AI assistant
Mirgor — Interim / Quarterly Report 2007
Jun 27, 2007
Preview isn't available for this file type.
Download source file| Financial Statements for the period beginning January 1, 2007 and ended March 31, 2007, presented jointly with the Limited Review report and the Statutory Audit Committee’s Report (Translation into English originally issued in Spanish) |
LIMITED REVIEW REPORT ON INTERIM FINANCIAL STATEMENTS
To the Chairman and Directors of
MIRGOR S.A.C.I.F.I.A.
(C.U.I.T. (Argentine taxpayer identification number): 30-57803607-1)
-
We have performed a limited review of the balance sheet of MIRGOR S.A.C.I.F.I.A. as of March 31, 2007, and the related statements of income, changes in shareholders’ equity, and cash flows for the three-month period then ended. We also performed a limited review of the accompanying consolidated balance sheet of MIRGOR S.A.C.I.F.I.A. and its subsidiaries as of March 31, 2007, and the related consolidated statements of income and cash flows for the three-month period then ended, which are disclosed as supplementary information. Such financial statements are the responsibility of the Company’s Management.
-
Except as stated in paragraph (3), our review was performed in accordance with F.A.C.P.C.E. (Argentine Federation of Professional Councils in Economic Sciences) Technical Resolution No. 7 applicable to the limited review of interim financial statements. Under such standards, a limited review consists primarily in applying analytical procedures to the accounting information and making inquiries of the persons in charge of accounting and financial matters. A limited review is substantially less in scope than an audit of financial statements, the objective of which is to express an opinion on the financial statements taken as a whole. Therefore, we do not express such an opinion.
-
We did not perform any limited review of the financial statements of subsidiary Capdo S.A. as of March 31, 2007, which are used to value the equity interest in such company by the equity method and included in the consolidated financial statements of MIRGOR S.A.C.I.F.I.A. with its subsidiaries as of that date. As of March 31, 2007, this equity interest represented 3.7% of the total assets of MIRGOR S.A.C.I.F.I.A., 1.0% of the total income as of such date of MIRGOR S.A.C.I.F.I.A, and 3.2% of the consolidated assets of MIRGOR S.A.C.I.F.I.A. and its subsidiaries.
-
As of March 31, 2007, the Company and its subsidiaries booked noncurrent minimum presumed income tax and value-added tax credits amounting to ARS 6,417,075, the recoverability of which depends on the companies’ possibility of carrying enough taxable income to absorb them. As of the date of issuance of this report, it is not possible to estimate the recoverable amount of such credits.
-
2 -
-
Based on our review, except for the effect of adjustments, if any, that might have been required, if our work scope limitation described in paragraph (3) had not taken place, we have not become aware of any significant change that should be made to the financial statements mentioned in paragraph (1) for them to be presented in conformity with professional accounting standards effective in the City of Buenos Aires, Argentina, and the applicable provisions of Argentine Business Associations Law and CNV (Argentine securities commission) regulations. This representation should be read considering the uncertainties described above in paragraph (4), the resolution of which may not be determined as of the date of this report.
-
Regarding the balance sheet of MIRGOR S.A.C.I.F.I.A. and of MIRGOR S.A.C.I.F.I.A. and its subsidiaries as of December 31, 2006, and the statements of income, changes in shareholders’ equity, and cash flows of MIRGOR S.A.C.I.F.I.A. and MIRGOR S.A.C.I.F.I.A. and its subsidiary for the three-month period ended March 31, 2006, presented for comparative purposes, we report that:
-
On March 09, 2007, we issued an auditors’ report on the financial statements of MIRGOR S.A.C.I.F.I.A. and of MIRGOR S.A.C.I.F.I.A. and its subsidiaries as of December 31, 2006, which included qualifications for (a) a scope limitation related to the investment in the affiliate Capdo S.A and (b) an unresolved uncertainty related to the recoverability of certain tax credits amounting to ARS 6,079,408. We have not audited any financial statements as of any date for any period subsequent to December 31, 2006.
-
On May 11, 2006, we issued a limited review report on the financial statements of MIRGOR S.A.C.I.F.I.A. and of MIRGOR S.A.C.I.F.I.A. and its subsidiary for the three-month period ended March 31, 2006, which included a qualification for unresolved uncertainty regarding the recoverability of certain tax credits amounting to ARS 5,998,669.
-
In compliance with current legal requirements, we further report that:
-
The financial statements mentioned in paragraph (1) have been transcribed into the Inventory and Financial Statements book.
-
3 -
-
Except as mentioned in note 9 to the accompanying financial statements, the financial statements of MIRGOR S.A.C.I.F.I.A. result from books kept, in all formal respects, pursuant to current regulations
The information included in points 2, 3 and 5 of the “Summary of events for the three-month period ended March 31, 2007", filed by the Company to meet CNV and BCBA regulations, results from the accompanying financial statements as of March 31, 2007, and as of March 31, 2006, 2005, 2004 and 2003, (the latter of which after being restated in constant pesos through February 28, 2003, as detailed in note 1(b) to the stand-alone financial statements attached hereto), not included in the document attached hereto, on which we have issued our limited review reports dated May 11, 2006, May 11, 2005, May 11, 2004 and May 19, 2003, respectively, to which we refer and are to be read jointly with this report.
- As of March 31, 2007, liabilities accrued in employer and employee contributions to the Integrated Pension Fund System resulting from the Company’s accounting books amount to ARS 222,695, none of which was due and payable as of that date.
Buenos Aires,
May 11, 2007
PISTRELLI, HENRY MARTIN Y ASOCIADOS S.R.L.
C.P.C.E.C.A.B.A. Vol.1 – Fo. 13
KARÉN GRIGORIAN
(Partner)
Certified Public Accountant (U.B.A.)
C.P.C.E.C.A.B.A. - Vol. 175 Fo. 031
BOARD OF DIRECTORS
MIRGOR S.A.C.I.F.I.A.
CHAIRMAN
Lic. Roberto G. Vazquez (*)
VICE-CHAIRMAN
Dr. José Luis Caputo
DIRECTORS
Ing. Jorge Antonio Caputo
Sr. José Fara (*)
Ing. Alejandro Carrera (*)
ALTERNATE DIRECTORS
Dr. Diego García Villanueva
Dr. Mauricio Blacher
Dr. Fabio Rozemblun
Lic. Martín Basaldúa
Dr. Eduardo Garcia Terán
STATUTORY AUDIT COMMITTEE
Statutory Auditors
Dr. Julio Cueto Rua
Dr. Mario Volman
Dr. Andrés Mercau Saavedra
Alternate Statutory Auditors
Dra.Maria Andrea Rabal
Dr. Hugo Kaplan
Dra. Maria Eugenia Ramirez
(*) Audit Committee members.
Registered office: Einstein 1111 – Río Grande – Tierra del Fuego.
Main business: Manufacturing air conditioning equipment for vehicles.
Date of registration with the Public Registry of Commerce:
- Of the articles of incorporation: June 1, 1971.
- Of the last amendment to by-laws: August 12, 2004.
Expiration date of the articles of incorporation: May 31, 2070.
FISCAL YEAR No. 37 BEGINNING January 01, 2007
SUMMARY OF EVENTS (*)
FOR THE PERIOD ENDED MARCH 31, 2007
(Figures stated in Argentine pesos - Note 1.2)
- BRIEF COMMENT ON THE COMPANY'S ACTIVITIES FOR THE PERIOD
The growth trend seen through the end of 2007, was kept during the first quarter of the year.
Despite a series of not altogether favorable political news and an atmosphere deeply related to the year's elections, consumers' trust remained stable.
The price and relative price struggle situation affecting a significant sector of our economy is still a concern. In this regard, major concerns are the salaries and the threshold set for 2007 negotiations. Many nominal values which appear as agreements on salary increases are actually overcome by other factors that modify the guidelines published.
During this term the Company’s sales volumes were consistent with the growth seen in auto production.
Increases were also seen in residential air quality and temperature control, although the percentages were lower than those of the auto industry.
Although good results were expected for domestic sales of vehicles, performance during the first months of the year was surprising.
There were certain increases in automobile prices after the struggles between the terminals and the Domestic Trade Secretary.
The most important news in Mirgor’s business was the launch of Citroen C4 in April.
Additionally, the Company successfully negotiated with Daimler Chrysler to supply its new project in Argentina. The Company is working towards the launch and the first deliveries are expected to occur during the year.
Auto production in the first quarter grew by 26.5% and it was announced that production will exceed the 500,000 units included in Mirgor’s projections.
The local market remains increasing the absorption of locally produced cars thanks to the residents’ increased purchasing power.
- 2 -
Mirgor’s sales of air conditioning systems, in the quarter, in units, increased by 32.3% as compared to the first quarter in 2006, a similar amount to the one seen in the first quarter in 2006 as compared to the one related to the first quarter in 2005. Some Mirgor’s products have increased by more than 80% in the period.
The sales of air quality and temperature control systems for cars with air conditioning increased by 47.5% during Q1 2007, as compared to the Q1 2006; thus maintaining the growing trend in the production of cars with air conditioning in Argentina. These products have exceeded its 80% share in Migor's sales mix for four consecutive quarters.
Instrument panels decreased by 36.6% due to the production replacement experienced by the Volkswagen products thanks to the success of the Suran model.
The sales of residential air conditioning appliances also increased from 16,731 units in the first quarter of the prior year to 20,217 this quarter; thus representing a 20.8% increase.
