ukraine | 50% | 50% | |
| Kolosyste LLC •• | Ukraine 50% Oormant |
50% | |||
| Stepove LLC •• | Oormant | Ukraine | 50% | 50% | |
| Ozherelo LLC •• | Oormant | Ukraine | 50% | 50% | |
| Strong-lnvest LLC | Agricultural production | Ukraine | 50% | 50% | |
| Rantye LLC | Agricultural production | Ukraine | 50% | 50% | |
| Pererobnyk РЕ LLC ** | Oormant | Ukraine | 25% | 25% |
Notes to the Unaudited lnterim Condensed Consolidated Financial Statements tor the nine months ended 30 September 2020
(А// amounts in USO thousand, unless otherwise stated)
| Entity | Effective ownership ratio, % | ||||
|---|---|---|---|---|---|
| Principal activity | Country of registration |
30 September 2020 |
31 December 2019 |
||
| Ukrzernoprom - Prudy LLC • |
Agricultural production | Ukraine | 50% | 50% | |
| Ukrzernoprom - Uyutne LLC • |
Agricultural production | Ukraine | 50% | 50% | |
| Ukrzemoprom - Kirovske LLC • |
Agricultural production | Ukraine | 50% | 50% | |
| Ukrzemoprom - Yelizavetove LLC * |
Agricultural production | Ukraine | 50% | 50% |
Entities marked with * are located in Crimea. The Group has no operating control over them from October 2014, so deconsolidation of these entities was provided and net assets were written off to zero.
Entities marked with ** did not provide operational activity in 2020 and 2019 and аге not consolidated due to immateriality. For Pererobnyk РЕ LLC, the Group has no operating control and accounts for its investment under the equity method, although it is not separately presented in these financial statements due to its immateriality.
The Group consolidates all other subsidiaries, including those where it owns less than 51 per cent of the equity shares. Based оп the contractual arrangements between the Group and other investors, the Group has the power to appoint and remove the majority of the board of directors of these subsidiaries. The relevant activities of subsidiaries are determined Ьу their boards of directors based on simple majority votes. Therefore, management of the Group concluded that the Group has control over the subsidiaries and the subsidiaries are consolidated in these financial statements.
ln determining the appropriate basis for preparation of the consofidated financial statements, Management are required to consider whether the Group can continue in operational existence for the foreseeaЫe future. The financial performance of the Group is naturally dependent upon weather conditions in areas of operation and the wider economic environment of Ukraine.
With the recent and rapid development of the Coronavirus disease (COVID-19} outbreak, the world economy entered а period of unprecedented health саге crisis that has already caused consideraЫe global disruption in business activities and everyday life.
Many countries have adopted extraordinary and economically costly containment measures. Certain countries have required companies to limit or even suspend normal business operations. Governments of all countries where the Group operates have implemented restrictions оп travelling as well as strict quarantine measures.
lndustries such as tourism, hospitality and entertainment are expected to Ье directly disrupted significantly Ьу these measures. Other industries such as manufacturing and financial services are expected to Ье indirectly affected and their results to also Ье negatively affected.
The financial effect of the current crisis оп the global economy and overall business activities cannot Ье estimated with reasonaЫe certainty at this stage, due to the расе at which the outbreak expands and the high level of uncertainties arising from the inabllity to reliaЫy predict the outcome.
Management has considered all availaЫe information about the future, which was oЬtained after 30 September 2020, including the impact of the COVID-19 outЬreak оп customers, suppliers and staff, as well as actual and projected foreseeaЫe impact from various factors, such as the fol/owing:
• whether the Group can continue to operate if staff were not аЫе to physically Ье present;
Management has concluded that there is по significant impact in the Group's profitabllity position. The event is not expected to have an immediate material impact on the business operations.
Management will continue to monitor the situation closely and will assess the need for additional measures in case the period of disruption becomes prolonged.
