Annual Report • May 27, 2021
Annual Report
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In accordance with International Financial Reporting Standards («IFRS»)
These financial statements have been translated from the original statutory financial statements that have been prepared in the Greek language. In the event that differences exist between this translation and the original Greek language financial statements, the Greek language financial statements will prevail over this document.
Kallithea, May 25th 2021
Quest Holdings S.A. S.A. Reg.No. 121763701000 2a Argyroupoleos Street GR-176 76 Kallithea Athens - Hellas
(Amounts presented in thousand Euro except otherwise stated)
The attached financial statements have been approved by the Board of Directors of Quest Holdings S.A. on May 25th, 2021, and have been set up on the website address www.quest.gr ,where they will remain at the disposal of the investing public for at least 10 years from the date of its publication.
The Chairman The C.E.O. The Deputy C.E.O.
Theodore Fessas Apostolos Georgantzis Markos Bitsakos
The Group Financial Controller The Chief Accountant
Dimitris Papadiamantopoulos Konstantinia Anagnostopoulou
(Amounts presented in thousand Euro except otherwise stated)
| Condensed Interim Standalone and Consolidated Statement of Financial Position 3 Condensed Interim Group Statement of Comprehensive Income 4 Condensed Interim Standalone Statement of Comprehensive Income 5 Condensed Interim Standalone and consolidated Statement of Changes in Equity 6 Condensed Interim Standalone and Consolidated Statement of Cash Flows 7 Notes upon financial information 8 1 General information 8 2 Structure of the Group 9 3 Summary of significant accounting policies 9 4 Critical accounting estimates and judgments 11 5 Critical accounting estimates and assumptions 11 6 Segment information 12 7 Property, plant and equipment 14 8 Goodwill 15 9 Intangible assets 16 10 Investment properties 17 11 Investments in subsidiaries 18 12 Investments in associates 19 13 Financial assets at fair value through profit or loss 20 14 Share capital 20 15 Borrowings 21 16 Contingencies 22 17 Guarantees 23 18 Commitments 24 19 Income tax expense 24 20 Dividends 24 21 Related party transactions 25 22 Earnings per share 26 23 Periods unaudited by the tax authorities 27 24 Number of employees 28 |
Contents | Page | |
|---|---|---|---|
| 25 | Seasonality | 28 | |
| 26 Right-of-use assets 28 |
|||
| 27 Lease liabilities 28 |
|||
| 28 Business Combination 29 |
|||
| 29 Events after the balance sheet date of issuance 29 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Note | 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| ASSETS | |||||
| Non-current assets | |||||
| Property, plant and equipment | 7 | 83.894 | 83.201 | 7.516 | 7.522 |
| Right-of-use assets | 26 | 19.853 | 20.257 | 460 | 483 |
| Goodwill | 8 | 31.773 | 31.551 | - | - |
| Other intangible assets | 9 | 22.138 | 22.618 | 2 | 2 |
| Investment Properties | 10 | 2.735 | 2.735 | - | - |
| Investments in subsidiaries | 11 | - | - | 65.103 | 65.053 |
| Investments in associates Financial assets at fair value through P&L |
12 13 |
94 2.480 |
94 - 3.900 |
- 1.917 |
3.452 |
| Contract assets | 222 | 218 | - | - | |
| Financial lease | 2.394 | 2.516 | - | - | |
| Deferred income tax asset | 15.324 | 13.977 | - | - | |
| Trade and other receivables | 21.641 | 21.640 | 28 | 28 | |
| 202.547 | 202.709 | 75.025 | 76.540 | ||
| Current assets | |||||
| Inventories | 70.073 | 43.475 | - | - | |
| Trade and other receivables | 140.643 | 132.822 | 1.009 | 1.001 | |
| Contract assets | 24.782 | 20.838 | - | - | |
| Receivables from financial leases | 681 | 515 | - | - | |
| Financial assets at fair value through P&L | 13 | 759 | 755 | 16 | 16 |
| Current income tax asset | 1.553 | 5.723 | 3 | 3 | |
| Cash, cash equivalents and restricted cash | 80.993 319.561 |
96.873 301.002 |
6.810 7.837 |
8.242 9.261 |
|
| Total assets | 522.108 | 503.709 | 82.862 | 85.800 | |
| EQUITY | |||||
| Capital and reserves attributable to the Company's shareholders | |||||
| Share capital | 14 | 47.537 | 47.537 | 47.537 | 47.537 |
| Share premium | - | - | - | - | |
| Other reserves | 8.243 | 8.243 | 2.693 | 2.693 | |
| Retained earnings | 96.286 | 85.448 | 16.282 | 15.441 | |
| Own shares | (504) 151.562 |
(146) 141.081 |
(504) 66.007 |
(146) 65.526 |
|
| Non-controling interests | 1.936 | 1.568 | - | - | |
| Total equity | 153.498 | 142.650 | 66.007 | 65.526 | |
| LIABILITIES | |||||
| Non-current liabilities | |||||
| Borrowings | 15 | 55.085 | 62.593 | 5.981 | 11.977 |
| Deferred tax liabilities | 18.623 | 18.609 | 822 | 812 | |
| Retirement benefit obligations Government Grants |
10.518 295 |
10.276 333 |
31 - |
30 - |
|
| Contract liabilities | 23.512 | 5.974 | - | - | |
| Lease liabilities | 27 | 18.242 | 18.509 | 392 | 414 |
| Trade and other payables | 981 | 1.422 | 58 | 58 | |
| 127.255 | 117.716 | 7.285 | 13.291 | ||
| Current liabilities | |||||
| Trade and other payables | 150.335 | 172.311 | 718 | 1.366 | |
| Contract liabilities | 27.183 | 27.659 | - | - | |
| Current income tax liability | 8.396 | 12.413 | 2.767 | 5.535 | |
| Borrowings | 15 | 48.693 | 24.034 | 6.000 | - |
| Government Grants | 1.175 | 414 | - | - | |
| Derivative Financial Instruments | - | 638 | - | - | |
| Lease liabilities | 27 | 5.537 | 5.648 | 87 | 86 |
| Provisions for other current payables | 37 | 230 | - | - | |
| 241.357 | 243.346 | 9.572 | 6.986 | ||
| Total liabilities | 368.611 | 361.062 | 16.857 | 20.277 | |
| Total equity and liabilities | 522.108 | 503.709 | 82.862 | 85.800 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | |||
|---|---|---|---|
| Note | 01/01/2021-31/3/2021 | 01/01/2020-31/3/2020 | |
| Sales | 6 | 216.018 | 147.748 |
| Cost of sales | (172.106) | (123.383) | |
| Gross profit | 43.912 | 24.364 | |
| Selling expenses | (15.183) | (8.450) | |
| Administrative expenses | (14.895) | (8.188) | |
| Other operating income / (expenses) net | 612 | 411 | |
| Other profit / (loss) net | 1.170 | 137 | |
| Operating profit | 15.617 | 8.274 | |
| Finance income | 61 | 276 | |
| Finance costs | (1.749) | (1.796) | |
| Finance costs - net | (1.689) | (1.519) | |
| Share of profit/ (loss) of associates | - | - | |
| Profit/ (Loss) before income tax | 13.927 | 6.755 | |
| Income tax expense | 12 | (2.710) | (2.307) |
| Profit/ (Loss) after tax for the period from continuing operations |
11.217 | 4.448 | |
| Attributable to : | |||
| Controlling interest | 10.848 | 4.355 | |
| Non-controlling interest | 368 | 93 | |
| 11.217 | 4.448 |
Earnings/(Losses) per share attributable to equity holders of the Company (in € per share)
| Basic and diluted | 22 | 0,3040 | 0,1218 |
|---|---|---|---|
| Profit / (Loss) for the period | |||
| Other comprehensive income / (loss) | |||
| Actuarial gains/(losses) on defined benefit pension plans |
- | - | |
| Provisions for other gain/(loss) that probably influence the income statement |
- | - | |
| Total comprehensive income / (loss) for the period |
11.217 | 4.448 | |
| Attributable to: | |||
| -Owners of the parent -Non-controlling interest |
10.848 368 |
4.355 93 |
(Amounts presented in thousand Euro except otherwise stated)
| COMPANY | ||||||
|---|---|---|---|---|---|---|
| 01/01/2021-31/3/2021 | 01/01/2020-31/3/2020 | |||||
| Sales | - | - | ||||
| Cost of sales | - | - | ||||
| Gross profit | - | - | ||||
| Selling expenses | - | - | ||||
| Administrative expenses | (426) | (343) | ||||
| Other operating income / (expenses) net | 397 | 425 | ||||
| Other profit / (loss) net | 958 | (1) | ||||
| Operating profit | 929 | 82 | ||||
| Finance income | 0 | - | ||||
| Finance costs | (78) | (6) | ||||
| Finance costs - net | (78) | (6) | ||||