- CONSOLIDATED BALANCE SHEET STRUCTURE
| 03/31/2007 | 03/31/2006 | 03/31/2005 | 03/31/2004 | 03/31/2003 | ||||||
| Current assets | 201,501,070 | 154,029,930 | 88,637,108 | 69,542,984 | 64,443,113 | |||||
| Noncurrent assets | 53,890,288 | 25,400,097 | 25,663,150 | 32,084,992 | 37,501,188 | |||||
| Total assets | 255,391,358 | 179,430,027 | 114,300,258 | 101,627,976 | 101,944,301 | |||||
| Current liabilities | 119,054,671 | 90,101,654 | 47,188,002 | 38,950,678 | 31,856,899 | |||||
| Noncurrent liabilities | 5,852,374 | 769,137 | 3,705,127 | 6,921,002 | 13,091,835 | |||||
| Total liabilities | 124,907,045 | 90,870,791 | 50,893,129 | 45,871,680 | 44,948,734 | |||||
| Minority interest | 11,720 | 7,689 | 5,492 | 4,316 | 3,789 | |||||
| Shareholder´s equity | 130,472,593 | 88,551,547 | 63,401,637 | 55,751,980 | 56,991,778 | |||||
| Total liabilities and Shareholder´s equity | 255,391,358 | 179,430,027 | 114,300,258 | 101,627,976 | 101,944,301 |
- CONSOLIDATED STATEMENT OF INCOME STRUCTURE
| 03/31/2007 | 03/31/2006 | 03/31/2005 | 03/31/2004 | 03/31/2003 | ||||||
| Ordinary operating income (loss) from recurring operations | 8,704,644 | 5,247,898 | 3,895,796 | 1,333,738 | (453,103) | |||||
| Financial expense | (419,492) | 987,185 | (3,054,086) | (679,802) | 182,667 | |||||
| Other (expenses) / revenues | 251,997 | 14,068 | 85,970 | (34,916) | (985,552) | |||||
| Income tax | (479,617) | (109,295) | (216,385) | (257,623) | (49,983) | |||||
| Minority interest income (loss) | 432 | (373) | (296) | (198) | (259) | |||||
| Net income (loss) | 8,057,964 | 6,139,483 | 710,999 | 361,199 | (1,306,230) |
-
3 -
-
STATISTICAL DATA (1)
| 03/31/2007 | 03/31/2006 | 03/31/2005 | 03/31/2004 | 03/31/2003 | ||||||||||||||||
| Volume of units | Quarter. | Accum. | Quarter. | Accum. | Quarter. | Accum. | Quarter. | Accum. | Quarter. | Accum. | ||||||||||
| Production (2) | 104,078 | 104,078 | 87,045 | 87,045 | 35,812 | 35,812 | 48,844 | 48,844 | 37,810 | 37,810 | ||||||||||
| Sales (3) | 73,140 | 73,140 | 66,450 | 66,450 | 46,470 | 46,470 | 42,811 | 42,811 | 38,270 | 38,270 | ||||||||||
| * Local | 69,383 | 69,383 | 56,240 | 56,240 | 33,414 | 33,414 | 25,893 | 25,893 | 14,064 | 14,064 | ||||||||||
| Equipment with air conditioning | 40,085 | 40,085 | 27,150 | 27,150 | 18,198 | 18,198 | 15,506 | 15,506 | 5,578 | 5,578 | ||||||||||
| Equipment without air conditioning | 6,203 | 6,203 | 7,817 | 7,817 | 7,503 | 7,503 | 6,199 | 6,199 | 4,979 | 4,979 | ||||||||||
| Instrument Panels | 2,878 | 2,878 | 4,542 | 4,542 | 4,899 | 4,899 | 4,188 | 4,188 | 3,507 | 3,507 | ||||||||||
| Residential air conditioning | 20,217 | 20,217 | 16,731 | 16,731 | 2,814 | 2,814 | ||||||||||||||
| * Exports | 3,757 | 3,757 | 10,210 | 10,210 | 13,056 | 13,056 | 16,918 | 16,918 | 24,206 | 24,206 |
(1) As from fiscal 2004, the units sold by Interclima S.A. are disclosed as statistical information.
(2) Including the one related to Interclima S.A.
(3) The units sold among companies are not included.
- RATIOS
| 03/31/2007 | 03/31/2006 | 03/31/2005 | 03/31/2004 | 03/31/2003 | |||||
| Liquidity | 1.69 | 1.71 | 1.88 | 1.79 | 2.02 | ||||
| Solvency | 1.04 | 0.97 | 1.25 | 1.22 | 1.27 | ||||
| Fixed asset-to-equity capital ratio | 0.21 | 0.14 | 0.22 | 0.32 | 0.37 |
- LISTED PRICE (VALUES PER ARS1 NOMINAL VALUE)
| Jan 06 | Jan 07 | Febr 06 | Febr 07 | Mar 06 | Mar 07 | |||||
| 40.20 | 88.50 | 48.90 | 98.00 | 53.00 | 88.00 |
- PROSPECTS
Our customers production projections are expected to evolve favorably together with the addition of new products, both in the residential and the automotive segments.
Buenos Aires,
May 11, 2007
DR. JOSÉ LUIS CAPUTO
Vice-Chairman acting as Chairman
(*) Information not covered by the auditor’s report, except for 2, 3 and 5.
FINANCIAL STATEMENTS FOR FISCAL YEAR No. 37
FOR THE THREE-MONTH PERIOD BEGINNING JANUARY 1 AND ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE PRIOR FISCAL YEAR AND
WITH THE SAME PERIOD OF THE PRIOR YEAR
Registered office: Einstein 1111 – Río Grande – Tierra del Fuego.
Main business: Manufacturing air conditioning equipment for vehicles.
Date of registration with the Public Registry of Commerce:
- Of the articles of incorporation: June 1, 1971.
- Of the first amendment to by-laws: July 1, 1994.
- Of the last amendment to by-laws: August 12, 2004.
Registration number with the IGJ (regulatory agency of business associations): 40,071
Expiration date of articles of incorporation: May 31, 2070.
Parent company: See note 6 to the stand-alone financial statements.
Capital structure: See note 3 to the stand-alone financial statements.
The Company is not enrolled in the Statutory Optional System for the Mandatory Acquisition of Public Offerings.
| Argentine pesos | |
| 20,000,000 shares of common stock, face value ARS 0.10 each Subscribed, paid-in, issued and registered with the Public Registry of Commerce. | 2,000,000 |
CONSOLIDATED BALANCE SHEET AS OF MARCH 31, 2007
PRESENTED COMPARATIVELY WITH THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 12/31/2006 | ||
| ASSETS | |||
| CURRENT ASSETS | |||
| Cash - Note 2 | 7,841,021 | 19,019,000 | |
| Trade receivables - Note 2 | 83,745,813 | 134,965,182 | |
| Tax credits - Note 2 | 2,581,678 | 2,468,448 | |
| Other receivables - Note 2 | 724,719 | 733,456 | |
| Inventories - Note 2 | 106,607,839 | 95,283,236 | |
| Total current assets | 201,501,070 | 252,469,322 | |
| NONCURRENT ASSETS | |||
| Tax credits - Note 2 | 8,768,111 | 7,049,188 | |
| Other receivables - Note 2 | 677,228 | 677,228 | |
| Property & equipment - Note 1.6.a | 35,347,241 | 35,527,012 | |
| Investments - Note 2 | 8,570,043 | 8,612,700 | |
| Intangible assets - Note 1.6.b | 6,528 | 34,621 | |
| Subtotal noncurrent assets | 53,369,151 | 51,900,749 | |
| Goodwill | 521,137 | 521,137 | |
| Total noncurrent assets | 53,890,288 | 52,421,886 | |
| Total assets | 255,391,358 | 304,891,208 |
| LIABILITIES | |||
| CURRENT LIABILITIES | |||
| Trade payables - Note 2 | 86,762,803 | 138,988,759 | |
| Salaries, payroll taxes and taxes payable - Note 2 | 9,548,871 | 10,413,234 | |
| Customer advances - Note 2 | 1,914,109 | 1,900,930 | |
| Loans - Note 2 | 16,512,275 | 22,265,485 | |
| Other liabilities - Note 2 | 4,316,613 | 3,456,416 | |
| Total current liabilities | 119,054,671 | 177,024,824 | |
| NONCURRENT LIABILITIES | |||
| Loans - Note 2 | 4,945,266 | 4,825,493 | |
| Taxes payable - Note 2 | 270,463 | 405,695 | |
| Other liabilities - Note 2 | 636,645 | 208,415 | |
| Total noncurrent liabilities | 5,852,374 | 5,439,603 | |
| Total liabilities | 124,907,045 | 182,464,427 | |
| MINORITY INTEREST IN SUBSIDIARIES | 11,720 | 12,152 | |
| SHAREHOLDERS’ EQUITY | 130,472,593 | 122,414,629 | |
| Total liabilities, minority interest and shareholders´equity | 255,391,358 | 304,891,208 |
Notes 1 through 4, and exhibit H to the consolidated financial statements and notes 1 through 13, and exhibit C to the stand-alone financial statements of MIRGOR S.A.C.I.F.I.A. are an integral part of these consolidated financial statements and should be read together with these statement.
CONSOLIDATED STATEMENT OF INCOME
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD OF THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 03/31/2006 | ||
| Net sales (including VAT benefits amounting to 18,143,056 and 12,165,232, respectively) | 114,955,606 | 79,119,408 | |
| Cost of goods sold | (97,126,729) | (65,986,493) | |
| Gross income | 17,828,877 | 13,132,915 | |
| Administrative expenses - Exhibit H | (5,786,167) | (4,057,601) | |
| Selling expenses - Exhibit H | (3,338,066) | (3,827,416) | |
| Financial income (expense) and holding gains (losses) from assets: | |||
| Interest | 504,930 | 346,610 | |
| Foreign exchange difference | (1,640) | 98,555 | |
| Inventories holding gains | 1,316,129 | 914,235 | |
| Allowance for impairment in value of tax credits | - | 841,010 | |
| Allowance for obsolescence and impairment in value of inventories | (213,799) | (61,736) | |
| Financial income (expense) and holding gains (losses) from liabilities: | |||
| Interest | (1,310,699) | (937,723) | |
| Foreign exchange difference | (714,413) | (213,766) | |
| Other income, net | 251,997 | 14,068 | |
| Income before income tax | 8,537,149 | 6,249,151 | |
| Income tax | (479,617) | (109,295) | |
| Income after income tax | 8,057,532 | 6,139,856 | |
| Minority interest in subsidiaries | 432 | (373) | |
| Net income for the period | 8,057,964 | 6,139,483 |
Notes 1 through 4, and exhibit H to the consolidated financial statements and notes 1 through 13, and exhibit C to the stand-alone financial statements of MIRGOR S.A.C.I.F.I.A. are an integral part of these consolidated financial statements and should be read together with these statement.