The Group has adopted the following new and amended IFRS Standards and lnterpretations that are effective for annual periods beginning оп ог after 1 January 2020:
The adoption of the above Standards and lnterpretations has not had any material effect оп the disclosures or оп the amounts reported in these consolidated financial statements. However, following the clarified guidance of the new Conceptual Framework in respect of 'obscuring information', going forward the Group plans to change the order and format of certain disclosures where such change would improve the presentation of information to the primary users.
These consolidated financial statements have been prepared in accordance with lnternational Accounting Standard (IAS) 34 "lnterim Financial Reporting", and should Ье геаd in conjunction with the Group's last annual consolidated financial statements as at and for the уеаг ended 31 December 2019 ('last annual financial statements').
These consolidated financial statements аге condensed, i.e. they do not include all the information required for а complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that Management deemed significant to an understanding of the changes in the Group's financial position and performance since the last annual financial statements.
The accounting policies applied in these interim financial statements are the same as those applied in the Group's last annual financial statements. Any changes in accounting policies during the interim period are also expected to Ье reflected in the Group's consolidated financial statements as at and for the year ending 31 December 2020.
The currency of each consolidated entity is the currency of the primary economic environment in which the entity operates. The functional currency for the majority of the consolidated entities is the Ukrainian hryvnia. As the Group's management uses USD when monitoring operating results and financial condition of the Group, the presentation currency of the financial statements is USD.
The exchange rates used for translating foreign currency balances аге:
| USD | EUR | |
|---|---|---|
| As at 30 September 2020 | 28.2989 | 33.1309 |
| Average for nine months ended 30 September 2020 | 26.5261 | 29.8292 |
| As at 31 December 2019 | 23.6862 | 26.4220 |
| Average for nine months ended 30 September 2019 | 26.3687 | 29.6436 |
| As at the date these financial statements аге being issued | 28.1116 | 33,3938 |
The Group makes estimates and assumptions that affect the amounts recognised in the consolidated financial statements. Estimates and judgements аге continually evaluated and аге based оп management's experience and other factors, including expectations of future events that аге believed to Ье reasonaЬle under the circumstances. Management also makes certain judgements, арагt from those involving estimations, in the process of applying the Group's accounting policies.
The significant judgments made Ьу Management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the last annual financial statements.
Notes to the Unaudited lnterim Condensed Consolidated Financial Statements for the nine months ended 30 September 2020 (А// amounts in USD thousand, un/ess otherwise stated)
Changes in property, plant and equipment for the nine months ended 30 September 2020 were as follows:
| Buildings | Agricultural egui�ment |
Vehicles and office egui�ment |
Construction in �rogress |
Total | |
|---|---|---|---|---|---|
| As at 1 January 2020 | |||||
| Cost | 18,436 | 5,517 | 681 | 1,941 | 26,575 |
| Accumulated de�reciation | (4,140) | (2,478) | (398) | (7,016) | |
| Carrying amount | 14,296 | 3,039 | 283 | 1,941 | 19,559 |
