Quarterly Report • Sep 29, 2015
Quarterly Report
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Prefecture of Attica Registration Nr 1482/06/Β/86/26 Headquarters: Irodou Attikou 12Α – 151 24 Maroussi Attica
ANNUAL FINANCIAL STATEMENTS IN ACCORDANCE WITH THE INTERNATIONAL FINANCIAL REPORTING STANDARDS THAT HAVE BEEN ADOPTED BY THE EUROPEAN UNION FOR THE YEAR 1 JANUARY – 31 DECEMBER 2006 FOR THE GROUP AND THE COMPANY «MOTOR OIL (HELLAS) CORINTH REFINERIES S.A.» Headquarters: Irodou Attikou 12Α , 151 24 Maroussi, Attica
| 1. Income Statement for the year ended 31 December 2006 | Pages 3 |
|---|---|
| 2. Balance Sheet as at 31st December 2006 | 4 |
| 3. Statement of Changes in Equity for the year ended 31 December 2006 | 5 |
| 4. Cash Flow Statement for the year ended 31 December 2006 | 6 |
| 5. Νotes to the Financial Statements for the year ended 31 December 2006 | 7-39 |
| 6. Auditors' report | 40 |
The financial statements of the Group and of the Company, set out on pages 3 to 39, were approved at the Board of Directors' Meeting dated Thursday February 22, 2007 and are subject to the approval of the Annual Ordinary General Meeting of Company Shareholders.
| THE CHAIRMAN OF THE BOARD OF DIRECTORS AND MANAGING DIRECTOR |
THE DEPUTY MANAGING DIRECTOR AND CHIEF FINANCIAL OFFICER |
THE CHIEF ACCOUNTANT |
|---|---|---|
| VARDIS J. VARDINOYANNIS | PETROS T. TZANNETAKIS | THEODOROS N. PORFIRIS |
| per share") | GROUP | COMPANY | ||||
|---|---|---|---|---|---|---|
| 1.1.2006- | 1.1.2005- | 1.1.2006- | 1.1.2005- | |||
| Note | 31.12.2006 | 31.12.2005 | 31.12.2006 | 31.12.2005 | ||
| Continuing Operations | ||||||
| Revenue | 3 | 3,977,091 | 3,237,376 | 3,629,694 | 2,923,769 | |
| Cost of Sales | 6 | (3,729,274) | (2,952,147) | (3,427,013) | (2,682,623) | |
| Gross profit | 247,817 | 285,229 | 202,681 | 241,146 | ||
| Distribution expenses | (47,747) | (44,097) | (12,748) | (12,801) | ||
| Administrative expenses | (27,576) | (22,672) | (19,727) | (14,805) | ||
| Other operating income/expenses | 5 | 50,249 | (14,112) | 45,126 | (17,322) | |
| Profit from operations | 6 | 222,743 | 204,348 | 215,332 | 196,218 | |
| Investment income | 7 | 4,471 | 1,474 | 6,574 | 4,773 | |
| Share of profits/(loss) in associates | 15 | (189) | 166 | 0 | 0 | |
| Finance costs | 8 | (35,858) | (14,631) | (32,307) | (12,461) | |
| Profit before taxes | 191,167 | 191,357 | 189,599 | 188,530 | ||
| Income tax | 9 | (63,576) | (59,722) | (62,125) | (57,843) | |
| Profit after taxes attributable to | ||||||
| shareholders of the parent company |
127,591 | 131,635 | 127,474 | 130,687 | ||
| Earnings per share basic and |
||||||
| diluted (in Euros) | 11 | 1.15 | 1.19 | 1.15 | 1.18 |
| In 000´s Euros | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| Note | 31.12.2006 | 31.12.2005 | 31.12.2006 | 31.12.2005 | |
| ASSETS | |||||
| Non-current assets | |||||
| Goodwill | 12 | 16,200 | 16,200 | 0 | 0 |
| Other intangible assets | 13 | 4,129 | 3,553 | 559 | 871 |
| Property, Plant and Equipment | 14 | 729,751 | 733,951 | 691,481 | 698,065 |
| Investments in subsidiaries and associates | 15 | 3,646 | 3,664 | 38,528 | 38,608 |
| Available for sale investments | 16 | 927 | 927 | 927 | 927 |
| Other non-current assets | 17 | 11,158 | 11,965 | 1,280 | 969 |
| Total | 765,811 | 770,260 | 732,775 | 739,440 | |
| Current assets | |||||
| Inventories | 18 | 187,522 | 314,344 | 182,122 | 308,225 |
| Trade and other receivables | 19 | 326,720 | 304,486 | 252,727 | 248,756 |
| Cash and cash equivalents | 20 | 8,785 | 9,211 | 6,533 | 6,740 |
| Total | 523,027 | 628,041 | 441,382 | 563,721 | |
| Total Assets | 4 | 1,288,838 | 1,398,301 | 1,174,157 | 1,303,161 |
| LIABILITIES | |||||
| Non-current liabilities | |||||
| Bank loans | 21 | 317,048 | 359,880 | 287,048 | 329,880 |
| Provision for retirement benefit obligation | 34 | 50,038 | 48,637 | 46,488 | 45,275 |
| Deferred tax liabilities | 22 | 20,248 | 11,660 | 19,751 | 11,141 |
| Other non-current liabilities | 1,260 | 1,188 | 2 | 2 | |
| Deferred income | 5,057 | 4,819 | 5,057 | 4,819 | |
| Total | 393,651 | 426,184 | 358,346 | 391,117 | |
| Current liabilities | |||||
| Trade and other payables | 23 | 123,388 | 274,641 | 102,591 | 253,876 |
| Provision for retirement benefit obligation | 34 | 2,160 | 2,526 | 2,117 | 2,403 |
| Income Taxes | 6,404 | 41,049 | 6,139 | 40,570 | |
| Bank loans | 21 | 421,543 | 317,935 | 360,303 | 276,143 |
| Deferred income | 411 | 415 | 411 | 415 | |
| Total | 553,906 | 636,566 | 471,561 | 573,407 | |
| Total Liabilities | 4 | 947,557 | 1,062,750 | 829,907 | 964,524 |
| EQUITY | |||||
| Share capital | 24 | 33,235 | 33,235 | 33,235 | 33,235 |
| Share premium | 25 | 49,528 | 49,528 | 49,528 | 49,528 |
| Own shares | 26 | 0 | 0 | 0 | 0 |
| Reserves | 27 | 79,521 | 76,393 | 77,136 | 75,374 |
| Retained earnings | 28 | 178,997 | 176,395 | 184,351 | 180,500 |
| Total Equity | 341,281 | 335,551 | 344,250 | 338,637 | |
| Total Equity and Liabilities | 1,288,838 | 1,398,301 | 1,174,157 | 1,303,161 |
| GROUP In 000´s Euros |
Share capital |
Share premium | Reserves | Treasury Shares |
Retained earnings |
Total |
|---|---|---|---|---|---|---|
| Balance as at 1 January 2005 Profit for the year Dividends |
33,235 | 49,528 | 76,319 | (113) | 138,989 131,635 (94,155) |
297,958 131,635 (94,155) |
| Treasury shares sales | 113 | 113 | ||||
| Transfer to reserves | - | - | 74 | - | (74) | 0 |
| Balance as at 31 December 2005 | 33,235 | 49,528 | 76,393 | 0 | 176,395 | 335,551 |
| Profit for the year | 127,591 | 127,591 | ||||
| Dividends | (121,861) | (121,861) | ||||
| Transfer to reserves | - | - | 3,128 | - | (3,128) | 0 |
| Balance as at 31 December 2006 | 33,235 | 49,528 | 79,521 | 0 | 178,997 | 341,281 |
| COMPANY | Share | Own | Retained | |||
| In 000´s Euros | capital | Share premium | Reserves | Shares | earnings | Total |
| Balance as at 1 January 2005 | 33,235 | 49,528 | 75,487 | (113) | 143,855 | 301,992 |
| Profit for the year | 130,687 | 130,687 | ||||
| Dividends | (94,155) | (94,155) | ||||
| Treasury shares sales | 113 | 113 | ||||
| Other movements | - | - | (113) | - | 113 | 0 |
| Balance as at 31 December 2005 | 33,235 | 49,528 | 75,374 | 0 | 180,500 | 338,637 |
| Profit for the year | - | 127,474 | 127,474 |
| Profit for the year | 127,474 | 127,474 | ||||
|---|---|---|---|---|---|---|
| Dividends | (121,861) | (121,861) | ||||
| Transfer to reserves | - | - | 1,762 | - | (1,762) | 0 |
| Balance as at 31 December 2006 | 33,235 | 49,528 | 77,136 | 0 | 184,351 | 344,250 |
| Note | ||||||
|---|---|---|---|---|---|---|
| In 000´s Euros | GROUP | COMPANY | ||||
| 1/1 - 31/12/2006 | 1/1 - 31/12/2005 | 1/1 - 31/12/2006 | 1/1 - 31/12/2005 | |||
| Operating activities: | ||||||
| Profit for the year | 191,167 | 191,357 | 189,599 | 188,530 | ||
| Adjustments for: | ||||||
| Depreciation 6 |
47,300 | 25,959 | 43,272 | 22,516 | ||
| Provisions | 1,534 | 3,829 | 927 | 3,546 | ||
| Exchange differences | (15,050) | (1,061) | (15,185) | (903) | ||
| Investment income | (4,252) | (1,246) | (6,225) | (4,649) | ||
| Finance costs 8 |
35,858 | 14,631 | 32,307 | 12,461 | ||
| Movements in working capital: | ||||||
| Decrease/(increase) in inventories | 126,822 | (151,168) | 126,103 | (151,347) | ||
| Decrease / (Increase) in receivables | (22,707) | (110,704) | (4,532) | (94,915) | ||
| (Decrease) / Increase in payables excluding banks | (161,247) | 76,172 | (161,293) | 73,854 | ||
| Less: | ||||||
| Finance costs paid | (35,286) | (20,465) | (31,845) | (18,388) | ||
| Taxes paid | (89,670) | (60,641) | (87,894) | (58,666) | ||
| Net cash from operating activities (a) | 74,469 | (33,337) | 85,234 | (27,961) | ||
| Investing activities: | ||||||
| (Increase) / Decrease of interest in subsidiaries & associates |
(121) | (278) | (140) | |||
| Purchase of tangible and intangible assets | (44,568) | (164,502) | (36,697) | (154,515) | ||
| Proceeds on disposal of tangible and intangible | ||||||
| assets | 1,260 | 390 | 30 | 3 | ||
| Proceeds on sale of investment securities | 2,800 | 1,600 | ||||
| Interest received Dividends received |
1,500 312 |
1,169 306 |
898 4,156 |
621 4,153 |
||
| Net cash used in investing activities (b) | (38,817) | (162,915) | (30,013) | (149,878) | ||
| Financing activities: | ||||||
| New bank loans raised Repayments of borrowings |
692,699 (606,576) |
589,826 (333,919) |
549,848 (483,075) |
477,808 (240,612) |
||
| Dividends paid | (122,201) | (94,043) | (122,201) | (94,043) | ||
| Net cash (used in) from financing activities (c) | (36,078) | 161,864 | (55,428) | 143,153 | ||
| Net Increase / (Decrease) in cash and cash | ||||||
| equivalents (a)+(b)+( c)) Cash and cash equivalents at the beginning of |
(426) | (34,388) | (207) | (34,686) | ||
| the year | 9,211 | 43,599 | 6,740 | 41,426 | ||
| Cash and cash equivalents at the end of the year |
8,785 | 9,211 | 6,533 | 6,740 |
The parent company of the MOTOR OIL Group (the Group) is the entity under the trade name "Motor Oil (Hellas) Corinth Refineries S.A." (the Company), which is registered in Greece as a public company (Societe Anonyme) according to the provisions of CL 2190/1920, with headquarters in Maroussi of Attica, 12Α Irodou Attikou street, Athens 151 24. The Group operates in the oil sector with its main activities being oil refining and oil products trading.
