Quarterly Report • Sep 14, 2021
Quarterly Report
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In accordance with IAS 34 and the article 5 of Law 3556/2007
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.
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)
| Contents | Page |
|---|---|
| Statement by the Members of the Board of Directors | 2 |
| Half Year Report of the Board of Directors | 3 |
| Interim Standalone and Consolidated Statement of Financial Position | 27 |
| Interim Consolidated Statement of Comprehensive income | 28 |
| Interim Consolidated Statement of Comprehensive income | 29 |
| Interim Standalone Statement of Comprehensive Income | 30 |
| Interim Standalone and Consolidated Statement of Changes in Equity | 31 |
| Interim Standalone and Consolidated Statement of Cash Flows | 32 |
| Notes upon financial information | 33 |
| 1. General information |
33 |
| 2. Structure of the Group |
34 |
| 3. Summary of significant accounting policies |
34 |
| 4. Critical accounting estimates and judgments |
36 |
| 5. Critical accounting estimates and assumptions |
39 |
| 6. Segment information |
40 |
| 7. Property, plant and equipment |
42 |
| 8. Goodwill |
43 |
| 9. Intangible assets |
44 |
| 10. Investment properties |
45 |
| 11. Investments in subsidiaries |
46 |
| 12. Investments in associates |
47 |
| 13. Financial assets at fair value through profit or loss |
48 |
| 14. Share capital |
48 |
| 15. Borrowings |
49 |
| 16. Contingencies |
51 |
| 17. Guarantees |
51 |
| 18. Commitments |
53 |
| 19. Income tax expense |
53 |
| 20. Dividends |
53 |
| 21. Related party transactions |
54 |
| 22. Earnings per share |
55 |
| 23. Periods unaudited by the tax authorities |
56 |
| 24. Number of employees |
56 |
| 25. Seasonality |
56 |
| 26. Right-of-use assets |
57 |
| 27. Lease liabilities |
58 |
| 28. Business Combination |
58 |
| 29. Expenses by nature |
58 |
| 30. Held for sale financial assets and liabilities |
59 |
| 31. Events after the balance sheet date of issuance |
63 |
(Amounts presented in thousand Euro except otherwise stated)
In accordance with article 4 paragraph 2 of Law 3556/2007) to the best of our knowledge,
A. the enclosed financial statements of Quest Holdings S.A. for the period from 1 January to 30 June 2021 that have been prepared in accordance with the applicable accounting standards, present in a true manner the assets, liabilities, equity and results of the Company as well as of the companies included in the consolidated financial statements taken as a whole and
B. the enclosed Annual Report of the Board of Directors presents in a true manner the development, performance and financial position of Quest Holdings S.A. as well as of the companies included in the consolidated financial statements taken as a whole, including the description of the principal risks and uncertainties that they face. The significant events of the 1st half of 2021 and their impact on the six months financial statements, the development, performance and the financial position of the Company and the companies included in the consolidation taken as a whole, the description of the risks and uncertainties for the 2nd half of the period as well as the material transactions between the Company, its consolidated companies and other related parties.
Kallithea, 8 September 2021
The Chairman The C.E.O. The Deputy C.E.O.
Theodore Fessas Apostolos Georgantzis Markos Bitsakos
(Amounts presented in thousand Euro except otherwise stated)
Kallithea,8 September 2021
Dear Shareholders,
According to the provisions of Article 5 Law no. 3556/2007 and the respective implementing decisions by the Hellenic Capital Market Commission, we submit to you for the 1st Half of the financial year 2021, namely from 1 January 2021 to 30 June 2021, this Semi-- Annual Report by the Board of Directors of Quest Holdings S.A. (the Company) and its subsidiaries (the Group).
The report aims at offering material information, which shall enable the reader to form an integrated opinion on the Company's and the Group's development during the period under review, as well as to determine any potential risks and challenges which the Company and the "Quest Holding" Group may cope with during the 2nd Half of 2021.
According to the provisions of the applicable legislation, this Report includes the following sections:
During the period under review, the Company's and the Group's activities abided by the current legislation and their objects, as established in the Company's Articles of Association.
The Financial Position Statement and all Statements regarding any profits/losses, comprehensive income, changes in equity and cash flows for the abovementioned period shall be published as emerging from the books and records of the Company and its subsidiaries and were drafted pursuant to the International Financial Reporting Standards.
Attempting to take a look back at the Company's and the Group's activities, the figures of the Financial Position Statement and the respective profits or losses of the period under review, the Board of Directors hereby notifies you of the following:
Concerning the total activities of the Company, namely its activity as a holding company, the current period was concluded as follows:
The Company's income amounted to €12,30 million compared to €7,15 million for the respective period of the previous financial year. The Company's income principally includes dividends from subsidiaries and affiliates, amounting to €11,4 million, compared to €6,27 million for the previous year.
The Earnings before Interest, Tax, Depreciation, Amortization and investment activities (EBITDA) amounted to € 11,43 million compared to € 6,47 million in the respective period of 2020.
The Operating Profits amounted to € 13,35 million, compared to € 6,41 million in the respective period of 2020.
The Earnings before Taxes amounted to € 13,2 million, compared to € 6,39 million in the previous period.
The Earnings after Taxes amounted to € 13,25 million, compared to € 6,32 million in the previous period.
The bank borrowings of the Company at the end of the closing period amounting to € 11,99 million against € 11,99 million at the end of the previous year. Cash and cash equivalents amounted to € 2,91 million compared to € 8,24 million at the end of the previous year.
(Amounts presented in thousand Euro except otherwise stated)
The Consolidated Sales of the Group amounted to €447 million for the 1st Half of 2021, compared to €304 million for the respective period of the year 2020, having been increased by 47%.
The Consolidated Earnings before Interest, Tax, Depreciation, Amortization and investment activities (EBITDA) amounted to € 39,3 million, compared to €27,1 million in the respective period of 2020, having been increased by 45%.
The Consolidated Earnings before Taxes and Non-Controlling Interests amounted to €30,4 million in relation to €15,7 million in the respective period of the previous financial year, having been increased by 94%.
The Consolidated Earnings after Taxes and Non-Controlling Interests amounted to €23,9 million (€ 0,6697 per share) in relation to €11,4 million in the respective period of 2020.
Trade and other receivables have been increased by €10,9 million compared to the respective figures at the end of the previous financial year.
The Inventories have been increased by €14,4 million compared to the respective figures at the end of the previous financial year.
The value of tangible assets has been decreased by approximately €2,4 million compared to the respective figure at the end of the previous financial year.
Trade and other payables have been decreased by €30,2 million compared to the respective figures at the end of the previous financial year.
The total long-term and short-term borrowings amounts to €97,6 million in relation to €86,63 million at the end of the previous financial year.
The net borrowings of the Company (Bank borrowings, lease liabilities and cash and cash equivalents) at the end of the closing year amounting to € 35,3 million compared to € 13,9 million at the end of the previous year.
The Group uses alternative performance measures (APMs) to optimize the assessment of its financial performance. Financial Statements include the "Earnings before Interest, Taxes, Depreciation and Amortization EBITDA" indicator, as described in detail below. This indicator should be taken into account in conjunction with the financial results prepared in accordance with IFRS and does not replace them under any circumstances.
| GROUP | ||||||
|---|---|---|---|---|---|---|
| Continued operations |
30/6/2021 Discontinued operations |
Total | Continued operations |
30/6/2020 Discontinued operations |
Total | |
| Earnings before tax | 26.009 | 4.376 | 30.384 | 14.499 | 1.156 | 15.655 |
| Plus: | ||||||
| Depreciation and Amortization - (Note 7, 9, 10 & 26) | 4.694 | 3.049 | 7.743 | 4.613 | 4.194 | 8.807 |
| Financial results | (3.017) | (225) | (3.241) | (2.152) | (340) | (2.492) |
| Other gain / (loss) | 2.177 | (59) | 2.118 | (135) | (57) | (192) |
| Earnings before tax, financial results, investing | ||||||
| results and depreciation / amortization (EBITDA) | 31.543 | 7.708 | 39.251 | 21.398 | 5.748 | 27.146 |
(Amounts presented in thousand Euro except otherwise stated)
| COMPANY | ||
|---|---|---|
| 30/6/2021 | 30/6/2020 | |
| Earnings before tax | 13.197 | 6.393 |
| Plus: | ||
| Depreciation and Amortization - (Note 7, 9, 10 & 26) | 63 | 64 |
| Financial results | (156) | (12) |
| Other gain / (loss) | 1.988 | (1) |
| Earnings before tax, financial results, investing results and depreciation / amortization (EBITDA) |
11.428 | 6.470 |
| Quest Holdings S.A. |
Info-Quest Technologies S.A. |
Unisystems (group) |
QuestOnLine S.A. |
iSquare S.A. | iStorm | ACS S.A. | Quest Energy (group) |
Others | Continued operations |
Discontinued | operations Quest Group | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 12.303 | 153.629 | 77.710 | 18.881 | 116.595 | 21.108 | 67.473 | 4.865 | -46.015 | 426.549 | 20.902 | 447.451 | |
| Sales | 2020 | 7.148 | 96.898 | 63.691 | 12.099 | 61.049 | 12.461 | 58.151 | 4.753 | -28.700 | 287.551 | 16.376 | 303.927 |
| 2021 Vs 2020 (%) |
72,1% | 58,5% | 22,0% | 56,1% | 91,0% | 69,4% | 16,0% | 2,4% | 60,3% | 48,3% | 27,6% | 47,2% | |
| 2021 | 11.427 | 4.594 | 6.238 | 595 | 3.598 | 1.988 | 10.615 | 3.891 | -11.404 | 31.542 | 7.708 | 39.251 | |
| EBITDA | 2020 | 6.470 | 2.187 | 3.174 | 487 | 1.866 | 1.081 | 8.023 | 3.813 | -5.703 | 21.398 | 5.748 | 27.146 |
| 2021 Vs 2020 (%) |
76,6% | 110,1% | 96,5% | 22,3% | 92,8% | 83,9% | 32,3% | 2,0% | 100,0% | 47,4% | 34,1% | 44,6% | |
| Profit/ (Loss) | 2021 | 13.197 | 3.207 | 5.053 | 414 | 3.323 | 1.415 | 9.040 | 2.130 | -11.770 | 26.009 | 4.376 | 30.384 |
| before income | 2020 | 6.393 | 1.034 | 2.147 | 338 | 1.638 | 222 | 6.441 | 2.008 | -5.723 | 14.499 | 1.157 | 15.655 |
| tax | 2021 Vs 2020 (%) |
106,4% | 210,0% | 135,3% | 22,4% | 102,9% | 537,8% | 40,4% | 6,1% | 105,6% | 79,4% | 278,3% | 94,1% |
| 2021 | 13.245 | 2.460 | 2.884 | 310 | 2.523 | 1.197 | 8.302 | 1.955 | -11.795 | 21.082 | 3.312 | 24.394 | |
| Profit/ (Loss) after tax |
2020 | 6.319 | 668 | 969 | 338 | 1.222 | 204 | 5.016 | 1.566 | -5.750 | 10.552 | 962 | 11.514 |
| 2021 Vs 2020 (%) |
109,6% | 268,3% | 197,6% | -8,3% | 106,5% | 485,7% | 65,5% | 24,8% | 105,1% | 99,8% | 244,2% | 111,9% |
The interrupted operations concern the operations of the companies Cardlink SA. and Cardlink ONE SA given that on May 27, 2021 an agreement was signed between the Company and the French company Worldline for the sale of its shareholding in Cardlink S.A. and Cardlink One S.A.
In accordance with IFRS 5 - Non-current assets held for Sale and Discontinued Operations, the operations of the subsidiaries Cardlink S.A. and Cardlink one SA are now characterized as discontinued activities and therefore their results in the current reporting period but also in the comparative period are presented separately.
(Amounts presented in thousand Euro except otherwise stated)
| Financial Structure | |||
|---|---|---|---|
| 30/6/2021 | 30/6/2020 | ||
| Current assets | 351.512 | 67,79% | 262.082 60,48% |
| Total assets | 518.507 | 433.324 | |
| Equity | 155.961 | 43,02% | 154.275 55,29% |
| Total liabilities | 362.546 | 279.048 | |
| Equity | 155.961 | 192,95% | 154.275 216,82% |
| Property, plant and equipment | 80.830 | 71.152 | |
| Current assets | 351.512 | 135,86% | 262.082 133,96% |
| Current liabilities | 258.723 | 195.635 | |
| Performance | |||
| 30/6/2021 | 30/6/2020 | ||
| Profit/ (Loss) after tax for the year | 24.394 | 5,45% | 11.514 3,79% |
| Sales | 447.451 | 303.927 | |
| Profit/ (Loss) before income tax | 30.384 | 19,48% | 15.655 10,15% |
| Equity | 155.961 | 154.275 | |
| Gross profit | 73.257 | 16,37% | 50.137 16,50% |
| Sales | 447.451 | 303.927 | |
| Sales | 447.451 | 286,90% | 303.927 197,00% |
Equity 155.961 154.275
| Trade receivables | 114.694 | Χ180 | 46 | Days | 87.425 | Χ180 | 52 | Days |
|---|---|---|---|---|---|---|---|---|
| Sales | 447.451 | 303.927 | ||||||
| Trade receivables | 114.694 | 31,64% | 87.425 | 31,33% | ||||
| Total liabilities | 362.546 | 279.048 |
(Amounts presented in thousand Euro except otherwise stated)
On March 30, 2021, following the completion of the negotiation process between the company "G.E. Dimitriou SA" and its creditors, a rehabilitation agreement was signed according to article 31 et seq. of law 4738/2020 (the "Agreement"), which was cosigned by "Quest Holdings Société Anonyme" as investor. The Agreement was submitted on March 31, 2021 by the company "G.E. Dimitriou SA" pursuant to a relevant application filed before the Multi-Member Court of First Instance of Athens requesting its ratification for the restructure of the obligations of "G.E. Dimitriou SA" towards its creditors and the rehabilitation of "G.E. Dimitriou SA", in order to become viable and continue its activity and operation. In particular, the Agreement concerns the settlement and restructuring of the debts of "G.E. Dimitriou SA ", which on 31/12/2020 amounted to 48,837,414.17 euros, by virtue of the more specific terms and agreements included therein. Said debts, in case the Agreement is ratified as it stands, will be limited to an amount up to 18,400,000 euros. The Agreement also provides that, in case it is ratified as it stands by the competent Court and the other terms and conditions contained therein are met, within three (3) months upon the issuance of the relevant court decision ratifying the Agreement, an Extraordinary General Meeting of the shareholders of "G.E. Dimitriou SA" will be convened, in order for "Quest Holdings Société Anonyme" to enter as majority shareholder the share capital of "G.E. Dimitriou SA", following an increase in the share capital of "G.E. Dimitriou SA", amounting to 5,000,000 euros.