| Profit/ (Loss) before income tax | 851 | 76 | ||||
| Income tax expense | 19 | (11) | (12) | |||
| Profit/ (Loss) after tax for the period | 840 | 64 | ||||
| Profit / (Loss) for the period | ||||||
| Other comprehensive income / (loss) | ||||||
| Actuarial gains/(losses) on defined benefit | - | - | ||||
| pension plans | ||||||
| Provisions for other gain/(loss) that | - | - | ||||
| probably influence the income statement | ||||||
| Total comprehensive income / (loss) for the period |
840 | 64 |
(Amounts presented in thousand Euro except otherwise stated)
| Attributable to equity holders of the Company | |||||||
|---|---|---|---|---|---|---|---|
| Share capital | Other reserves |
Retained earnings |
Own shares | Total | Non-controling interests |
Total Equity |
|
| Balance at 1 January 2020 | 1.535 | 5.248 | 134.964 | - | 141.747 | 1.458 | 143.203 |
| Profit/ (Loss) for the year | - | - | 15.955 | - | 15.955 | 383 | 16.338 |
| Other comprehensive income / (loss) for the year, net of tax | - | - | (102) | - | (102) | - | (102) |
| Total comprehensive income / (loss) | - | - | 15.853 | - | 15.853 | 383 | 16.236 |
| Consolidation of new subsidiaries and increase in stake in existing ones |
- | - | 150 | - | 150 | (273) | (123) |
| Reclassifications | - | 8.143 | (8.143) | - | - | - | - |
| Capitalisation of reserves | 5.361 | (5.361) | - | - | - | - | - |
| Capitalization of reserves Law 2238/1994 and 2579/98 | 210.408 | - | (210.408) | - | - | - | - |
| Offsetting accumulated losses | (164.408) | - | 164.408 | - | - | - | - |
| Share capital return | (5.361) | - | - | - | (5.361) | - | (5.361) |
| Tax of Capitalization of reserves | - | (283) | - | - | (283) | - | (283) |
| Share Capital Increase expenses | - | - | (164) | - | (164) | - | (164) |
| Formation of Statutory reserve | - | 496 | (496) | - | - | - | - |
| Distribution of retained earnings of previous fiscal years | - | - | (10.716) | - | (10.716) | - | (10.716) |
| Purchase of own shares | - | - | - | (146) | (146) | - | (146) |
| Balance at 31 December 2020 | 47.535 | 8.243 | 85.448 | (146) | 141.080 | 1.568 | 142.646 |
| Balance at 1 January 2021 | 47.535 | 8.243 | 85.448 | (146) | 141.080 | 1.568 | 142.648 |
| Profit/ (Loss) for the period | - | - | 10.849 | - | 10.849 | 368 | 11.217 |
| Other comprehensive income / (loss) for the period, net of tax |
- | - | - | - | - | - | - |
| Total comprehensive income / (loss) for the period | - | - | 10.849 | - | 10.849 | 368 | 11.217 |
| Consolidation of new subsidiaries and increase in stake in existing ones |
- | - | (11) | - | (11) | - | (11) |
| Purchase of own shares | - | - | - | (358) | (358) | - | (358) |
| Balance at 31 March 2021 | 47.535 | 8.243 | 96.286 | (504) | 151.560 | 1.936 | 153.498 |
| Share capital | Other reserves |
Retained eairnings |
Own shares | Total Equity | |
|---|---|---|---|---|---|
| COMPANY | |||||
| Balance at 1 January 2020 | 1.535 | 7.841 | 70.878 | - | 80.255 |
| Profit/ (Loss) for the year | - | - | 1.939 | - | 1.939 |
| Other comprehensive income / (loss) for the year, net of tax | - | - | - | - | - |
| Total comprehensive income / (loss) | - | - | 1.939 | - | 1.939 |
| Purchase of own shares | - | - | - | (146) | (146) |
| Capitalisation of reserves | 5.361 | (5.361) | - | - | - |
| Capitalization of reserves Law 2238/1994 and 2579/98 | 210.408 | - | (210.408) | - | - |
| Offsetting accumulated losses | (164.408) | - | 164.408 | - | - |
| Share capital return | (5.361) | - | - | - | (5.361) |
| Tax of Capitalization of reserves | - | (283) | - | - | (283) |
| Share Capital Increase expenses | - | - | (164) | - | (164) |
| Distribution of retained earnings of previous fiscal years | - | - | (10.716) | - | (10.716) |
| Formation of Statutory reserve | - | 496 | (496) | - | - |
| Balance at 31 December 2020 | 47.535 | 2.693 | 15.441 | (146) | 65.523 |
| Balance at 1 January 2021 | 47.535 | 2.693 | 15.441 | (146) | 65.523 |
| Profit/ (Loss) for the period | - | - | 840 | - | 840 |
| Total comprehensive income / (loss) for the period | - | - | 840 | - | 840 |
| Purchase of own shares | - | - | - | (358) | (358) |
| Balance at 31 March 2021 | 47.535 | 2.692 | 16.278 | (504) | 66.002 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Note | 01/01/2021- 31/3/2021 |
01/01/2020- 31/3/2020 |
01/01/2021- 31/3/2021 |
01/01/2020- 31/3/2020 |
|
| Profit/ (Loss) before tax | 13.928 | 6.755 | 851 | 76 | |
| Adjustments for: | |||||
| Depreciation of property, plant and equipment Amortization of investment properties |
7 10 |
1.690 - |
1.584 2 |
8 - |
9 - |
| Amortization of intangible assets | 9 | 641 | 680 | 1 | 1 |
| Amortization of right-of-use assets | 26 | 1.593 | 2.157 | 23 | 23 |
| Impairments of tangible assets | 8 | - | - | - | |
| Reversal of impairments of tangible assets | - | (623) | - | - | |
| Adjustments for financial assets at fair value through P&L | - | - | (255) | - | |
| Impairments of available for sale financial assets Loss/ (Gain) of available for sale financial assets |
- (964) |
182 - |
- (705) |
- - |
|
| Interest income | (61) | (276) | - | - | |
| Interest expense | 1.749 | 1.796 | 78 | 6 | |
| 18.585 | 12.258 | (1) | 114 | ||
| Changes in working capital | |||||
| (Increase) / decrease in inventories | (26.597) | (3) | - | - | |
| (Increase) / decrease in receivables | (11.768) | (10.837) | (8) | (695) | |
| Increase/ (decrease) in liabilities | (5.462) | (14.391) | (648) | (449) | |
| Increase / (decrease) in retirement benefit obligations | 241 | 218 | 2 | 1 | |
| (43.587) | (25.014) | (655) | (1.143) | ||
| Net cash generated from operating activities | (25.002) | (12.755) | (655) | (1.028) | |
| Interest paid | (1.749) | (1.796) | (78) | (6) | |
| Income tax paid | (3.866) | (61) | (2.767) | - | |
| Net cash generated from operating activities | (30.618) | (14.611) | (3.501) | (1.035) | |
| Cash flows from investing activities | |||||
| Purchase of property, plant and equipment | 7 | (2.390) | (1.807) | (2) | (3) |
| Purchase of intangible assets | 9 | (160) | (314) | - | - |
| Purchase of financial assets | (120) | (51) | (5) | - | |
| Proceeds from financial assets availiable for sale | 2.500 | - | 2.500 | - | |
| Proceeds from sale of property, plant, equipment and intangible assets |
- | 87 | - | - | |
| Share capital inrcrease / (decrease) of subsidiaries | - | - | (50) | - | |
| Net cash outflow for the acquisition of a subsidiary company minority interest | (370) | (868) | - | - | |
| Interest received | 61 | 276 | - | - | |
| Net cash used in investing activities | (480) | (2.677) | 2.443 | (3) | |
| Cash flows from financing activities | |||||
| Proceeds from borrowings | 15 | 18.055 | 26.492 | - | - |
| Repayment of borrowings | 15 | (904) | (434) | 4 | - |
| Repayment of lease liabilities | (1.576) | (2.059) | (21) | (20) | |
| Others | - | (12) | - | - | |
| Net cash used in financing activities | 15.217 | 23.841 | (375) | (166) | |
| Net increase/ (decrease) in cash and cash equivalents | (15.880) | 6.553 | (1.433) | (1.204) | |
| Cash and cash equivalents at beginning of year | 96.873 | 75.195 | 8.242 | 2.748 | |
| Cash and cash equivalents of acquired Subsidiaries | - | - | - | - | |
| Cash, cash equivalents and restricted cash at end of the | 80.993 | 81.748 | 6.809 | 1.543 | |
| period |
(Amounts presented in thousand Euro except otherwise stated)
Financial statements include the financial statements of Quest Holdings S.A. (the "Company") and the consolidated financial statements of the Company and its subsidiaries (the "Group") for the period ended March 31, 2021, according to International Financial Reporting Standards ("IFRS"). The names of the Group's subsidiaries are presented in Note 23 of this information.