Major shareholders of the Company are "Petroventure Holdings Ltd" and "Petroshares Ltd", holding 51% and 10.5% of Company shares respectively. It is noted that on 23 March 2006 "Petroshares ltd" sold 5.9% of its shares through an accelerated book building process to international and domestic institutional investors.
These financial statements are presented in Euro because that is the currency of the primary economic environment in which the Group operates. Foreign operations do not exist.
As at December 31st 2006 the number of employees, for the Group and the Company, was 1,411 and 1,197 persons respectively. (31/12/2005: Group: 1,369 persons, Company: 1,157 persons)
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) which are effective at the date of preparing these financial statements as issued by the IASB and adopted by the European Union (EU). The Group is not affected by the sections not adopted by the EU which relate to hedging of deposit portfolios as stated in IAS 39.
The financial statements have been prepared on the historical cost basis.
Certain new standards, interpretations and revisions to existing standards have been published that are mandatory for financial years beginning on or after May 1, 2006. Management's estimation of the impact and adoption of these are as follows:
IFRS 7, "Financial Instruments: Disclosures, and a complementary amendment to IAS 1, Presentation of Financial Statements" Capital Disclosures (effective for financial years beginning on or after 1 January 2007) IFRS 7 provides for further disclosures in relation to financial instruments in order to improve the information about the disclosure of qualitative and quantitative information for exposure to risks arising from financial instruments such as credit risk, liquidity risk and market risk (sensitivity analysis to market risk). The amendment to IAS 1 introduces disclosures about the level and the way an entity's manages its capital. The Group will apply IFRS 7 and the amendment to IAS 1 for the year commencing 1.1.2007 and will present the additional disclosures.
IFRS 8, "Operating Segments" (effective for financial years beginning on or after 1 January 2009). IFRS 8 replaces IAS 14 "Segment Reporting" and adopts a management approach to segment reporting. The information reported would be that which management uses internally for evaluating the performance of operating segments of a group. This Standard has not yet been endorsed by the EU. The Group is in the process of assessing the impact of this new standard and will apply it when necessary as well as the Group estimates that there will be no material changes from the corresponding current information.
IFRIC 7, Applying the Restatement Approach under IAS 29 Financial Reporting in Hyperinflationary Economies (effective for financial years beginning on or after 1 March 2006) IFRIC 7 requires entities to apply IAS 29 Financial Reporting in Hyperinflationary Economies in the reporting period in which an entity first identifies the existence of hyperinflation in the economy of its functional currency, as if the economy had always been hyperinflationary. IFRIC 7 is not relevant to the Group's operations.
IFRIC 8, Scope of IFRS 2 "Share-based payments" (effective for financial years beginning on or after 1 May 2006). IFRIC 8 clarifies that IFRS 2 will apply to any arrangement when equity instruments are granted or liabilities (based on the value of an entity's equity instruments) are incurred by an entity, when the identifiable consideration appears to be less that the fair value of the instruments given. IFRIC 8 is not relevant to the Group's operations as there are no share based payments.
IFRIC 9, Reassessment of Embedded Derivatives (effective for financial years beginning on or after 1 June 2006) IFRIC 9 requires an entity to assess whether a contract contains an embedded derivative at the date an entity first becomes a party to the contract and prohibits reassessment unless there is a change to the contract that significantly modifies the cash flows. IFRIC 9 is not relevant to the Group's operations.
IFRIC 10, Interim Financial Reporting and Impairment (effective for financial years beginning on or after 1 Νovember 2006). IFRIC 10 prohibits the reversal of impairment losses recognised in the interim financial statements in relation to available for sale equity investments, unquoted equity instruments carried at cost and goodwill. This Interpretation has not yet been endorsed by the EU however the Group will apply IFRIC 10 from 1.1.2007 and it is not expected to have any financial impact on the financial statements.
IFRIC 11, IFRS 2-Group and Treasury Share Transactions (effective for financial years beginning on or after 1 March 2007) This Interpretation requires arrangements whereby an employee is granted rights to an entity's equity instruments to be accounted for as an equity-settled scheme by an entity even if the entity chooses or is required to buy those equity instruments from another party, or the shareholders of the entity provide the equity instruments needed. The Interpretation also extends to the way in which subsidiaries, in their separate financial statements, account for schemes when their employees receive rights to equity instruments of the parent company. This Interpretation has not yet been endorsed by the EU and is not relevant to the Group's operations.
IFRIC 12, Service Concession Arrangements (effective for financial years beginning on or after 1 January 2008). IFRIC 12 provides for an approach to account for contractual arrangements arising from entities providing public services. IFRIC 12 has not yet been endorsed by the EU and is not relevant to the Group's operations as the Group is not involved in the provision of public services.
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries) at the end of each respective period. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.
On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognized as goodwill. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e. discount on acquisition) is credited to profit and loss in the period of acquisition.
The accounting policies of the subsidiary used for are in line with those used by the Group.
All intra-group transactions, balances, income and expenses are eliminated on consolidation.
An associate is an entity over which the Group is in a position to exercise significant influence, but not control or joint control, through participation in the financial and operating policy decisions of the investee. The results, assets and liabilities of associates are incorporated in these financial statements using the equity method of accounting unless these investments are classified as available for sale. Investments in associates are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group's share of the net assets of the associate, less any impairment in the value of individual investments. Losses of the associates in excess of the Group's interest in those associates are not recognized.
Profits or losses arising on transactions among associates and companies included in the consolidated accounts are eliminated to the extent of the Group ´s share in the associates. Losses may be an indication of impairment of the asset, in which case a relevant provision is accounted for.
Investments in subsidiaries and associates are stated in the Companies stand alone Balance Sheets at cost.
Goodwill arising on the acquisition of a subsidiary or a jointly controlled entity represents the excess of the cost of acquisition over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the subsidiary or jointly controlled entity recognized at the date of acquisition. Goodwill is initially recognized as an asset at cost and is subsequently measured at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill is allocated to each of the Group's cash-generating units expected to benefit from the synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognized for goodwill is not reversed in a subsequent period.
On disposal of a subsidiary or a jointly controlled entity, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and sales related taxes.
Sales of goods are recognized when goods are delivered and ownership has passed.
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.
Dividend income from investments is recognized when the shareholders' rights to receive payment have been established.
Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term.
AVIN OIL S.A., a subsidiary of Motor Oil (Hellas), leases under long-term operating leases (approx. 10 years), immovable property for use as gas stations, which in turn are subleased to physical/legal persons for a corresponding period for the operation of fuel and lubricants stations under the "Avin" trademark.
Assets held under finance leases are recognised as assets of the Group at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged to profit or loss, unless they are directly attributable to qualifying assets, in which case they are capitalised in accordance with the Group's general policy on borrowing costs (see below).
Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the term of the relevant lease. Benefits received and receivable as an incentive to enter into an operating lease are also spread on a straight-line basis over the lease term.
In preparing the financial statements of the individual entities, transactions in currencies other than the entity's functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing on the balance sheet date.
Exchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are included in profit or loss for the period.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.
All other borrowing costs are recognized in profit or loss in the period in which they are incurred.