| Additions | 55 | 261 | 81 | 732 | 1,129 |
| Disposals | (15) | (66) | (1) | (82) | |
| Acquisition/(disposal) of subsidiaries | 59 | 273 | 29 | 168 | 529 |
| Transfers | 435 | 52 | 6 | (493) | |
| Depreciation charge | (492) | (214) | (51) | (757) | |
| Exchange differences | (2,336) | (488) | (60) | (331) | (3,215) |
| Carrying amount | 12,002 | 2,857 | 287 | 2,017 | 17,163 |
| As at 30 September 2020 (unaudited) | |||||
| Cost | 15,976 | 5,745 | 694 | 2,017 | 24,432 |
| Accumulated de�reciation | (3,974) | (2,888) | (407) | (7,269) | |
| Carrying amount | 12,002 | 2,857 | 287 | 2,017 | 17,163 |
Changes in right-of-use assets for the nine months ended 30 September 2020 were as follows:
| 2020 | |
|---|---|
| Cost | 1,810 |
| Accumulated amortisation | (512) |
| Right-of-use assets as at 1 January | 1,298 |
| Recognition of lease liabllity | 20 |
| Amortisation charge | (343) |
| Exchange differences | (191) |
| Right-of-use assets as at 30 September (unaudited) | 784 |
| Cost | 1,534 |
| Accumulated amortisation | (750) |
| Right-of-use assets as at 30 September (unaudited) | 784 |
Changes in lease liabllities for the nine months ended 30 September 2020 were as follows:
| 2020 | |
|---|---|
| Lease liablllties as at 1 January | 2,742 |
| Recognition of lease Jiabllity | 780 |
| lnterest accrued | 356 |
| lnterest paid | (225) |
| Exchange differences | (505) |
| Lease liabllities as at 30 September (unaudited) | 3,148 |
Notes to the Unaudited lnterim Condensed Conso/idated Financia/ Statements for the nine months ended 30 September 2020 (AII amounts in USD thousand, unless otherwise stated)
| 30 September 2020 (unaudited) |
31 December 2019 | |||
|---|---|---|---|---|
| Non-current blological assets (livestock) | Units | Amount | Unlts | Amount |
| Sows | 5,022 | 27,781 | 4,777 | 33,191 |
| Boars | 38 | 6 | 32 | 3 |
| Total non-current blological assets | 27,787 | 33,194 | ||
| Current blological assets (livestock) | Units | Amount | Units | Amount |
| Pigs and piglets | 45,190 | 2,492 | 38,420 | 1,822 |
| Current blological assets (crops) | Hectares | Amount | Hectares | Amount |
| Wheat | 7,055 | 3,893 | 4,948 | 2,640 |
| Barley | 1,176 | 738 | 1,176 | 711 |
| Rapeseed | 1,856 | 942 | 2,038 | 678 |
| Sunflower | 59 | 27 | ||
| 8,377 | 970 | |||
| Other Total current blological assets |
2,352 | 423 9,458 |
36 | 188 6,066 |
| Total blological assets | 371245 | 391 260 |
Changes in Ьiological assets for the nine months ended 30 September 2020 were as follows:
| Cro(!S | Livestock | Total | |
|---|---|---|---|
| Carrying amount as at 1 January 2020 | 4,244 | 35,016 | 39,260 |
| Purchases | |||
| lnvestments into future crops and livestock | 4,245 | 8,180 | 12,425 |
| Sales | (8,432) | (8,432) | |
| Gain/(loss) arising from changes in fair value attributaЫe to physical changes and changes in market prices |
4,886 | 971 | 5,857 |
| Farrow | 104 | 104 | |
| Harvested during the period | (5,503) | (5,503) | |
| Exchange differences | (906) | (5,560} | (6,466) |
| Carrying amount as at 30 September 2020 (unaudited) | 6,966 | 30,279 | 37,245 |
| 30 September 2020 (unaudited) |
31 December 2019 | ||
|---|---|---|---|
| Agricultural produce | 2,546 | 1,839 | |
| Work in progress | 3,212 | 2,070 | |
| Semi-finished products | 494 | 1,091 | |
| Agricultural stock | 1,620 | 1,791 | |
| Raw materials | 663 | 574 | |
| Goods for resale | 417 | 513 | |
| Finished products | 101 | 120 | |
| Fuel | 722 | 266 | |
| Other | 668 | 156 | |
| Total inventories and agricultural produce | 10,443 | 8,420 |
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
for the nine months ended 30 September 2020
(All amounts in USD thousand, unless otherwise stated)