The main activities of the Group are the distribution and trading of information technology and telecommunications products, the design, application and support of integrated systems and technology solutions, courier and postal services, electronic payments and production of electric power from renewable sources.
The Group operates in Greece, Romania, Cyprus, Holland, Belgium, Italy and Luxembourg and the Company's shares are traded in Athens Stock Exchange.
These group consolidated financial statements were authorized for issue by the Board of Directors of Quest Holdings S.A. on May 25th, 2021.
Shareholders composition is as follows:
| | Theodore Fessas | 50,02% |
|---|---|---|
| | Eftichia Koutsoureli | 25,25% |
| | Other investors | 24,73% |
Total 100%
The address of the Company is Argyroupoleos 2a str., Kallithea Attikis, Greece.
The Board of Director of the Company is as follows:
The Audit Company is:
KPMG SA
Stratigou Tompa 3 15342 Ag. Paraskeyi Greece
Company's website address is www.quest.gr.
(Amounts presented in thousand Euro except otherwise stated)
The structure of the Quest Holdings group is presented as follows:
This interim financial information covers the three-month period ended March 31, 2021 and has been prepared in accordance with International Accounting Standard ("IAS") 34 "Interim Financial Reporting".
The accounting policies used in the preparation and presentation of this interim financial information are the same as the accounting policies that were used by the Company and the Group for the preparation of the annual financial statements for the year ended December 31st, 2020.
The interim financial information must be considered in conjunction with the annual financial statements for the year ended December 31st, 2020, which are available on the Group's web site at the address www.quest.gr.
These financial statements have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets, and financial assets and liabilities at fair value through profit or loss.
The preparation of the financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires the Management to exercise its judgement in the process of applying the Group's accounting policies. Moreover, it requires
(Amounts presented in thousand Euro except otherwise stated)
the use of estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of preparation of the financial information and the reported income and expense amounts during the reporting period. Although these estimates and judgments are based on the best possible knowledge of the Management with respect to the current conditions and activities, the actual results can eventually differ from these estimates.
Differences between amounts presented in the financial statements and corresponding amounts in the notes results from rounding differences.
The group and the Company fulfill their needs for working capital through cash flows generated, including bank lending.
Current economic conditions continue to limit the demand for the Group's and Company's products, as well as their liquidity for the foreseeable future.
The Group and the Company, taking into account possible changes in their business performance, create a reasonable expectation that the Company and the Group have adequate resources to seamlessly continue their business operations in the near future.
Therefore, the Group and the Company continue to adopt the "principle of business continuity of their activities" during the preparation of the separate and consolidated financial statements for the period from January 1st, to March 31, 2021.
New Standards, Amendments to standards and Interpretations: Certain new Standards, amendments to Standards and Interpretations that are mandatory for periods beginning on or after 01 January 2020. The Group's evaluation of the effect of these new standards, amendments to standards and interpretations is as follows.
Standards and Interpretations effective for the current financial year
Revision of the Conceptual Framework for Financial Reporting (effective for annual periods starting on or after 01/01/2020)
In March 2018, the IASB issued the revised Conceptual Framework for Financial Reporting (Conceptual Framework), the objective of which was to incorporate some important issues that were not covered, as well as update and clarify some guidance that was unclear or out of date. The revised Conceptual Framework includes a new chapter on measurement, which analyzes the concept on measurement, including factors to be considered when selecting a measurement basis, concepts on presentation and disclosure, and guidance on derecognition of assets and liabilities from financial statements. In addition, the revised Conceptual Framework includes improved definitions of an asset and a liability, guidance supporting these definitions, update of recognition criteria for assets and liabilities, as well as clarifications in important areas, such as the roles of stewardship, prudence and measurement uncertainty in financial reporting. The adoption of the revised Conceptual Framework did not affect the separate and consolidated Financial Statements.
Amendments to IAS 1 and IAS 8: "Definition of Material" (effective for annual periods starting on or after 01/01/2020)
In October 2018, the IASB issued amendments to its definition of material to make it easier for companies to make materiality judgements. The definition of material helps companies decide whether information should be included in their financial statements. The updated definition amends IAS 1 and IAS 8. The amendments clarify the definition of material and how it should be applied by including in the definition guidance that until now has featured elsewhere in IFRS Standards. The adoption of the amendments did not affect the separate and consolidated Financial Statements.
Amendments to IFRS 9, IAS 39 and IFRS 7: "Interest Rate Benchmark Reform" (effective for annual periods starting on or after 01/01/2020)
In September 2019, the IASB issued amendments to some specific hedge accounting requirements to provide relief from potential effects of the uncertainty caused by the Interest Rate Benchmark reform. The amendments are designed to support the provision of useful financial information by companies during the period of uncertainty arising from the phasing out of interest – rate benchmarks such as interbank offered rates (IBORs). It requires companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments did not affect the separate and consolidated Financial Statements.
Amendments to IFRS 3: "Definition of a Business" (effective for annual periods starting on or after 01/01/2020)
In October 2018, the IASB issued narrow-scope amendments to IFRS 3 to improve the definition of a business. The amendments will help companies determine whether an acquisition made is of a business or a group of assets. The amendments apply to businesses acquired
(Amounts presented in thousand Euro except otherwise stated)
in annual reporting periods beginning on or after 1 January 2020. The amendments did not affect the separate and consolidated Financial Statements.
Standards and Interpretations effective for subsequent periods
Amendments to IFRS 16 "Leases" Covid-19 – Related Rent Concessions (effective for annual periods starting on or after 01/06/2020)
In May 2020, the IASB issued amendments to IFRS 16 "Leases" Covid-19 – Related Rent Concessions to provide relief to lessees from applying IFRS 16 guidance on lease modification accounting for rent concessions arising as a direct consequence of the covid-19 pandemic. More specifically, the amendment provides a practical expedient for the lessee to account for any change in lease payments resulting from the covid-19 related rent concession the same way it would account for the change under IFRS 16, if the change was not a lease modification, only if all of the following conditions are met:.
— The change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change.
— Any reduction in lease payments affects only payments originally due on or before 30 June 2021.
— There is no substantive change to other terms and conditions of the lease.
IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 (Amendments) "Interest Rate Benchmark Reform – Phase 2" (effective for annual periods starting on or after 01 January 2021)
The amendments supplement those issued in 2019 and focus on the impact on the financial statements when a company replaces the old reference rate with an alternative reference rate as a result of the reform. More specifically, the amendments relate to how a company will account for changes in the contractual cash flows of its financial instruments, how it will account for changes in its hedging relationships and the infor3.4 Consolidated financial statements
Estimates and judgments are continually evaluated and are based on historical data, forecasts and expectations of future events that are deemed reasonable under the circumstances.
The pandemic of coronavirus (COVID-19), which also appeared and spread in Greece, is expected to have negative impact on the global economic activity, as well as on the business activities of the Group. The rapid spread of COVID-19 at a global scale has led to the disruption and suspension of operation of many businesses. The Group will possibly face consequences in some of the markets in which the Group is active, due the imposition of quarantine measures, the phenomena of market falling and the changes in the behavior of customers, due to the fear of the pandemic, as well as the impact on the labor force of the Group, if the virus is widely spread. In addition, the customers, the distribution partners, the service providers or the suppliers of the Group may face economic difficulty, file application for bankruptcy, cease their operation or suffer disruption in their business activity due to the pandemic. At the moment, the extent of the hit in the results of the Group due to the pandemic is uncertain. COVID-19 epidemic may have further negative consequences on the global economy in 2020, while, in the future, it may negatively affect the activities of the Group or reduce the demand for its products. Each of these developments may have significant consequences on the economic results of the Group in 2020, and later on. However, given the dynamic nature of the epidemic, the extent to which COVID-19 shall affect the results of the Group shall depend on the future developments, which remain extremely uncertain and cannot be foreseen at the time. Continued spread of COVID-19 may cause economic slow-down or downturn, a fact that will adversely affect the demand for the products of the Group, or cause other unforeseen events, each of which may affect the business activity, operating results or financial situation of the Group. However, the ongoing vaccination programme against COVID19 at global level makes management's forecasts relatively optimistic.
The Company and the Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. Estimates and assumptions involving significant risk adjustment to the carrying value of assets and liabilities within the next financial year are addressed below.
(Amounts presented in thousand Euro except otherwise stated)
Estimates and assumptions are continually reassessed and are based on historical experience as adjusted for current market conditions and other factors, including expectations of future events which are considered reasonable under the circumstances.