Through the ratification of the Agreement, it is expected that "G.E. Dimitriou SA " will become viable, given that, inter alia:
• "G.E. Dimitriou SA" will be in the position to meet its obligations, ensure its viability and preserve its existing jobs.
• At the same time, Quest Group, due to its high creditworthiness, is expected to provide additional sufficient working capital.
On 27th of May 2021, it has reached an agreement with the French company Worldline, for the sale of its stake in Cardlink S.A. and Cardlink One S.A.
The completion of the transaction is subject to conditions including the approval of the Central Bank of Greece and the Central Bank of Belgium. Cardlink and Cardlink One are active in the electronic payments sector, which is evolving to a full‐blown high‐tech market, attracting the interest of large multinational companies. In that context Quest Group, decided to divest from Cardlink and Cardlink One, owning 65% of the share capital in each company at the time of the transaction. The consideration Quest Holdings is expected to receive amounts to circa €93m in cash.
Within the first half of 2021 the Company proceeded to the sale of a 25% share held in the company "TEKA Systems S.A." against a consideration of 5,000 euros. From this transaction a profit arose for the Company and the Group amounting to 1,920 thousand euros.
On 18/06/2021, the Ordinary General Meeting of the Shareholders of Quest Holdings SA was held. Thirty-five (35) Shareholders were present at the General Meeting, representing twenty-nine million thirty-five thousand eight hundred eighty-one (29,035,881) common registered shares with voting rights, i.e., 81.24%, out of a total of thirty-five million seven hundred forty thousand eight hundred ninetysix (35,740,896) shares of the Company.
The quorum required by the law and the Articles of Association (not taking into account the 54,664 equity shares held by the Company) was ascertained at the General Meeting and the Meeting resolved on all items of the Agenda, as follows:
Submission for approval of the annual financial statements as at December 31, 2020 (Company financial statements and consolidated financial statements), in accordance with the International Financial Reporting Standards (IFRS), together with the Report of the Board of Directors and the Auditors' Report.
The annual financial statements as at 31 December 2020 (Company financial statements and consolidated financial statements) in accordance with the International Financial Reporting Standards (IFRS), together with the Report of the Board of Directors and the Auditors' Report, in accordance with Law 4548/2018, as such is in force were approved unanimously.
In favour: 29,035,881 votes, i.e., 81.24% of the share capital present.
Against: 0 votes.
Abstention: 0 votes.
(Amounts presented in thousand Euro except otherwise stated)
Item 2
Approval of the overall management of the Board of Directors of the Company during the fiscal year 2020 and release of the members of the Board of Directors and the Certified Auditors from any liability for compensation for the activities during the fiscal year 2020.
The overall management of the Board of Directors of the Company during the fiscal year 2020, in accordance with article 108 of law 4548/2018, and the release of the members of the Board of Directors and the Certified Auditors from any liability for compensation for the activities during the fiscal year 2020 in accordance with article 117 of law 4548/2018 were approved unanimously. In favour: 29,035,881 votes, i.e., 81.24% of the share capital present.
Against: 0 votes. Abstention: 0 votes.
The Shareholders were informed in accordance with article 44, § 1i of Law 4449/2017, as such is in force, about the Annual Report of the Audit Committee for the corporate fiscal year 01.01.2020 - 31.12.2020.
The remuneration and compensation paid to the members of the Board of Directors during the corporate fiscal year 2020 were approved in their entirety, with regard to their participation in meetings of the Board of Directors and in the Committees of the Board of Directors, in accordance with the specific provisions of article 109 of law 4548/2018 as such is in force. The maximum amount of advance payments of remuneration and compensation paid to the members of the Board of Directors for their participation in the Board of Directors and in the Committees of the Board of Directors for the current fiscal year 2021 was further approved and the Board of Directors was authorized to set out the gross renumeration and compensation paid to each member of the Board of Directors for his/her participation in the Board of Directors and in the Committees of the Board of Directors.
In favour: 28,966,499 votes, i.e., 81.05% of the share capital present.
Against: 382 votes.
Abstention: 69.000 votes.
Upon recommendation of the Remuneration Committee and following audit of the Remuneration Report by the Certified Auditors, the Remuneration Report of the members of the Board of Directors of the Company for the fiscal year 2020, in accordance with article 122 § 3 of law 4548/2018, was discussed and approved.
In favour: 28,966,499 votes, i.e., 81.05% of the share capital present.
Against: 382 votes.
Abstention: 69.000 votes.
Upon recommendation of the Board of Directors and the Remuneration Committee of the Company, the proposed amendment of the remuneration policy approved by the General Meeting on 25-6-2019 for the members of the Board of Directors was approved, in accordance with the specific provisions of articles 110 and 111 of Law 4548 / 2018. Furthermore, the Board of Directors was authorized to manage the remuneration policy, always in accordance with the relevant recommendations of the Remuneration Committee.
In favour: 29,035,499 votes, i.e., 81.24% of the present share capital. Against: 382 votes.
Abstention: 0 votes.
Election of an auditing company of Certified Auditors - Accountants for the audit of the financial statements and the audit for the issuance of the tax certificate for the fiscal year 1/1/2021 - 31/12/2021 and determination of its remuneration The General Meeting approved the election of the société anonyme under the name KPMG Certified Auditors SA in order for it to
carry out the regular audit of the Company financial statements and the consolidated financial statements for the year 1/1/2021- 31/12/2021 and the tax compliance audit for the year 2021.
In favour: 28,814,839 votes, i.e., 80.62% of the present share capital.
Against: 221,042 votes.
Abstention: 0 votes.
The distribution of a part of retained earnings of previous years was approved unanimously, i.e., the sum of 10,705,869.60 euros out of a total sum of retained earnings amounting to 13,851,003.11 euros, which (total amount of retained earnings) relates to the fiscal years until 2019. Furthermore, the Board of Directors of the Company was authorized to implement the resolution. In favour: 29,035,881 votes, i.e., 81.24% of the share capital present.
(Amounts presented in thousand Euro except otherwise stated)
Against: 0 votes. Abstention: 0 votes.
The suitability policy for the members of the Board of Directors drawn up, in accordance with article 3 of Law 4706/2020, Circular 60/2020 of the Hellenic Capital Market Commission, the Internal Regulations of the Company, the Greek Code of Corporate Governance and international best practices was unanimously approved.
Furthermore, the Board of Directors was authorised to manage the suitability policy for the members of the Board of Directors, always in accordance with the relevant recommendations of the Company's Nomination and Corporate Governance Committee. In favour: 29,035,881 votes, i.e., 81.24% of the share capital present.
Against: 0 votes. Abstention: 0 votes.
A new 12-member (expansion of the composition of the Board by one member) Board of Directors was elected, upon recommendation of the Board of Directors and taking into account the recommendation of the Company's Nomination and Corporate Governance Committee, with a three-year term and, in any case, until the Ordinary General Meeting of the year 2024 with the following members, taking into consideration the provisions of Law 4548/2018, Law 4706/2020, Circular 60/2020 of the Hellenic Capital Market Commission, the Company's Articles of Association, the Company's Internal Rules of Procedure, the Greek Code of Corporate Governance and the Suitability Policy for the Company's Board members:
Theodoros Fessas, son of Dimitrios
Moreover, upon recommendation of the Board of Directors and taking into account the proposal of the Company's Nomination and Corporate Governance Committee the independent non-executive members, who meet the criteria of independence, in accordance with 9 of Law 4706/2020, were elected from the above members. Such members are as follows:
Emil Yiannopoulos - Independent Non-Executive Member
Maria Damanaki - Independent Non-Executive Member
The Board of Directors will be constituted into a body after the end of the General Assembly. In favour: 28,966,881 votes, i.e., 81.05% of the share capital present. Against: 0 votes.
Abstention: 69,000 votes.
The General Meeting decided, in accordance with the stipulations of article 44 of law 4449/2017 and Circulars No. 1302/28.4.2017 and 1508/17-7-2020 issued by the Hellenic Capital Market Commission that:
a) the Audit Committee be a Committee of the Board of Directors, consisting exclusively of Members of the Board of Directors; b) the Audit Committee consist of three (3) Independent Non-Executive Members,
c) The term of office of the members of the Committee to be appointed by the Board of Directors in accordance with § 1c of article 44 of Law 4449/2017, as such is in force, follow their term of office as members of the Board of Directors, i.e., be for three years commencing on the election of the Board of Directors and being extended, ipso jure, until the Ordinary General Meeting to be convened after the expiration of the Board's term of office, i.e., until the Ordinary General Meeting that will take place in 2024. The members of the Committee will be appointed by the Board of Directors, in accordance with article 44, § 1c, of law 4449/2017, as such is in force, from those members of the Board of Directors who have sufficient knowledge of the field in which the Company operates and meet the criteria of article 44, of law 4449/2017, as such is in force. Following the appointment of the members of the Audit Committee by the Board of Directors, the Committee will be constituted into a body for the appointment of its President and its members.
In favour: 28,814,839 votes, i.e., 80.62% of the share capital present.
(Amounts presented in thousand Euro except otherwise stated)
Against: 221,042 votes. Abstention: 0 votes.
Permission was unanimously granted to the members of the Board of Directors and the Executives of the Company to carry out the operations provided for in § 1 of article 98 of law 4548/2018, as such is in force. In favour: 29,035,881 votes, i.e., 81.24% of the share capital present. Against: 0 votes. Abstention: 0 votes.
Based on the Ordinary General Meeting of June 18, 2021, the Company decided to distribute retained earnings of previous years amounting to € 0.30 per share (gross amount), € 0.285 (Net amount after 5% withholding tax) and excluding the 54,664 own shares owned by the Company, from the profits of previous years.
From Wednesday, June 23, 2021, the Company's shares were traded on the Athens Stock Exchange without the right of the above distribution (cut-off date of participation right). Beneficiaries of the distribution were those registered in the archives of the Securities System (DSS) managed by the "Hellenic Central Securities Depository Societe Anonyme" on Thursday, June 24, 2021 (record date). The start date for the payment of the dividend was set at Monday, June 28, 2021 through the paying Bank, Alpha Bank.
The Company's Board of Directors was constituted into a body as its meeting held on 18 June 2021 as follows:
By virtue of resolution of the Ordinary General Meeting passed on 18-6-2021 it was decided that:
a) the Audit Committee be a Committee of the Board of Directors, consisting exclusively of Members of the Board of Directors; b) the Audit Committee consist of three (3) Independent Non-Executive Members,
The above members of the Board of Directors, according to the above recommendation of the Company's Nomination and Corporate Governance Committee, all have, as members of the Audit Committee, sufficient knowledge of the field in which the Company operates. Moreover, at least one member of the Audit Committee, Mr. Emil Yiannopoulos, has sufficient knowledge and experience in auditing or accounting and will be required to attend the meetings of the Audit Committee regarding the approval of the financial statements. Therefore, the Audit Committee with this composition can implement the competencies and obligations set out in § 3 of article 44 of Law 4449/2017.
The Audit Committee of the Company at its meeting dated June 18, 2021 elected Mr. Emil Yiannopoulos, son of Polykarpos as its President and was constituted into a body as follows:
(Amounts presented in thousand Euro except otherwise stated)
Quest Group in the first half of 2021 presented a very positive course and strong double-digit growth in all its financial figures. In particular during this period:
On a consolidated basis, revenues amounted to € 447.5 million noting an increase of 47% compared to 2020. Earnings before interest, taxes, depreciation and investment results amounted to € 39.3 million (45% higher than in 2020). Earnings before taxes (EBT) amounted to € 30.4 million (94% higher than in 2020), while earnings after taxes and minority interests (EAT after NCI) amounted to € 23.9 million (compared to € 11.4 million last year).
In addition, Quest group in the first half of 2021 made investments that together with the net borrowing undertaken for them amounted to € 8 million, most of which concerns infrastructure facilities in the postal services sector.
Due to the significant growth of the Group's sales and operations (as has been the case in recent years in the middle of the year), a significant working capital of over € 50 million was required, which resulted in a net borrowing at the end of 6 months in 2021 equal to € 13.4 million (20,6 million for discontinued operations) compared to € -10.2 million at the end of 2020. Finally, the net cash flows from operating activities amounted to approximately € -13.7 million.
In particular, the course of the first half of 2021 and the prospects for the twelve months of 2021 per activity are broken down as follows:
• Commercial Activities (Info Quest Technologies, Quest on Line (you.gr), iSquare, iStorm, Clima Quest)
• During the first 6 months of 2021, total revenues amounted to approximately € 278.3 million (71% increase compared to 2020), EBITDA profits amounted to € 10.7 million (90% higher than 2020), while earnings before tax (EBT) amounted to € 8.2 million (156% higher than 2020).