CONSOLIDATED STATEMENT OF CASH FLOWS (1)
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD OF THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 03/31/2006 | ||
| CHANGES IN CASH | |||
| Cash at beginning of year | 19,019,000 | 19,024,378 | |
| Cash at end of period | 7,841,021 | 12,906,861 | |
| (Decrease) in cash, net | (11,177,979) | (6,117,517) | |
| CAUSES OF CHANGES IN CASH OPERATING ACTIVITIES: | |||
| Net income for the period | 8,057,964 | 6,139,483 | |
| Interest and foreign exchange difference accrued | 642,843 | 325,755 | |
| Income tax | 479,617 | 109,295 | |
| Adjustments to arrive at net cash flows (used in) operating activities: | |||
| P&E depreciation and intangible assets amortization | 845,621 | 706,168 | |
| Depreciation of investments | 42,657 | - | |
| Gain from the sale of P&E | - | (29,424) | |
| Minority interest | (432) | 373 | |
| Increase in the allowance for obsolescence and impairment in value of inventories | 213,799 | 61,736 | |
| (Decrease) in the allowance for impairment in value of tax credits | - | (841,010) | |
| Changes in operating assets and liabilities: | |||
| Decrease in trade receivables | 51,219,369 | 27,109,680 | |
| (Increase) in inventories | (11,538,402) | (24,693,810) | |
| Decrease in other receivables | 8,737 | - | |
| (Decrease) in trade payables | (52,225,956) | (8,529,148) | |
| (Decrease) increase in salaries, payroll taxes and taxes payable (net of tax credits) | (3,481,365) | 1,436,250 | |
| Increase (decrease) in customer advances | 13,179 | (8,695,358) | |
| Increase (decrease) in other liabilities | 1,288,427 | (319,192) | |
| Interest paid | (468,760) | (257,547) | |
| NET CASH FLOWS (USED IN) OPERATING ACTIVITIES | (4,902,702) | (7,476,749) | |
| INVESTING ACTIVITIES: | |||
| P&E additions | (637,757) | (1,042,192) | |
| P&E sales | - | 29,424 | |
| NET CASH FLOWS (USED IN) INVESTING ACTIVITIES | (637,757) | (1,012,768) | |
| FINANCING ACTIVITIES: | |||
| Loan repayment | (14,637,520) | (3,628,000) | |
| Inflows from loans | 9,000,000 | 6,000,000 | |
| NET CASH FLOWS (USED IN) PROVIDED BY | |||
| FINANCING ACTIVITIES | (5,637,520) | 2,372,000 | |
| (DECREASE) IN CASH, NET | (11,177,979) | (6,117,517) |
(1) Cash comprises cash on hand and cash in banks.
Notes 1 through 4, and exhibit H to the consolidated financial statements and notes 1 through 13, and exhibit C to the stand-alone financial statements of MIRGOR S.A.C.I.F.I.A. are an integral part of these consolidated financial statements and should be read together with these statement.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE PRIOR FISCAL YEAR
AND THE SAME PERIOD OF THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Nota 1.2)
- SIGNIFICANT ACCOUNTING POLICIES
- Accounting standards applied to financial statements preparation and presentation:
As established by CNV (Argentine Securities Commission) Resolution No. 368, the consolidated financial statements are required to be presented preceding the issuer’s stand-alone financial statements. This regulation only implies a change in the place of consolidated information, and it does not modify the fact that individual financial statements constitute the main information and consolidated financial statements are supplementary, as set forth by Argentine Business Associations Law and current professional accounting standards. Therefore, the correct interpretation of these consolidated financial statements requires that they be read together with the individual financial statements.
-
- Restatement into constant pesos
Professional accounting standards establish that the financial statements should be stated in constant pesos. In a monetary stability context, the nominal currency is used as constant currency, but, in an inflationary or deflationary context, the financial statements should be stated in pesos reflecting the purchasing power as of their closing date by recognizing the changes in the Domestic Wholesale Price Index (WPI) published by the INDEC (Argentine Institute of Statistics and Censuses), in accordance with the restatement method set by FACPCE (Argentine Federation of Professional Councils in Economic Sciences) Technical Resolution No. 6.
The Company’s financial statements recognize the changes in the purchasing power of the peso through February 28, 2003, in accordance with Presidential Decree No. 664/2003 and CNV General Resolution No. 441. Under professional accounting standards the restatement method established in Technical Resolution No. 6 should have been discontinued only as from October 1, 2003. The effects of failing to recognize variations in the currency purchasing power until such date were immaterial with respect to the accompanying financial statements.
-
- Valuation and disclosure method summary
The valuation and disclosure methods used in the consolidated financial statements are similar to those disclosed in note 1 to the stand-alone financial statements, except for the valuation of interests in subsidiaries, which in the current consolidated statements have been incorporated on a line-by-line basis following the method of FACPCE Technical Resolution No. 21, with the applicable eliminations, and the investments in real property which were valued at their current value as of the acquisition date (Note 11) net of the depreciations for the year in the amount of 42,657.
-
- Consolidation bases
Following the procedure established in FACPCE Technical Resolution No. 21, MIRGOR S.A.C.I.F.I.A. has consolidated its financial statements as of December 31, 2006, and March 31, 2007 and 2006, as appropriate, line by line with those of its subsidiary, Interclima Sociedad Anónima. In addition, for the year ended December 31, 2006, and March 31, 2007, after acquiring CAPDO S.A., the consolidated financial statements as of that date include the consolidation of such company.
The following information reflects the parent-subsidiary relationship:
| Equity interest in | ||||
| Subsidiary | common and in possible votes as of 03/31/07, 12/31/06 and 03/31/06 | Period-end – latest financial statements issued | ||
| Interclima Sociedad Anónima | 99,9667% - 99,9667% - 99,9667% | 03/31/2007 | ||
| CAPDO Sociedad Anónima | 95,00% - 95,00% - - | 03/31/2007 |
In the consolidation, the amounts invested in the subsidiaries and the share in income (loss) and cash flows are replaced by all the subsidiaries’ assets, liabilities, income (loss) and cash flows, separately disclosing the third-party minority interests in subsidiaries. Receivables, payables, and transactions performed among members of the consolidated group were eliminated from the consolidation. Unrealized intercompany profits and losses contained in period-end assets and liabilities have been fully eliminated.
-
- Financial statements used in the consolidation
The following financial statements were used to prepare the consolidated financial statements as of December 31, 2006, and March 31, 2007: 1) The financial statements of Interclima Sociedad Anónima as of those dates, on which the auditor’s report was issued on March 9, 2007, and a limited review report on May 11, 2007, and 2006, respectively, including an “except for” qualification related to the income tax payable quantification (such adjustment was considered for the interest valuation and, consequently, in these consolidated financial statements), and with a qualification for uncertainty related to the recoverability of certain tax credits. 2) The financial statements of CAPDO Sociedad Anónima as of December 31, 2006, on which an unqualified auditor’s report was issued on February 26, 2007 and a limited review report on May 10, 2007.
-
- Changes in P&E and intangible assets
| 03/31/2007 | 12/31/2006 | |||
| 1. P&E: | ||||
| Balance at beginning | 35,527,012 | 17,908,861 | ||
| Additions | 637,757 | 20,911,952 | ||
| Additions for society acquisition | - | 108,078 | ||
| Depreciation | (817,528) | (3,401,879) | ||
| Balance at period-end | 35,347,241 | 35,527,012 |
| 03/31/2007 | 12/31/2006 | |||
| 1. Intangible assets: | ||||
| Balance at beginning | 34,621 | 195,345 | ||
| Amortization | (28,093) | (160,724) | ||
| Balance at period-end | 6,528 | 34,621 |
-
- Comparative financial statements
The amounts as of December 31, 2006, and March 31, 2006, include minor disclosure changes to adjust the presentation thereof to the period ended March 31, 2007.