Government grants towards staff re-training costs are recognized as income over the periods necessary to match them with the related costs and are deducted from the related expense.
Government grants relating to property, plant and equipment are treated as deferred income and released to profit and loss over the expected useful lives of the assets concerned.
Payments to defined contribution retirement plans are charged as an expense as they fall due. Payments made to state-managed retirement benefit schemes are dealt with as payments to defined contribution plans where the Group's obligations under the plans are equivalent to those arising in a defined contribution retirement benefit plan.
For defined benefit retirement benefit plans, the cost of providing benefits is determined using the Projected Unit Credit Method, with actuarial valuations being carried out at each balance sheet date. Actuarial gains and losses are recognized in profit or loss in the period in which they are incurred.
Past service cost is recognized immediately in the profit or loss to the extent that the benefits are already vested, and otherwise is amortized on a straight-line basis over the average period until the benefits become vested.
The retirement benefit obligation recognized in the balance sheet represents the present value of the defined benefit obligation as reduced by the fair value of plan assets.
The tax expense represents the sum of the current tax payable and deferred tax, reduced by any discount obtained for paying previous year taxes in one lump sum, plus any additional tax from the prior years tax audit.
The current tax payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other periods and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.
Deferred tax is recognized on differences, between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
Deferred tax liabilities are recognized for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realized. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
Land and buildings held for use in the production or supply of goods or services, or for administrative purposes, are stated in the balance sheet at their cost amounts less any subsequent accumulated depreciation.
Properties in the course of construction for production, rental or administrative purposes, or for purposes not yet determined, are carried at cost, less any recognized impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalized in accordance with the Group's accounting policy. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.
Fixtures and equipment are stated at cost less accumulated depreciation and any recognized impairment loss.
Fixed assets under finance leases are depreciated over the same useful lives as the Group owned fixed assets.
Depreciation is charged so as to write off the cost or valuation of assets, other than land and properties under construction, over their estimated useful lives, using the straight-line method, on the following bases:
| Fixed Assets category | Useful lives (yrs) |
|---|---|
| Land | Indefinite |
| Buildings | 40 |
| Plant & machinery | 7-30 |
| Transportation equipment | 15-20 |
| Fixtures and equipment | 4-20 |
The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.
Expenditure on research activities is recognized as an expense in the period in which it is incurred.
An internally-generated intangible asset arising from the Group's development is recognized only if all of the following conditions are met:
Internally-generated intangible assets are amortized on a straight-line basis over their useful lives. Where no internally-generated intangible asset can be recognized, development expenditure is recognized as an expense in the period in which it is incurred.
Other Intangible Assets include the Group's software as well as rights to operate gas stations on property leased by its subsidiary, Avin Oil and the Company's emission rights.
These assets are initially recorded at acquisition cost and then depreciated, using the straight-line method, based on expected useful lives in respect of software, and in respect of leasing/emission rights, over the period the Group entitled to the rights.
The useful life of these assets is noted bellow:
| Intangible assets | years |
|---|---|
| Software | 3 – 8 |
| Leasing Rights (average) | 9 |
Emission Rights are accounted under the net liability method, based on which the Company recognises a liability for emissions when the emissions are made and are in excess of the allowances allocated. Emission Rights acquired in excess of those required to cover the relevant shortages are recognized as an intangible asset at cost. Profit and/or loss arising on sale of emission rights is recognized in the Income Statement.
The Company is a member of ΙOPC Fund (International Oil Pollution Compensation Fund) an international organisation for the protection of the environment from oil pollution. The Company is obliged to pay contributions to this organisation in case of a relevant accident. These liabilities are accounted for according to IAS 37 "Provisions, Contingent Liabilities and Contingent Assets" while any refund is accounted for upon receipt.
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognized as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognized as income immediately, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
Inventories are stated at the lower of cost and net realizable value. Cost comprise direct materials and where applicable, direct labor costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is calculated using the weighted average method. Net realizable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.
Financial assets and financial liabilities are recognized on the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument.
Trade receivables are interest free and are stated at their nominal value as reduced by appropriate allowances for estimated irrecoverable amounts.
Cash and cash equivalents comprise cash on hand and demand deposits with original maturity of 3 months or less.
Investments in unlisted equity shares are classified as available for sale and are stated at cost as their fare value cannot be reliably estimated.
Interest-bearing bank loans and overdrafts are recorded according to the amounts received, net of direct issue costs. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accrual basis to the profit and loss account using effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise.
Trade payables are interest free and are stated at their nominal value.
Provisions are recognized when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required to settle that obligation. Provisions are measured at the Group management's best estimate of the expenditure required to settle the obligation at the balance sheet date, and are discounted to present value where the effect is material.
Provisions for restructuring costs, if any, are recognized only when the entity has developed a detailed formal plan for the restructuring and have announced details of plan to the involved parties.
The preparation of the financial statements presumes that various estimations and assumptions are made by the Group's management which possibly affect the carrying values of assets and liabilities and the required disclosures for contingent assets and liabilities as well as the amounts of income and expenses recognized. The use of adequate information and the subjective judgment used are basic for the estimates made for the valuation of assets, liabilities derived from employees benefit plans, impairment of receivables, unaudited tax years and pending legal cases. The estimations are important but not restrictive. The actual future events may differ than the above estimations. The major sources of uncertainty in accounting estimations by the Group's management, concern mainly the legal cases and the financial periods not audited by the tax authorities, as described in detail in note 30.
Other sources of uncertainty relate to the assumptions made by the management regarding the employees benefit plans such as payroll increase, remaining years to retiring, inflation rates etc and other sources of uncertainty is the estimation for the fixed assets useful life. The above estimations and assumptions are based to the up todate experience of the management and are re-evaluated so as to be updated to the current market conditions.
An analysis of the revenue, is as follows:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| In 000´s Euros | 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 | 1/1 – 31/12/05 | |
| Sales of goods | 3,977,091 | 3,237,376 | 3,629,694 | 2,923,769 |
The following table provides an analysis of the sales by geographical market (domestic – export) and by category of goods sold (products – merchandise).
| In 000´s Euros | 1/1 – 31/12/06 | 1/1 – 31/12/05 | ||||
|---|---|---|---|---|---|---|
| SALES | DOMESTIC | EXPORT | TOTAL | DOMESTIC | EXPORT | TOTAL |
| Products | 1,774,220 | 1,085,431 | 2,859,651 | 827,388 | 1,181,274 | 2,008,662 |
| Merchandise | 664,863 | 452,577 | 1,117,440 | 755,479 | 473,235 | 1,228,714 |
| TOTAL | 2,439,083 | 1,538,008 | 3,977,091 | 1,582,867 | 1,654,509 | 3,237,376 |
| COMPANY | ||||||
| In 000´s Euros | 1/1 – 31/12/06 | 1/1 – 31/12/05 | ||||
| SALES | DOMESTIC | EXPORT | TOTAL | DOMESTIC | EXPORT | TOTAL |
| Products | 1,774,219 | 1,085,431 | 2,859,650 | 827,388 | 1,181,274 | 2,008,662 |
| Merchandise | 361,994 | 408,050 | 770,044 | 479,548 | 435,559 | 915,107 |
| TOTAL | 2,136,213 | 1,493,481 | 3,629,694 | 1,306,936 | 1,616,833 | 2,923,769 |
Based on historical information of the Company and the Group, the quarterly sales volume varies from 22% to 29% of annual sales volume and thus there is no material seasonality on the total sales volume.
The Group's basic activities are oil refining and oil product trading.
All of the Group's activities take place in Greece, given that all Group Companies included in the consolidation have their headquarters in Greece and have no branches abroad.
All operational segments fall under one of two distinct activity categories: Refinery's Activities and "Sales to Gas Stations".