Judgement is required by the Group in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
The Company examines the overdue balances of customers and whether exceeding the credit policies. The Company makes impairments of doubtful balances and creates corresponding provisions based on estimations. Estimates are made taking into consideration the timing and amount of repayment of receivables and any collateral of claims received. In particular, when there are guarantees, the Company creates provisions for doubtful debts, with percentage less than 100% of the claim. These statements involve significant degree of subjectivity and require the judgment of management.
The Company examine annually and whether the shareholdings and non-financial assets have suffered any impairment in accordance with accounting practices. The recoverable amounts of cash generating units have been determined based on value in use. These calculations require the use of estimates.
The present value of retirement obligations depends on a number of factors that are determined using actuarial methods and assumptions. Such actuarial assumption is the discount rate used to calculate the cost of delivery. Changes in these assumptions will change the present value of the obligations in the balance sheet.
The Group and the Company determine the appropriate discount rate at the end of each year. This is defined as the rate that should be used to determine the present value of future cash flows, which are expected to be required to meet the obligations of the pension plans. Low risk corporate bonds are used to determine the appropriate discount rate, which are converted to the currency in which the benefits will be paid, and whose expiry date is approaching that of the related pension obligation.
The Company has pending legal cases. Management evaluates the outcome of the cases and, if there is a potential negative outcome then the Company makes the necessary provisions. The provisions, when they are required are calculated based on the present value of management's estimation of the expenditure required to settle the obligation at the balance sheet date. This value is based on a number of factors which require the exercise of judgment.
The Group is organised into five business segments:
Management monitors the financial results of each business segment separately. These business segments are managed independently. The management making business decisions is responsible for allocating resources and assessing performance of the business areas.
In Unallocated mainly included the Company's activity.
(Amounts presented in thousand Euro except otherwise stated)
The segment results for the period ended 31 of March 2021 and 31 of March 2020 are analysed as follows:
| Information technology products |
Information technology services |
Postal services | Electronic payments |
Production of electric power from renewable sources |
Unallocated | Total of continuing operations |
Total | |
|---|---|---|---|---|---|---|---|---|
| Total gross segment sales | 151.837 | 37.844 | 33.530 | 10.990 | 1.903 | 115 | 236.219 | 236.219 |
| Inter-segment sales | (18.957) | (657) | (357) | (28) | (78) | (124) | (20.201) | (20.201) |
| Net sales | 132.880 | 37.186 | 33.174 | 10.962 | 1.825 | (9) | 216.018 | 216.018 |
| Operating profit/ (loss) | 4.631 | 2.271 | 4.367 | 2.505 | 893 | 949 | 15.616 | 15.616 |
| Finance (costs)/ revenues | (555) | (142) | (200) | (110) | (310) | (372) | (1.689) | (1.689) |
| Share of profit/ (loss) of Associates | - | - | - | - | - | - | - | - |
| Profit/ (Loss) before income tax | 4.076 | 2.130 | 4.167 | 2.395 | 583 | 577 | 13.926 | 13.928 |
| Income tax expense | (2.710) | |||||||
| Profit/ (Loss) after tax for the period | 11.218 |
1st January to 31 March 2020
| Information technology products |
Information technology services |
Postal services | Electronic payments |
Production of electric power from renewable sources |
Unallocated | Total of continuing operations |
Total | |
|---|---|---|---|---|---|---|---|---|
| Total gross segment sales | 90.939 | 30.415 | 27.019 | 8.177 | 1.978 | 149 | 158.677 | 158.677 |
| Inter-segment sales | (9.960) | (490) | (369) | (32) | (78) | (1) | (10.930) | (10.929) |
| Net sales | 80.980 | 29.925 | 26.650 | 8.145 | 1.900 | 148 | 147.747 | 147.746 |
| Operating profit/ (loss) | 1.944 | 842 | 3.268 | 1.064 | 1.020 | 135 | 8.273 | 8.274 |
| Finance (costs)/ revenues | (706) | 54 | (314) | (162) | (384) | (7) | (1.519) | (1.520) |
| Share of profit/ (loss) of Associates | - | - | - | - | - | - | - | - |
| Profit/ (Loss) before income tax | 1.239 | 896 | 2.955 | 902 | 636 | 128 | 6.754 | 6.754 |
| Income tax expense | (2.307) | |||||||
| Profit/ (Loss) after tax for the period | 4.448 |
Transfers and transactions between segments are on commercial terms and conditions, according to those that apply to transactions with third parties.
(Amounts presented in thousand Euro except otherwise stated)
Property, plant and equipment of the Group and the Company are analyzed as follows:
| Land and buildings |
Vehicles and machinery |
Buildings under construction |
Furniture and other equipment |
Total | |
|---|---|---|---|---|---|
| GROUP - Cost | |||||
| 1st January 2020 | 38.318 | 59.018 | 2.973 | 25.441 | 125.750 |
| Additions | 9.329 | 4.836 | - | 7.973 | 22.138 |
| Disposals / Write-offs | - | (1.961) | - | (45) | (2.006) |
| Impairments (reversal) | - | 833 | - | - | 833 |
| Impairment | - | - | (800) | - | (800) |
| Reclassifications | (232) | (567) | - | 232 | (567) |
| 31 December 2020 | 47.415 | 62.159 | 2.173 | 33.601 | 145.348 |
| Accumulated depreciation | |||||
| 1st January 2020 | (11.575) | (25.332) | - | (20.417) | (57.324) |
| Depreciation charge | (530) | (4.236) | - | (1.747) | (6.513) |
| Disposals / Write-offs | - | 1.626 | - | 41 | 1.667 |
| Reclassifications | 14 | - | - | 9 | 23 |
| 31 December 2020 | (12.091) | (27.942) | - | (22.113) | (62.148) |
| Net book value at 31 December 2020 | 35.324 | 34.217 | - | 11.487 | 83.201 |
| 1 January 2021 | 47.415 | 62.159 | 2.173 | 33.601 | 145.348 |
| Additions | 1.445 | 451 | - | 494 | 2.390 |
| Disposals / Write-offs | - | (121) | - | (20) | (141) |
| Impairments (reversal) | - | - | 30 | 30 | |
| Impairments | - | 21 | - | - | 21 |
| 31 March 2021 | 48.861 | 62.510 | 2.173 | 34.104 | 147.648 |
| Accumulated depreciation | |||||
| 1 January 2021 | (12.091) | (27.942) | - | (22.113) | (62.146) |
| Depreciation charge | (96) | (1.120) | - | (473) | (1.690) |
| Disposals / Write-offs | - | 89 | - | 20 | 108 |
| Acquisition of subsidiaries | (0) | - | - | (26) | (26) |
| 31 March 2021 | (12.187) | (28.974) | - | (22.592) | (63.754) |
| Net book value at 31 March 2021 | 36.673 | 33.537 | 2.173 | 11.512 | 83.894 |
(Amounts presented in thousand Euro except otherwise stated)
| Land and buildings |
Vehicles and machinery |
Furniture and other equipment |
Total | |
|---|---|---|---|---|
| COMPANY - Cost | ||||
| 1st January 2020 | 12.980 | 320 | 1.643 | 14.943 |
| - | 1 | 14 | 15 | |
| Disposals / Write-offs | - | - | - | - |
| 31 December 2020 | 12.980 | 321 | 1.659 | 14.958 |
| Accumulated depreciation | ||||
| 1st January 2020 | (5.594) | (318) | (1.489) | (7.402) |
| Depreciation charge | (16) | (2) | (16) | (34) |
| 31 December 2020 | (5.611) | (320) | (1.505) | (7.436) |
| Net book value at 31 December 2020 | 7.369 | 1 | 153 | 7.522 |
| 1 January 2021 | 12.980 | 321 | 1.659 | 14.958 |
| Additions | - | - | 2 | 2 |
| 12.980 | 321 | 1.661 | 14.959 | |
| Accumulated depreciation | ||||
| 1 January 2021 | (5.611) | (320) | (1.505) | (7.436) |
| Depreciation charge | (4) | (0) | (4) | (8) |
| (5.615) | (320) | (1.509) | (7.444) | |
| Net book value at 31 March 2021 | 7.365 | 1 | 151 | 7.516 |
The liens and encumbrances on the assets of the Company and the Group are disclosed under Note 17.
The Goodwill of the Group are analyzed as follows:
| GROUP | ||
|---|---|---|
| 31/3/2021 | 31/12/2020 | |
| At the beginning of the year | 31.551 | 31.398 |
| Additions | 222 | 154 |
| At the end | 31.772 | 31.551 |
The amount of € 31.551 thousand of goodwill contains € 4.932 thousand for the acquisition of «Rainbow S.A.», which has been absorbed in 2010 by the 100% subsidiary "iSquare SA", € 3.785 thousand from the acquisition of the subsidiary "ACS SA", € 16.820 thousand value of the goodwill of the acquired company under trade name "Cardilink SA" and a total amount of €6.015 thousand of definitive goodwill on acquisitions of indirect subsidiaries which operating in the field of energy production from renewable sources.