- MAIN ACCOUNT BREAKDOWN
| 03/31/2007 | 12/31/2006 | |||
| CURRENT ASSETS | ||||
| Cash | ||||
| Cash on hand in Argentine pesos | 33,745 | 175,194 | ||
| Cash on hand in foreign currency | 68,082 | 12,263 | ||
| Cash in banks in Argentine pesos | 5,781,136 | 16,975,903 | ||
| Cash in banks in foreign currency | 1,958,058 | 1,855,640 | ||
| 7,841,021 | 19,019,000 | |||
| Trade receivables | ||||
| Trade receivables | 83,980,446 | 135,208,985 | ||
| Trade receivables in foreign currency | 614,222 | 605,052 | ||
| Allowance for doubtful accounts | (848,855) | (848,855) | ||
| 83,745,813 | 134,965,182 | |||
| Tax credits | ||||
| VAT credit | 292,302 | 120,370 | ||
| Withholdings and additional withholdings | 2,289,376 | 1,954,704 | ||
| Other | - | 393,374 | ||
| 2,581,678 | 2,468,448 | |||
| Other receivables | ||||
| Unaccrued insurance | 48,722 | 193,659 | ||
| Loans and advances to personnel | 159,838 | 150,063 | ||
| Other | 516,159 | 389,734 | ||
| 724,719 | 733,456 |
| 03/31/2007 | 12/31/2006 | |||
| Inventories | ||||
| Manufactured products | 30,303,480 | 28,235,117 | ||
| Raw material | 73,293,310 | 55,759,170 | ||
| Subtotal | 103,596,790 | 83,994,287 | ||
| Raw material in transit | 11,152,260 | 20,429,903 | ||
| Prepayments to vendors in Argentine pesos | 3,178,813 | 1,239,334 | ||
| Prepayments to vendors in foreign currency | 1,666,646 | 2,392,583 | ||
| Allowance for obsolescence and impairment in value of inventories | (12,986,670) | (12,772,871) | ||
| 106,607,839 | 95,283,236 | |||
| NONCURRENT ASSETS | ||||
| Tax credits | ||||
| VAT credit | 4,447,223 | 4,248,440 | ||
| Minimum presumed income tax | 1,969,852 | 1,853,274 | ||
| Income tax withholding | 1,354,245 | 929,750 | ||
| Turnover tax withholdings and additional withholdings | 917,752 | - | ||
| Rebates receivable in Argentine pesos | 1,896,293 | 1,882,494 | ||
| Promotional benefits receivable | 1,229,537 | 1,229,537 | ||
| Other | 80,458 | 32,942 | ||
| Allowance for impairment in value of tax credits | (3,127,249) | (3,127,249) | ||
| 8,768,111 | 7,049,188 | |||
| Other receivables | ||||
| Payables to companies under section 33, Law No. 19,550 (subsidiaries and affiliates) and other related companies - Note 3 | 677,228 | 677,228 | ||
| 677,228 | 677,228 | |||
| Investments | ||||
| Shares in companies under section 33, Law No. 19,550 | 8,570,043 | 8,612,700 | ||
| 8,570,043 | 8,612,700 | |||
| CURRENT LIABILITIES | ||||
| Trade payables | ||||
| Suppliers | 46,785,719 | 103,353,666 | ||
| Vendors in foreign currency | 39,977,084 | 35,635,093 | ||
| 86,762,803 | 138,988,759 | |||
| Salaries, payroll taxes and taxes payable | ||||
| Salaries and payroll taxes | 2,190,190 | 3,190,825 | ||
| Vacation and annual statutory bonus accrual | 1,037,899 | 829,685 | ||
| Income tax accrual | 152,067 | - | ||
| Health and safety assessment | 571,604 | 720,794 | ||
| Turnover tax payable | 666,557 | 756,122 | ||
| Withholdings and additional withholdings | 350,787 | 462,282 | ||
| Other taxes payable | 4,579,767 | 4,453,526 | ||
| 9,548,871 | 10,413,234 |
| 03/31/2007 | 12/31/2006 | |||
| Customer advances | ||||
| In Argentine pesos | 1,914,109 | 1,900,930 | ||
| 1,914,109 | 1,900,930 | |||
| Loans | ||||
| Financial loans in Argentine pesos | 15,065,728 | 17,598,806 | ||
| Financial loans in foreign currency | 1,446,547 | 4,666,679 | ||
| 16,512,275 | 22,265,485 | |||
| Other liabilities | ||||
| Directors' fees accrual | 3,386,281 | 2,526,281 | ||
| Royalties payable | 867,887 | 857,640 | ||
| Other | 62,445 | 72,495 | ||
| 4,316,613 | 3,456,416 | |||
| NONCURRENT LIABILITIES | ||||
| Loans | ||||
| Financial loans in foreign currency | 4,945,266 | 4,825,493 | ||
| 4,945,266 | 4,825,493 | |||
| Taxes payable | ||||
| Turnover tax payable | 270,463 | 405,695 | ||
| 270,463 | 405,695 | |||
| Other liabilities | ||||
| Deferred income tax liability (1) | 636,645 | 208,415 | ||
| 636,645 | 208,415 |
- As of March 31, 2007 and December 31, 2006, respectively, net of 2,574,459 and 2,659,953, respectively, related to the allowance for impairment in value of deferred income tax credit.
- INFORMATION ON RELATED PARTIES
Receivables from/payables to related companies as of March 31, 2007 and for the year ended December 31, 2006, are as follows:
| 03/31/2007 | 12/31/2006 | ||
| Other receivables (Noncurrent) | |||
| IL TEVERE S.A. (1) | 677,228 | 677,228 | |
| Total | 677,228 | 677,228 |
-
-
- Parent Company.
-
-
INFORMATION BY SEGMENT
The Company and its subsidiary Interclima S.A. operate in the automotive and residential air quality and temperature control business segments. The valuation methods applicable to prepare the information by business segment are described in Note 1 to these financial statements.
| Air conditioning | ||||||
| Revenues | Automotive | Residential | Total | |||
| Sales (net of imputed interest) | 73,738,702 | 23,073,848 | 96,812,550 | |||
| Tax benefit | 13,297,548 | 4,845,508 | 18,143,056 | |||
| Total | 87,036,250 | 27,919,356 | 114,955,606 | |||
| BALANCE-SHEET INFORMATION | ||||||
| Allocated assets | 213,455,859 | 41,935,499 | 255,391,358 | |||
| P&E additions | 491,452 | 146,305 | 637,757 |
EXHIBIT H
INFORMATION REQUIRED UNDER SECTION 64 (I) b, LAW No. 19,550
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 03/31/2006 | |||||||||
| Accounts | Production costs | Administrative expenses | Selling expenses | Total | Total | |||||
| Salaries & wages | 7,069,684 | 1,840,192 | 186,392 | 9,096,268 | 5,011,931 | |||||
| Contributions and employee benefits | 1,439,262 | 497,425 | 56,994 | 1,993,681 | 1,756,522 | |||||
| Insurance | 410,838 | 25,009 | 2,023 | 437,870 | 319,166 | |||||
| Training fees and expenses | 342,863 | 661,011 | - | 1,003,874 | 714,310 | |||||
| Taxes, rates and assessments | 923,629 | 256,114 | 776,516 | 1,956,259 | 2,492,559 | |||||
| Maintenance | 396,804 | 337,367 | - | 734,171 | 231,765 | |||||
| P&E depreciation | 543,685 | 267,099 | 6,744 | 817,528 | 665,987 | |||||
| Intangible assets amortization | 3,916 | 24,177 | - | 28,093 | 40,181 | |||||
| Leases and rentals | 717,973 | - | - | 717,973 | 557,029 | |||||
| Customs clearing and dispatch expenses | 1,834,792 | - | - | 1,834,792 | 1,561,444 | |||||
| Royalties | - | - | 679,678 | 679,678 | 500,843 | |||||
| Transportation, shipping and handling | 5,969,655 | - | 1,458,465 | 7,428,120 | 7,054,491 | |||||
| Bank expenses | - | 1,310,060 | - | 1,310,060 | 816,481 | |||||
| Electric Power | 126,906 | - | - | 126,906 | 87,346 | |||||
| Traveling expenses | - | 82,577 | - | 82,577 | 77,975 | |||||
| Other | 724,338 | 485,136 | 171,254 | 1,380,728 | 1,161,570 | |||||
| Total as of 03-31-2007 | 20,504,345 | 5,786,167 | 3,338,066 | 29,628,578 | ||||||
| Total as of 03-31-2006 | 15,164,583 | 4,057,601 | 3,827,416 | 23,049,600 |
BALANCE SHEET AS OF MARCH 31, 2007
PRESENTED COMPARATIVELY WITH THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 12/31/2006 | ||
| ASSETS | |||
| CURRENT ASSETS | |||
| Cash - Note 2 | 5,683,560 | 9,009,116 | |
| Trade receivables - Note 2 | 51,522,758 | 45,721,545 | |
| Tax credits - Note 2 | 813,528 | 393,374 | |
| Other receivables - Note 2 | 510,679 | 477,759 | |
| Inventories - Note 2 | 96,388,803 | 74,440,593 | |
| Total current assets | 154,919,328 | 130,042,387 | |
| NONCURRENT ASSETS | |||
| Long-term investments in companies - Exhibit C | 38,030,448 | 39,476,191 | |
| Tax credits - Note 2 | 2,124,117 | 1,960,026 | |
| Other receivables - Note 2 | 677,228 | 8,233,902 | |
| P&E | 30,602,981 | 30,837,889 | |
| Intangible assets | - | 24,177 | |
| Subtotal noncurrent assets | 71,434,774 | 80,532,185 | |
| Goodwill | 495,080 | 495,080 | |
| Total noncurrent assets | 71,929,854 | 81,027,265 | |
| Total assets | 226,849,182 | 211,069,652 | |
| LIABILITIES | |||
| CURRENT LIABILITIES | |||
| Trade payables - Note 2 | 57,467,756 | 51,525,136 | |
| Salaries, payroll taxes and taxes payable - Note 2 | 4,080,102 | 4,936,660 | |
| Loans - Note 2 | 16,512,275 | 22,265,485 | |
| Customer advances - Note 2 | 1,586,540 | 1,586,540 | |
| Other liabilities - Note 2 | 4,178,637 | 3,297,639 | |
| Total current liabilities | 83,825,310 | 83,611,460 | |
| NONCURRENT LIABILITIES | |||
| Taxes payable - Note 2 | 145,380 | 218,070 | |
| Loans - Note 2 | 4,945,266 | 4,825,493 | |
| Other liabilities - Note 2 | 7,460,633 | - | |
| Total noncurrent liabilities | 12,551,279 | 5,043,563 | |
| Total liabilities | 96,376,589 | 88,655,023 | |
| SHAREHOLDERS’ EQUITY (As per respective statement) | 130,472,593 | 122,414,629 | |
| Total liabilities and Shareholders’ equity | 226,849,182 | 211,069,652 |
Notes 1 through 13 and exhibit C are an integral part of these financial statements.