Segment information is presented in the table below:
| In 0 0 0 ´s Eu ro s |
0 1. 0 1- 3 1. 1 2. 2 0 0 6 |
0 1. 0 1- 3 1. 1 2. 2 0 0 5 Sa les to |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Bu ine Op io t s ss er a ns |
f Re ine 's ry Ac t iv i t ies |
Sa Ga les to s S ta t io ns |
E l im ina io t ns |
To l ta |
f Re ine 's ry Ac t iv i t ies |
Ga s S ta t io ns |
E l im ina io t ns |
To l ta |
|
| Ex te l s les rna a |
3, 1 8 1, 5 8 9 |
7 9 5, 5 0 2 |
0 | 3, 9 7 7, 0 9 1 |
2, 5 3 2, 1 0 6 |
7 0 5, 2 7 0 |
0 | 3, 2 3 7, 3 7 6 |
|
| In les te t s r-s eg me n a |
4 4 8, 1 0 5 |
1 4 |
( 4 4 8, 1 1 9 ) |
0 | 3 9 1, 6 6 3 |
1 4 |
( 3 9 1, 6 7 7 ) |
0 | |
| To l r ta ev en ue |
3, 6 2 9, 6 9 4 |
9 1 6 7 5, 5 |
( 4 4 8, 1 1 9 ) |
3, 9 0 9 1 7 7, |
2, 9 2 3, 6 9 7 |
0 2 8 4 7 5, |
( 3 9 1, 6 ) 7 7 |
3, 2 3 3 6 7, 7 |
|
| Co t o f Sa les s |
( 3, 4 2 7, 0 1 3 ) |
( 7 5 0, 4 2 3 ) |
4 4 8, 1 6 2 |
( 3, 7 2 9, 2 7 4 ) |
( 2, 6 8 2, 6 2 3 ) |
( 6 6 1, 4 9 2 ) |
3 9 1, 9 6 8 |
( 2, 9 5 2, 1 4 7 ) |
|
| Gr f i t os s p ro |
2 0 2, 6 8 1 |
4 5, 0 9 3 |
4 3 |
2 4 7, 8 1 7 |
2 4 1, 1 4 6 |
4 3, 7 9 2 |
2 9 1 |
2 8 5, 2 2 9 |
|
| D is tr i bu t ion ts co s |
( 1 2, 7 4 8 ) |
( 3 6, 2 2 5 ) |
1, 2 2 6 |
( 4 7, 7 4 7 ) |
( 1 2, 8 0 1 ) |
( 3 2, 3 2 6 ) |
1, 0 3 0 |
( 4 4, 0 9 7 ) |
|
| A dm in is ive tra t ex p en se s O he ing t t r o p er a |
( 1 9, 2 ) 7 7 |
( 8 8 8 ) 7, |
3 9 |
( 2 6 ) 7, 5 7 |
( 1 4, 8 0 ) 5 |
( 9 0 6 ) 7, |
3 9 |
( 2 2, 6 2 ) 7 |
|
| inc /ex om e p en se |
4 5, 1 2 6 |
6, 3 8 6 |
( 1, 2 6 3 ) |
5 0, 2 4 9 |
( 1 7, 3 2 2 ) |
4, 2 7 5 |
( 1, 0 6 5 ) |
( 1 4, 1 1 2 ) |
|
| Se t r l t fro g me n es u m t io op er a ns |
2 1 5, 3 3 2 |
7, 3 6 6 |
4 5 |
2 2 2, 7 4 3 |
1 9 6, 2 1 8 |
7, 8 3 5 |
2 9 5 |
2 0 4, 3 4 8 |
|
| Inv tm t r es en ev en ue s |
6, 5 7 4 |
1, 8 9 6 |
( 4, 1 8 8 ) |
4, 2 8 2 |
4, 7 7 3 |
( 7 0 1 ) |
( 2, 4 3 2 ) |
1, 6 4 0 |
|
| F ina t nc e c os |
( 3 2, 3 0 7 ) |
( 3, 5 5 1 ) |
0 | ( 3 5, 8 5 8 ) |
( 1 2, 4 6 1 ) |
( 2, 1 7 1 ) |
1 | ( 1 4, 6 3 1 ) |
|
| Pr f i be fo t ta o re x |
1 8 9, 9 9 5 |
1 1 5, 7 |
( 4, 1 4 3 ) |
1 9 1, 1 6 7 |
1 8 8, 3 0 5 |
4, 9 6 3 |
( 2, 1 3 6 ) |
1 9 1, 3 5 7 |
|
| O he in fo io t t r rm a n |
|||||||||
| Ca i l a d d i ion ta t p s |
3 6, 6 9 7 |
7, 8 7 1 |
0 | 4 4, 5 6 8 |
1 5 4, 5 1 5 |
9, 9 8 7 |
1 6 4, 5 0 2 |
||
| De ia ion /a iza ion t t t p re c mo r |
4 3, 2 7 2 |
4, 0 2 8 |
0 | 4 7, 3 0 0 |
2 2, 5 1 6 |
3, 4 4 3 |
2 5, 9 5 9 |
||
| Ba lan S he t ce e As ts se Se t a ts ( t g me n ss e ex ce p |
|||||||||
| inv tm ts ) es en Inv tm ts in: es en |
1, 1 3 4, 7 0 2 |
1 6 8, 5 5 7 |
( 1 8, 9 9 4 ) |
1, 2 8 4, 2 6 5 |
1, 2 6 3, 6 2 6 |
1 4 8, 0 3 5 |
( 1 7, 9 5 1 ) |
1, 3 9 3, 7 1 0 |
|
| Su bs i d iar ies & ia tes as so c |
3 8, 2 8 5 |
1, 2 9 9 |
( 3 6, 1 8 1 ) |
3, 6 4 6 |
3 8, 6 0 8 |
9 1 0 |
( 3 8 4 ) 5, 5 |
3, 6 6 4 |
|
| Re la d ies te t p ar |
9 2 7 |
9 0 4 |
( 9 0 4 ) |
9 2 7 |
9 2 7 |
1, 0 4 2 |
( 1, 0 4 2 ) |
9 2 7 |
|
| To ta l a ts ss e |
1, 1 7 4, 1 5 7 |
1 7 0, 7 6 0 |
( ) 5 6, 0 7 9 |
1, 2 8 8, 8 3 8 |
1, 3 0 3, 1 6 1 |
1 4 9, 9 8 7 |
( ) 5 4, 8 4 7 |
1, 3 9 8, 3 0 1 |
|
| To l l ia b i l i ies ta t |
8 2 9, 9 0 7 |
1 2, 6 3 9 5 |
( 3 4, 9 8 9 ) |
9 4 7, 5 5 7 |
9 6 4, 2 4 5 |
1 3 2, 1 3 5 |
( 3 3, 9 2 ) 7 |
1, 0 6 2, 0 7 5 |
Sales to foreign customers representing more than 10% of foreign sales concern sales to U.S.A amounting to € 339,003 thousand for 2005 or 11.6% (2006: € 36,618 thousand or 1.0%).
| In 000´s Euros | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 1/1 – 31/12/05 | |||
| Foreign exchange -(losses) | (38,913) | (60,089) | (39,047) | (59,497) | |
| Foreign exchange -gains | 75,955 | 35,876 | 76,037 | 35,046 | |
| Income from services rendered | 7,627 | 6,687 | 8,779 | 6,651 | |
| Rental Income | 3,693 | 3,568 | 40 | 36 | |
| Other Income/(Expenses) | 1,887 | (154) | (683) | 442 | |
| Total | 50,249 | (14,112) | 45,126 | (17,322) |
The Group and the Company profits from operation have been arrived at after debiting/(crediting):
| In 000´s Euros | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 1/1 – 31/12/05 | |||
| Amortization of intangible assets | 1,065 | 566 | 496 | 414 | |
| Depreciation of property, plant and | |||||
| equipment | 46,235 | 25,393 | 42,776 | 22,102 | |
| Total depreciation/amortization | 47,300 | 25,959 | 43,272 | 22,516 | |
| Government grants amortization | (411) | (415) | (411) | (415) | |
| Personnel salaries | 64,776 | 67,131 | 56,250 | 59,215 | |
| Employer´s contribution | 12,520 | 11,934 | 10,164 | 9,787 | |
| Defined benefit plans | 3,776 | 5,049 | 3,671 | 4,754 | |
| Termination benefits | 3,185 | 2,446 | 3,151 | 2,403 | |
| Total payroll costs | 84,257 | 86,560 | 73,236 | 76,159 |
Income from investments, is as follows:
| In 000´s Euros | GROUP | COMPANY | ||
|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 | 1/1 – 31/12/05 | |
| Interest on bank deposits | 1,499 | 1,096 | 898 | 548 |
| Dividends received | 312 | 306 | 4,156 | 4,153 |
| Other investment income | 0 | 72 | 0 | 72 |
| Profit on Sale of Investment | 2,660 | 0 | 1,520 | 0 |
| TOTAL INVESTMENT INCOME | 4,471 | 1,474 | 6,574 | 4,773 |
Profit on Sale of Investment represents the net gain on the sale of 70% of "CORINTH POWER S.A.".
| In 000´s Euros | GROUP | COMPANY | ||
|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 | 1/1 – 31/12/05 | |
| Interest on bank loans & related expenses |
35,858 | 22,075 | 32,307 | 19,905 |
| Less: amounts included in the | ||||
| cost of qualifying assets | 0 | (7,444) | 0 | (7,444) |
| TOTAL FINANCE COST | 35,858 | 14,631 | 32,307 | 12,461 |
Borrowing costs capitalized represent the borrowing cost of the loan acquired exclusively to finance the refinery's new hydrocracker unit, an investment which will significantly improve the Company's capacity to produce high-specification fuels, up to the date the asset was brought into use.
| In 000´s Euros | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 | 1/1 – 31/12/05 | ||
| Current corporation tax for the | |||||
| year | 46,068 | 69,354 | 44,595 | 67,515 | |
| Tax audit differences from prior | |||||
| years | 10,186 | 0 | 10,186 | 0 | |
| Less: Income tax discount | (1,266) | (893) | (1,266) | (893) | |
| 54,988 | 68,461 | 53,515 | 66,622 | ||
| Deferred tax (note 22) | 8,588 | (8,739) | 8,610 | (8,779) | |
| Total | 63,576 | 59,722 | 62,125 | 57,843 |
Domestic income tax is calculated at 29% on the estimated tax assessable profit for the year 2006 (2005:32%).
According to the tax audit outcome for the years 2000 to 2004, the additional taxes assessed to the Company amount to Euro 10,186 thousand (of which an amount of Euro 5,755 thousand concerns tax relating to expenses disallowed and Euro 4,431 thousand concerns surcharges).