For the 2nd half and the whole of 2021, the current estimate predicts a continuation of the double-digit growth of revenues and profits, mainly due to the increase of the market share, new product categories and the development of e-commerce, but with slower growth rates compared to the 1st half of the year. The pandemic (Covid 19) seems to have a positive effect on the activity of the commercial sector due to the wider use of IT and telecommunications products by companies and consumers.
• Revenues in the first 6 months of 2021 amounted to € 76.6 million (22% increase compared to 2020), EBITDA profits amounted to € 6.2 million (increased by 97% compared to 2020) while earnings before taxes (EBT) amounted to € 5.1 million (135% higher than in 2020).
• For the 2nd half and the whole of 2021, the current estimate predicts a continuation of the double-digit increase in revenues and profits, mainly due to the continuation of the increased demand for IT solutions and digital transformation. Regarding the pandemic (Covid 19), the activity of Unisystems is estimated to be positively affected, at least in the medium term.
• During the first 6 months of 2021, revenues amounted to € 66.7 million (16% increase compared to 2020), EBITDA profits amounted to € 10.7 million (33% higher than in 2020) while earnings before taxes (EBT) amounted to € 9 million (40% higher than in 2020).
• For the 2nd half of the year, the increase of revenues and profits is estimated to continue, but at a slower pace compared to the 1st half of the year, mainly from courier services (due to the increase of e-commerce). The courier industry, which represents more than
(Amounts presented in thousand Euro except otherwise stated)
90% of the company's revenue, will show a double-digit increase, while the postal sector will show a double-digit decrease due to the acceleration of dematerialisation of documents. Regarding the impact of the pandemic (Covid 19) it is estimated that in the medium term ACS courier services will be in high demand as they mainly serve e-commerce(<10% of revenues).
• During the first 6 months of 2021, revenues amounted to € 20.9 million, increased by 28% compared to 2020, EBITDA profits amounted to € 7.7 million (increased by approximately 34% compared to 2020) while earnings before (EBT) amounted to € 4.4 million (compared to profits of 1.2 million in 2020). The significant improvement in all sizes is due to the implementation of new projects for the banks, the reduction of the 2020 burdens from the 2018 agreement with the banks but also the increase of transactions.
• For the whole of 2021, the continuation of the trend of the first half of the year is estimated to continue. In the second quarter of 2021, an agreement was signed for the sale of all of Cardlink's shares held by the Company to the French company Worldline. The completion of the transaction is expected to take place in the third quarter of the year when said activity will be recorded as noncontinuing. From this transaction Quest Holdings will receive the amount of € 93 million recording a goodwill of € 87 million which will positively affect earnings before taxes.
• Revenues for the first 6 months of 2021 amounted to € 4.7 million, showing a small increase by 2.7% compared to 2020, EBITDA profits amounted to € 3.9 million (increased by approximately 2% compared to 2020) while earnings before tax (EBT) amounted to € 2.1 million (increased by approximately 6% compared to 2020). This improvement is mainly due to the investments made last year.
• For the whole of 2021, it is estimated that the mild growth will continue, while new investments are gradually being implemented with the aim of the total power of the projects exceeding 32MW. At this stage and with the current data on the pandemic (Covid 19), the productive activity of the company is not affected.
• Other Activities (parent company Quest Holdings)
• The revenues of the Parent Company for the first 6 months of 2021 amounted to € 12.3 million, EBITDA profits amounted to € 11.4 million (compared to EBITDA profits of € 6.5 million in 2020) while earnings before tax (EBT) amounted to € 13.2 million (compared to profits of € 6.4 million in 2020). Profits for 2021 have been positively affected by approximately € 2 million from the sale of the company's participation in TEKA Systems in the first half.
In addition, Quest Group during the 1st semester of 2021:
• Returned to the shareholders € 0.30 / share (€ 10.7 million in cash) an amount 100% higher than the corresponding regular dividend of 2020.
• Implemented significant investments related mainly to the development of the operations of ACS amounting to approximately € 8 million.
• Participated in the restructuring agreement of the company G.E. Dimitriou (representative of TOYTOMI air conditioners in the Greek market).
• Achieved that all its subsidiaries be profitable, all sectors of activity have a significant contribution to EBT profitability.
Regarding the prospects for the 2nd half and the whole of 2021, as well as the impact of the pandemic (Covid 19), it is estimated that there will be a limited impact on the size of the group. In particular, for the whole of 2021 the organic figures of consolidated sales, EBITDA operating profit and earnings before tax are estimated to be increased compared to 2020 by double digits but possibly at a slower growth rate compared to the first half of the year.
Earnings before tax (EBT) - subject to the completion of the Cardlink transaction - and taking into account the sale of the participation in TEKA, are estimated to be significantly positively affected by an amount exceeding € 89 million in total.
Capital and other investments will be higher compared to the 1st half resulting mainly from development investments related to the Postal Services Sector and acquisitions in the Commercial Activities sector.
(Amounts presented in thousand Euro except otherwise stated)
Quest Group continues to implement its business plans having as main priority long-term revenue growth, reduction / containment of operating costs, mitigation of risks with controlled credit exposure, reduction of credit risk and stable production and gradual improvement of its positive operating cash flows.
Finally, regarding the handling of Covid19 in Quest Group, a key priority is to ensure the health of the employees, customers and associates, but also to contribute to the containment of the spread of the virus and to ensure the continuity of our work.
Taking into account the financial conditions, as well as the prospects of Greece, the main objectives of the Group Management for the whole of 2021, per sector of activity / subsidiary are as follows:
For the rest of 2021, the main goal of the parent company is to maintain a simple and efficient operating model with limited operating costs for the consolidated figures of the Group, to re-evaluate and improve the structure of the Group, to maintain as much as possible the organic figures of its subsidiaries in order to achieve their goals, to implement their strategic plans and finally to seek new investment opportunities in the same or in new sectors with growth prospects and higher profit margins. Another goal is the completion of the new 5-year strategic plan of the group for the period 2022-2026.
More specifically, the results of the first half of the year and the prospects per sector of activity / Subsidiary are as follows:
(Distribution of Products and IT solutions)
The COVID-19 pandemic continued to have, as expected, a significant impact on the operation and activity of Info Quest Technologies in the first half of 2021. The company as member of a large supply chain connecting more than 200 technology suppliers with the Greek market utilizing a specialized, numerous workforce, set as its main goal for this period the health and safety of its employees and customers and its business continuity.
From the beginning of the pandemic, the company took all necessary hygiene and safety measures and systematically informed its employees and customers about the developments, and the necessary adjustments, from time to time, in order to ensure as much as possible the protection of its employees and customers' health as well as its business continuity.
As in the early days of the pandemic, the digital transformation continued and accelerated significantly as ICT technology emerged as a key pillar enabling the continuation of basic functions of society, communication, information, education, business and the supply of goods. Info Quest Technologies, as leader in the field, recognizing its role and responsibilities, contributed greatly to achieving the best use of technology from the entire market, so that students could continue their educational activity, employees were able to remotely work, businesses and organizations were in the position to upgrade their infrastructure, and each citizen was able to carry on his daily activities.
Particularly important was the proper management of the supply of goods in an extremely unfavourable environment due to shortages in raw materials, but also the large increase in the cost of maritime transport. The optimal management of all financial parameters was of equally utmost importance, given the new market conditions. The goal was achieved to the greatest extent possible, and the adequacy of products for the market was ensured, giving the company a competitive advantage. At the same time, new services and applications (Apps) were developed for customer service without requiring their relocation, while the company continued its efforts to strengthen its position in the areas of its focus, based on its business strategic plan.
At the same time, aiming at providing services and solutions for digital transformation of companies and large organizations, the company CANDI, a strategic partner of Microsoft in the Modern Workplace environment, was acquired.
As a result of the above, in the first half of 2021 Info Quest Technologies presented:
(Amounts presented in thousand Euro except otherwise stated)
In the field of Mobility, the company presented excellent results, with the main pillar of growth being Xiaomi products, with sales of + 112% compared to last year. Xiaomi Smartphones became the # 1 brand in Retail, with a market share that exceeded 30% in some months, having established itself in 2nd place in the Greek market, presenting, among other things, a wide range of 5G devices for all networks. Respectively, the ecosystem of smart interconnected Xiaomi products showed a large increase in sales with products such as the electric scooter and the robotic vacuum cleaner which emerged as the undisputed stars of the respective categories.
Moreover, an important event for the activity was the launch of Mi Store in Nicosia, a fact that contributes in many ways to the promotion of the unique ecosystem of interconnected devices (Smartphones & AIoT) of Xiaomi to the consumers of Cyprus.
The strategic activity in the Cloud increased by 72% YoY with a positive impact resulting from the need of companies to have remote access to their core infrastructure, process automation, and infrastructure security. During the year the company invested significantly in enhancing its know-how and in developing solutions and services in Microsoft (Modern Workplace, Azure) and DocuSign technologies.
Info Quest Technologies has shown an excellent course in recent years, with continuous growth in all areas of its focus, transformation of its business model and excellent financial results, with an increase in turnover of + 116% in 5 years succeeding in achieving its objectives significantly earlier than the date anticipated in the business plan for the period 2016-2020.
In 2021, a milestone year for Info Quest Technologies that marks 40 years of successful course in the Greek market, the company continues its development in all sectors, aiming to maintain its market leadership in the new era of the 4th industrial revolution and of the digital transition. It continues to pay special attention to the developments, to evaluate the external factors that influence the market in which it operates and to take corresponding measures and decisions, while, with a view to the future, it elaborates its new 5 year business plan, with vision and high goals.
• Continues to operate with all the appropriate safety and protection measures having as first priority the health of its employees and customers.
Continues its digital transformation
• By investing in ICT infrastructure, process automation and utilization of AI & Big Data Analytics technologies in the decision-making process
• Continues its development plan, adding new products and services to its portfolio, seeking to offer more options to its customers in all areas of its activity.
It is worth noting that the Company is concerned about the effect on the market of a possible further deterioration in the COVID environment, and the negative impact on the economy that the adverse situation caused by the large wildfires that erupted in Greece in August might have.
In the field of technology products and services, closely monitoring the technological developments (WiFi 6 & 5G, IoT & Connected Devices, Big Data / Analytics & AI, Robotics Process Automation, etc.) the company is getting prepared to provide the best service in the market within its scope of works in the important projects of digital transformation of the state but also of the business market, by strengthening its presence and placement in new categories (always connected laptops, new cloud services, home electrical appliances, air conditioning). In particular, it will continue its investments in Cloud and digital distribution, mainly strengthening its services in Microsoft Modern Workplace & Azure technologies, DocuSign, and by including new companies in its Portfolio (such as Red Hat, the world's leading open source software manufacturer), which will add further value to the Greek market. In order to strengthen its services, use will be made of the company Candi.
(Amounts presented in thousand Euro except otherwise stated)
In the field of mobility, it is estimated that Xiaomi will further increase its share of Smartphone sales by focusing on the sale of new 5G devices at affordable prices. At the same time, the company aims to further strengthen and lead in the field of smart devices and the Internet of Things, including new products for smart home, health and wellness and micro-mobility from the Xiaomi ecosystem. Regarding the distribution channels, it will continue the development of the online sales channels, as well as the development of the chain of Authorized Mi Stores (2 new stores) and specialized Mi Zones spaces in large retail chains, in Greece and Cyprus. At the same time, the company, having made a relevant study and preparation in the previous period, expects in the 3rd quarter of 2021 to dynamically expand its activity in e-mobility with a series of specialized products (e-Mobility).
In conclusion, although the pandemic is ongoing and the uncertainty for the economy is quite high, the Company Management estimates that the continuous monitoring of developments, the systematic preparation for integration in new areas and investments in them, the gradual implementation of large-scale projects and the acceleration of the transition to the new digital age, will help the company achieve its goals and create added value for the entire Greek society.
The Covid-19 pandemic brought about significant changes, among other things, in consumer behavior. The new needs created, the priority given by everybody to health and safety, the need for social distancing, the restrictions on movement and the lockdown of physical stores for long periods of time, led to a significant increase in online shopping, accelerating the faster penetration of ecommerce in the Greek market. The placement of the Group in e-commerce with the online store you.gr, is considered particularly successful.
Quest OnLine having implemented significant investments, both in infrastructure and in expanding the range of you.gr products and mainly in the direction of customer service, the first half of 2021 showed a significant increase in the key indicators of the online store.
Having as key priorities the health and safety of its employees and customers and the best customer service, Quest On Line showed a sales increase of + 56% compared to the first half of 2020, while EBT profits increased by 22% respectively.
The company continued to expand its product range, and invest in systems and infrastructure, offering multiple choices to consumers in a secure, modern and easy-to-use e-shopping environment. The strengthening of communication was also particularly important, with the aim of increasing recognizability.
You.gr during the first half of 2021 shows a significant increase in all key performance indicators (KPIs), while increasing its market share, with greater growth than the overall and online market (GfK data).
With continuous investments, always focusing on the "smart customer", Quest Online, in the last 4 years has shown growth + 153% in its turnover, significantly higher than the growth of the market.
Given the market conditions, the continuous acceleration of the penetration of e-commerce in our country and always having as priority the health and safety of its employees and customers, the company expects to continue its growth at the same pace. It will continue its goal to expand the range of its products and to constantly improve the shopping experience of each customer, investing in new innovative technologies, new ways of approaching consumers (such as social shopping) and new partnerships, expecting You.gr to be established in the preferences of consumers, who choose online shopping.
Clima Quest is a new company, which started its activity for the first time in December 2020, undertaking the exclusive sale of Gree air conditioners in the Greek market, the largest air conditioner manufacturer in the world.