The recoverable amount of a CGU is determined according to the value in use calculations. These calculations are pre-tax cash flow projections based on financial budgets approved by the management and cover a five-year period.
In prior year the key assumptions used for value-in-use calculations are consistent with the external information sources. For the "Apple products distribution" segment, these are: discount rate: 8,16%, sales growth rate: 5%, EBITDA margin: 3,1%, growth rate in perpetuity: 0,5%. Concerning the segment of courier services, the key assumptions are: discount rate: 7,6%, sales growth rate: 5%, EBITDA margin:13%, growth rate in perpetuity: 0,5%. Relating to the segment of financial services: discount rate: 9,3%, sales growth rate: 5%,
(Amounts presented in thousand Euro except otherwise stated)
EBITDA margin: 33%, growth rate in perpetuity: 0,5%. Regarding the sector of energy production from renewable sources are: Discount interest rate at present value 6.6%, change in sales 0.7% per year and EBITDA margin 80%.
Budgeted gross margin is based on last year's performance increased by the expected growth rate of return.
The intangible assets of the Group and the Company are analyzed as follows:
| Industrial property rights |
Software & Others |
Total | |
|---|---|---|---|
| GROUP - Cost | |||
| 1st January 2020 | 34.350 | 22.441 | 56.792 |
| Additions | 1.679 | 1.289 | 2.968 |
| Reclassifications | 567 | - | 567 |
| Purchase price allocation | 644 | - | |
| 31 December 2020 | 37.240 | 23.730 | 60.971 |
| Accumulated depreciation | |||
| 1st January 2020 | (17.750) | (17.975) | (35.726) |
| Depreciation charge | (861) | (1.745) | (2.606) |
| Disposals / Write-offs | (23) | - | (23) |
| 31 December 2020 | (18.634) | (19.720) | (38.354) |
| Net book value at 31 December 2020 | 18.606 | 4.011 | 22.618 |
| 1 January 2021 | 37.240 | 23.730 | 60.971 |
| Additions | - | 160 | 160 |
| 31 March 2021 | 37.240 | 23.890 | 61.131 |
| Accumulated depreciation | |||
| 1 January 2021 | (18.634) | (19.719) | (38.354) |
| Depreciation charge | (217) | (424) | (641) |
| 31 March 2021 | (18.851) | (20.143) | (38.995) |
| Net book value at 31 March 2021 | 18.389 | 3.747 | 22.137 |
(Amounts presented in thousand Euro except otherwise stated)
| Software & Others |
Total |
|---|---|
| COMPANY - Cost | |
| 1st January 2020 47 |
47 |
| - | - |
| 31 December 2020 46 |
46 |
| Accumulated depreciation | |
| 1st January 2020 (42) |
(42) |
| Depreciation charge (3) |
(3) |
| 31 December 2020 (45) |
(45) |
| Net book value at 31 December 2020 2 |
2 |
| 1 January 2021 46 |
46 |
| 46 | 46 |
| Accumulated depreciation | |
| 1 January 2020 (45) |
(45) |
| Depreciation charge (1) |
(1) |
| (46) | (46) |
The amount of 18,389 thousand euros of the undepreciated value of intellectual property rights in the group mainly concerns licenses for production of energy from renewable sources. The above amount was determined following the allocations of the acquisition prices of the power plants and is depreciated with a useful life of 27 years from the date of commencement of operation of each plant.
The change of investment properties of the Group is as follows:
| GROUP | ||||
|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | |||
| Balance at the beginning of the year | 2.736 | 2.816 | ||
| Fair value adjustments | - | (82) | ||
| Balance at the end of the period | 2.736 | 2.736 |
The amount of € 2.736 thousand concerns the value of the subsidiary's, "UNISYSTEMS S.A.", land, in Athens, which had been acquired in 2006 with initial plan the construction of offices. In 2007 the management decided not to construct the mentioned offices. Thus, this land is owned for long term investment other than short term disposal, based on the requirements of I.F.R.S. 40 «Investment Properties» and thus has been transferred from Property, plant and equipment to Investment Properties.
(Amounts presented in thousand Euro except otherwise stated)
The movement of investment in subsidiaries is as follows:
| COMPANY | ||
|---|---|---|
| 31/3/2021 | 31/12/2020 | |
| 65.055 | 67.940 | |
| 50 | 200 | |
| - | (3.087) | |
| 65.105 | 65.055 | |
The amount of € 3.087 thousand refers to the share capital decrease of the subsidiary «Unisystems S.A.» (euro 2.001 thousand) and to the share capital decrease of the subsidiary «Info Quest Technologies S.A.» (euro 1.086 thousand).
| Name | Country of incorporation |
Cost | Impairment | Carrying amount |
% interest held |
|---|---|---|---|---|---|
| UNISYSTEMS SMSA | Greece | 62.931 | (38.980) | 23.951 | 100,00% |
| ACS SMSA | Greece | 23.713 | (21.345) | 2.368 | 100,00% |
| ISQUARE SMSA | Greece | 60 | - | 60 | 100,00% |
| QUEST ΕΝΕRGY S.A. | Greece | 17.168 | - | 17.168 | 100,00% |
| QUEST onLINE SMSA | Greece | 810 | (810) | - | 100,00% |
| INFO QUEST Technologies SMSA | Greece | 25.375 | (13.431) | 11.944 | 100,00% |
| ISTORM SMSA | Greece | 3.157 | - | 3.157 | 100,00% |
| DIASIMO HOLDINGS LTD | Cyprus | - | - | - | 100,00% |
| CARDLINK S.A. | Greece | 5.825 | - | 5.825 | 85,00% |
| CARDLINK ONE S.A. | Greece | 281 | - | 281 | 85,00% |
| CLIMA SMSA | Greece | 200 | - | 200 | 100,00% |
| FOQUS SMSA | Greece | 50 | - | 50 | 100,00% |
| Quest international SRL | Belgium | 100 | - | 100 | 100,00% |
| 139.669 | (74.567) | 65.103 |
| Name | Country of incorporation |
Cost | Impairment | Carrying amount |
% interest held |
|---|---|---|---|---|---|
| UNISYSTEMS SMSA | Greece | 62.931 | (38.980) | 23.951 | 100,00% |
| ACS SMSA | Greece | 23.713 | (21.345) | 2.368 | 100,00% |
| ISQUARE SMSA | Greece | 60 | - | 60 | 100,00% |
| QUEST ΕΝΕRGY S.A. | Greece | 17.168 | - | 17.168 | 100,00% |
| QUEST onLINE SMSA | Greece | 810 | (810) | - | 100,00% |
| INFO QUEST Technologies SMSA | Greece | 25.375 | (13.431) | 11.944 | 100,00% |
| ISTORM SMSA | Greece | 3.157 | - | 3.157 | 100,00% |
| DIASIMO HOLDINGS LTD | Cyprus | - | - | - | 100,00% |
| CARDLINK S.A. | Greece | 5.825 | - | 5.825 | 85,00% |
| Cardlink one S.A. | Greece | 281 | - | 281 | 85,00% |
| Quest international SRL | Belgium | 100 | - | 100 | 100,00% |
| 139.419 | (74.567) | 64.853 |
(Amounts presented in thousand Euro except otherwise stated)
In addition to the above subsidiaries, the Group consolidated financial statements also include the indirect investments as they are presented below:
The 100% held subsidiary of "ACS S.A.", "ACS Courier SH.pk.", which is established in Albania, the 100% held subsidiary of "ACS S.A.", "GPS" and the 100% subsidiary ACS INVEST UK LIMITED based in Great Britain.
The subsidiaries of "Quest Energy S.A.", "Amalia Wind Farm of Viotia S.Α." (100% subsidiary), "Megalo Plai Wind Farm of Viotia S.Α". (100% subsidiary), "Quest Aioliki Livadiou Larisas Ltd" (98.67% subsidiary), "Quest Aioliki Servion Kozanis Ltd" (98.67% subsidiary), "Quest Aioliki Distomou Megalo Plai Ltd" (98.67% subsidiary), «Quest Solar Viotias ltd» (98,67 subsidiary), "Quest Aioliki Sidirokastrou Hortero Ltd" (98.67% subsidiary), " Aioliko parko Dramas Ltd" (90% subsidiary), Xilades S.A. (100% subsidiary) and Wind Sieben S.A. (100% subsidiary), BETA SUNENERGIA KARVALI S.A. (100% subsidiary), FOS ENERGIA KAVALAS S.A. (100% subsidiary), NUOVO KAVALA PHOTOPOWER S.A. (100% subsidiary), ENERGIA FOTOS BETA XANTHIS S.A. (100% subsidiary), PETROX SOLAR POWER S.A. (100% subsidiary), PHOTOPOWER EVMIRIO BETA S.A. (100% subsidiary) and MILOPOTAMOS FOS 2 S.A. (100% subsidiary) and ADEPIO ltd (100% subsidiary).