STATEMENT OF INCOME FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD THE PRIOR YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 03/31/2006 | ||
| Net sales (including VAT benefits amounting to | |||
| 13,297,548 and 8,867,442, respectively) - Note 4(e) | 85,646,213 | 58,085,503 | |
| Cost of goods sold | (70,279,218) | (47,692,996) | |
| Gross Income | 15,366,995 | 10,392,507 | |
| Administrative expenses | (4,529,743) | (3,362,009) | |
| Selling expenses | (2,093,521) | (2,593,297) | |
| Income (loss) from long-term investments - Note 1 | (1,445,744) | 980,258 | |
| Financial income and holding gains from assets | |||
| Interest | 214,740 | 114,272 | |
| Foreign exchange difference | 8,561 | 115,069 | |
| Inventories holding gains (losses) | 1,259,844 | 772,310 | |
| Allowance for obsolescence and impairment in value of inventories | 335,415 | 142,098 | |
| Financial (expense) and holding (losses) from liabilities | |||
| Interest | (649,572) | (327,316) | |
| Foreign exchange difference | (659,647) | (428,441) | |
| Other income, net - Note 2 | 250,636 | 334,032 | |
| Net income for the period | 8,057,964 | 6,139,483 | |
| Earnings per share - Note 12 | |||
| BASIC - ORDINARY | 0.4029 | 0.3070 | |
| DILUTED - ORDINARY | 0.4029 | 0.3070 |
Notes 1 through 13 and exhibit C are an integral part of these financial statements.
STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | ||||||||
| Owners' contributions | ||||||||
| Breakdown | Capital stock | Adjustment to capital stock | Premium on capital stock | Subtotal | ||||
| Balances at beginning of year | 2,000,000 | 4,155,936 | 5,243,562 | 11,399,498 | ||||
| Net income for the period | - | - | - | - | ||||
| Balances as of March 31, 2007 | 2,000,000 | 4,155,936 | 5,243,562 | 11,399,498 | ||||
| Balances as of March 31, 2006 | 2,000,000 | 4,155,936 | 5,243,562 | 11,399,498 |
| 03/31/2007 | 03/31/2006 | |||||||||||
| Retained earnings / Accumulated losses | ||||||||||||
| Appropriated retained earnings | ||||||||||||
| Breakdown | Legal reserve | Other reserves (*) | Total | Unappropriated retained earnings (accumulated losses) | Total | Total | ||||||
| Balances at beginning of year | 2,280,143 | 73,708 | 2,353,851 | 108,661,280 | 122,414,629 | 82,412,064 | ||||||
| Net income for the year | - | - | - | 8,057,964 | 8,057,964 | 6,139,483 | ||||||
| Balances as of March 31, 2007 | 2,280,143 | 73,708 | 2,353,851 | 116,719,244 | 130,472,593 | |||||||
| Balances as of March 31, 2006 | 2,280,143 | 73,708 | 2,353,851 | 74,798,198 | 88,551,547 |
(*) See Note 3 (b).
Notes 1 through 13 and exhibit C are an integral part of these financial statements.
STATEMENT OF CASH FLOWS (1)
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 03/31/2007 | 03/31/2006 | ||
| CHANGES IN CASH | |||
| Cash at beginning of year | 9,009,116 | 17,137,992 | |
| Cash at end of period | 5,683,560 | 11,353,190 | |
| (Decrease) in cash, net | (3,325,556) | (5,784,802) | |
| CAUSES OF CHANGES IN CASH | |||
| OPERATING ACTIVITIES | |||
| Net income for the period | 8,057,964 | 6,139,483 | |
| Interest and foreign exchange difference accrued | 472,843 | 155,755 | |
| Adjustments to arrive at net cash flows provided by (used in) operating activities | |||
| P&E depreciation and intangible assets amortization | 622,218 | 572,253 | |
| Gain from the sale of P&E | - | (29,424) | |
| (Decrease) in the allowance for obsolescence and impairment in value of inventories | (335,415) | (142,098) | |
| Income (loss) from long-term investments | 1,445,744 | (980,258) | |
| Changes in operating assets and liabilities | |||
| (Increase) in trade receivables | (5,801,213) | (9,227,081) | |
| (Increase) in inventories | (21,612,795) | (22,145,212) | |
| Decrease in other credits | 7,523,754 | - | |
| Increase in trade payables | 5,942,620 | 15,145,653 | |
| (Decrease) increase in salaries, payroll taxes and taxes payable (net of tax credits) | (1,513,493) | 486,903 | |
| Increase in other liabilities | 8,341,631 | 2,517,151 | |
| Interest paid | (468,761) | (257,547) | |
| NET CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES | 2,675,097 | (7,764,422) |
(1) Cash comprises cash on hand and cash in banks
Notes 1 through 13 and exhibit C are an integral part of these financial statements.
STATEMENT OF CASH FLOWS (1)
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD OF THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 31/03/2007 | 31/03/2006 | ||
| INVESTING ACTIVITIES | |||
| Net P&E acquisitions | (363,133) | (421,804) | |
| P&E sale | - | 29,424 | |
| NET CASH FLOWS (USED IN) INVESTING ACTIVITIES | (363,133) | (392,380) | |
| FINANCING ACTIVITIES | |||
| Loan repayment | (14,637,520) | (3,628,000) | |
| Inflows from loans | 9,000,000 | 6,000,000 | |
| NET CASH FLOWS (USED IN) PROVIDED BY FINANCING ACTIVITIES | (5,637,520) | 2,372,000 | |
| (DECREASE) IN CASH, NET | (3,325,556) | (5,784,802) |
-
- Cash comprises cash on hand and cash in banks
Notes 1 through 13 and exhibit C are an integral part of these financial statements.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE SAME PERIOD OF THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
- SIGNIFICANT ACCOUNTING POLICIES
- Accounting standards applied to financial statements preparation and presentation
The financial statements of the Company have been prepared in accordance with CNV regulations.
Pursuant to the agreement signed in July 2004 between the FACPCE and the CPCECABA (Professional Council in Economic Sciences of the City of Buenos Aires) with the purpose of unifying professional accounting standards, in April 2005, the FACPCE issued Resolution No. 312/05 approving a series of changes to its Technical Resolutions (“TRs”) and Interpretations. Subsequently, in August 2005, the CPCECABA issued Resolution CD No. 93/2005, whereby it approved the FACPCE's TRs (with the amendments dated April 1, 2005), and established that such accounting standards shall become generally effective and mandatory for the full years or interim periods belonging to the fiscal years beginning January 1, 2006, or thereafter, although earlier application is allowed. CPCECABA Resolution CD No. 93/2005 also provided a transition period for certain changes related to the comparison with recoverable values and the disclosure of certain supplementary information regarding income tax booking, which will become mandatory for the fiscal years beginning January 1, 2008, or thereafter.
On December 29, 2005, and January 26, 2006, the CNV (Argentine Securities Commission) issued General Resolutions No. 485 and 487, respectively, which adopted (with certain amendments) and applied, for full fiscal years or interim periods related to the fiscal years beginning as from January 1, 2006, Technical Resolutions Nos. 6, 8, 9, 11, 14, 16, 17, 18, 21 and 22 and Interpretations Nos. 1, 2, 3 and 4 issued by the FACPCE (Argentine Federation of Professional Councils in Economic Sciences) and adopted by the CPCECABA (Professional Council in Economic Sciences of the City of Buenos Aires) through Resolution C.D. No. 93/2005, as mentioned in the previous paragraph. The most significant changes for the Company as a result of CNV General Resolutions Nos. 485 and 487, are as follows:
- Comparison with recoverable value, for property & equipment and intangible assets. Such comparison is required to be made in a single step and an impairment in value shall be recorded whenever the expected presented value of the cash flows (and the net realizable value) are lower than the book value. In addition, the comparison is to be made asset by asset or, if there are objective reasons that make this impossible, at the level of each cash-generating unit. If information is presented by business segment, the same grouping method should be used.
- It is established that the difference between the P&E book value adjusted for inflation (and other nonmonetary assets) and their tax base is a temporary difference that results in the recognition of a deferred income tax liability. However, it is acceptable to continue to consider it as a permanent difference. In the latter case, the financial statements are required to present certain supplementary information regarding the amount and reversal term of the deferred income tax liability that the issuer chose not to recognize otherwise.
- For matters not contemplated in general or specific accounting standards and that cannot be resolved by using the general framework of accounting standards, effective International Financial Reporting Standards and interpretations approved by the International Accounting Standards Board shall be also applied in the year when such supplementary standards are applicable.
As regards the change mentioned in point (b) above, the total taxation effect of the difference resulting from restating into constant pesos the P&E items and intangible assets as of these financial statements’ closing is 333,031. Had such difference been recognized as temporary, the Company’s shareholders’ equity at the beginning of the year would have decreased by 344,729, and the effect on income for the three-month period ended March 31, 2007, would have been a 11,698 decrease in the income tax charge.
Also, had the abovementioned temporary difference been recognized, the impact on the deferred income tax charge for the coming fiscal years would be reduced as follows:
| Terms and amounts | ||
| Fiscal year | Amount | |
| 2007 | 35,094 | |
| 2008 | 27,483 | |
| 2009 | 20,671 | |
| 2010 | 11,848 | |
| 2011 and forward | 237,935 | |
| Total | 333,031 |
Preparing the financial statements in accordance with current professional accounting standards requires Company Management to consider the estimates and assumptions impacting on the assets and liabilities amounts reported, the disclosure of contingent liabilities and assets as of the date of such financial statements, as well as the revenues and expenses for each year.
The final results may differ from such estimates.
-
- Restatement into constant pesos
Professional accounting standards establish that the financial statements should be stated in constant pesos. In a monetary stability context, the face and constant value of Argentine pesos is the same, but, in an inflationary or deflationary context, the financial statements should be stated in pesos reflecting the purchasing power as of their closing date by recognizing the changes in the domestic WPI published by the INDEC (Argentine Institute of Statistics and Censuses), in accordance with the restatement method set by FACPCE (Argentine Federation of Professional Council in Economic Sciences) Technical Resolution No. 6.
The Company’s financial statements recognize the changes in the purchasing power of the peso through February 28, 2003, in accordance with Presidential Decree No. 664/2003 and CNV General Resolution No. 441. Under professional accounting standards the restatement method established in Technical Resolution No. 6 should have been discontinued only as from October 1, 2003. The effects of failing to recognize variations in the currency purchasing power until such date were immaterial with respect to the accompanying financial statements.
-
- Valuation methods
The main valuation methods used to prepare these financial statements are:
- Cash:
-
- In Argentine pesos: at nominal value.