The company's goal for 2021 is to develop the company's sales in both the professional and consumer markets and to develop a network of authorized partners for the distribution and support of products. The first results of the activity, affected by the lockdowns of physical stores, exceeded 1.2 million in sales, building confidence for a significant increase in the second half of 2021.
(Amounts presented in thousand Euro except otherwise stated)
ISquare S.Α. (Apple Products)
2021 was (in the first half) and will continue to be another difficult year due to the pandemic, as the market remained closed for much of the first half of the year.
In the first half, and in this "frozen market", iSquare achieved extremely high growth rates by almost doubling its sales. All product categories had strong double-digit growth with the largest being recorded in the iPad & Mac categories due to strong product demand (teleworking, distance learning, productivity) and due to the Digital Care action (mainly for iPads). At the same time, the Apple Watch category has seen a doubling of sales and is proof of the shift of consumers to this new dynamic category that helps people's health and well-being on a daily basis.
The economic and consumer climate is expected to improve in the second half of 2021 and this will be helped by the small recovery expected in the market due to vaccinations, the gradual opening of the market, the opening of tourism and in general the anticipation for a return to normalcy.
During the second half, the particularly positive course recorded in the first half is expected to continue, but with slower growth rates since the comparison with 2020 is now on a different basis. From June 2020 the market returned to a gradual opening in all sectors and so the second half of 2021 will be compared with approximately similar data last year and this year.
In short, in the second half of the year, the company will continue its investment plan in terms of upgrades in retail outlets, sales training and the overall upgrade of the Apple experience for consumers. In Cyprus, 2 stores of the company "Kotsovolos" are expected to open in July, thus, inaugurating the company's presence on the island, a fact that will further enhance iSquare sales in Cyprus. PMM is also expected to expand further with at least one additional store and finally iStorm will open a new store in Larnaca which is scheduled to take place in September. Thus, the iSquare network in Cyprus will be significantly expanded and strengthened. Finally, if we adopt the historical data of all recent years, Apple has traditionally announced its new products in the last quarter of the year, which will further enhance our sales.
In conclusion, regarding iSquare and the, in general, Apple ecosystem in Greece and Cyprus, we believe that 2021 will again be a very positive year for the company.
iStorm Α.Ε. (Apple Retail Stores - Apple Premium Reseller)
2021 is (in the first half) and will continue to be another very difficult year due to the pandemic as the market remained closed for much of the first half of the year and this affected it as expected.
In the first half, and in this "frozen market", as described above, iStorm achieved extremely high growth rates with a 69% increase in sales with a strong penetration of its online store in total sales due to closed stores during said period. All product categories had strong double-digit growth with the largest being recorded in the iPad & Mac categories due to strong product demand (teleworking, distance learning, productivity). Moreover, during the first half of the year, the company's electronic sales increased significantly due to the closed stores, something that was expected. This was helped by the investments made in recent months in this direction which significantly improved both our productivity and especially the customer experience.
During the second half, we expect the very positive course recorded in the first half to continue, but with slower growth rates since the comparison with 2020 is now on a different basis. From June 2020 the market returned to a gradual opening in all sectors and so the second half of 2021 will be compared with approximately similar data last year and this year.
Furthermore, during the second half of the year the company will continue its investment plan with the opening of a new store in Larnaca, Cyprus and will continue the search for the further expansion of its network in other cities in Greece and Cyprus. Also in July, the launch of a new innovative service from the iStorm network is anticipated, which concerns the service "Trade & Ugrade" where it will now enable customers to return their old iPhone and be subsidized to buy a new product from the company network. This service is expected to further improve the customer experience, but also to make the company's products more affordable by giving real value. At the same time, in the second half of 2021, the large investment in the installation and operation of the company's central CRM will begin, something that will significantly help the company commercially and will improve customer service and monitoring. The company will also continue to further improve and enhance its online store and call center, as alternative sales, contact and support channels for our customers.
In conclusion, 2021 is expected to be a year of strong investments and further growth of the company while there is optimism for its results.
(Amounts presented in thousand Euro except otherwise stated)
(Integrated IT and Telecommunications Solutions and Services)
Unisystems in the first half of 2021 had a significant increase in turnover compared to the corresponding half of 2020 (from € 64 million to € 77.5 million, i.e., an increase of 22% yoy). Revenues from activities abroad increased by 28%, i.e., from € 28.4 million in the first half of 2020 they increased to € 36.5 million in the corresponding half of 2021. Revenues from abroad account for 47% of total company revenue and 53% of revenue from services. Sales in the Greek market also increased by 16%, i.e., from € 35 million in the first half of 2020 they increased to € 41 million in the corresponding period of 2021.
The company's profitability in all lines (gross margin, EBITDA, EBIT, EBT) also had a significant increase, both in absolute numbers and as a percentage. As in previous years, the company's management focused on the development of the company and the increase of staff in the field of services and software, the, as little as possible, use of loans and the production of positive cash flows. Expansion into foreign markets was one of the company's main focuses.
Significant prospects are now emerging in the domestic IT market in both the private and public sectors. Of particular importance are the funds provided by the Recovery Fund and the new NSRF. The tenders for IT projects in the Public Sector have started but no relevant revenue is foreseen in the current year, due to the procedures foreseen for said projects.
The total outstanding balance of contracted projects amounts to ~ 310 million and is an important factor of sustainability of the company for the coming years.
The Management of the company has focused its efforts on the improvement of the software development processes, quality and management of complex projects. Special emphasis has also been placed on the development of innovation and Research and Development (R&D). In the first half of 2021 the company participated in 17 new research proposals for funding totaling € 4.7 million. During the same period, it received funding approval for 5 new proposals totaling € 1.6 million.
In the first half of 2021 the company established a new subsidiary in Spain with the main purpose of serving large contracts in EU organizations based there. At the same time, it announced its participation in the IT solutions company Intelli Solutions holding 60% of its share capital.
For the rest of the fiscal year 2021, we anticipate the continuation of the good course of the first half of the year in terms of turnover, profitability, continuation of the expansion of foreign sales, positive cash flows, and increase of project bookings.
(provision of POS terminal network services)
The 1st semester of 2021 closed with Cardlink S.A. managing about 230 thousand active terminals and more than 45 million transactions per month on average. The company's revenues and profits levels were positive and double-digit, which is due to the implementation of new projects for banks, the reduction of 2020 burdens from the 2018 agreement with the banks and the increase in transactions.
With the lifting of the restrictive measures and the improvement of tourism in comparison to 2020, it is estimated that during the 2nd half the good course of the 1st half will continue and figures similar to those of the first half will be achieved.
However, on May 27, 2021, an agreement was signed between the Company and the French company Worldline for the sale of its shareholding in the companies Cardlink S.A. and Cardlink One S.A. The completion of the purchase and sale of shares is subject to conditions and terms including the approval of the Bank of Greece and the Central Bank of Belgium. Cardlink and Cardlink One are active in electronic payments, which are currently evolving into an autonomous high-tech market that is attracting the interest of large international companies. Under these circumstances, the Quest group decided to disinvest from
(Amounts presented in thousand Euro except otherwise stated)
Cardlink and Cardlink One, in each of which at the time of the sale will hold 65% of their total shares, receiving approximately € 93 million in cash.
D. Sector of Postal Services
ACS Courier S.Α. (Courier Services)
Report for the 1st semester of 2021
During the first semester of 2021, ACS S.M.S.A. focused on the normalization of its operation for the delivery of parcels, as due to the constantly changing situation with the periodic limitation of the operation of retail stores, there was a significant increase in the volume of courier shipments which exceeded 28%. The company had an overall positive course, while its total revenues amounted to approximately € 67 million (+ 16% compared to 2020). Revenues from courier services increased by 22% compared to 2020 due to the growth of e-commerce markets, while revenues from postal services decreased by 32% compared to the previous year due to the accelerated dematerialisation of accounts and documents. The activity of the postal services in 2021, now concerns only 6% of the total income of the company. The company's EBITDA operating profits amounted to € 10.6 million (higher by approximately 33% compared to 2020) while the EBT amounted to € 9.0 million (40% higher than 2020) mainly due to the normalization of expenses which were particularly high in last year's reporting period.
The growth of courier activity in 2021 is due to the general growth of said market which is estimated to continue in the coming years due to the continuous growth of e-commerce.
For the 2nd half and the whole of the year 2021, ACS bases its revenue growth mainly on courier services. After the opening of physical stores in mid-May, the courier market is moving positively compared to the same period last year but at a slower pace. At the same time, the company is significantly upgrading its computer infrastructure and new solutions for its customers and is also developing a network of points to better serve the needs of e-commerce customers, in order to increase its market share. The market of postal services remains a declining one due to the gradual replacement of post by electronic communications, where a high double-digit decrease in volume is expected due to the acceleration of the use of e-bill, so now the company's strategy due to the declining trend in the market is mainly defensive. The significant reduction of the postal sector also limits the overall growth rate of the company in 2021, while this effect is estimated to be limited in 2022.
At the same time, in the 2nd half of 2021 the new sorting center in Egaleo, Attica will be completed and in operation. Such center is expected to have more than three times the current sorting capacity, while the amount of the remaining investment in the 2nd half is estimated at approximately € 12 million euro.
For the whole year 2021, in total, a satisfactory increase in revenues is estimated, mainly from courier services (due to e-commerce) as well as increased profitability. The impact of the pandemic (Covid-19) according to the current data, is estimated to be limited as ACS services will be in particularly high demand given that they serve e-commerce and any such impact will be mainly related to increased operating costs and will be temporary.
(Wind and photovoltaic parks)
The company has a portfolio with a capacity of 28.0 MW.
The main strategic goal of the company for the second half of 2021 is the further reasonable increase of the installed capacity of its operating stations, through the acquisition of operating photovoltaic stations, which meet defined technical and economic criteria 2021, in order for the company's portfolio to reach 32 MW of installed power.
At the same time, and taking into account Greece's National Energy and Climate Plan (NECP), which was recently submitted by the Greek Government, and which highlights the priorities and development opportunities that our country has in terms of energy and tackling climate change, QE evaluates new technologies and markets in the field of electricity, which are gradually developing and are expected to play an important role in the next decade, both in the way of using and the manner of managing electricity.
(Amounts presented in thousand Euro except otherwise stated)
Therefore, in addition to evaluating investments in power plants using Renewable sources, the company also evaluates potential investment opportunities in areas such as:
• production of energy carriers using renewable sources (e.g., Hydrogen)
• the provision of balancing services
• the electrical power storage
• smart grids that will promote security, reliability, flexibility and meritocracy of the country's electricity system.
| 6M 2021 (€ x 1.000) | Commercial Activities |
IT Services | Courier Services Renewable Energy | Unallocated | Continued operations |
Discontinued operations |
Total | |
|---|---|---|---|---|---|---|---|---|
| Gross sales | 312.152 | 77.926 | 67.575 | 4.865 | 280 | 462.798 | 20.902 | 483.700 |
| Inter-company sales | (33.885) | (1.304) | (836) | (156) | (69) | (36.249) | - | (36.249) |
| Net Sales | 278.267 | 76.622 | 66.739 | 4.709 | 212 | 426.549 | 20.902 | 447.451 |
| EBITDA* | 10.701 | 6.248 | 10.645 | 3.891 | 58 | 31.542 | 7.708 | 39.251 |
| % Sales | 3,8% | 8,2% | 15,9% | 82,6% | 28% | 7,4% | 36,9% | 8,8% |
| Earnings Before Tax (EBT) | 8.224 | 5.051 | 9.069 | 2.130 | 1.534 | 26.009 | 4.376 | 30.384 |
| % Sales | 3,0% | 6,6% | 13,6% | 45% | 725% | 6 % |
20,9% | 6,8% |
| Earnings After Tax (EAT) | 6.356 | 2.882 | 8.325 | 1.955 | 1.564 | 21.082 | 3.312 | 24.394 |
| Earnings After Tax & NCI (EAT & NCI) | 23.896 |
| 6M 2020 (€ x 1.000) | Commercial Activities |
IT Services | Courier Services Renewable Energy | Unallocated | Continued operations |
Discontinued operations |
Total | |
|---|---|---|---|---|---|---|---|---|
| Gross sales | 182.508 | 63.691 | 58.253 | 4.753 | 263 | 309.468 | 16.376 | 325.843 |
| Inter-company sales | (19.956) | (946) | (810) | (166) | (37) | (21.916) | - | (21.916) |
| Net Sales | 162.551 | 62.745 | 57.443 | 4.587 | 226 | 287.551 | 16.376 | 303.927 |
| EBITDA* | 5.621 | 3.174 | 8.033 | 3.813 | 757 | 21.399 | 5.747 | 27.146 |
| % Sales | 3,5% | 5,1% | 14,0% | 83,1% | 336% | 7,4% | 35,1% | 8,9% |
| Earnings Before Tax (EBT) | 3.213 | 2.147 | 6.450 | 2.008 | 680 | 14.499 | 1.156 | 15.655 |
| % Sales | 2,0% | 3,4% | 11,2% | 43,8% | 301% | 5,0% | 7,1% | 5,2% |
| Earnings After Tax (EAT) | 2.413 | 969 | 5.023 | 1.566 | 581 | 10.552 | 962 | 11.514 |
Earnings After Tax & NCI (EAT & NCI) 11.369
| % 2021 /2020 | Commercial Activities |
IT Services | Courier Services | Renewable Energy | Unallocated | Continued operations |
Discontinued operations |
Total |
|---|---|---|---|---|---|---|---|---|
| Sales | 71,2% | 22,1% | 16,2% | 2,7% | -6,1% | 48,3% | 27,6% | 47,2% |
| EBITDA* | 90,4% | 96,8% | 32,5% | 2,0% | -92,3% | 47,4% | 34% | 44,6% |
| Earnings Before Tax (EBT) | 155,9% | 135,2% | 40,6% | 6,1% | 125,7% | 79,4% | 278,5% | 94,1% |
| Earnings After Tax (EAT) | 163,4% | 197,3% | 65,7% | 24,8% | 169,4% | 99,8% | 244,3% | 111,9% |
| Earnings After Tax & NCI (EAT & NCI) | 110,2% | |||||||
| delta in '000€ 2021 /2020 | Commercial Activities |
IT Services | Courier Services | Renewable Energy | Unallocated | Continued operations |
Discontinued operations |
Total |
| Sales | 115.716 | 13.878 | 9.296 | 122 | (14) | 138.998 | 4.526 | 143.524 |
| EBITDA* | 5.079 | 3.074 | 2.612 | 78 | (699) | 10.144 | 1.961 | 12.104 |
| Earnings Before Tax (EBT) | 5.011 | 2.904 | 2.618 | 122 | 855 | 11.510 | 3.220 | 14.729 |
| Earnings After Tax (EAT) | 3.943 | 1.913 | 3.301 | 389 | 983 | 10.530 | 2.350 | 12.880 |
| Earnings After Tax & NCI (EAT & NCI) | 12.527 |
The Company, in July 2021, signed an agreement for its participation, through the 100% subsidiary Uni Systems MAE in the share capital of Intelli Solutions.In the context of the agreement Uni Systems acquires 60% of Intelli Solutions to further support the current management's business plan. The transaction amount is €3.800.000 for the 60% of the company, consisting of both share buyout and capital raise. The total investment may reach €5.200.000 during the next two years, due to provisions for extra reimbursement of the old shareholders.