The Group has significant influence over the below associates. The Group's interest in these associates is accounted for using the equity method in the consolidated financial statements. The following table illustrates the summarized financial information of the Group's investment in associates:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | ||
| Balance at the beginning of the year | 94 | 173 | - | - | |
| Percentage of associates' profits / (losses) | - | (79) | - | - | |
| Balance at the end | 94 | 94 | - | - |
"NUBIS S.A." (43,26% associate) , and Park Mobile Hellas SA ." (40 % associate) and ACS Cyprus ltd." (20 % associate) are also included as associates of the Company ("Quest Holdings").
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| Balance at the beginning of the year | 4.656 | 7.373 | 3.468 | 3.470 |
| Additions | 120 | 43 | 5 - | |
| Disposals / Write-offs | (1.795) | (2.431) | (1.795) | - |
| Revaluation at fair value | - | (152) | - | - |
| Other | 259 | (176) | 255 | (2) |
| Balance at the end | 3.240 | 4.656 | 1.933 | 3.468 |
| Non-current assets | 2.480 | 3.900 | 1.917 | 3.452 |
| Current assets | 759 | 755 | 16 | 16 |
| 3.240 | 4.656 | 1.933 | 3.469 |
Within the first quarter of 2021 the Company proceeded to the disposal of percentage of 12.5% from a total percentage of 25% of the company "TEKA Systems SA". against a consideration of 2,500 thousand euros. The transaction resulted in a profit to the Company and the Group of 960 thousand euros in the closing period.
The Financial Assets at fair value through P&L comprise listed shares and bonds. The fair values of listed securities are based on published period-end bid prices on the date of the financial information.
| Number of shares | Ordinary shares Share premium | Total | ||
|---|---|---|---|---|
| 1st January 2020 | 35.740.896 | 1.430 | 106 | 1.536 |
| Capitalisation of reserves | - | 5.361 | - | 5.361 |
| Capitalization of reserves law 2238/1994 and law 2579/98 |
- | 210.514 | (106) | 210.408 |
| Offsetting accumulated losses | - | (164.408) | - | (164.408) |
| Share capital return | - | (5.361) | - | (5.361) |
| 31 December 2020 | 35.740.896 | 47.536 | (0) | 47.536 |
| 1 January 2021 | 35.740.896 | 47.537 | (0) | 47.537 |
| 31 March 2021 | 35.740.896 | 47.537 | - | 47.537 |
According to the Ordinary General Meeting of Shareholders of 26/06/2020, it was decided to increase the share capital of the Company by the amount of 5,361,134.40 euros with an increase in the nominal value of each share by 0.15 euros (from euro 0.04 in euro 0.19) through capitalization of part of the excess compulsory legal reserve and the simultaneous reduction of the share capital of the Company by 5,361,134.40 euro with reduction of the nominal value of each share by euro 0.15 (from 0.19 euro to 0.04 euro) for the purpose of returning capital in cash to its shareholders, amounting to 5,361,134.40 euros in total.
Moreover, the above Ordinary General Meeting further resolved to increase the share capital of the Company as a result of capitalization of reserves formed by profits subject to special taxation, in accordance with the provisions of law 2238/1994, the share premium reserve and part of the fully taxed reserve, in accordance with the provisions of law 2579/98, by increasing the nominal value
(Amounts presented in thousand Euro except otherwise stated)
of the shares from 0.04 euro to 5.93 euro per share and reduce the share capital by reducing the nominal value of the shares by 4.60 euro to offset accumulated loss. Following the above corporate actions, the share capital now amounts to 47,535,391.68 euro and is divided into 35,740,896 dematerialised common registered shares with a nominal value of euro 1.33 each.
At the end of the current period, the Company holds 54.664 own shares which represent 0,15% of the share capital with an average acquisition price of € 9,23 per share.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| Non-current borrowings | ||||
| Bank borrowings | 478 | 548 | - | - |
| Bonds | 54.607 | 62.045 | 5.981 | 11.977 |
| Total non-current borrowings | 55.085 | 62.593 | 5.981 | 11.977 |
| Current borrowings | ||||
| Bank borrowings | 24.579 | 11.896 | - | - |
| Bonds | 17.871 | 12.133 | 6.000 | - |
| Other borrowings (Factoring) | 6.242 | 5 | - | - |
| Total current borrowings | 48.693 | 24.034 | 6.000 | - |
| Total borrowings | 103.778 | 86.627 | 11.981 | 11.977 |
The Group has approved credit lines with financial institutions amounting to euro 180 million and the Company to euro 13 million. Short term borrowings fair values reach their book values.
The movement of borrowings is analyzed as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| Balance at the beginning of the year | 86.627 | 50.425 | 11.977 | - |
| Repayment of borrowings | (904) | (5.891) | - | (23) |
| Proceeds of borrowings | 18.055 | 42.093 | 4 | 12.000 |
| Balance at the end | 103.778 | 86.628 | 11.981 | 11.977 |
Both the Company and the Group are not exposed to exchange risk since the total of borrowings for nine-months of 2020 was in euro.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| Between 1 and 2 years | 18.518 | 11.750 | 5.981 | - |
| Between 2 and 3 years | 9.384 | 14.822 | - | - |
| Between 3 and 5 years | 17.190 | 25.789 | - | - |
| Over 5 years | 9.994 | 10.231 | - | - |
| 55.085 | 62.593 | 5.981 | - |
The Company is exposed to interest rate changes that domain in the market and which affect its financial position and cash flow. The cost of borrowing is possible to either increase or decrease as a result of the above mentioned fluctuations.
(Amounts presented in thousand Euro except otherwise stated)
On July 27, 2020, Quest Holdings S.A. entered into a bond loan with ALPHA BANK amounting to € 12,000 thousand euros, in accordance with the provisions of Law 4548/2018 and Law 3156/2003. ALPHA BANK SA was appointed Payment Manager and Representative of Bondholders and Bond Lenders.
On December 13th, 2019, Cardlink SA entered into a Bond Loan with Alpha Bank, amounting to 10.000 thousand Euros. The repayment of the loan will be made in 6 six-month instalments commencing on 16/6/2022 with an amount of 1.666 thousand Euros, and the last instalment amounting to 1.666 thousand Euros will be repaid according to the repayment plan on 16/12/2024.
On April 24th, 2019, the subsidiary "Wind Sieben S.A." entered into a Bond Loan with Alpha Bank, amounting to 3.500 thousand Euros. The repayment of the loan will be made in 26 quarterly instalments commencing on 30/6/2019 with an amount of 111 thousand Euros, and the last instalment amounting to 334 thousand Euros will be repaid according to the repayment plan on 30/6/2025.
On December 18th, 2013, the subsidiary "Kinigos S.A." entered into a Bond Loan with National Bank of Greece, amounting to 11.116 thousand Euros. The repayment of the loan will be made in 23 six-month instalments commencing on 31/12/2015.
The subsidiary «iSquare S.A.» on July 27, 2020 entered into a Bond loan with Alpha bank amounting to 5,000 thousand euros. The loan will be repaid within one year from the conclusion of the loan.
The subsidiary «Info Quest Technologies S.A.» on July 27, 2020 entered into a Bond loan with Alpha bank amounting to euro 10,000 thousand. The duration of the loan is five years and the last installment of the loan will be on 27/7/2025.
In addition, the subsidiary «Info Quest Technologies S.A.» on July 30, 2020 entered into a Bond loan with the National Bank amounting to 10,000 thousand euros. The duration of the loan is five years and the last installment of the loan will be on 2727/2025.
The subsidiary «Quest Energy S.A.» on November 17, 2020 entered into a Bond loan with Alpha bank amounting to 3,000 thousand euros. The repayment of the loan will be made in 36 six-month instalments commencing on 17/2/2021.
The subsidiary «Unisystems S.A.» on July 27, 2020 entered into a Bond loan with Alpha bank amounting to 5,000 thousand euros. The loan will be repaid on July 30, 2021.
The Group and the Company have contingencies in respect of bank guarantees, guarantees and other matters arising in the ordinary course of business from which Management is confident that no material liability will arise.