- In foreign currency: converted at the exchange rate effective as of each period-end or year-end for the settlement of such transactions. Foreign exchange differences were charged to the statement of income for each period or year.
- Receivables and payables:
-
- In Argentine pesos: at the present value of the cash flows they will generate, discounted (only if effects are significant) using imputed, explicit or market rates, as the case may be, effective at the time of each transaction.
- In foreign currency: at the present value of the cash flows they will generate, discounted (only if effects are significant) using imputed, explicit or market rates, as the case may be, effective at the time of each transaction. These amounts were converted into Argentine pesos at the exchange rate effective as of each period-end or year-end for the settlement of the respective types of transactions. Foreign exchange differences were charged to income for each period or year.
- Credit risk: In its usual course of business the Company grants credit to customers, including car manufacturers, that represent about 99% of the Company’s total sales revenues. The Company continuously performs credit assessments of its customers’ financial capacity in order to reduce the potential risk of significant credit losses.
- Labor cost liabilities: labor cost liabilities accrue in the periods in which employees have rendered the service that gave rise to such consideration.
- Financial instruments: The Company has not used derivative financial instruments during the period ended March 31, 2007, or for the fiscal year ended December 31, 2006. Receivables and payables related to usual business and financial transactions are valued as stated in the previous paragraphs and, in the opinion of the Company’s Management, such valuation does not differ from their current value.
- Inventories:
-
- Raw materials (including those in transit) were valued at replacement cost at the end of each period or year, considering the cash prices for the usual purchase volumes. In addition, imported goods are valued at replacement cost at the foreign exchange rate effective at the end of the period or year.
- The products manufactured were valued at cash reproduction cost at the end of each period or year, with the cap of their respective net realization values.
- Prepayments to vendors are stated at nominal value, and those related to amounts in foreign currency were converted at the foreign exchange rate effective at the end of each period or fiscal year.
The value of inventories, as of each period or year-end and after considering the allowance for impairment in value and obsolescence, does not exceed the recoverable value thereof.
- Long-term investments in subsidiaries:
Interclima S.A.: at equity value as established by FACPCE Technical Resolution No. 21, which was calculated based on Interclima S.A.’s financial statements as of March 31, 2007, December 31, 2006, and March 31, 2006, which include a limited review report dated May 11, 2007, and 2006, and an auditor’s report dated March 09, 2007, containing except-for qualifications related to discrepancies in the valuation of income tax payables and a qualification for unresolved uncertainties about the recoverability of tax credits.
In addition, upon determining the value by the equity method, an adjustment to the subsidiary’s book value was taken into account to disclose the effects of not booking certain income tax payables (see “Income tax – Situation in Interclima S.A.”)
Income (loss) from the equity interest in the subsidiary is disclosed in the statement of income under "Income (loss) from long-term investments".
Capdo S.A.: at equity value as established by FACPCE Technical Resolution No. 21, which was calculated based on Capdo S.A.’s financial statements as of March 31, 2007 and December 31, 2006, which include an unqualified limited review report dated May 10, 2007 and February 26, 2007.
Income (loss) from the equity interest in the subsidiary is disclosed in the statement of income under "Income (loss) from long-term investments".
- P&E:
-
- P&E has been valued at original cost restated as mentioned in note 1.2), net of accumulated depreciation until the end of each period or year.
- P&E depreciation is calculated by the straight-line method, applying annual rates sufficient to extinguish P&E by the end of their estimated useful lives.
- The valuation of P&E items is checked for impairment in value whenever there is any indication that their book value could exceed their recoverable value. The losses from impairment in value and related recoveries are recognized in the statement of income under “Financial income (expense) and holding gains (losses)”.
- The value of P&E, at cash-generating-unit level, does not exceed the recoverable value thereof.
- Intangible assets:
-
- Intangible assets have been valued at original cost restated as mentioned in Note 1, net of accumulated depreciation until the end of each period or year.
- Amortization is calculated following the straight-line method.
- The valuation of intangible assets is checked to verify whether their value was impaired when there is any indication that their book value could exceed their recoverable value. The losses from impairment in value and related recoveries are recognized in the statement of income under “Financial income (expense) and holding gains (losses)”.
- The book value of intangible assets, considered as a whole, does not exceed the recoverable value thereof.
- The licenses to sell products acquired by the Company have been amortized by the straight-line method over three years counted as from their initial economic use, taking into account their capacity to generate earnings in the future.
- Goodwill:
Goodwill resulted from the acquisition of CAPDO S.A. The Company considered that this intangible has an indefinite useful life, since it is not subject to a contractual or legal utilization term, and it is believed that it will generate cash flows in the future within an indefinite term.
Goodwill is reviewed to verify whether it has suffered any impairment in value when there is any indication that its book value could exceed its recoverable value.
- Allowances and provisions:
-
- Allowances:
- For doubtful accounts: set to correct and make adequate the valuation of trade receivables at the estimated recoverable value; it was set on the basis of an individual analysis thereof.
- For obsolescence and impairment in value of inventories: it was booked to adjust the value of certain finished products and other obsolete or slow-moving inventories to their estimated recoverable value.
- For impairment in value of tax credits: it was set to reduce the book value of such credits at the estimated recoverable value thereof; the estimates made by Company Management and the opinion of its legal counsel were considered in the assessment thereof.
- For impairment in value of deferred income tax assets: it was booked to reduce the value of such assets at their estimated recoverable value. For that purpose, the Company’s tax situation and estimates were considered.
- Shareholders’ equity accounts:
They were restated as mentioned in note 1.2), except for the “Capital stock” account, which remained at original value. The adjustment deriving from the restatement thereof is disclosed under the “Adjustment to capital stock” account.
- Statement-of-income accounts:
-
- At nominal value, except for the following cases:
- Income (loss) from long-term investments was calculated by the equity method applying the Company’s equity interest percentage to the subsidiaries’ income (loss) for the same period, deducting unrealized intercompany profits and losses. In addition, this account includes the adjustments necessary to make the valuation methods of the subsidiary consistent with those of the Company and the adjustment for not booking an income-tax payable (see “Income tax – Situation in Interclima S.A.”).
- The depreciation of P&E and the amortization of intangible assets were calculated based on the value of the respective assets after being restated as described in note 1.2).
- The cost of goods sold was determined based on the replacement costs for each month. Holding gains (losses) are disclosed in the account “Financial income (expense) and holding gains (losses)”.
- The account “Financial income (expense) and holding gains (losses)” includes: (a) income and financial costs, (b) inventories holding gains (losses), (c) foreign exchange differences and (d) charges and reversals related to doubtful accounts, impairments in value and obsolescence of inventories, impairments in the value of P&E and other assets in general.
- The Company has segregated the imputed financial components accrued during each period or year provided that they were significant.
- Income tax and minimum presumed income tax
-
- Status of Mirgor S.A.C.I.F.I.A.
The Company assesses the income tax charge by the deferred income tax method, which consists in recognizing (as asset or liability) the tax effect of temporary differences between the book and tax valuation of assets and liabilities, and the subsequent charge to income for the periods in which such assets or liabilities are reversed, and considering the possibility of using net operating losses in the future. Temporary differences determine deferred income tax assets or liabilities when their future reversal decreases or increases the taxes assessed, respectively.
Minimum presumed income tax is supplementary to income tax: while the latter is levied on taxable income for the year, minimum presumed income tax is a minimum levy determined by applying the current 1% rate on the potential income of certain assets. Therefore, the Company’s tax obligations shall be the higher of these two taxes. However, should minimum presumed income tax exceed income tax in any given fiscal year, such excess may be computed as payment on account of any excess of income tax over minimum presumed income tax occurring in any of the ten subsequent fiscal years.
The Company carries net operating losses amounting to 5,335,444 (out of which 5,106,878 may be used until December 31, 2007, and the remainder, until December 31, 2009). As of March 31, 2007, there were deferred income tax assets amounting to 2,574,459, covered by an allowance for impairment in value for the full amount, based on current expectations about the possibility of using them against taxable income and the Company’s tax situation as described in note 4.
The changes in deferred income tax credit and the charge to income for the three-month period ended March 31, 2007, and the year ended December 31, 2006, were as follows:
| 03/31/2007 | 12/31/2006 | ||||||
| Deferred tax credit | Income tax - Income / (loss) | Deferred tax credit | Income tax - Income / (loss) | ||||
| Balance at beginning of year, less provision | - | - | - | - | |||
| Consumption of NOLs | (79,682) | (79,682) | (438,579) | (438,579) | |||
| (Decrease) in temporary asset differences | (5,812) | (5,812) | (96,062) | (96,062) | |||
| Change in the allowance for impairment in value of deferred assets | 85,494 | 85,494 | 534,641 | 534,641 | |||
| Balance as of period-end, less provision | - | - | - | - |
The reconciliation between the income tax charge recognized and that resulting from applying to the period book income the 35% rate established by current tax regulations is as follows:
| 03/31/2007 | 03/31/2006 | ||
| Earnings for the period before income tax | 8,057,964 | 6,139,483 | |
| Permanent differences (*) | (7,813,695) | (5,395,823) | |
| Earnings for the period less permanent differences | 244,269 | 743,660 | |
| Tax rate | 35% | 35% | |
| Tax assessed | (85,494) | 260,281 | |
| Change in the allowance for impairment in value of deferred assets | 85,494 | (260,281) | |
| Income-tax book charge | - | - |
(*) It includes the income exempt under the industrial promotion system effective for the Province of Tierra del Fuego.
The items included in the deferred income tax credits as of March 31, 2007 and December 31, 2006 are shown in detail below:
| Temporally differences in assets | 03/31/2007 | 12/31/2006 | |
| Nondeductible allowances | 510,791 | 559,127 | |
| Diverses | 196,262 | 153,738 | |
| NOLs | 1,867,406 | 1,947,088 | |
| Deferred tax credit before the allowance | 2,574,459 | 2,659,953 | |
| Allowances for impairment in value of deferred tax assets | (2,574,459) | (2,659,953) | |
| Deferred tax credit at period-end net of the allowance | - | - |
The minimum presumed income tax amount for the three-month period ended March 31, 2007, exceeded income tax and amounted to 116,578. Such amount was booked under noncurrent tax credits, the amount of which accumulated to date totals 1,969,852. The Company’s Management, based on the Company’s business plan for the future, understands that such amounts will be recoverable.