The Group´s and the Company´s total income tax rate for the year can be reconciled to the accounting profit as follows:
| In 000´s Euros | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 | 1/1 – 31/12/05 | ||
| Tax at the domestic income tax rate Tax effects from: |
29.0% | 32.0% | 29.0% | 32.0% | |
| Tax audit differences | 5.3% | 0.0% | 5.4% | 0.0% | |
| Tax effect of non tax deductible | |||||
| expenses | 0.1% | 0.1% | 0.1% | 0.1% | |
| Tax effect of tax free income | -0.2% | -0.1% | -0.6% | -0.7% | |
| Effect of change in income tax rate | -0.3% | -0.3% | -0.4% | -0.3% | |
| Income tax discount | -0.7% | -0.5% | -0.7% | -0.5% | |
| Effective tax rate for the year | 33.2% | 31.2% | 32.8% | 30.7% |
Dividends to shareholders are proposed by management at each year end and are subject to approval by the Annual General Assembly Meeting. Dividends relating to the previous year (1.1-31.12.2005) amounted to € 1.10 per share, of which an interim dividend of € 0.20 per share was paid in December 2005 and accounted for in 2005, and € 0.90 has been accounted for in 2006. The Management of the Company has proposed to the coming Annual General Assembly Meeting the distribution of total dividends for 2006 of € 127,400,427 (or € 1.15 per share). It is noted that an interim dividend of € 22,156,596 (€ 0.20 per share) for 2006 has been paid and accounted for in December 2006, while the remaining € 0.95 per share will be accounted for in 2007.
It is noted that in accordance with Greek Tax legislation, the taxable income is taxed at source fulfilling all tax obligations on dividends. Thus the dividends payable to the shareholders (physical and legal persons) are paid net of any tax.
The calculation of the basic earnings per share attributable to the ordinary equity holders of the Company is based on the following data:
| In 000´s Euros | GROUP | COMPANY | |||
|---|---|---|---|---|---|
| 1/1 – 31/12/06 | 1/1 – 31/12/05 | 1/1 – 31/12/06 | 1/1 – 31/12/05 | ||
| Earnings | 127,591 | 131,635 | 127,474 | 130,687 | |
| Weighted average number of ordinary shares for the purposes of basic earnings per share |
110,782,980 | 110,715,732 | 110,782,980 | 110,715,732 | |
| Earnings per share basic and diluted in € |
1.15 | 1.19 | 1.15 | 1.18 |
There was no change in Goodwill for the year ended December 31, 2006 amounting to € 16,200 thousand. This Goodwill pertains to the acquisition of the subsidiary company Αvin Oil AVENEP, which has shown high profitability during all the years in which it is owned by the Group. The Group performs on an annual basis impairment testing on Goodwill from which no need for impairment has arisen.
The carrying amount of the intangible assets represent software purchases and rights to operate gas stations on leasehold property. The movement during periods 1/1 – 31/12/2005 and 1/1 – 31/12/2006 is presented in the following table.
| In 000´s Euros | GROUP | COMPANY | ||
|---|---|---|---|---|
| Software | Rights | Total | Software | |
| COST | ||||
| As at 1 January 2005 | 10,193 | 1,666 | 11,859 | 8,870 |
| Additions | 390 | 841 | 1,231 | 109 |
| As at 31 December 2005 Additions |
10,583 373 |
2,507 1,183 |
13,090 1,556 |
8,979 99 |
| Transfers | 85 | 0 | 85 | 85 |
| As at 31 December 2006 ACCUMULATED DEPRECIATION |
11,041 | 3,690 | 14,731 | 9,163 |
| As at 1 January 2005 | 8,730 | 241 | 8,971 | 7,694 |
| Charge for the year | 396 | 170 | 566 | 414 |
| As at 31 December 2005 | 9,126 | 411 | 9,537 | 8,108 |
| Charge for the year | 688 | 377 | 1,065 | 496 |
| As at 31 December 2006 | 9,814 | 788 | 10,602 | 8,604 |
| CARRYING AMOUNT | ||||
| As at 31 December 2005 | 1,457 | 2,096 | 3,553 | 871 |
| As at 31 December 2006 | 1,227 | 2,902 | 4,129 | 559 |
The movement in the Group's fixed assets during periods 1/1 – 31/12/2005 and 1/1 – 31/12/2006 is presented below:
| GROUP | Land and buildings |
Plant & machinery / Transportation means |
Fixtures and equipment |
Assets under construction |
Total |
|---|---|---|---|---|---|
| In 000´s Euros | |||||
| COST | |||||
| As at 1 January 2005 | 78,583 | 377,436 | 15,182 | 294,107 | 765,308 |
| Additions | 1,642 | 14,739 | 1,590 | 145,299 | 163,271 |
| Disposals | (217) | (925) | (62) | 0 | (1,204) |
| Transfers | 46,205 | 341,284 | 121 | (387,610) | 0 |
| As at 31 December 2005 | 126,213 | 732,534 | 16,831 | 51,796 | 927,374 |
| Additions | 1,718 | 6,822 | 1,194 | 33,278 | 43,012 |
| Disposals | (437) | (1,070) | (427) | 0 | (1,934) |
| Transfers | 7,042 | 25,940 | 284 | (33,351) | (85) |
| As at 31 December 2006 | 134,536 | 764,226 | 17,882 | 51,723 | 968,367 |
| ACCUMULATED DEPRECIATION |
|||||
| As at 1 January 2005 | 7,727 | 152,836 | 8,226 | 0 | 168,789 |
| Charge for the year | 1,461 | 22,396 | 1,536 | 0 | 25,393 |
| Disposals | (5) | (694) | (60) | 0 | (759) |
| As at 31 December 2005 | 9,183 | 174,538 | 9,702 | 0 | 193,423 |
| Charge for the year | 2,524 | 42,223 | 1,488 | 0 | 46,235 |
| Disposals | (7) | (639) | (396) | 0 | (1,042) |
| As at 31 December 2006 | 11,700 | 216,122 | 10,794 | 0 | 238,616 |
| CARRYING AMOUNT | |||||
| As at 31 December 2005 | 117,030 | 557,996 | 7,129 | 51,796 | 733,951 |
| As at 31 December 2006 | 122,836 | 548,104 | 7,088 | 51,723 | 729,751 |
The movement in the Company's fixed assets during periods 1/1 – 31/12/2005 and 1/1 – 31/12/2006 is presented below.
| COMPANY | Land and buildings |
Plant & machinery / Transportation means |
Fixtures and equipment |
Assets under construction |
Total |
|---|---|---|---|---|---|
| In 000´s Euros COST |
|||||
| As at 1 January 2005 | 66,747 | 342,603 | 12,218 | 294,004 | 715,572 |
| Additions | 636 | 8,060 | 1,423 | 144,287 | 154,406 |
| Disposals | 0 | (14) | (19) | 0 | (33) |
| Transfers | 45,752 | 341,724 | 134 | (387,610) | 0 |
| As at 31 December 2005 | 113,135 | 692,373 | 13,756 | 50,681 | 869,945 |
| Additions | 953 | 1,612 | 1,091 | 32,942 | 36,598 |
| Disposals | (20) | (661) | (15) | 0 | (696) |
| Transfers | 7,032 | 25,950 | 284 | (33,351) | (85) |
| As at 31 December 2006 | 121,100 | 719,274 | 15,116 | 50,272 | 905,762 |
| ACCUMULATED DEPRECIATION |
|||||
| As at 1 January 2005 | 5,579 | 137,351 | 6,867 | 0 | 149,797 |
| Charge for the year | 1,107 | 19,703 | 1,292 | 0 | 22,102 |
| Disposals | 0 | 0 | (19) | 0 | (19) |
| As at 31 December 2005 | 6,686 | 157,054 | 8,140 | 0 | 171,880 |
| Charge for the year | 2,094 | 39,417 | 1,265 | 0 | 42,776 |
| Disposals | 0 | (360) | (15) | 0 | (375) |
| As at 31 December 2006 | 8,780 | 196,111 | 9,390 | 0 | 214,281 |
| CARRYING AMOUNT | |||||
| As at 31 December 2005 | 106,449 | 535,319 | 5,616 | 50,681 | 698,065 |
| As at 31 December 2006 | 112,320 | 523,163 | 5,726 | 50,272 | 691,481 |
Plant & machinery/Transportation means includes € 7,327 thousand as capitalized borrowing costs from which € 6,980 thousand concern interest with an average interest rate of 3.32% and € 347 thousand expenses on issue of the loan.
The Company and, consequently, the Group has mortgaged land and buildings as security for bank loans granted to the Group, an analysis of which is presented below.
| BANK | PRENOTICES | MORTGAGES | |
|---|---|---|---|
| 000´s € | 000´s \$ | 000´s € | |
| N.B.G | 47,098 | 25,000 | 6 |
| CITIBANK INTERNATIONAL PLC | 0 | 0 | 275,000 |
| TOTAL | 47,098 | 25,000 | 275,006 |
Details of the Group's subsidiaries and associates, are as follows:
| Name | Place of incorporation and operation |
Proportion of ownership interest |
Principal activity |
|---|---|---|---|
| AVIN OIL | Greece, Maroussi of Attika |
100% | Petroleum Products |
| AVIN ALBANIA S.A. | Tirana, Albania | 100% | Petroleum Products (dormant) |
| OLYMPIC FUEL COMPANY S.A. | Greece, Spata of Attika |
28% | Aviation Fueling Systems |
| BRODERICO LTD | Cyprus, Nicosia | 100% | Commerce, Investments and Rendering of Services (dormant) |
| HELLENIC AVIATION FUEL COMPANY S.A. (HAFCO S.A) |
Greece, Maroussi of Attika |
50% | Aviation Fueling Systems |
| CORINTH POWER S.A. | Greece, Maroussi of Attika |
30% | Energy (dormant) |
Investments in subsidiaries and associates are as follows:
| Name | GROUP | COMPANY | ||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| AVIN OIL | 0 | 0 | 37,564 | 37,564 |
| AVIN ALBANIA S.A. | 510 | 510 | 0 | 0 |
| OLYMPIC FUEL COMPANY S.A. | 2,949 | 3,000 | 904 | 904 |
| BRODERICO LTD HELLENIC AVIATION FUEL COMPANY |
60 | 0 | 0 | 0 |
| S.A.(HAFCO S.A) | 67 | (46) | 0 | 0 |
| CORINTH POWER S.A. | 60 | 200 | 60 | 140 |
| TOTAL | 3,646 | 3,664 | 38,528 | 38,608 |
Of the companies listed above, "AVIN OIL" is fully consolidated, "OLYMPIC FUEL COMPANY S.A." and "HELLENIC AVIATION FUEL COMPANY S.A." are consolidated using the equity method because the Group does not exercise control on them, "CORINTH POWER S.A.", "BRODERICO LTD", "AVIN ALBANIA S.A." are not consolidated but are stated at cost due to their insignificance and because they are dormant. The Group sold on 19 July 2006 70% of "CORINTH POWER S.A" from the 100% stake held and the capital gain accounted for in the current reporting year (included in "Profit on Sale of Investment", see note 7) was € 2,660 thousand.