| 30 September 2020 (unaudited) |
31 December 2019 | ||
|---|---|---|---|
| Trade accounts receivable | 2,482 | 6,637 | |
| Less: provision for trade accounts receivable Loans issued |
(564) 2,880 |
(4,272) 5,661 |
|
| Less: provision for loans issued | (1,796) | (3.350) | |
| Other financial receivables | 865 | 3,521 | |
| Less: provision for other financial receivables | (484) | (3.079) | |
| Total financial accounts receivable | 3.483 | 5,118 | |
| Advances issued | 343 | 245 | |
| Less: provision for advances issued | (37) | (41) | |
| Total trade and other accounts receivable | 3.789 | 5,322 |
| 30 September 2020 (unaudited) |
31 December 2019 | ||
|---|---|---|---|
| Trade accounts payable | 13,487 | 17,833 | |
| Financial assistance received | 1,266 | 1.495 | |
| Other financial payables | 4.876 | 6,016 | |
| Total financial accounts payable | 19.629 | 25,344 | |
| Prepayments received | 3,133 | 2,841 | |
| Provision for tax liabilities | 837 | 1.001 | |
| Wages and salaries accrued | ત્વે છે. | 104 | |
| Total trade and other accounts payable | 23.694 | 29,290 |
| 30 September 2020 (unaudited) |
31 December 2019 | ||
|---|---|---|---|
| Bank loans | 12,173 | 10,882 | |
| Other loans | 1.500 | 1.500 | |
| Loan from Parent | 10.973 | 10.973 | |
| Interest payable | 4.654 | 5.905 | |
| Total bank and other loans | 29.300 | 29.260 |
Changes in bank and other loans for the nine months ended 30 September 2020 were as follows:
| 2020 | |
|---|---|
| Carrying amount as at 1 January | 29,260 |
| Loans received | 8.808 |
| Loans repaid | (7,383) |
| Interest accrued | 1,153 |
| Interest paid | (772) |
| Interest write-off | (1,487) |
| Exchange differences | (279) |
| Carrying amount as at 30 September (unaudited) | 29,300 |
As of 4 August 2020, the Group has fully repaid its loan from LBBW, fixing the total amount of its bank and other loans at USD 29.3 million, the current portion of which being only USD 4.4 million. This was the Group's last overdue loan.
The Group has three reportable segments, as described below, which are the Group's strategic divisions offer different products and services, and are managed separately because they require different technology and marketing strategies. For each of the strategic divisions, the Group's CEO reviews internal management reports on at least quarterly basis. The operations in each of the Group's reporting segments are:
Starting in 2020, the 'Livestock/Pigs Breeding' and the 'Food Processing' segments were merged as one segment' 'Pigs'. Previously, livestock also included cows and food production included milk and flour, but, this no longer being the case, the Group has decided to change the way it presents segment information.
Performance is measured based on segment profit or loss, as included in the internal management reports that are reviewed by the Group's CEO. Segment profit or loss is used to measure performance as management believes that such information is the most relevant in evaluating the results of the Group's segments relative that operate within these industries.
Crop production segment, due to seasonality and implications of relevant reporting standards, in the year mainly reflects the sales of carried forward agricultural produce and effect of biological assets revaluation, while during the second half of the year it reflects sales of crops and effect of revaluation of agricultural produce harvested during the year. Also, crop production segment has seasonal requirements for working capital increase during November-May, to underfake land preparation work. Other segments are not significantly exposed to seasonal fluctuations.