-
-
- Situation in the subsidiary Interclima S.A.
-
In view of the economic crisis resulting from abandoning the currency board, the Management of the subsidiary considered that the conditions required to apply the tax-purposes adjustment for inflation were present. Consequently, it prepared and filed the income tax return for the year ended December 31, 2002, based on adjusted amounts, using the coefficients determined according to domestic WPI variations, which led to the assessment of NOLs amounting to about 5,200,000.
Interclima S.A.’s Management, seeking appropriate jurisdictional protection, filed before the courts a request for an injunction because it believed that section 39, Law No. 24,073 dated 1992, which had set the index applicable to the tax adjustment for inflation at one, should be abrogated due to the high inflation that affected tax year 2002 and because it had been introduced to legislation in an economic context differing completely from year 2002.
On July 17, 2003, the judge hearing the case granted the injunction requested by the subsidiary and instructed the Argentine Government to refrain from filing any administrative or judicial proceeding, making any claim, demand or accusation and imposing penalties based on the alleged prohibition to apply the adjustment for inflation.
On October 15, 2004, the trial court judge hearing on the constitutional protection action filed by the subsidiary ruled that the AFIP should accept the legitimacy of the adjustment for inflation provided for in Income Tax Law No. 20,628, Title VI, and resolved to declare the unconstitutionality of section 4, Law No. 25,561, amending sections 7 and 10, Law No. 23,928, and section 5, Presidential Decree 214/02, and section 39, Law No. 24,073, since they disregard sections 14 and 17 of the Argentine Constitution, and it has ordered the AFIP to compute the adjustment for inflation in the fiscal year ended December 31, 2002, and filed on May 8, 2003, which was appealed by Argentine tax authorities. The Court of Appeals dismissed such appeal. As a result, the AFIP filed an extraordinary appeal, which was denied by the Court of Appeals. The Argentine Attorney General held in a recent opinion that the sentence entered by the Court of Appeals of Comodoro Rivadavia which had dismissed the appeal filed with the Supreme Court of Justice by the AFIP, in view of the first and second instance sentence in favor of Interclima.
Considering the denial mentioned in the preceding paragraph, the AFIP filed a remedy of complaint for appeal denied with the Argentine Supreme Court. To date, whether such remedy was sustained or not has not been resolved.
Had the tax adjustment for inflation not been made, Interclima S.A. would have assessed income tax amounting to about 384,342 for 2002 (after computing prior-period NOLs), to 854,892 for the fiscal year ended December 31, 2003, to 1,279,585 for the fiscal year ended December 31, 2004, and 39,793 for fiscal year ended December 31, 2005, plus interest accrued amounting to 1,809,100 calculated through March 31, 2007. The abovementioned amounts total December 4,367,712 as of March 31, 2007.
- BREAKDOWN OF MAIN ACCOUNTS
| 03/31/2007 | 12/31/2006 | ||
| CURRENT ASSETS | |||
| Cash | |||
| Cash in Argentine pesos | 29,625 | 12,472 | |
| Cash on hand in foreign currency | 68,082 | 12,263 | |
| In banks in Argentine pesos | 3,627,795 | 7,128,741 | |
| In banks in foreign currency | 1,958,058 | 1,855,640 | |
| 5,683,560 | 9,009,116 | ||
| Trade receivables | |||
| Trade receivables in Argentine pesos | 51,961,420 | 46,221,906 | |
| Trade receivables in foreign currency | 410,193 | 348,494 | |
| Allowance for doubtful accounts | (848,855) | (848,855) | |
| 51,522,758 | 45,721,545 | ||
| Tax credits | |||
| VAT credit balance | 171,932 | - | |
| Withholdings and additional withholdings | 641,596 | 393,374 | |
| 813,528 | 393,374 | ||
| Other receivables | |||
| Unaccrued insurance | 26,275 | 104,439 | |
| Loans and advances to personnel | 159,838 | 150,063 | |
| Other | 324,566 | 223,257 | |
| 510,679 | 477,759 | ||
| Inventories | |||
| Manufactured products | 27,528,761 | 22,467,694 | |
| Raw material | 64,712,014 | 45,037,886 | |
| Subtotal | 92,240,775 | 67,505,580 | |
| Raw material in transit | 10,578,196 | 14,611,092 | |
| Prepayments to vendors in Argentine pesos | 2,696,595 | 850,319 | |
| Prepayments to vendors in foreign currency | 1,343,180 | 2,278,960 | |
| Allowance for obsolescence and impairment in value of inventories | (10,469,943) | (10,805,358) | |
| 96,388,803 | 74,440,593 | ||
| NONCURRENT ASSETS | |||
| Tax credits | |||
| VAT credit balance - Note 4 | 93,481 | 93,481 | |
| Minimum presumed income tax - Note 4 | 1,969,852 | 1,853,274 | |
| Promotional benefits receivable - Note 4 | 1,229,537 | 1,229,537 | |
| Rebates receivable in Argentine pesos - Note 4 | 1,016,393 | 1,016,393 | |
| Deferred income tax asset | 2,574,459 | 2,659,953 | |
| Allowance for impairment in value of deferred income tax asset | (2,574,459) | (2,659,953) | |
| Other | 80,436 | 32,923 | |
| Allowance for impairment in value of tax credits | (2,265,582) | (2,265,582) | |
| 2,124,117 | 1,960,026 |
| 03/31/2007 | 12/31/2006 | ||
| Other receivables | |||
| Companies under section 33, Law No. 19,550 (subsidiaries and affiliates) and other related companies – Note 7 | 677,228 | 8,233,902 | |
| 677,228 | 8,233,902 | ||
| CURRENT LIABILITIES | |||
| Trade payables | |||
| Suppliers | 18,458,004 | 16,532,834 | |
| Financial payables in foreign currency | 39,009,752 | 34,992,302 | |
| 57,467,756 | 51,525,136 | ||
| Salaries, payroll taxes and taxes payable | |||
| Salaries and payroll taxes | 2,022,999 | 2,808,365 | |
| Annual statutory bonus and vacation accrual | 733,225 | 552,266 | |
| Health and safety assessment | 481,113 | 604,780 | |
| Turnover tax payable | 351,178 | 383,350 | |
| Withholdings and additional withholdings | 350,787 | 462,282 | |
| Other taxes payable | 140,800 | 125,617 | |
| 4,080,102 | 4,936,660 | ||
| Loans | |||
| Financial loans in Argentine pesos | 15,065,728 | 17,598,806 | |
| Financial loans in foreign currency | 1,446,547 | 4,666,679 | |
| 16,512,275 | 22,265,485 | ||
| Customer advances | |||
| In Argentine pesos | 1,586,540 | 1,586,540 | |
| 1,586,540 | 1,586,540 | ||
| Other liabilities | |||
| Royalties payable | 807,422 | 786,424 | |
| Directors' fees accrual | 3,370,000 | 2,510,000 | |
| Other | 1,215 | 1,215 | |
| 4,178,637 | 3,297,639 | ||
| NONCURRENT LIABILITIES | |||
| Taxes payable | |||
| Turnover tax payable | 145,380 | 218,070 | |
| 145,380 | 218,070 | ||
| Loans | |||
| Financial loans in foreign currency | 4,945,266 | 4,825,493 | |
| 4,945,266 | 4,825,493 | ||
| Other liabilities | |||
| Payables to companies under section 33, Law No. 19,550 (subsidiaries and affiliates) and other related companies – Note 7 | 7,460,633 | - | |
| 7,460,633 | - |
| Income/(Loss) | |||
| 03/31/2007 | 03/31/2006 | ||
| Other income, net | |||
| Leases and rentals | 300,000 | 300,000 | |
| Other | (49,364) | 34,032 | |
| 250,636 | 334,032 |
- CAPITAL STRUCTURE – SHAREHOLDERS’ EQUITY
- Capital stock status
The Company’s capital stock consists of 20,000,000 book-entry shares of common stock, 0.10 face value each and it is fully registered, subscribed issued and paid-in, according to the following breakdown:
| Class | Votes | Number | ||
| “A” | Entitled to three (3) votes each | 5,200,000 | ||
| “B” | Entitled to three (3) votes each | 5,200,000 | ||
| “C” | Entitled to one (1) vote each | 9,600,000 | ||
| Total | 20,000,000 |
Each Class “A”, Class “B” or Class “C” shares have the same rights to collect dividends.
- Other reserves - For future dividends
This account includes the decisions made by the Shareholders’ Meetings held May 24, 1995, May 22, 1998, and April 29, 1999, approving the setting of reserves for future dividends in the amounts of 18,784,406, 7,693,924, and 8,353,403, respectively. The Board of Directors would thus be free to allocate such amounts to cash dividend payments, as deemed appropriate. On July 14, 1995, May 12, 1998, December 13, 1999, July 18, 2000, and December 15, 2002, the Board of Directors approved the payment of 9,368,077; 9,342,622; 3,846,962; 3,846,962; 4,176,701; and 4,176,701, respectively.
- TAX SITUATION OF THE COMPANY: TAX SYSTEM – TAX CREDITS
The Company enjoys the benefits of the Industrial Promotion System provided by Law No. 19,640 as regards the assets and for the activities performed in the Province of Tierra del Fuego. Accordingly, the Company is entitled to certain tax and customs benefits through 2013, including:
- Income tax: Presidential Decree No. 1,395/94 established, as from September 1, 1994, that 85% of the price paid by customers out of the earnings related to the Province of Tierra del Fuego would be income-tax exempt (whose rate is 35%). Subsequently, under Presidential Decree 615/97, the Argentine Government reinstated certain tax benefits granted by Industrial Promotion Law introducing amendments effective August 1, 1997, that provided that the exemption granted to such activities would amount to 100% as established by Law No. 19,640, section 4(a).