Summarized financial information in respect of the Group's associates is set out below:
| In 000´s Euros | 31/12/2006 | 31/12/2005 |
|---|---|---|
| Acquisition cost | 3,167 | 2,997 |
| Share of profits | 479 | 667 |
| Investments in related parties | 3,646 | 3,664 |
| 31/12/2006 | 31/12/2005 | |
| Total assets | 30,624 | 31,996 |
| Total liabilities | (19,958) | (21,619) |
| Net assets | 10,666 | 10,377 |
| Group's share of related parties' | ||
| net assets | 3,646 | 3,664 |
Group's results from associates, are as follows:
| In 000´s Euros | ||
|---|---|---|
| 1/1 – 31/12/2006 | 1/1 – 31/12/2005 | |
| Sales | 18,137 | 13,459 |
| Profit after taxes | 570 | 268 |
| Group's share of associates´ profit | ||
| for the year | (189) | 166 |
| Proportion of | ||||
|---|---|---|---|---|
| Place of | ownership | Cost | Principal activity | |
| Name | incorporation | interest | Euro 000´s | |
| ATHENS AIRPORT FUEL | ||||
| PIPELINE CO. S.A. | Athens | 16% | 927 | Aviation Fueling Systems |
"ATHENS AIRPORT FUEL PIPELINE CO. S.A." is stated at cost as significant influence is not exercised on it.
| In 000´s Euros | GROUP | COMPANY | ||
|---|---|---|---|---|
| 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 | |
| Cheques receivable | 405 | 5,445 | 0 | 0 |
| Prepaid expenses | 9,473 | 5,551 | 0 | 0 |
| Guarantees | 1,280 | 969 | 1,280 | 969 |
| Total | 11,158 | 11,965 | 1,280 | 969 |
Prepaid expenses include long term rental prepayments to secure gas station premises and other prepayments of long term nature, which are non interest bearing. These amounts are recognised at fair value.
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 | |
| Merchandise | 10,980 | 61,507 | 5,899 | 55,648 | |
| Raw materials | 80,943 | 169,657 | 80,625 | 169,397 | |
| Raw materials in transit | 0 | 30,203 | 0 | 30,203 | |
| Products | 95,599 | 52,977 | 95,598 | 52,977 | |
| Total inventories | 187,522 | 314,344 | 182,122 | 308,225 |
It is noted that inventories are valued at each year end at the lowest of cost and their net realizable value. For the current and previous year certain inventories were valued at their net realizable value resulting in the following charges to the income statement (cost of sales) for the Group and the Company:
| In 000´s Euros | 2006 | 2005 |
|---|---|---|
| Products | 8,533 | 2,583 |
| Merchandise | 531 | 42 |
| Raw materials | 2,035 | 1,604 |
| Total | 11,099 | 4,229 |
The cost of inventories recognized as an expense during the current and prior year for the Group was for 2006 € 3,676,369 and for 2005 € 2,925,856 (Company: 2006: € 3,373,108, 2005: € 2,656,332)
Trade and other receivables at the balance sheet date comprise mainly amounts receivable from the sale of goods of € 227 million (31/12/2005: € 215 million). Company's trade and other receivables at the balance sheet date comprise of amounts receivable from the sale of goods of € 212 million (31/12/2005: € 217 million). Analysis of the trade and other receivable, are as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| Trade receivables | 222,573 | 211,304 | 172,520 | 178,387 |
| Provision for doubtful debts | (943) | (500) | 0 | 0 |
| Related parties | 4,993 | 4,645 | 39,895 | 38,476 |
| Cheques receivable | 56,021 | 52,507 | 1,255 | 512 |
| Debtors | 24,547 | 27,315 | 22,791 | 24,431 |
| Prepayments | 19,110 | 8,341 | 15,876 | 6,280 |
| Other | 419 | 873 | 390 | 671 |
| Total | 326,720 | 304,486 | 252,727 | 248,756 |
The average credit period on sales of goods for the parent company is 20 days while for the subsidiary is 35 days. Thereafter, interest is charged on the outstanding balance.
Management considers that the carrying amount of trade and other receivables approximates their fair value.
The provision for doubtful trade receivables has increased during 2006 by € 443 thousand in the subsidiary's books to cover additional bad debts.
Cash and cash equivalents consist from cash and short term deposits of initial duration of three months or less. The book value for cash and cash equivalents approximates their fair value.
| Group | Company | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| Cash at bank | 8,695 | 9,078 | 6,468 | 6,667 |
| Cash on hand | 90 | 133 | 65 | 73 |
| Total | 8.785 | 9.211 | 6.533 | 6.740 |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 31/12/2005 | |
| Bank loans | 740,438 | 680,087 | 649,198 | 608,295 |
| Less: Bond loan expenses* | (1,847) | (2,272) | (1,847) | (2,272) |
| Total loans | 738,591 | 677,815 | 647,351 | 606,023 |
| The borrowings are repayable as follows: | ||||
| On demand or within one year | 421,543 | 317,935 | 360,303 | 276,143 |
| In the second year | 60,000 | 30,000 | 30,000 | 30,000 |
| From the third to fifth years inclusive | 258,895 | 247,152 | 258,895 | 217,152 |
| After five years | 0 | 85,000 | 0 | 85,000 |
| Less: Bond loan expenses* | (1,847) | (2,272) | (1,847) | (2,272) |
| Total loans | 738,591 | 677,815 | 647,351 | 606,023 |
| Less: Amount payable within 12 months (shown under current liabilities) |
421,543 | 317,935 | 360,303 | 276,143 |
| Amount payable after 12 months | 317,048 | 359,880 | 287,048 | 329,880 |
*The bond loan expenses relating to the loan, acquired exclusively to finance the refinery's new hydrocracker unit will be amortised over the number of years remaining to loan maturity.
Analysis of borrowings by currency on 31/12/06 and 31/12/05:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/12/2006 | 31/12/2005 | 31/12/2006 31/12/2005 | ||
| In 000´s Euros | ||||
| Loan's currency | ||||
| EURO | 340,240 | 421,889 | 249,000 | 350,098 |
| U.S DOLLARS | 264,617 | 166,993 | 264,617 | 166,992 |
| SWISS FRANC | 135,581 | 91,205 | 135,581 | 91,205 |
| Total | 740,438 | 680,087 | 649,198 | 608,295 |
The Group's management considers that the carrying amount of the Group's borrowings approximates their fair value.
The Group has the following bank loans:
i) Motor Oil has been granted a loan initially amounting to € 250,000 thousand. This loan was drawn down in five instalments, starting on 31/8/2004 and ending on 2/6/2005. It is repayable in semi-annual instalments commencing on 31/12/2005 and the last instalment is due on 30/6/2011. This balance at the end of the year (31/12/2006) is € 205,000 thousand. This loan is secured with mortgages registered on fixed assets of the Group amounting to € 275,000 thousand.
Another loan amounting \$ 150,000 thousand (or € 113,895 thousand as at 31/12/2006) concerns a long-term loan, granted on 22/12/2005 which will be repaid in total by 19/12/2010.
Total short-term loans (incl. short-term part of long-term loans) with duration up to one year amount to € 360,303 thousand. There are outstanding mortgages and pledges against these loans as mentioned above in note number 14.
ii) Avin Oil has been granted a loan of € 30 million granted on 14/6/2004 which is fully repayable on 14/6/2008. The Company's other loans are all short-term, totalling to € 61,240 thousand with duration up to one year.
The interest rate of the above loans is LIBOR/EURIBOR+SPREAD.
The following are the major deferred tax liabilities and assets recognized by the Group and the Company, and the movements thereon, during the current and prior reporting periods.