The contingent liabilities are analysed as follows:
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| Letters of guarantee to customers securing contract performance | 12.174 | 12.623 | - | - |
| Letters of guarantee to participations in contests | 1.898 | 2.259 | - | - |
| Letters of guarantee for credit advance | 3.982 | 3.982 | - | - |
| Guarantees to banks on behalf of subsidiaries | 25.440 | 33.440 | 25.440 | 33.440 |
| Letters of guarantee to creditors on behalf of subsidiaries | 19.816 | 33.904 | 19.816 | 33.904 |
| Other | 9.459 | 9.153 | - | - |
| 72.769 | 95.361 | 45.256 | 67.344 |
In addition to the above, the following specific issues should be noted:
The tax obligations of the Group are not final since there are prior periods which have not been inspected by the tax authorities. Note 23 presents the last periods inspected by the tax authorities for each company in the Group.
Furthermore, there are various legal cases against companies of the Group for which the Management estimates that no additional material liabilities will arise.
Upon the expiry of the 1st Quarter of 2021, the following encumbrances on the movable property of companies of the Group exist:
For the company "Xylades Energy SA", the Amortized Loan Agreement of May 11th, 2012 has been concluded with the Greek Postal Savings Bank SA, in the amount of 2,548 thousand euros, for the security of which the Registered Pledge Agreement on Movable Property (Law 2844/2000) of July 23, 2012 has been concluded (Law 2844/2000), which has been registered/published in the Pledge Registry of Athens, pursuant to which the capital goods of such company have been pledged.
For the company "WIND SIEBEN VIOTIA ENERGY SA", the bond Loan Agreement of March 24th, 2019, has been concluded with the ALPHA BANK in the amount of 3,500 thousand euros, for the security of which, the following security agreements have been concluded:
2.a The Pledge Agreement on Movable Property (Law 2844/2000) of 24th April 2019, which has been registered/published in the Pledge Registry of Athens, pursuant to which the capital goods of the company have been pledged and 2.b The Pledge Agreement on Securities of 24th April 2019.
For the company "FOS KAVALA ENERGY S.A.", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
For the company "MYLOPOTAMOS FOS2 S.A.", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
For the company "ENERGIA FOTOS BETA XANTHIS SA", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
For the company "PHOTTOPOWER EVMIRIO BETA S.A.", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
For the company "PETROX SOLAR POWER SA", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
For the company "NUOVO KAVALA PHOTTOPOWER SA", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
(Amounts presented in thousand Euro except otherwise stated)
For the company "BETA SUNENERGIA KARVALI SA", the Amortized Loan Agreement of January 20, 2012 has been concluded with Piraeus Bank SA in the amount of 1,250 thousand euros, for the security of which the Pledge Agreement on Securities of January 28th, 2013 has been concluded.
For the company "Kinigos SA ", the Bond Loan Agreement of September 28, 2020 has been concluded with National Bank of Greece SA in the amount of 18.070 thousand euros, for the security of which the Pledge Agreement on Securities of September 28, 2020 has been concluded.
Part of the borrowings of the Group's subsidiaries are secured with guarantees provided by the Company.
At the financial information date, March 31, 2021, there are no capital expenditures that has been contracted for the Group and the Company.
Income tax expense of the Group and Company for the period ended March 31, 2021 and March 31, 2020 respectively was:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 01/01/2021- 31/3/2021 |
01/01/2020- 31/3/2020 |
01/01/2021- 31/3/2021 |
01/01/2020- 31/3/2020 |
|
| Current tax | (3.851) | (3.264) | - | - |
| Deferred tax | 1.141 | 957 | (11) | (12) |
| (2.710) | (2.307) | (11) | (12) |
According to Law 4646/2019, income tax rate for legal entities in Greece was reduced to 24% from the financial year 2019 onwards.
The Ordinary General Meeting of Shareholders of 26/06/2020 decided the increase of the share capital of the Company by the amount of 5.361 thousand euros by increasing the nominal value of each share by 0.15 euros (from 0.04 euros to 0.19 euros) through the capitalization of part of the surplus of the obligatory statutory reserve and the simultaneous reduction of the share capital of the Company by 5.361 thousand euros through the reduction of the nominal value of each share by 0.15 euros (from 0.19 euros to 0.04 Euros). Based on the provisions of POL 1042/26.1.2015, it is treated as distribution of final net dividend of € 0.15 per share, that is, € 0.1579, subject to withholding tax of 5%, according to Article 24 of Law 4646/2019, as currently in force. In addition, for shareholders not subject to the above withholding tax, the company proceeded to an additional, equal to the above withholding tax of 5%, money distribution through the operators.
(Amounts presented in thousand Euro except otherwise stated)
The following transactions were carried out with related parties:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 01/01/2021- 31/3/2021 |
01/01/2020- 31/3/2020 |
01/01/2021- 31/3/2021 |
01/01/2020- 31/3/2020 |
|
| i) Sales of goods and services | ||||
| Sales of goods to: | 2.100 | 581 | - | - |
| - Other related parties | 2.100 | 581 | - | - |
| Sales of services to: | 169 | 282 | 352 | 363 |
| -Unisystems Group | - | - | 136 | 137 |
| -Info Quest Technologies | - | - | 42 | 49 |
| -ACS | - | - | 73 | 74 |
| -iStorm | - | - | 4 | 4 |
| -iSquare | - | - | 45 | 46 |
| - Other direct subsidiaries | - | - | 50 | 50 |
| - Other indirect subsidiaries | - | 13 | - | - |
| - Other related parties | 169 | 268 | 2 | 2 |
| 2.269 | 863 | 352 | 361 | |
| ii) Purchases of goods and services | ||||
| Purchases of goods from: | - | - | - | - |
| - Other related parties | - | - | - | - |
| Purchases of services from: | 290 | 471 | 25 | 41 |
| -Unisystems | - | - | 2 | 10 |
| -Info Quest Technologies | - | - | 10 | 8 |
| - Other direct subsidiaries | - | - | - | - |
| - Other indirect subsidiaries | - | 14 | - | - |
| - Other related parties | 290 | 457 | 14 | 23 |
| 290 | 471 | 25 | 41 | |
| iii) Benefits to management | ||||
| Salaries and other short-term employment benefits | 1.350 | 1.837 | 105 | 47 |
| 1.350 | 1.837 | 105 | 47 | |
(Amounts presented in thousand Euro except otherwise stated)
| iv) Period end balances from sales-purchases of goods / servises / dividends | ||||
|---|---|---|---|---|
| GROUP | COMPANY | |||
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
| Receivables from related parties: | ||||
| -Unisystems | - | - | 111 | 113 |
| -Info Quest Technologies | - | - | 25 | 14 |
| -ACS | - | - | 22 | 22 |
| -iSquare | - | - | 19 | 19 |
| - Other direct subsidiaries | - | - | 723 | 720 |
| - Other indirect subsidiaries | - | - | - | - |
| - Other related parties | 3.876 | 3.061 | 16 | 16 |
| 3.876 | 3.061 | 916 | 905 | |
| Obligations to related parties: | ||||
| -Unisystems | - | - | - | - |
| -Info Quest Technologies | - | - | 3 | 3 |
| -ACS | - | - | 13 | 13 |
| - Other indirect subsidiaries | - | - | - | - |
| - Other related parties | 62 | 1.364 | 1 | 2 |
| 62 | 1.364 | 17 | 19 | |
| v) Receivables from management personel | - | - | - | - |
| vi) Payables to management personel | - | - | - | - |
Services from, and, to related parties as well as sales and purchases of goods, take place on the basis of the price lists in force with non-related parties.
Transactions with other associated members also include transactions with the subsidiary "BriQ Properties REIC" up to July 31st, 2017 which, although not directly nor indirectly owned by the Company, remains an associated member due to common key shareholders and significant business relationships, which mainly concern real estate leases.
Following the adoption of IFRS 16, Company's lease liabilities to related parties are analyzed as follows:
| GROUP | COMPAΝY | |||
|---|---|---|---|---|
| BriQ Properties REIC | 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 |
| Lease liabilities, opening balance | 9.803 | 11.085 | 478 | 548 |
| Lease payments | (4.077) | (3.637) | (209) | (185) |
| Contract Modifications | 3.120 | 1.485 | 159 | 71 |
| Interest expense | 958 | 870 | 48 | 44 |
| Lease liabilities, ending balance | 9.803 | 9.803 | 477 | 478 |
Basic and diluted earnings/ (losses) per share are calculated by dividing profit/(loss) attributable to ordinary equity holders of the parent entity, by the weighted average number of ordinary shares outstanding during the period and excluding any ordinary treasury shares that were bought by the Company.