Intelli Solutions is an innovative software services company, with a more than 15 years successful history in the market, many successes and a footprint on both Greece and SE Europe. It is specialized in digital transformation services, emphasizing on Customer Engagement, Customer Onboarding and Retention and Revenue Assurance. The company has a broad clientele in Telecom, Banking and Insurance sectors, Utilities and Online Betting.
No other significant events have arisen after the financial information date.
(Amounts presented in thousand Euro except otherwise stated)
The Group is exposed to financial risks, such as market risks (changes in exchange rates, interest rates, market prices), credit risks and liquidity risks. The Group's general risk management program focuses on the unpredictability of the financial markets and seeks to minimize its potential negative impact on the Group's financial performance.
Risk management is carried out by the Group's central financial department, which operates under specific rules approved by the Board of Directors. The Board of Directors provides directives and guidance on general risk management as well as specific directives for managing specific risks, such as currency risk, interest rate risk and credit risk.
The Group has established and applies credit control procedures, aiming at the minimization of bad debt and immediate coverage of requirements with securities. Commercial risk across the Group is relatively low, since sales involve a large number of customers. Wholesales are mainly made to customers with an assessed credit history. The Credit Control Department of each Group company sets credit limits for each customer and applies certain conditions on sales and payments. Where possible, physical or other collateral is requested.
Liquidity risk is kept at a low level by having adequate cash and by using adequate credit limits with the collaborating banks.
The Group's capital management goal is to ensure its ability to continue its business and maintain an ideal capital structure in order to reduce capital costs. In order to maintain or adjust the capital structure, the Group may increase or decrease borrowing, issue or repurchase shares, adjust the amount of dividends to shareholders or return capital to shareholders.
The Group holds no significant interest-bearing items, so operating revenue and cash flows are substantially independent of changes in interest rates. Group loans have been issued with variable interest rates, which can be changed to fixed, or remain variable, depending on market conditions. Interest rate risk mainly stems from long term loans. Variable rate loans expose the Group to cash flow risks. Fixed rate loans expose the Group to the risk of fair value changes.
The Group operates in Europe and consequently the major part of the Group's transactions is carried out in Euros. Nevertheless, a part of the Group's purchases of goods is carried out in US Dollar. The prompt payment of these trade payables decreases significantly the exchange rate risk. The Group purchases foreign currency in advance as required and as a general rule avoids executing currency future contracts with external parties.
In addition to financial risks, the Group focuses on non-financial risks regarding certain issues that have been identified as substantial in the context of sustainable development. These issues relate to full compliance with legislation and the implementation of corporate governance policies, human resources, environmental impact of corporate activity, the supply chain and the growth of the companies within the market.
The effects of these topics are further analyzed in the Non-Financial Risks section of this report.
Companies face security risks regarding the security of their systems and infrastructure, which could affect the integrity and security of any information they manage, such as personal data of customers, associates or employees, and confidential corporate information.
The Company collects, stores and uses data in its normal course of business and protects them against based on the data protection legislation.
On April 27th, 2016, the European Parliament and the European Council adopted the Data Protection Regulation (EU) (2016/679) ("Data Protection Regulation"). The Data Protection Regulation includes extensive obligations for companies in relation to procedures and mechanisms for the processing of personal data and rights of data subjects, and in cases of breach, the Supervisory Authorities
(Amounts presented in thousand Euro except otherwise stated)
are allowed to impose fines of up to 4% of the Group's annual global turnover (or €20 million, whichever is greater). The Data Protection Regulation entered into force on May 25th, 2018 after a transitional period of two years.
In order to limit the risks involved, in 2018, the Group set up the Data Protection Directorate that develops all the necessary policies and procedures, oversees their implementation, designs new security systems and infrastructures and evaluates their effectiveness and compliance with the regulatory framework for the protection of personal data.
The fair value of financial assets traded in active markets (stock exchanges), such as derivatives, shares, bonds, and mutual funds, is determined by quoted market prices at the balance sheet date.
The fair value of financial assets not trading in active markets is determined using valuation techniques and assumptions based on market data at the balance sheet date.
The nominal value of trade receivables less the applicable provision is estimated to approximate their fair value. The fair values of financial liabilities for the purpose of their disclosure in the financial statements are calculated based on the present value of future cash flows arising from certain contracts using the current interest rate available to the Group for the use of similar financial instruments.
The Group operates among others, in the sectors of IT products and services, in which there are rapid technological advances. As a result, the Group competes based on its ability to offer to its customers competitive integrated solutions that provide desired product and services features. In addition, Group's product portfolios may quickly become outdated or Group's market share may quickly erode. Efforts to balance the mix of products and services to optimize profitability, liquidity, and growth also may put pressure on Group's industry position.
The Group through its long experience and deep knowledge closely monitors technological developments and adapts its products and services accordingly.
(Amounts presented in thousand Euro except otherwise stated)
The Company purchases goods and services and provides services to various related companies, in the ordinary course of business. These related companies consisting of subsidiaries, associates and other related companies.
The following transactions were carried out with related parties:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 01/01/2021- 30/6/2021 |
01/01/2020- 30/6/2020 |
01/01/2021- 30/6/2021 |
01/01/2020- 30/6/2020 |
|
| i) Sales of goods and services | ||||
| Sales of goods to: | 2.356 | 1.536 | - | - |
| - Other related parties | 2.356 | 1.536 | - | - |
| Sales of services to: | 422 | 623 | 774 | 765 |
| -Unisystems Group | - | - | 323 | 304 |
| -Info Quest Technologies | - | - | 100 | 106 |
| -ACS | - | - | 149 | 147 |
| -iStorm | - | - | 8 | 9 |
| -iSquare | - | - | 91 | 91 |
| - Other direct subsidiaries | - | - | 99 | 103 |
| - Other related parties | 422 | 622 | 4 | 4 |
| Dividends | - | 476 | 11.429 | 6.266 |
| -Info Quest Technologies | - | - | 2.000 | - |
| -ACS | - | - | 7.029 | 4.290 |
| -iSquare | - | - | 2.400 | 1.500 |
| - Other related parties | - | 476 | - | 476 |
| 2.778 | 2.635 | 12.203 | 7.031 | |
| Purchases of services from: | 1.097 | 829 | 57 | 89 |
| -Unisystems | - | - | 3 | 31 |
| -Info Quest Technologies | - | - | 20 | 18 |
| - Other related parties | 1.097 | 829 | 34 | 40 |
| 1.097 | 829 | 57 | 89 | |
| iii) Benefits to management | ||||
| Salaries and other short-term employment benefits | 2.961 | 2.553 | 220 | 95 |
| 2.961 | 2.553 | 220 | 95 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Receivables from related parties: | ||||
| -Unisystems | - | - | 110 | 113 |
| -Info Quest Technologies | - | - | 43 | 14 |
| -ACS | - | - | 22 | 22 |
| -iSquare | - | - | 19 | 19 |
| - Other direct subsidiaries | - | - | 1.472 | 720 |
| - Other related parties | 3.222 | 3.061 | 16 | 16 |
| 3.222 | 3.061 | 1.681 | 905 | |
| Obligations to related parties: | ||||
| -Info Quest Technologies | - | - | 3 | 3 |
| -ACS | - | - | 13 | 13 |
| - Other related parties | 60 | 1.364 | 3 | 2 |
| 60 | 1.364 | 19 | 19 |
Following the adoption of IFRS 16, Company's lease liabilities to related parties are analyzed as follows:
| GROUP | COMPAΝY | |||
|---|---|---|---|---|
| BriQ Properties REIC | 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 |
| Lease liabilities, opening balance | 9.803 | 11.085 | 477 | 548 |
| Lease payments | (4.543) | (3.637) | (232) | (185) |
| Contract Modifications | 3.493 | 1.485 | 179 | 71 |
| Interest expense | 1.050 | 870 | 53 | 44 |
| Lease liabilities, ending balance | 9.803 | 9.803 | 477 | 477 |
Sincerely,
THE BOARD OF DIRECTORS
Theodore Fessas
Chairman
(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 September 8, 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
To the Shareholders of Quest Holdings S.A.
We have reviewed the accompanying interim standalone and consolidated Statement of Financial Position of Quest Holdings S.A. (the "Company") as at 30 June 2021 and the related standalone and consolidated Statements of Comprehensive Income, Changes in Equity and Cash Flows for the six-month period then ended and the selected explanatory notes, which comprise the condensed interim financial information and which forms an integral part of the six-month financial report of articles 5 and 5a of Law 3556/2007. Management is responsible for the preparation and presentation of this condensed interim financial information in accordance with the International Financial Reporting Standards adopted by the European Union and specifically with International Accounting Standard (IAS) 34 "Interim Financial Reporting". Our responsibility is to express a conclusion on this condensed interim financial information based on our review.
We conducted our review in accordance with the International Standard on Review Engagements (ISRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, as incorporated in Greek Law, and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim financial information as at 30 June 2021 is not prepared, in all material respects, in accordance with IAS 34 "Interim Financial Reporting".
Our review did not identify any material inconsistency or error in the statements of the members of the Board of Directors and in the information of the six-month Financial Report of the Board of Directors as defined in articles 5 and 5a of L. 3556/2007 in relation to the accompanying condensed interim financial information.