In 000´s Euros
| GROUP | Income statement |
Income statement |
|||
|---|---|---|---|---|---|
| Deferred tax arising from: | 1/1/2005 | expense/(income) | 31/12/2005 | expense/(income) | 31/12/2006 |
| Difference in depreciation Intangible assets recognized as |
20,112 | 2,272 | 22,384 | 4,497 | 26,881 |
| expense | (411) | 292 | (119) | 76 | (43) |
| Gain from exchange differences | 14,229 | (13,919) | 310 | 3,714 | 4,024 |
| Retirement benefit obligations | (11,912) | (350) | (12,262) | 463 | (11,799) |
| Capitalised borrowing cost Other differences between tax |
0 | 1,883 | 1,883 | (197) | 1,686 |
| and accounting basis | (1,619) | 1,083 | (536) | 35 | (501) |
| Total | 20,399 | (8,739) | 11,660 | 8,588 | 20,248 |
| COMPANY | Income statement |
Income statement |
|||
|---|---|---|---|---|---|
| Deferred tax arising from: | 1/1/2005 | expense/(income) | 31/12/2005 | expense/(income) | 31/12/2006 |
| Difference in depreciation Intangible assets recognized as |
18,768 | 2,330 | 21,098 | 4,500 | 25,598 |
| expense | (363) | 307 | (56) | 53 | (3) |
| Gain from exchange differences | 14,217 | (13,953) | 264 | 3,760 | 4,024 |
| Retirement benefit obligations | (11,112) | (279) | (11,391) | 489 | (10,902) |
| Capitalised borrowing cost Other differences between tax |
0 | 1,883 | 1,883 | (197) | 1,686 |
| and accounting basis | (1,590) | 933 | (657) | 5 | (652) |
| Total | 19,920 | (8,779) | 11,141 | 8,610 | 19,751 |
Certain deferred tax assets and liabilities have been offset. Deferred taxes are analyzed as follows:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 | |
| Deferred tax liabilities | 35,915 | 24,577 | 34,108 | 23,245 | |
| Deferred tax assets | (15,667) | (12,917) | (14,357) | (12,104) | |
| TOTAL | 20,248 | 11,660 | 19,751 | 11,141 |
Trade and other payables mainly comprise amounts outstanding for trade purchases and operating expenses.
The major raw material for the Group's production of oil products is crude oil.
The average credit period received for trade purchases is approximately 30 days.
The Company's management considers that the carrying amount of trade payables approximates their fair value. Analysis of the trade and other payables, are as follows (excluding banks):
| ΟΜΙΛΟΣ | ΕΤΑΙΡΙΑ | |||||
|---|---|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 | ||
| Trade payable | 70,952 | 190,330 | 54,533 | 173,880 | ||
| Current liabilities |
of | the | ||||
| related parties | 35,808 | 71,685 | 35,762 | 71,688 | ||
| Creditors | 7,936 | 5,023 | 6,116 | 3,472 | ||
| Other | 8,692 | 7,603 | 6,180 | 4,836 | ||
| Total | 123,388 | 274,641 | 102,591 | 253,876 |
| In 000´s Euros | 31/12/2006 | 31/12/2005 |
|---|---|---|
| Authorized, issued and fully paid: | 33,235 | 33,235 |
| (110,782,980 ordinary shares of € 0.30 each) |
The Company has one class of ordinary registered shares which bear no right to fixed income.
Refer to note number 26 concerning the Company's treasury shares.
| In 000´s Euros | 31/12/2006 | 31/12/2005 |
|---|---|---|
| Opening and closing balance for the year | 49,528 | 49,528 |
| In 000´s Euros | 31/12/2006 | 31/12/2005 |
|---|---|---|
| Opening balance of the year | 0 | 113 |
| Acquired in the year | 0 | 0 |
| Sold during the year | 0 | (113) |
| Closing balance of the year | 0 | 0 |
According to a decision by the Annual Ordinary Shareholders' General Assembly Meeting of 23/5/06, the Company announced the termination of the share buy back programme approved of 31/5/05. Throughout the duration of the programme (period June 14th, 2005 - May 23rd, 2006) the Company did not effect any purchases and therefore it has no treasury shares in its portfolio.
Group's reserves, are as follows: In 000´s Euros
| TYPE OF RESERVE |
1/1/2005 | INCREASE (DECREASE) 2005 |
31/12/2005 | INCREASE (DECREASE) 2006 |
31/12/2006 |
|---|---|---|---|---|---|
| Legal | 16,708 | 187 | 16,895 | 222 | 17,117 |
| Special | 2,007 | 0 | 2,007 | 1,762 | 3,769 |
| Extraordinary | 2,590 | 0 | 2,590 | 0 | 2,590 |
| Tax-free | 54,901 | 0 | 54,901 | 1,144 | 56,045 |
| Treasury shares | 113 | (113) | 0 | 0 | 0 |
| TOTAL | 76,319 | 74 | 76,393 | 3,128 | 79,521 |
Company's reserves, are as follows:
| TYPE OF RESERVE |
1/1/2005 | INCREASE (DECREASE) 2005 |
31/12/2005 | INCREASE (DECREASE) 2006 |
31/12/2006 |
|---|---|---|---|---|---|
| Legal | 15,895 | 0 | 15,895 | 0 | 15,895 |
| Special | 2,007 | 0 | 2,007 | 1,762 | 3,769 |
| Extraordinary | 2,590 | 0 | 2,590 | 0 | 2,590 |
| Tax-free | 54,882 | 0 | 54,882 | 0 | 54,882 |
| Treasury shares | 113 | (113) | 0 | 0 | 0 |
| TOTAL | 75,487 | (113) | 75,374 | 1,762 | 77,136 |
5% of after tax profits must be transferred to a legal reserve until this amounts to 1/3 of the Company's share capital. This reserve cannot be distributed but may be used to offset losses.
These are reserves of various types and according to various laws such as taxed accounting differences, differences on revaluation of share capital expressed in Euros and other special cases.
Extraordinary reserves represent prior years retained earnings and may be distributed to the shareholders with no additional tax following a relevant decision by the Annual General Assembly Meeting
These are tax reserves created based on qualifying capital expenditures. All tax free reserves, with the exception of those formed in accordance with Law 1828/82, may be capitalised if taxed at 5% for the parent company and 10% for the subsidiaries or if distributed will be subject to income tax at the prevailing rate. There is no time restriction for their distribution.
Tax free reserve formed in accordance with Law 1828/82 can be capitalized to share capital within a period of three years from its creation without any tax obligation.
In the event of distribution of the tax free reserves, an amount of approximately € 14,0 million will be payable as tax at the tax rates currently prevailing.
| GROUP | COMPANY | |
|---|---|---|
| In 000´s Euros | ||
| Balance as at 31 December 2004 | 138,989 | 143,855 |
| Dividends | (94,155) | (94,155) |
| Profit for the year | 131,635 | 130,687 |
| Transfer (to)/from | (74) | 113 |
| Balance as at 31 December 2005 | 176,395 | 180,500 |
| Dividends | (121,861) | (121,861) |
| Profit for the year | 127,591 | 127,474 |
| Transfer to reserves | (3,128) | (1,762) |
| Balance as at 31 December 2006 | 178,997 | 184,351 |
On June 29, 2006, the Group incorporated the subsidiary company "BRODERICO LTD" with a share capital of € 60.000.. The newly established company has not commenced its activities up to the day of this report however the main activities of this company are commerce, Investments and Rendering of Services.
There are legal claims by third parties against the Group and the Company amounting to approximately € 51 million. There are also legal claims of the Group against third parties amounting to approximately € 79 million (Company: approximately € 67 million). No provision has been made as all above cases concern legal claims where the final outcome cannot be currently estimated. Also on February 5, 2007 the Greek Competition Committee, by its decision, imposed a fine upon the Company of €1,591 thousand, for its alleged participation in harmonised practices concerning the setting of the jet fuel selling prices. The Company considers the decision incorrect and unsubstantiated and will appeal to the relevant courts for the cancellation of this decision.
The Company has not been subject to a tax audit for the years from 2005 up to 2006. Avin Oil has not been subject to a tax audit for the years from 2003 up to 2006, Olympic Fuel Company SA has not been subject to a tax audit for the years from 2001 up to 2006 while HAFCO SA has not been audited by the Tax authorities since its establishment.
The Company and, consequently, the Group in order to complete its capital expenditures at the refinery, has entered into construction contracts with construction companies, the outstanding commitments of which, as at 31/12/2006, amounts to approximately € 8 million.
The Group companies have entered into contracts to purchase and sell crude oil and fuels, at current prices in line with the international market effective prices at the time the transaction takes place.
The total amount of letters of guarantee given as security for Group companies' liabilities as at 31/12/2006, amounted to € 48,621 thousand. The respective amount as at 31/12/2005 was € 46,741 thousand.
The total amount of letters of guarantee given as security for the Company's liabilities as at 31/12/2006, amounted to € 1,347 thousand. The respective amount as at 31/12/2005 was € 1,271 thousand.
Motor Oil's operating leases mainly represent rentals for certain of its office properties and transportation means. Subsidiary company, Avin Oil's leasing contracts pertain mostly to premises for gas stations which are then subleased to cooperating gas station operators, and transportation means.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| Minimum lease payments under operating leases recognized as an expense for the period |
8,321 | 6,366 | 3,526 | 2,488 |
At the balance sheet date, the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| Within one year | 9,173 | 6,357 | 4,001 | 2,562 |
| From the second to fifth years inclusive | 34,502 | 24,767 | 16,588 | 10,376 |
| After five years | 45,436 | 22,596 | 17,083 | - |
Average lease term for offices and transportation means are nine and four years respectively. The average lease term for gas stations premises is nine years.
Rental income from operating lease contracts recognised as period income.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| Rental income earned during the period | 3,693 | 3,101 | 40 | 36 |
At the balance sheet date, the Group has contracted with tenants for the following future minimum lease payments:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| In 000´s Euros | 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 |
| Within one year | 3,857 | 3,053 | 40 | 40 |
| From the second to fifth years inclusive | 13,180 | 11,448 | 163 | 162 |
| After five years | 13,447 | 13,122 | - | - |
Rental income of the Group mostly concerns subleases of Avin Oil, suitable to operate as gas stations. The average lease term is nine years.
No events have occurred that could have a material impact on the Group's and Company's financial structure or operations since 31/12/2006 up to the date of issue of these financial statements.