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | ||
|---|---|---|
| 01/01/2021- 31/3/2021 |
01/01/2019- 31/3/2019 |
|
| Earnings/ (Losses) from continuing operations attributable to equity holders of the Company |
10.848 | 4.355 |
| Weighted average number of ordinary shares in issue (in thousand) | 35.686 | 35.741 |
| Basic earnings/ (losses) per share (Euro per share) | 0,3040 | 0,1218 |
The unaudited by the tax authorities years for each company of the Group, are as follows:
| Company Name | Website | Country of incorporation |
% Participation (Direct) |
% Participation (Indirect) |
Consolidation Method |
Unaudited years |
|---|---|---|---|---|---|---|
| ** Quest Holdings S.A. | www.quest.gr | - | - | - | - | 2015-2020 |
| * Unisystems S.A. | www.unisystems.com | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Unisystems Belgium S.A. | - | Belgium | 100,00% | 100,00% | Full | 2015-2020 |
| - Parkmobile Hellas S.A. | - | Greece | 40,00% | 40,00% | Equity Method | 2015-2020 |
| - Unisystems Cyprus Ltd | - | Cyprus | 100,00% | 100,00% | Full | 2015-2020 |
| - Unisystems Information Technology Systems SRL | - | Romania | 100,00% | 100,00% | Full | 2015-2020 |
| * ACS S.A. | www.acscourier.net | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - GPS INVEST LIMITED | - | United Kingdom | 100,00% | 100,00% | Full | - |
| - GPS Postal Services IKE | www.genpost.gr | Greece | 100,00% | 100,00% | Full | - |
| - ACS Cyprus ltd | - | Cyprus | 20,00% | 20,00% | Equity Method | - |
| * Quest Energy S.A. | www.questenergy.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Wind farm of Viotia Amalia S.A. | www.aioliko-amalia.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Wind farm of Viotia Megalo Plai S.A. | www.aioliko-megaloplai.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Quest Aioliki Livadiou Larisas Ltd | www.questaioliki-livadi.gr | Greece | 98,67% | 98,67% | Full | 2015-2020 |
| - Quest Aioliki Servion Kozanis Ltd | www.questaioliki-servia.gr | Greece | 98,67% | 98,67% | Full | 2015-2020 |
| - Quest Aioliki Distomou Megalo Plai Ltd | www.questaioliki-megaloplai.gr | Greece | 98,67% | 98,67% | Full | 2015-2020 |
| - Quest Aioliki Sidirokastrou Hortero Ltd | www.questaioliki-hortero.gr | Greece | 98,67% | 98,67% | Full | 2015-2020 |
| * - Xylades Energeiaki S.A. - Palaiomilos S.A. |
www.xyladesenergiaki.gr/ - |
Greece Greece |
99,00% 100,00% |
99,00% 99,00% |
Full Full |
2015-2020 - |
| - BETA SUNENERGIA KARVALI S.A. | www.betakarvali.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Fos Energia Kavalas S.A. | www.foskavala.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - NUOVO KAVALA PHOTOPOWER S.A. | www.nuovophoto.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Energia fotos beta Xanthis S.A. | www.fosxanthi.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - PETROX SOLAR POWER S.A. | www.petroxsolar.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - PHOTOPOWER EVMIRIO BETA S.A. | www.photoevmirio.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Mylopotamos fos 2 S.A. | www.mylofos2.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Wind Sieben S.A. | www.windsieben.gr/ | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Energiaki Markopoulou 2 S.A. | www.enma2.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - ADEPIO LTD | - | Cyprus | 100,00% | 100,00% | Full | - |
| - Kinigos S.A. | www.atgke-kinigos.gr | Greece | 100,00% | 100,00% | Full | - |
| * iSquare S.A. | www.isquare.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| iQbility M Ltd | www.iqbility.com | Greece | 100,00% | 100,00% | Full | - |
| * Info Quest Technologies S.A. | www.infoquest.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - Info Quest Technologies LTD | Cyprus | 100,00% | 100,00% | Full | - | |
| - Team Candi S.A. | Greece | 100,00% | 100,00% | Full | - | |
| * Cardlink S.A. | www.cardlink.gr | Greece | 85,00% | 85,00% | Full | 2015-2020 |
| * iStorm S.A. | www.store.istorm.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| - iStorm Cyprus ltd | - | Cyprus | 100,00% | 100,00% | Full | - |
| * QuestOnLine S.A. | www.qol.gr | Greece | 100,00% | 100,00% | Full | 2015-2020 |
| * Cardlink one S.A. | www.you.gr | Greece | 85,00% | 85,00% | Full | 2015-2020 |
| * DIASIMO Holding ltd | - | Cyprus | 100,00% | 100,00% | Full | 2015-2020 |
| - Blue onar ltd | - | Cyprus | 50,00% | 50,00% | Equity Method | - |
| * Quest International SRL | www.questinternational.eu | Belgium | 100,00% | 100,00% | Full | - |
| * Clima Quest S.A. | www.climaquest.gr | Greece | 100,00% | 100,00% | Full | - |
| * FOQUS S.A. | - | Greece | 100,00% | 100,00% | Full | - |
| * Nubis S.A. | www.nubis.gr | Greece | 42,60% | 43,26% | Equity Method | - |
| * Impact S.A. | www.impact.gr | Greece | 8,50% | 10,00% | - | - |
| - ΤΕΚΑ Α.Ε. | www.tekasystems.gr/el/ | Greece | 12,50% | 25,00% | - | - |
| - COSMOS BUSINESS SYSTEMS AE | www.sbs.gr | Greece | 16,88% | 16,88% | - | - |
* Direct investment
** Parent Company
(Amounts presented in thousand Euro except otherwise stated)
Number of employees at end of period: Group 2.184, Company 5 and the end of the previous year: Group 2.256, Company 5.
The Group has significant dispersion of activities, as a result there are not sighs of seasonality. The sales of the three-months approach proportionality the total year sales.
The Group and the Company lease assets including land & building and transportation means. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
| GROUP | |||||
|---|---|---|---|---|---|
| Land and buildings |
Machinery | Total | |||
| 1st January 2021 | 17.179 | 2.021 | 1.058 | 20.259 | |
| Additions | 960 | 126 | - | 1.086 | |
| Depreciation charge | (897) | (232) | (464) | (1.593) | |
| Reclassifications | 68 | - | (1) | 67 | |
| Changes in contract estimates | 38 | (4) | - | 34 | |
| 31 March 2021 | 17.351 | 1.911 | 593 | 19.853 |
| COMPANY | |||||
|---|---|---|---|---|---|
| Land and buildings |
Vehicles | Machinery | Total | ||
| 1st January 2021 | 461 | 22 | - | 483 | |
| Depreciation charge | (20) | (3) | - | (23) | |
| 31 March 2021 | 441 | 19 | - | 460 |
Aging
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 31/03/2021 | 31/12/2020 | 31/03/2021 | 31/12/2020 | |
| Lease liabilities | 14.100 | 14.354 | 20 | 23 |
| Amounts due to related parties (note 38) | 9.679 | 9.803 | 459 | 477 |
| Total | 23.779 | 24.157 | 479 | 500 |
| Non-current | 18.242 | 18.509 | 392 | 414 |
| Current | 5.537 | 5.648 | 87 | 86 |
| 23.779 | 24.157 | 479 | 499 | |
| - | 1 |
| 31/3/2021 | 31/12/2020 | 31/3/2021 | 31/12/2020 | |
|---|---|---|---|---|
| Not later than 1 year | 5.537 | 5.648 | 87 | 86 |
| Later than 1 year but not later than 5 years | 14.737 | 14.732 | 346 | 345 |
| Later than 5 years | 3.505 | 3.778 | 46 | 69 |
| 23.779 | 24.156 | 479 | 499 |
(Amounts presented in thousand Euro except otherwise stated)
The 100% subsidiary company "Info Quest Technologies SA", within the current period completed the acquisition of 100% of the share capital of the company "Team Candi SA." for a price of 370 thousand euros.
The resulting goodwill of the above acquisition was determined based on the accounting amounts of the acquired company, in accordance with IFRS 3 - Business Combinations and is temporary.
The acquired company at the time of the acquisition had a total equity of euro 148 thousand and therefore the resulting relative goodwill is of euro 222 thousand.
Based on no. 120 of Law 4799/2021 reduces by 2% (from 24% valid to 22%), the income tax rate of the specifically designated legal entities and legal entities, for the income of the tax year 2021 and onwards.
Within April 2021 the Company proceeded to the sale of an occupied percentage of 12.5% to the company "TEKA Systems SA". against a price of 2,500 thousand euros .. The transaction resulted in a profit to the Company and the Group amounting to 960 thousand euros.
Based on the decision of the Company's Board of Directors dated 25 May 2021, it has been proposed to the Ordinary General Meeting of Shareholders on 18 June 2021, distribution of retained earnings of previous years amounting to 0.30 (gross) per share.
There are no other significant events that could have a material impact on the Group's and Company's financial statements that have occurred since the date of issue of these financial statements.
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