- Value-added tax: The Company’s sales are subject to VAT at the 21% rate; such tax is collected from customers. Presidential Decree No. 1,395/94 provided that presumed VAT credits computable as from September 1, 1994, would be equivalent to the amount resulting from applying the VAT rate on 61.11% of the net sales price to customers so that the tax obligation was reduced to 8% thereof as from April 1995. Presidential Decree No. 615/97 provided that the presumed VAT credit computable as from August 1, 1997, is equivalent to the one resulting from applying 100% on the VAT rate at the bet sale price to customers.
- Tax credit certificates: Under Law No. 23,697, the Federal Government suspended the tax benefits during 1989 and 1990. Thus, the Company made payments on account of capital tax and VAT which, under such law, would be reimbursed to the Company through Debt Consolidation Bonds.
DGI (Argentine tax bureau) General Resolution No. 3838/94 regulated the way in which the abovementioned bonds would be obtained; based on that, the Company booked credits in the amount of 1,511,788 (historical value).
On September 17, 1996, the DGI advised the Company of the recognition of a larger amount in favor of the Company (2,194,142) (un-restated historical value) as a result of the application of the adjustment rate for the prior month used by the Company in the original filing. In addition, the Company booked a 148,853 (un-restated historical value) credit related to the reimbursement of VAT to be requested by other procedures.
The Ministry of Economy and Public Services and Works established through Resolution No. 580/96 that the credits against the Federal Government emerging from the suspension of the industrial promotion established in Law No. 23,697 and prior to April 1, 1991, will be settled through the delivery of Debt Consolidation Bonds.
On May 19, 1997, the Company was advised that the DGI provisionally recognized the amount indicated above.
As a result thereof, the Company booked the credit recognized at the listed price effective as of each fiscal period- or year-end which, as of March 31, 2007, and December 31, 2006, amounted to 1,229,537. An accrual has been booked for the full amount thereof.
- Customs duties and statistical rate: Not paid by the Company for all the inputs imported and used in its operations in Tierra del Fuego under Law No. 19,640.
- Reimbursements in Argentine pesos: Under Law No. 19,640, exports from the continent to Tierra del Fuego enjoy the benefit of these reimbursements.
Owing to the delay in payment by the Federal Government, the Company filed collection requests before Customs Authorities although such requests had unfavorable resolutions at administrative stages, (the proceedings are currently in the Customs Legal and Technical Department awaiting the issuance of the respective formal opinions) the Company’s legal counsel and Management understand that the transactions were carried out within the regulatory framework of Law No. 19,640 and, consequently, it would be entitled to collect the rebates that the regulation then effective barred.
Following with the comments included in the previous points, the benefits related during the three-month period ended March 31, 2007, and 2006, amounted to:
| Periods ended March 31, | ||||
| 2007 | 2006 | |||
| Value-added tax | 13,297,548 | 8,867,442 | ||
| Custom duties and statistical rate (estimated) | 13,423,172 | 7,476,126 |
In addition and considering the tax system to which the Company is subject, as indicated above, as of March 31, 2007, the Company carried minimum presumed income tax credits in the amount of 1.9 million, and the Company and its subsidiary (Interclima S.A.) carried VAT credits in the amount of 4.4 million disclosed in noncurrent assets. The recoverability of such credits totaling 6.4 million in the consolidated financial statements and 1.9 million in the stand-alone financial statement depends, among other issues on whether the Companies are able to generate income subject to tax during the coming years. In this respect, the Company’s Management understands that, based on its future business plan, such credits will be recoverable.
- MAJOR CUSTOMERS
Sales with major customers as of the three-month periods ended March 31, 2007, and 2006, are:
| 03/31/2007 | 03/31/2006 | |||
| Volkswagen Argentina S.A. | 30% | 34% | ||
| Peugeot Citröen Argentina S.A. | 23% | 14% | ||
| Renault Argentina S.A. | 21% | 23% | ||
| General Motors Argentina | 20% | 19% | ||
| Mercedes Benz | 5% | 8% | ||
| Others | 1% | 2% |
- PARENT COMPANY
Parent company: II Tevere S.A.
Registered office: Paseo Colón 221, Piso 4° - Buenos Aires, Argentina
Main business: holding company.
Voting rights: 76,47%
Shareholding percentage: 52%
- INFORMATION ON RELATED PARTIES
For the three-month period ended March 31, 2007, and for the fiscal year ended December 31, 2006, the Company was engaged in transactions with its subsidiary, parent, and other related companies, being the receivable and payable amounts as follows:
| 03/31/2007 | 12/31/2006 | ||
| Other receivables | |||
| IL TEVERE S.A. (2) | 677,228 | 677,228 | |
| INTERCLIMA S.A. (1) | - | 7,556,674 | |
| Total | 677,228 | 8,233,902 | |
| Other liabilities (Noncurrent) | |||
| INTERCLIMA S.A. (1) | 7,460,633 | - | |
| Total | 7,460,633 | - |
The transactions carried out with its subsidiary, parent, and other related companies, for the periods ended March 31, 2007 and 2006 are as follows:
| 03/31/2007 | |||||
| Purchase of merchandise | Loans | Other Services | |||
| INTERCLIMA S.A. (1) | 1,728,234 | 15,017,307 | 300,000 | ||
| IL TEVERE S.A. (2) | - | - | - | ||
| 1,728,234 | 15,017,307 | 300,000 |
| 03/31/2006 | |||||
| Purchase of merchandise | Loans | Other Services | |||
| INTERCLIMA S.A. (1) | 934,738 | 2,629,152 | 300,000 | ||
| IL TEVERE S.A. (2) | - | 990 | - | ||
| 934,738 | 2,630,142 | 300,000 |
-
-
- Subsidiary.
- Parent company.
-
-
INCOME TAX WITHHOLDING ON CASH DIVIDENDS
When dividends are paid in cash, in excess of taxable income as provided for in Income Tax Law, such excess shall be subject to a 35% withholding, as single and definitive payment. Earnings which are not subject to income tax as a result of the benefits provided by Law No. 19,640 are not subject to equalization tax.
- OFFICIALLY STAMPED BOOKS
The books which were stamped and sealed after the related transactions are:
| Journal No. | Officially stamped on | Transaction for the period | ||
| 69 | 29-Aug-06 | 04/19/06 to 05/23/06 | ||
| 70 | 29-Aug-06 | 05/23/06 to 06/23/06 | ||
| 71 | 25-Sep-06 | 06/23/06 to 07/24/06 | ||
| 72 | 25-Sep-06 | 07/24/06 to 08/29/06 | ||
| 73 | 24-Nov-06 | 08/29/06 to 09/28/06 | ||
| 74 | 24-Nov-06 | 09/28/06 to 10/16/06 | ||
| 75 | 21-Dec-06 | 10/16/06 to 11/23/06 | ||
| 76 | 21-Dec-06 | 11/23/06 to 12/21/06 |
- SUBSEQUENT EVENTS
As of April 30, 2007, the Shareholders' Meeting approved based on the majority of votes the distribution of dividends in cash in the amount of 4,000,000.
- SHAREHOLDING ACQUISITION
On December 21, 2006, the Company acquired a 95% equity interest in Capdo S.A., an affiliate of the group to which the parent company belongs, in the amount of 7,792,470, which was fully paid as of December 31, 2006. Such company owns a real property unit in the Province of Buenos Aires, which will allow, among other things, extending and improving the provision of goods produced to one of the car manufacturers with which the Company operates.
- EARNINGS PER SHARE
Net income per share (basic and diluted) is calculated by dividing net income for each period allocable to common shares by the weighted average of outstanding common shares during the same periods. No transactions involving shares of common stock or possible shares of common stock have been performed as from the end of the year reported through the issuance of these financial statements.
- FOREIGN INVESTOR INFORMATION REGULATIONS
These financial statements have been prepared in accordance with the foreign investors information regulations established by the CNV (Argentine Securities Commission) in Resolution No. 368, as amended, Chapter XXIII, Exhibit III; and based on the above, have been prepared in accordance with professional accounting standards effective in Argentina. The effects of differences between professional accounting standards effective in Argentina and those effective in other countries where these financial statements may be used have not been quantified.
EXHIBIT “C”
SHARES, DEBENTURES, OTHER SECURITIES ISSUED IN SERIES,
AND INTEREST IN ANOTHER COMPANY
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2007,
PRESENTED COMPARATIVELY WITH THE PRIOR FISCAL YEAR
(Figures stated in Argentine pesos - Note 1.2)
| 2007 | ||||||||||
| Securities name and characteristics | Face value | Amounts | Cost value | Value obtained by the equity method | Book value | |||||
| Noncurrent investments: Companies under section 33, Law No. 19,550 - Subsidiaries and affiliates | ||||||||||
| INTERCLIMA S.A. | 1 | 11,996 | 8,815,917 | 30,644,700 | 30,644,700 | |||||
| CAPDO S.A. | 1 | 6,650,000 | 7,792,470 | 7,385,748 | 7,385,748 | |||||
| Total noncurrent investments | 38,030,448 |
| 2007 | 2006 | |||||||||||||
| Information on the issuer | ||||||||||||||
| Last financial statements issued | ||||||||||||||
| Securities name and characteristics | Main business activity | Date | Capital | Income (loss) for the year | Shareholders' equity | Equity interest % | Book value | |||||||
| Noncurrent investments: Companies under section 33, Law No. 19,550 - Subsidiaries and affiliates | ||||||||||||||
| INTERCLIMA S.A. | Manufacturing of autoparts and exchangers for air conditioning and heating systems | 03/31/07 | 12,000 | (1,297,473) | 35,195,874 | 99.97% | 32,178,801 | |||||||
| CAPDO S.A. | Real estate broker | 03/31/07 | 7,000,000 | 93,009 | 6,482,945 | 95.00% | 7,297,390 | |||||||
| Total noncurrent investments | 39,476,191 |