Transactions between the Company and its subsidiary (Avin Oil), have been eliminated on consolidation. Details of transactions between the Group and other related parties disclosed as associates are set below:
| In 000´s Euros | SALES | PURCHASES | RECEIVABLES | PAYABLES |
|---|---|---|---|---|
| GROUP | 108,829 | 1,643,707 | 4,993 | 35,808 |
| COMPANY | 108,634 | 1,642,629 | 39,895 | 35,762 |
Sales of goods to associates were made on an arm ´s length basis.
The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received.
No provision has been made for doubtful debts in respect of the amounts due from associates.
The remuneration of directors and other members of key management for the Group for the period 1/1 – 31/12/2006 and 1/1 – 31/12/2005 amounted to € 2,110 thousand and € 2,138 thousand respectively. (Company: 2006: € 1,859 thousand, 2005: € 2,138 thousand)
The remuneration of members of the Board of Directors are proposed and approved by the Annual General Assembly Meeting of the shareholders.
Other short term benefits granted to key management for the Group for the period 1/1 – 31/12/2006 amounted to € 106 thousand and 1/1 – 31/12/2005 amounted to € 177 thousand respectively. (Company: 2006: € 93 thousand, 2005: € 177 thousand)
Leaving indemnities to key management for the Group for 2006 amounted to € 457 thousand while for 2005 was 0. (Company: 2006: € 457 thousand, 2005: € 0)
There are no other transactions, receivables and/or payables between Group companies and key management personnel.
The Group ´s obligations to its employees in relation to the future payment of benefits in proportion to their time of service are based on an actuarial study.
This liability is computed and presented in the Balance Sheet date based on the expected vested benefit of every employee.
The vested benefit is presented at its present value based on expected date of payment.
The Group operates a partially funded defined benefit plan for qualifying employees who work for Motor Oil and its subsidiary Avin Oil. Under the plan, the employees are entitled to retirement benefits which are dependent on each employee's final salary upon attainment of retirement age (on average between 55 and 58) and the years of service with the Group. In addition the Company is obligated to pay retirement compensation to its employees in accordance with law 2112/12, based on the above mentioned rights and retirement age limits. No other post-retirement benefits are provided.
The most recent actuarial valuations of plan assets and the present value of the defined benefit obligation as well as of the obligation for retirement compensation to personnel were carried out at 31 December 2006 by PHOENIX METROLIFE company. The present value of the defined benefit obligations, and the related current service cost, were measured using the projected unit credit method.
| Valuation at: | |||
|---|---|---|---|
| 31/12/06 | 31/12/05 | ||
| Key assumptions used: | |||
| Discount rate | 4.11% | 3.73% | |
| Expected return on plan assets | 3.50% | 3.50% | |
| Expected rate of salary increases | 3.50% | 3.50% |
The amount recognised in the balance sheet in respect of the defined benefit retirement benefit plans are as follows:
| In 000´s Euros | GROUP 31/12/06 |
GROUP 31/12/05 |
COMPANY 31/12/06 |
COMPANY 31/12/05 |
|---|---|---|---|---|
| Present value of unfunded plan obligation Present value of funded defined benefit |
39,671 | 37,584 | 37,647 | 35,745 |
| obligation | 30,003 | 27,747 | 26,823 | 24,920 |
| Fair value of plan assets | (17,476) | (14,168) | (15,865) | (12,987) |
| Deficit | 12,527 | 13,579 | 10,958 | 11,933 |
| Net liability recognised in the balance sheet | 52,198 | 51,163 | 48,605 | 47,678 |
| Presented in the Balance Sheet: | ||||
| Current provision for retirement benefit | 2,160 | 2,526 | 2,117 | 2,403 |
| Non-current provision for retirement benefit | 50,038 | 48,637 | 46,488 | 45,275 |
| Total | 52,198 | 51,163 | 48,605 | 47,678 |
Amounts recognised in the income statement in respect of these defined benefit schemes are as follows:
| In 000´s Euros | GROUP 31/12/06 |
GROUP 31/12/05 |
COMPANY 31/12/06 |
COMPANY 31/12/05 |
|---|---|---|---|---|
| Current service cost Interest cost less Expected |
3,311 | 4,973 | 2,850 | 4,538 |
| return on plan assets Net expense recognised |
1,529 | 3,565 | 1,494 | 3,314 |
| in the Income Statement | 4,840 | 8,538 | 4,344 | 7,852 |
The expected return on plan assets for the current year for the group and the Company amounts to € 563 thousand and € 522 thousand respectively
The above recognized expense is included into the Group's and the Company's operating expenses as follows:
| In 000´s Euros | GROUP | COMPANY | ||
|---|---|---|---|---|
| 31/12/2006 | 31/12/2005 | 31/12/2006 | 31/12/2005 | |
| Cost of Sales | 2,689 | 4,742 | 2,689 | 4,859 |
| Administration expenses | 1,408 | 2,483 | 1,330 | 2,404 |
| Distribution expenses | 743 | 1,313 | 325 | 589 |
| 4,840 | 8,538 | 4,344 | 7,852 |
Movements in the present value of the defined benefit obligations in the current period are as follows:
| In 000´s Euros | GROUP 31/12/2006 |
GROUP 31/12/2005 |
COMPANY 31/12/2006 |
COMPANY 31/12/2005 |
|---|---|---|---|---|
| Defined benefit obligation 1/1/05 | 65,331 | 57,849 | 60,665 | 53,869 |
| Service cost | 3,311 | 4,973 | 2,850 | 4,538 |
| Interest cost | 2,092 | 3,565 | 2,016 | 3,314 |
| Benefits paid | (1,061) | (1,056) | (1,061) | (1,056) |
| Defined benefit obligation 31/12/05 | 69,673 | 65,331 | 64,470 | 60,665 |
Movements in the present value of the plan assets in the current period were as follows:
| In 000´s Euros | GROUR | COMPANY |
|---|---|---|
| 31/12/2006 | 31/12/2006 | |
| Opening fair value of plan assets | 14,168 | 12,987 |
| Expected return on plan assets | 563 | 522 |
| Contributions from the employer | 3,806 | 3,417 |
| Benefits paid | (1,061) | (1,061) |
| Closing fair value of plan assets | 17,476 | 15,865 |
The Group expects to make a contribution of € 5,000 thousand to the defined benefit plans during the next financial year.
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Group consists of debt, which includes the borrowings disclosed in note 21, cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, share premium, reserves and retained earnings as disclosed in notes 24, 25, 27 and 28 respectively. The Group's management reviews the capital structure on a frequent basis. As a part of this review, management considers the cost of capital and the risks associated with each class of capital. The Group's intention is to balance its overall capital structure through the payment of dividends, as well as the issue of new debt or the redemption of existing debt.
The Group's Treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group. These risks include market risk (including currency risk, fair value interest rate risk and price risk), credit risk and liquidity risk. The Group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The Treasury function reports on a frequent basis to the Group's management that monitors risks and policies implemented to mitigate risk exposures.
The Group's activities expose it primarily to the financial risks of changes in foreign currency exchange rates (see (d) below), interest rates (see (e) below) and to the volatility of the oil prices. The Company addresses the fluctuation of oil prices by monitoring minimum inventory levels. There has been no change to the Group's exposure to market risks or the manner in which it manages and measures the risk.
The Group undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise. The Company minimises foreign currency risks through natural hedges, mostly by monitoring purchases and sales as well as assets and liabilities in foreign currencies.
The Group has access to various major domestic and international financial markets and manages to succeed borrowings with very competitive interest rates and terms. Because of this operating expenses and cash flows from financing activities are not affected materially from interest rates fluctuations.
The Group's credit risk is primary attributable to its trade and other receivable as the Group´s cash equivalents are deposited with well known banks.
The Group's trade receivables are concentrated to a significant degree, as the parent company has a limited number of customers who comprise a large percentage of the trade receivable balance who are, mostly, internationally reputed oil companies and consequently credit risk is minimized. The Group companies have contracts for transactions with their clients, where the product prices are determined according to the corresponding current prices in the international oil market during the period of transactions. In addition the parent company as a policy, receives letters of guarantee from its clients in order to secure its receivables. As far as receivables by "Avin Oil" these are spread in a wide number of customers and in this way there is no material concentration and material credit risk.
Liquidity risk is managed through the proper combination of cash and cash equivalents and the bank loan facilities granted. In order to address such risks the Group's management monitors the balance of cash and secures available bank loans facilities.
Last year cash flow statement accounts of "New bank loans raised" and "Repayments of borrowings" were equally restated for the Group and the Company by the amount of € 2,336,254 thousand and € 2,196,828 thousand respectively. These restatements were done in order for these accounts to be comparable with the current year's ones that represent the net receipts and repayments of loans.
We have audited the accompanying financial statements of Motor Oil Hellas Corinth Refineries S.A. ("The Company") and the consolidated financial statements of the Company and its subsidiaries ("The Group"), which comprise the balance sheet as at December 31, 2006, and the income statement, statement of changes in equity and cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory notes.
Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards as these were adopted by the European Union. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Greek Auditing Standards which are harmonised with the International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company and that of the Group as of December 31, 2006, and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards as these were adopted by the European Union.
Without qualifying our report we draw your attentions to note 30 to the financial statements which refers to the tax position of the Company and the Group and especially the unaudited tax years. The liability, if any, that may result from such audits cannot be estimated with reasonable accuracy.
The content of Directors Report consists of 13 pages and is consistent with the accompanying financial statements.
Athens, February 23, 2007
The Certified Public Accountant
George D. Cambanis Reg. No. SOEL: 10761 Deloitte. Hadjipavlou Sofianos & Cambanis S.A. 250 – 254 Kifissias Avenue 152 31 Chalandri Reg. No. SOEL: E 120
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