Athens, 9 September 2021 KPMG Certified Auditors S.A. AM SOEL 114
Harry Sirounis, Certified Auditor Accountant ΑΜ SOEL 19071
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Note | 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| ASSETS | |||||
| Non-current assets | |||||
| Property, plant and equipment | 7 | 80.830 | 83.201 | 7.509 | 7.522 |
| Right-of-use assets | 26 | 18.186 | 20.257 | 437 | 483 |
| Goodwill | 8 | 14.953 | 31.551 | - | - |
| Other intangible assets | 9 | 19.831 | 22.618 | 1 | 2 |
| Investment Properties | 10 | 2.735 | 2.735 | - | - |
| Investments in subsidiaries | 11 | - | - | 56.497 | 65.053 |
| Investments in associates | 12 | 206 | 94 - | - | |
| Financial assets at fair value through P&L | 13 | 552 | 3.900 | 100 | 3.452 |
| Contract assets | 602 | 218 | - | - | |
| Financial lease | 2.284 | 2.516 | - | - | |
| Deferred income tax asset | 5.244 | 13.977 | - | - | |
| Trade and other receivables | 21.573 166.995 |
21.640 202.709 |
28 64.572 |
28 76.540 |
|
| Current assets | |||||
| Inventories | 57.841 | 43.475 | - | - | |
| Trade and other receivables | 143.731 | 132.822 | 8.739 | 1.001 | |
| Contract assets | 25.079 | 20.838 | - | - | |
| Receivables from financial leases | 620 | 515 | - | - | |
| Financial assets at fair value through P&L | 13 | 755 | 755 | 16 | 16 |
| Current income tax asset | 475 | 5.723 | 3 | 3 | |
| Cash, cash equivalents and restricted cash | 84.137 | 96.873 | 2.911 | 8.242 | |
| Assets held for sale | 30 | 38.824 | - | 6.106 | - |
| 351.512 | 301.002 | 17.775 | 9.261 | ||
| Total assets | 518.507 | 503.710 | 82.347 | 85.800 | |
| EQUITY | |||||
| Capital and reserves attributable to the Company's shareholders | |||||
| Share capital | 14 | 47.535 | 47.535 | 47.535 | 47.535 |
| Other reserves | 8.243 | 8.243 | 2.693 | 2.693 | |
| Retained earnings | 98.618 | 85.448 | 17.981 | 15.441 | |
| Own shares | (504) 153.892 |
(146) 141.079 |
(504) 67.705 |
(146) 65.523 |
|
| Non-controling interests | 2.066 | 1.568 | - | - | |
| Total equity | 155.961 | 142.648 | 67.704 | 65.523 | |
| LIABILITIES | |||||
| Non-current liabilities | |||||
| Borrowings | 15 | 52.349 | 62.593 | 5.985 | 11.977 |
| Deferred tax liabilities | 8.498 | 18.609 | 764 | 812 | |
| Retirement benefit obligations | 10.483 | 10.276 | 33 | 30 | |
| Government Grants | 257 | 333 | - | - | |
| Contract liabilities | 14.501 | 5.974 | - | - | |
| Lease liabilities | 27 | 17.487 | 18.509 | 369 | 414 |
| Trade and other payables | 247 | 1.422 | 58 | 58 | |
| 103.823 | 117.716 | 7.209 | 13.291 | ||
| Current liabilities | |||||
| Trade and other payables | 143.234 | 172.311 | 1.345 | 1.366 | |
| Contract liabilities | 31.849 | 27.659 | - | - | |
| Current income tax liability | 7.652 | 12.413 | - | 5.535 | |
| Borrowings | 15 | 45.228 | 24.034 | 6.000 | - |
| Government Grants | 1.233 | 414 | - | - | |
| Derivative Financial Instruments | - | 638 | - | - | |
| Lease liabilities | 27 | 4.362 | 5.648 | 88 | 86 |
| Provisions for other current payables | - | 230 | - | - | |
| Liabilties directly associated with assets classified as held for sale | 30 | 25.165 258.723 |
- 243.346 |
7.433 | 6.986 |
| Total liabilities | 362.546 | 361.062 | 14.642 | 20.277 | |
| Total equity and liabilities | 518.507 | 503.710 | 82.347 | 85.800 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Note | 01/01/2021-30/6/2021 | 01/01/2020-30/6/2020 | |||||||
| Continued operations |
Discontinued operations |
Total | Continued operations |
Discontinued operations |
Total | ||||
| Sales | 6 | 426.549 | 20.902 | 447.451 | 287.551 | 16.376 | 303.927 | ||
| Cost of sales | 29 | (361.210) | (12.984) | (374.195) | (242.365) | (11.424) | (253.789) | ||
| Gross profit | 65.339 | 7.918 | 73.257 | 45.187 | 4.951 | 50.137 | |||
| Selling expenses | 29 | (22.848) | (1.174) | (24.022) | (15.949) | (1.419) | (17.368) | ||
| Administrative expenses | 29 | (16.839) | (2.323) | (19.163) | (13.618) | (2.185) | (15.803) | ||
| Other operating income / (expenses) net | 1.197 | 239 | 1.436 | 1.167 | 206 | 1.373 | |||
| Other profit / (loss) net | 2.177 | (59) | 2.118 | (135) | (57) | (192) | |||
| Operating profit | 29.025 | 4.600 | 33.626 | 16.652 | 1.496 | 18.147 | |||
| Finance income | 158 | 158 | 546 | 1 | 547 | ||||
| Finance costs | (3.175) | (225) | (3.399) | (2.698) | (341) | (3.039) | |||
| Finance costs - net | (3.017) | (225) | (3.241) | (2.152) | (340) | (2.491) | |||
| Share of profit/ (loss) of associates | - | - | - | - | - | - | |||
| Profit/ (Loss) before income tax | 26.009 | 4.376 | 30.384 | 14.500 | 1.156 | 15.656 | |||
| Income tax expense | 19 | (4.927) | (1.064) | (5.991) | (3.947) | (194) | (4.141) | ||
| Profit/ (Loss) after tax for the period | 21.082 | 3.312 | 24.394 | 10.553 | 962 | 11.514 | |||
| Attributable to : | |||||||||
| Controlling interest | 21.082 | 2.814 | 23.896 | 10.553 | 817 | 11.369 | |||
| Non-controlling interest | - | 498 | 498 | - | 145 | 145 | |||
| 21.082 | 3.312 | 24.394 | 10.553 | 962 | 11.514 |
Earnings/(Losses) per share attributable to equity holders of the Company (in € per share)
| Basic and diluted | 22 | 0,5908 | 0,0788 | 0,6696 | 0,2954 | 0,0229 | 0,3183 |
|---|---|---|---|---|---|---|---|
| Total comprehensive income / (loss) for the period |
21.083 | 3.313 | 24.395 | 10.553 | 962 | 11.514 | |
| Attributable to: | |||||||
| -Owners of the parent -Non-controlling interest |
21.082 0 |
2.814 498 |
23.896 498 |
10.552 0 |
817 145 |
11.369 145 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | |||||||
|---|---|---|---|---|---|---|---|
| 01/4/2021-30/6/2021 | 01/04/2020-30/6/2020 | ||||||
| Note | Continued operations |
Discontinued operations |
Total | Continued operations |
Discontinued operations |
Total | |
| Sales | 6 | 221.522 | 9.912 | 231.434 | 147.981 | 8.198 | 156.179 |
| Cost of sales | (195.918) | (6.171) | (202.089) | (124.417) | (5.989) | (130.406) | |
| Gross profit | 25.604 | 3.741 | 29.345 | 23.564 | 2.209 | 25.773 | |
| Selling expenses | (8.275) | (564) | (8.839) | (8.226) | (692) | (8.918) | |
| Administrative expenses | (3.083) | (1.185) | (4.268) | (6.490) | (1.125) | (7.615) | |
| Other operating income / (expenses) net | 675 | 148 | 823 | 859 | 103 | 962 | |
| Other profit / (loss) net | 992 | (45) | 948 | (266) | (63) | (329) | |
| Operating profit | 15.914 | 2.095 | 18.009 | 9.441 | 432 | 9.873 | |
| Finance income | 97 | 97 | 270 | 1 | 271 | ||
| Finance costs | (1.535) | (114) | (1.650) | (1.066) | (178) | (1.244) | |
| Finance costs - net | (1.438) | (114) | (1.552) | (795) | (178) | (973) | |
| Share of profit/ (loss) of associates | 12 | - | - | - | - | - | - |
| Profit/ (Loss) before income tax | 14.475 | 1.981 | 16.456 | 8.646 | 254 | 8.900 | |
| Income tax expense | (2.161) | (1.119) | (3.280) | (1.924) | 90 | (1.834) | |
| Profit/ (Loss) after tax for the period | 12.315 | 862 | 13.176 | 6.722 | 344 | 7.066 | |
| Attributable to : |
| 12.315 | 862 | 13.176 | 6.722 | 344 | 7.066 | |
|---|---|---|---|---|---|---|
| Non-controlling interest | - | 130 | 130 | - | 52 | 52 |
| Controlling interest | 12.315 | 733 | 13.047 | 6.722 | 292 | 7.014 |
Earnings/(Losses) per share attributable to equity holders of the Company (in € per share)
| Basic and diluted | 0,3415 | 0,0242 | 0,3656 | 0,1882 | 0,0082 | 0,1964 |
|---|---|---|---|---|---|---|
| Other comprehensive income / (loss) | ||||||
| Total comprehensive income / (loss) for the period |
12.315 | 862 | 13.176 | 6.722 | 344 | 7.066 |
| Attributable to : Controlling interest Non-controlling interest |
12.315 0 |
733 130 |
13.047 130 |
6.722 0 |
292 52 |
7.014 52 |
(Amounts presented in thousand Euro except otherwise stated)
| COMPANY | |||||
|---|---|---|---|---|---|
| Note | 01/01/2021-30/6/2021 | 01/01/2020-30/6/2020 | 01/4/2021- 30/6/2021 |
01/4/2020-30/6/2020 | |
| Sales | - | - | - | - | |
| Cost of sales | 29 | - | - | - | - |
| Gross profit | - | - | - | - | |
| Selling expenses | 29 | - | - | - | - |
| Administrative expenses | 29 | (939) | (742) | (512) | (400) |
| Other operating income / (expenses) net | 12.303 | 7.148 | 11.907 | 6.723 | |
| Other profit / (loss) net | 1.988 | (1) | 1.030 | - | |
| Operating profit | 13.353 | 6.405 | 12.424 | 6.324 | |
| Finance income | 0 | - | 0 | - | |
| Finance costs | (156) | (12) | (78) | (6) | |
| Finance costs - net | (156) | (12) | (78) | (6) | |
| Profit/ (Loss) before income tax | 13.197 | 6.393 | 12.346 | 6.318 | |
| Income tax expense | 19 | 48 | (75) | 59 | (63) |
| Profit/ (Loss) after tax for the period | 13.245 | 6.319 | 12.405 | 6.255 | |
| Total comprehensive income / (loss) for the period |
13.245 | 6.319 | 12.405 | 6.255 |
(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 | - | - | 11.369 | - | 11.369 | 145 | 11.514 |
| Other comprehensive income / (loss) for the year, net of tax | - | - | - | - | - | - | - |
| Total comprehensive income / (loss) | - | - | 11.369 | - | 11.369 | 145 | 11.514 |
| Consolidation of new subsidiaries and increase in stake in existing ones |
- | - | 141 | - | 141 | (273) | (132) |
| Share Capital Increase expenses | - | - | (164) | - | (164) | - | (164) |
| Purchase of own shares | - | - | - | (146) | (146) | - | (146) |
| Balance at 30 June 2020 | 1.535 | 5.248 | 146.310 | (146) | 152.947 | 1.330 | 154.275 |
| Other changes until 31 December 2020 | 46.000 | 2.995 | (60.861) | - | (11.866) | 238 | (11.627) |
| Balance at 31 December 2020 | 47.535 | 8.243 | 85.449 | (146) | 141.081 | 1.568 | 142.648 |
| Balance at 1 January 2021 | 47.535 | 8.243 | 85.449 | (146) | 141.081 | 1.568 | 142.648 |
| Profit/ (Loss) for the period | - | - | 23.896 | - | 23.896 | 498 | 24.394 |
| Total comprehensive income / (loss) for the period | - | - | 23.896 | - | 23.896 | 498 | 24.394 |
| Consolidation of new subsidiaries and increase in stake in existing ones |
- | - | (20) | - | (20) | - | (20) |
| Distribution of retained earnings of previous fiscal years | - | - | (10.706) | - | (10.706) | - | (10.706) |
| Purchase of own shares | - | - | - | (358) | (358) | - | (358) |
| Balance at 30 June 2021 | 47.535 | 8.243 | 98.619 | (504) | 153.893 | 2.066 | 155.961 |
| Share capital | Other reserves |
Retained eairnings |
Own shares | Total Equity | |
|---|---|---|---|---|---|
| COMPANY | |||||
| Balance at 1 January 2020 | 1.535 | 7.841 | 70.878 | - | 80.254 |
| Total comprehensive income / (loss) | - | - | 6.319 | - | 6.319 |
| Purchase of own shares | - | - | - | (146) | (146) |
| Share Capital Increase expenses | - | - | (164) | - | (164) |
| Balance at 30 June 2020 | 1.535 | 7.841 | 77.033 | (146) | 86.263 |
| Other changes until 31 December 2020 | 46.000 | (5.148) | (61.592) | - | (20.740) |
| 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 | - | - | 13.245 | - | 13.245 |
| Total comprehensive income / (loss) for the period | - | - | 13.245 | - | 13.245 |
| Tax of Capitalization of reserves | - | - | - | (358) | (358) |
| Share Capital Increase expenses | - | - | - | - | - |
| Distribution of retained earnings of previous fiscal years | - | - | (10.706) | - | (10.706) |
| Balance at 30 June 2021 | 47.535 | 2.693 | 17.980 | (504) | 67.705 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Note | 01/01/2021- | 01/01/2020- | 01/01/2021- | 01/01/2020- | |
| 30/6/2021 | 30/6/2020 | 30/6/2021 | 30/6/2020 | ||
| Profit/ (Loss) before tax | 30.384 | 15.655 | 13.197 | 6.393 | |
| Adjustments for: Depreciation of property, plant and equipment |
7 | 3.381 | 3.191 | 16 | 17 |
| Amortization of investment properties | 10 | - | 5 | - | - |
| Amortization of intangible assets | 9 | 1.285 | 1.302 | 1 | 2 |
| Amortization of right-of-use assets | 26 | 3.078 | 4.309 | 45 | 45 |
| Impairments of tangible assets Reversal of impairments of tangible assets |
- - |
- (673) |
- - |
- - |
|
| Impairments of available for sale financial assets | - | 453 | - | - | |
| Loss/ (Gain) of available for sale financial assets | (2.111) | - | (1.990) | - | |
| Interest income | (158) | (547) | - | - | |
| Interest expense | 3.399 | 3.039 | 156 | 12 | |
| Dividends proceeds | - 39.258 |
(476) 26.259 |
(11.429) (4) |
(6.266) 202 |
|
| Changes in working capital | |||||
| (Increase) / decrease in inventories | (16.761) | 699 | - | - | |
| (Increase) / decrease in receivables | (20.738) | (9.805) | (7.738) | (8.964) | |
| Increase/ (decrease) in liabilities | (5.253) | (10.347) | (20) | (358) | |
| Increase / (decrease) in retirement benefit obligations | 478 | 437 | 3 | 2 | |
| (42.274) | (19.016) | (7.755) | (9.320) | ||
| Net cash generated from operating activities | (3.016) | 7.242 | (7.760) | (9.117) | |
| Interest paid | (3.399) | (3.039) | (156) | (12) | |
| Income tax paid | (7.244) | (349) | (5.535) | (54) | |
| Net cash generated from operating activities | (13.659) | 3.853 | (13.450) | (9.184) | |
| Cash flows from investing activities | |||||
| Purchase of property, plant and equipment | 7 | (7.557) | (5.437) | (3) | (5) |
| Purchase of intangible assets | 9 | (648) | (568) | - | - |
| Purchase of financial assets | - | (57) | (5) | - | |
| Proceeds from financial assets availiable for sale | 5.347 | - | 5.347 | - | |
| Proceeds from sale of property, plant, equipment and intangible assets |
- | 193 | - | - | |
| Purchase of subsidiaries & accosiates | - | - | 2.450 | - | |
| Purchase / Share capital increase of subsidiaries & accosiates | - | 2.001 | |||
| Net cash outflow for the acquisition of a subsidiary company minority interest | (370) | (868) | - | - | |
| Interest received | 158 | 547 | - | - | |
| Dividends received | - | 476 | 11.429 | 6.266 | |
| Net cash used in investing activities | (3.071) | (5.715) | 19.219 | 8.262 | |
| Cash flows from financing activities | |||||
| Proceeds from borrowings | 15 | 25.521 | 10.017 | - | - |
| Repayment of borrowings | 15 | (2.571) | (6.220) | 7 | - |
| Repayment of lease liabilities | (3.048) | (4.220) | (43) | (41) | |
| Proceeds from sale/ (purchase) of own shares | (358) | (146) | (358) | (146) | |
| Share capital inrcrease expenses | - | (164) | - | (164) | |
| Distribution of retained earnings of previous fiscal years | (10.706) | - | (10.706) | - | |
| Net cash used in financing activities | 8.838 | (733) | (11.099) | (351) | |
| Net increase/ (decrease) in cash and cash equivalents | (7.892) | (2.595) | (5.330) | (1.273) | |
| Cash and cash equivalents at beginning of year | 96.873 | 75.195 | 8.242 | 2.748 | |
| Cash and cash equivalents of discontinued operations | 4.845 | - | - | - | |
| Cash, cash equivalents and restricted cash at end of the period |
84.137 | 72.600 | 2.911 | 1.477 |
(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 June 30rd, 2021, according to International Financial Reporting Standards ("IFRS"). The names of the Group's subsidiaries are presented in Note 11, 12 and 24 of this information.