Information about operating segments for the nine months ended 30 September 2020 (unaudited) is as follows:
| Crops | Pigs | Other | Total | |
|---|---|---|---|---|
| Revenue, including: | ||||
| - sales of goods | 4,688 | 7,414 | 354 | 12,456 |
| - rendering of services | 2.172 | 38 | 2,210 | |
| Revenue from external customers | 6.860 | 7.414 | 392 | 14.666 |
| Net change in fair value of biological assets and agricultural produce |
4,886 | 1,075 | - | 5.961 |
| Cost of sales | (4.967) | (8,070) | (824) | (13,861) |
| Segment profit/(loss) | 6.779 | 419 | (432) | 6,766 |
Information about operating segments for the nine months ended 30 September 2019 (unaudited) is as follows:
| Crops | Pigs | Other | Total | |
|---|---|---|---|---|
| Revenue, including: | ||||
| - sales of goods | 7.767 | 7,841 | 163 | 15,771 |
| - rendering of services | 1,920 | 66 | 1,986 | |
| Revenue from external customers | 9,687 | 7,841 | 229 | 17,757 |
| Net change in fair value of biological assets | ||||
| and agricultural produce | 2,570 | 3,114 | - | 5,684 |
| Cost of sales | (9,729) | (11,233) | (616) | (21,578) |
| Segment profit/(loss) | 2.528 | (278) | (387) | 1,863 |
| Nine months 2020 {unaudited) |
Nlne months 2019 {unaudited) |
|
|---|---|---|
| Wages and salaries | 403 | 170 |
| lnformational, expert and consulting services | 148 | 59 |
| Delivery costs | 159 | 328 |
| Storage costs | 234 | 274 |
| Depreciation and amortisation | 53 | 106 |
| Taxes, other than income tax | 19 | 9 |
| Bank services | 160 | 39 |
| Fuel and other materials | 12 | 2 |
| Office maintenance costs | 4 | |
| Business trips | 19 | |
| Other exeenses | 89 | |
| Total selling, general and admlnistrative expenses | 1,211 | 1,076 |
| Nine months 2020 {unaudited) |
Nine months 2019 {unaudited) |
|
|---|---|---|
| lmpairment of trade and other receivaЫes | 3,564 | 2,319 |
| lnventory write-down | 658 | 59 |
| lmpairment of cash and cash equivalents | 90 | |
| VA Т write-off | 55 | 464 |
| Fines and eenalties | 675 | |
| Total other expenses | 4,367 | 3,517 |
| Nine months 2020 {unaudited) |
Nine months 2019 {unaudited) |
|
|---|---|---|
| Flnance income | ||
| lnterest income | 3 | 6 |
| Other finance income | 1,537 | 11,064 |
| Total finance income | 1 540 | 11 070 |
| Finance expenses | ||
| lnterest expense on bank and other loans | (1,153) | (840) |
| lnterest expense on leases | (356) | (401) |
| Other finance exeenses | {2) | {44) |
| Total finance expenses | (1,511) | (1,285) |
| Nine months 2020 (unaudited) |
Nine months 2019 (unaudited) |
|
|---|---|---|
| Foreign currency exchange gain | 359 | 2,294 |
| Foreign currenc}! exchange loss | (2,256) | (406) |
| Net amount | (1,897) | 1,888 |
Notes to the Unaudited Interim Condensed Consolidated Financial Statements for the nine months ended 30 September 2020 (All amounts in USD thousand, unless otherwise stated)
Significant related party balances outstanding were as follows:
| 30 September 2020 (unaudited) |
31 December 2019 | |||
|---|---|---|---|---|
| Parent and | Entities under | Parent and | Entities under | |
| owners | common control | owners | common control | |
| Assets | ||||
| Trade and other accounts receivable | 437 | 424 | ||
| Loans issued | 1,227 | 1,230 | ||
| Other financial receivables | 5 | 6 | ||
| Advances issued | 1 | 38 | 54 | |
| Liabilities | ||||
| Loan from Parent | 10,973 | 10,973 | ||
| Interest on loan from Parent | 4,111 | 3.864 | ||
| Trade and other accounts payable | 25 | 135 | 25 | 128 |
| Financial assistance received | 9 | 11 | ||
| Other accounts payable | 848 | 702 | ||
| Prepayments received | 1 | 9 | 90 |
During 2020, the Group liquidated its subsidiaries Trade House Rantye LLC and Agro LLC.
Souz-3 LLC, an old subsidiary of the Group which had been deconsolidated in 2015 as a result of a bankruptcy process, has now completed its financial reorganisation procedure and is now again consolidated as part of the Group.
As at the date of this report, the Group has successfully completed the sowing campaign for winter crops. There were no other material subsequent events.

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