The main activities of the Group are the distribution 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, 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 September 8 th, 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.
Theodoros Fessas, son of Dimitrios, Chairman of the Board of Directors, Executive Member
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 six-month period ended June 30th , 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 31 st, 2020.
The interim financial information must be considered in conjunction with the annual financial statements for the year ended December 31st, 2019, 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 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
(Amounts presented in thousand Euro except otherwise stated)
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 June 30th , 2021.
The amendments and interpretations that first applied in 2021 do not have a material effect on the Interim Condensed separate and consolidated Financial Statements for the period ended June 30, 2021. These are also included below
The amendment provides lessees (but not lessors) with relief in the form of an optional exemption from assessing whether a rent concession related to COVID-19 is a lease modification. Lessees can elect to account for rent concessions in the same way as they would for changes which are not considered lease modifications.
The amendments complement those issued in 2019 and focus on the impact on the Financial Statements when a company replaces the old interest rate benchmark with an alternative benchmark 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 financial instruments, how it will account for changes in its hedging relationships and the information it needs to disclose.
The amendment clarifies that 'costs to fulfil a contract' comprise the incremental costs of fulfilling that contract and an allocation of other costs that relate directly to fulfilling contracts. The amendment also clarifies that, before a separate provision for an onerous contract is established, an entity recognises any impairment loss that has occurred on assets used in fulfilling the contract, rather than on assets dedicated to that contract. The amendment has not yet been endorsed by the EU.
The amendment addresses which fees should be included in the 10% test for derecognition of financial liabilities. Costs or fees could be paid to either third parties or the lender. Under the amendment, costs or fees paid to third parties will not be included in the 10% test.
The amendment removed the illustration of payments from the lessor relating to leasehold improvements in Illustrative Example 13 of the standard in order to remove any potential confusion about the treatment of lease incentives.
The amendment prohibits an entity from deducting from the cost of an item of PP&E any proceedsreceived from selling items produced while the entity is preparing the asset for its intended use. It also requires entities to separately disclose the amounts of
(Amounts presented in thousand Euro except otherwise stated)
proceeds and costs relating to such items produced that are not an output of the entity's ordinary activities. The amendment has not yet been endorsed by the EU.
The amendment updated the standard to refer to the 2018 Conceptual Framework for Financial Reporting, in order to determine what constitutes an asset or a liability in a business combination. In addition, an exception was added for some types of liabilities and contingent liabilities acquired in a business combination. Finally, it is clarified that the acquirer should not recognise contingent assets, as defined in IAS 37, at the acquisition date. The amendment has not yet been endorsed by the EU.
The amendment clarifies that liabilities are classified as either current or non‐current depending on the rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the entity or events after the reporting date. The amendment also clarifies what IAS 1 means when it refers to the 'settlement' of a liability. The amendment has not yet been endorsed by the EU.
The Amendments are effective for annual periods beginning on or after 1 January 2023 with earlier application permitted. The amendments provide guidance on the application of materiality judgements to accounting policy disclosures. In particular, the amendments to IAS 1 replace the requirement to disclose 'significant' accounting policies with a requirement to disclose 'material' accounting policies. Also, guidance and illustrative examples are added in the Practice Statement to assist in the application of the materiality concept when making judgements about accounting policy disclosures.
The amendments become effective for annual reporting periods beginning on or after January 1, 2023 with earlier application permitted and apply to changes in accounting policies and changes in accounting estimates that occur on or after the start of that period. The amendments introduce a new definition of accounting estimates, defined as monetary amounts in financial statements that are subject to measurement uncertainty. Also, the amendments clarify what changes in accounting estimates are and how these differ from changes in accounting policies and corrections of errors.
The Group's activities expose it to a variety of financial risks: market risk (including foreign exchange price, interest rate risk and price risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group's financial performance.
Risk management is carried out by a central treasury department (Group Treasury) under policies approved by the Board of Directors. The Board of Directors provides written principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk, interest-rate risk and credit risk.
Credit risk is the risk that a counterparty may cause financial loss to the Group and the Company to failure to fulfil its obligations.
The Group has set and applies procedures of credit control in order to minimize the bad debts and cover receivables with securities. Commercial risk is relatively low as sales are allocated in a large number of customers. The wholesales are made mainly in customers with an assessed credit history. Credit control management sets credit limits for each customer and applies certain conditions on sales and receipts. Whenever necessary, the Group requests customers to provide security for outstanding receivables.
Furthermore, a significant portion of the Group's transactions, mainly through its subsidiaries ACS, Quest on Line, iStorm are made with cash. Also, Cardlink does not use credit, so there is no great exposure to credit risk. In addition Quest Energy sells to the Greek public operator. Finally, all Group companies have conducted sufficient provision. Cash and cash equivalents are also considered elements with high credit risk due to the current macroeconomic conditions in Greece. The majority of the Group's cash is invested with counterparties with a high credit rating and for short periods.
Liquidity risk is keeping in low levels by having adequate cash and cash equivalent and by using adequate credit limits with collaborating banks. However, the current conditions in the Greek banking system, may significantly affect the availability of additional funding for the development of our activities. Due to the lack of banking financing there may be a negative effect on the ability of our
(Amounts presented in thousand Euro except otherwise stated)
customers to timely repay their obligations to the Group companies, or reduce the current levels of product and service demand. To monitor the risk, the Group prepares forecasted cash flows on a regular basis.
The market risk created by the possibility that changes in market prices, such as foreign exchange rates and equity prices may affect the value of financial instruments held by the Group and the Company. The management of market risk refers in the effort of the Group and of the Company to manage and control exposure within acceptable limits.
The individual risks that are comprised in market risk are described below:
The risk of interest rate fluctuation is the risk that the fair value of future cash flows will fluctuate because of changes in market interest rates.The Group's exposure to interest rate risk relates primarily to long-term debt of the Group. The Group manages interest rate risk through floating rate loans which can be converted into a fixed rate if necessary. The Group uses financial derivatives swap through indirect subsidiary "; Quest Solar SA" to secure the bond loan kept by the latter. The interest rate risk arises from long-term loans. Fixed rate loans expose the Group to cash flow risk.
The Group operates in Europe and consequently the major part of the Group's transactions is denominated in Euros. Nevertheless, part of the Group's purchases of goods are denominated in US Dollar. The prompt payment of these trade payables decreases significantly the exchange rate risk. The Group's firm policy is to avoid purchasing foreign currency in advance and contracting FX future contracts with external parties.
The primary objective of the Group and the Company regarding capital management is to ensure a strong credit rating and healthy capital ratios in order to support their operation and maximize value for the benefit of shareholders.
The Group and the Company manage their capital structure in order to harmonize with changes in the economic environment. To maintain or adjust the capital structure, the Group and the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.
An important tool for managing capital is the use of the leverage ratio (the ratio of net debt to equity) which is monitored at Group level. In the calculation of net debt are used the interest-bearing loans and debts, less the cash and cash equivalents.
The leverage ratio of 2021 compared to 2020:
| GROUP | Η ΕΤΑΙΡΙΑ | |||
|---|---|---|---|---|
| 30/06/2021 | 31/12/2020 | 30/06/2021 | 31/12/2020 | |
| Total borrowings (Note 15) | 97.577 | 86.627 | 11.985 | 11.977 |
| Lease liabilities (Note 27) | 21.850 | 24.157 | 457 | 500 |
| Less : Cash and cash equivalents and restricted cash | (84.137) | (96.873) | (2.911) | (8.242) |
| Net Borrowings | 35.290 | 13.911 | 9.531 | 4.236 |
| Total equity | 155.961 | 142.648 | 67.705 | 65.523 |
| Total employed capital | 191.251 | 156.559 | 77.237 | 69.760 |
| Leverage ratio | 18,45% | 8,89% | 12,34% | 6,07% |
The Group uses the following levels to define the fair value of the financial instruments by valuation method:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
(Amounts presented in thousand Euro except otherwise stated)
Level 3: Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).
During the current period there were no transfers between Levels 1 and 2, and no transfers from and to level 3 for fair value measurement.
The fair value of cash and cash equivalents, customers, treasury, and suppliers are close to their book values. The fair value of other financial assets and financial liabilities are determined based on discounted cash flows using directly or indirectly observable inputs and are included in Level 2 of the fair value hierarchy.
In addition to financial risks, the Group focuses on non-financial risks regarding certain issues that have been identified as substantial in the context of sustainable development. These issues relate to full compliance with legislation and the implementation of corporate governance policies, human resources, environmental impact of corporate activity, the supply chain and the growth of the companies within the market.
The effects of these topics are further analyzed in the Non-Financial Risks section of this report.
Companies face security risks regarding the security of their systems and infrastructure, which could affect the integrity and security of any information they manage, such as personal data of customers, associates or employees, and confidential corporate information.
The Company collects, stores and uses data in its normal course of business and protects them against based on the data protection legislation.
On April 27th, 2016, the European Parliament and the European Council adopted the Data Protection Regulation (EU) (2016/679) ("Data Protection Regulation"). The Data Protection Regulation includes extensive obligations for companies in relation to procedures and mechanisms for the processing of personal data and rights of data subjects, and in cases of breach, the Supervisory Authorities are allowed to impose fines of up to 4% of the Group's annual global turnover (or €20 million, whichever is greater). The Data Protection Regulation entered into force on May 25th, 2018 after a transitional period of two years.
In order to limit the risks involved, in 2018, the Group set up the Data Protection Directorate that develops all the necessary policies and procedures, oversees their implementation, designs new security systems and infrastructures and evaluates their effectiveness and compliance with the regulatory framework for the protection of personal data.
The fair value of financial assets traded in active markets (stock exchanges), such as derivatives, shares, bonds, and mutual funds, is determined by quoted market prices at the balance sheet date.
The fair value of financial assets not trading in active markets is determined using valuation techniques and assumptions based on market data at the balance sheet date.
The nominal value of trade receivables less the applicable provision is estimated to approximate their fair value. The fair values of financial liabilities for the purpose of their disclosure in the financial statements are calculated based on the present value of future cash flows arising from certain contracts using the current interest rate available to the Group for the use of similar financial instruments.
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
(Amounts presented in thousand Euro except otherwise stated)
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.
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.
(Amounts presented in thousand Euro except otherwise stated)
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.
The segment results for the period ended 30rd of June 2021 and 30rd June 2020 are analysed as follows:
1st January to 30 June 2021
| Commercial Activities |
Information technology services |
Postal services | Production of electric power from renewable sources |
Unallocated | Continued operations |
Discontinued operations |
Total | |
|---|---|---|---|---|---|---|---|---|
| Total gross segment sales | 312.152 | 77.926 | 67.575 | 4.865 | 280 | 462.798 | 20.902 | 483.700 |
| Inter-segment sales | (33.885) | (1.304) | (836) | (156) | (69) | (36.249) | - | (36.249) |
| Net sales | 278.267 | 76.622 | 66.739 | 4.709 | 212 | 426.549 | 20.902 | 447.451 |
| Operating profit/ (loss) | 9.515 | 5.322 | 9.474 | 2.729 | 1.985 | 29.025 | 4.600 | 33.626 |
| Finance (costs)/ revenues | (1.290) | (271) | (405) | (599) | (451) | (3.017) | (225) | (3.241) |
| Share of profit/ (loss) of Associates | - | - | - | - | - | - | - | - |
| Profit/ (Loss) before income tax | 8.224 | 5.051 | 9.069 | 2.130 | 1.534 | 26.009 | 4.376 | 30.385 |
| Income tax expense | (5.991) |
Profit/ (Loss) after tax for the period 24.394
| Commercial Activities |
Information technology services |
Postal services | Production of electric power from renewable sources |
Unallocated | Continued operations |
Discontinued operations |
Total | |
|---|---|---|---|---|---|---|---|---|
| Total gross segment sales | 182.508 | 63.691 | 58.253 | 4.753 | 263 | 309.468 | 16.376 | 325.843 |
| Inter-segment sales | (19.956) | (946) | (810) | (166) | (37) | (21.915) | - | (21.915) |
| Net sales | 162.553 | 62.745 | 57.443 | 4.587 | 226 | 287.553 | 16.376 | 303.927 |
| Operating profit/ (loss) | 4.117 | 2.272 | 6.833 | 2.735 | 693 | 16.650 | 1.496 | 18.147 |
| Finance (costs)/ revenues | (904) | (125) | (383) | (727) | (13) | (2.152) | (340) | (2.492) |
| Profit/ (Loss) before income tax | 3.214 | 2.147 | 6.451 | 2.008 | 680 | 14.499 | 1.156 | 15.655 |
| Income tax expense | (4.141) |
Profit/ (Loss) after tax for the period 11.515
| 31 December 2021 | Commercial Activities |
IT Services | Courier services |
Production of electric power from renewable sources |
Unallocated | Continued operations |
Discontinued operations |
Total |
|---|---|---|---|---|---|---|---|---|
| Assets | 202.118 | 127.912 | 73.970 | 84.241 | (8.558) | 479.682 | 38.824 | 518.507 |
| Liabilities | 157.795 | 100.132 | 34.959 | 44.785 | (290) | 337.382 | 25.165 | 362.546 |
| Equity | 44.323 | 27.780 | 39.010 | 39.456 | (8.268) | 142.301 | 13.659 | 155.960 |
| Capital expenditure | 341 | 158 | 5.902 | 4 | 3 | 6.408 | 1.797 | 8.205 |
(Amounts presented in thousand Euro except otherwise stated)
| 31 December 2020 | Commercial Activities |
IT Services | Courier services |
Production of electric power from renewable sources |
Unallocated | Continued operations |
Discontinued operations |
Total |
|---|---|---|---|---|---|---|---|---|
| Assets | 185.332 | 114.602 | 80.640 | 83.482 | 3.546 | 467.602 | 36.108 | 503.710 |
| Liabilities | 142.858 | 87.303 | 42.945 | 46.089 | 16.109 | 335.304 | 25.759 | 361.062 |
| Equity | 42.474 | 27.299 | 37.695 | 37.394 | (12.563) | 132.299 | 10.349 | 142.648 |
| Capital expenditure | 730 | 1.004 | 16.363 | 3.374 | 15 | 21.486 | 3.619 | 25.105 |
On May 27, 2021, an agreement was signed between the Company and the French company Worldline for the sale of its stake in Cardlink A.E. and Cardlink One SA The completion of the purchase and sale of shares is subject to conditions and terms including the approval of the Bank of Greece and the Central Bank of Belgium.
In accordance with IFRS 5 - Non-current assets held for sale and discontinued operations, the activities of subsidiaries Cardlink SA. and Cardlink one SA are characterized as discontinued activities and therefore their results in the closing period but also in the comparative period are presented separately.
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 | 3.243 | 1.638 | - | 2.676 | 7.557 |
| Disposals / Write-offs | (0) | (218) | - | (33) | (251) |
| Impairments (reversal) | - | - | 30 | 30 | |
| Impairments | - | 51 | - | - | 51 |
| Reclassifications | - | - | - | (1) | (1) |
| Transfer to non-current assets classified as held for sale | (739) | (21.221) | - | (178) | (22.138) |
| 30 June 2021 | 49.919 | 42.408 | 2.173 | 36.095 | 130.596 |
| Accumulated depreciation | |||||
| 1 January 2021 | (12.091) | (27.942) | - | (22.113) | (62.146) |
| Depreciation charge | (189) | (2.276) | - | (916) | (3.381) |
| Disposals / Write-offs | 165 | - | 29 | 195 | |
| Acquisition of subsidiaries | (0) | - | - | (26) | (26) |
| Transfer to non-current assets classified as held for sale (note 28) | 705 | 14.785 | - | 103 | 15.593 |
| 30 June 2021 | (11.575) | (15.267) | - | (22.922) | (49.767) |
| Net book value at 30 June 2021 | 38.344 | 27.142 | 2.173 | 13.173 | 80.830 |
(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 |
| Additions | - | 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 | - | - | 3 | 3 |
| 30 June 2021 | 12.980 | 321 | 1.662 | 14.960 |
| Accumulated depreciation | ||||
| 1 January 2021 | (5.611) | (320) | (1.505) | (7.436) |
| Depreciation charge | (8) | - | (7) | (15) |
| 30 June 2021 | (5.620) | (320) | (1.512) | (7.452) |
| Net book value at 30 June 2021 | 7.360 | 1 | 148 | 7.509 |
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 | ||||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | |||
| At the beginning of the year | 31.551 | 31.398 | ||
| Additions | 222 | 154 | ||
| Transfer to non-current assets classified as held for sale (note 28)(16.820) | - | |||
| At the end | 14.953 | 31.551 |
The amount of euro 14,953 thousand of goodwill, concerns:
Amount of EUR 4,932 thousand the permanently formed goodwill of the company "Rainbow A.E." absorbed in 2010 by the 100% subsidiary iSquare,
Amount of EUR 3,785 thousand the goodwill formed from the acquisition of the ACS subsidiary,
Amount of 6,015 thousand euros, the final goodwill acquisition of subsidiaries operating in the energy production sector from renewable sources.
The amount of euros 222 thousand refers to temporarily formed goodwill arising from the acquisition of the company "Team Candi SA". from the subsidiary "Info Quest Technologies SA".
(Amounts presented in thousand Euro except otherwise stated)
The amount of EUR 16,820 thousand of the definitively determined goodwill of the acquired company Cardilink was allocated to the assets and liabilities held for sale (Note 30).
The amount of euros 154 thousand in the previous year refers to the final goodwill that resulted from the completion of the acquisition of the subsidiary "Paleomylos SA".
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) | (35.725) |
| 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 | 18.607 | 4.011 | 22.618 |
| 1 January 2021 | 37.240 | 23.730 | 60.971 |
| Additions | - | 648 | 648 |
| Transfer to assets classified as held for sale (note 30) | - | (7.072) | (7.072) |
| 30 June 2021 | 37.240 | 17.307 | 54.548 |
| Accumulated depreciation | |||
| 1 January 2021 | (18.634) | (19.719) | (38.354) |
| Depreciation charge | (433) | (851) | (1.285) |
| Transfer to assets classified as held for sale (note 30) | - | 4.920 | 4.920 |
| 30 June 2021 | (19.067) | (15.650) | (34.718) |
| Net book value at 30 June 2021 | 18.173 | 1.657 | 19.831 |
(Amounts presented in thousand Euro except otherwise stated)
| Software & Others |
Total | |
|---|---|---|
| COMPANY - Cost | ||
| 1st January 2020 | 47 | 47 |
| Additions | - | - |
| 31 December 2020 | 47 | 47 |
| 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 | 47 | 47 |
| 30 June 2021 | 47 | 47 |
| Accumulated depreciation | ||
| 1 January 2020 | (45) | (45) |
| Depreciation charge | (1) | (1) |
| 30 June 2021 | (46) | (46) |
| Net book value at 30 June 2021 | 1 | 1 |
The amount of 18,173 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 | |||
|---|---|---|---|
| 30/6/2021 | 31/12/2020 | ||
| Balance at the beginning of the year | 2.735 | 2.816 | |
| Fair value adjustments | - | (82) | |
| Balance at the end of the period | 2.735 | 2.735 |
The amount of € 2.735 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 | ||
|---|---|---|
| 30/6/2021 | 31/12/2020 | |
| Balance at the beginning of the year | 65.053 | 67.940 |
| Additions | 50 | 200 |
| Transfer tο Held for sale (Note 30) | (6.106) | - |
| Capital decrease of subsidiaries | (2.500) | (3.087) |
| Balance at the end | 56.497 | 65.053 |
The amount of € (2.500) thousand related to the share capital decrease with cash return of Subsidiary «Unisystems S.A.».
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).
Summarized financial information relating to subsidiaries:
| Name | Country of incorporation |
Cost | Impairment | Carrying amount |
% interest held |
|---|---|---|---|---|---|
| UNISYSTEMS SMSA | Greece | 60.431 | (38.980) | 21.451 | 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 | - | - | - | 85,00% |
| CARDLINK ONE S.A. | Greece | - | - | - | 85,00% |
| CLIMA SMSA | Greece | 200 | - | 200 | 100,00% |
| FOQUS SMSA | Greece | 50 | - | 50 | 100,00% |
| Quest international SRL | Belgium | 100 | - | 100 | 100,00% |
| 131.063 | (74.567) | 56.497 |
| 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 QUEST MAE | Greece | 200 | - | 200 | 100,00% |
| Quest international SRL | Belgium | 100 | - | 100 | 100,00% |
| 139.619 | (74.567) | 65.053 |
(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 | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Balance at the beginning of the year | 94 | 173 | - | - |
| Percentage of associates' profits / (losses) | - | (79) | - | - |
| Additions | 112 | |||
| Balance at the end | 206 | 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"). The additions for the 6 months of 2021 included 25% participation in the company Probotek.
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Balance at the beginning of the year | 4.656 | 7.373 | 3.468 | 3.470 |
| Additions | 9 | 43 | 5 - | |
| Disposals / Write-offs | (3.867) | (2.431) | (3.867) | - |
| Revaluation at fair value | 510 | (152) | 510 | - |
| Other | - | (176) | - | (2) |
| Balance at the end | 1.308 | 4.656 | 115 | 3.468 |
| Non-current assets | 552 | 3.900 | 100 | 3.452 |
| Current assets | 755 | 755 | 16 | 16 |
| 1.308 | 4.656 | 115 | 3.468 |
The Financial Assets at fair value through P&L comprise listed shares and bonds regards to relevant investment by ACS in EU Company Bonds and Mutual Funds.
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 | 1.535 |
| 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) | 47.535 |
| 1 January 2021 | 35.740.896 | 47.535 | - | 47.535 |
| 30 June 2021 | 35.740.896 | 47.535 | - | 47.535 |
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 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.
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Non-current borrowings | ||||
| Bank borrowings | 1.528 | 548 | - | - |
| Bonds | 50.821 | 62.045 | 5.985 | 11.977 |
| Total non-current borrowings | 52.349 | 62.593 | 5.985 | 11.977 |
| Current borrowings | ||||
| Bank borrowings | 16.188 | 11.896 | - | - |
| Bonds | 20.376 | 12.133 | 6.000 | - |
| Other borrowings (Factoring) | 8.664 | 5 | - | - |
| Total current borrowings | 45.228 | 24.034 | 6.000 | - |
| Total borrowings | 97.577 | 86.627 | 11.985 | 11.977 |
The Group has approved credit lines with financial institutions amounting to euro 203 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 | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Balance at the beginning of the year | 86.627 | 50.425 | 11.977 | - |
| Repayment of borrowings | (2.571) | (5.891) | - | (23) |
| Proceeds of borrowings | 25.521 | 42.093 | 7 | 12.000 |
| Transfer to non-current assets classified as held for sale (note 28) |
(12.000) | - | - | - |
| Balance at the end | 97.577 | 86.627 | 11.985 | 11.977 |
Both the Company and the Group are not exposed to exchange risk since the total of borrowings for the first half of 2020 was in euro.
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Between 1 and 2 years | 13.152 | 11.750 | 5.985 | - |
| Between 2 and 3 years | 7.721 | 14.822 | - | 5.989 |
| Between 3 and 5 years | 19.929 | 25.789 | - | 5.989 |
| Over 5 years | 11.547 | 10.231 | - | - |
| 52.349 | 62.593 | 5.985 | 11.977 |
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.
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.
(Amounts presented in thousand Euro except otherwise stated)
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 September 28th, 2020, the subsidiary "Kinigos S.A." entered into a Bond Loan with National Bank of Greece, amounting to 18.070 thousand Euros. The repayment of the loan will be made in 22 six-month instalments commencing on 31/12/2020.
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 «Beta Sunenergia Karvali S.A.» on April 12, 2021 entered into a Bond Loan with Piraeus Bank amounting to Euro 1,280 thousand. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
The subsidiary «Nuovo Kavala Phottopower S.A.» on April 12, 2021 entered into a Bond Loan with Piraeus Bank in the amount of 1,311 thousand euros. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
The subsidiary «Petrox Solar Power S.A.» on April 12, 2021 entered into a Bond Loan with Piraeus Bank amounting to Euro 1,327 thousand. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
The subsidiary «Phottopower Evmirio Beta S.A.» on April 20, 2021 entered into a Bond Loan with Piraeus Bank in the amount of 1,338 thousand. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
The subsidiary «Energy Beta Xanthi S.A.» on April 14, 2021 entered into a Bond Loan with Piraeus Bank amounting to euro 1,363 thousand. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
(Amounts presented in thousand Euro except otherwise stated)
The subsidiary «Mylopotamos Fos 2 S.A.» on April 14, 2021 entered into a Bond Loan with Piraeus Bank amounting to Euro 1,287 thousand. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
The subsidiary «Fos Energia Kavala S.A.» on April 14, 2021 entered into a Bond Loan with Piraeus Bank amounting to 1,319 thousand euros. The duration of the loan is seven years and the last installment of the loan will be paid on 31/12/2028.
The subsidiary «Xylades Energeiaki S.A.» on June 18, 2021 concluded a Bond Loan with Eurobank Bank amounting to Euro 1,310 thousand. The duration of the loan is five years and the last installment of the loan will be paid on 31/03/2026.
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:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Letters of guarantee to customers securing contract performance | 27.950 | 12.623 | - | - |
| Letters of guarantee to participations in contests | 2.082 | 2.259 | - | - |
| Letters of guarantee for credit advance | 4.003 | 3.982 | - | - |
| Guarantees to banks on behalf of subsidiaries | 35.840 | 33.440 | 35.840 | 33.440 |
| Letters of guarantee to creditors on behalf of subsidiaries | 26.894 | 33.904 | 26.894 | 33.904 |
| Other | 22.339 | 9.153 | - | - |
| 119.108 | 95.361 | 62.734 | 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 semester of 2021, the following encumbrances on the movable property of companies of the Group exist:
The company "QUEST ENERGY S.A." has concluded on November 17, 2020 9-year Bond Loan Agreement with ALPHA BANK amounting to € 3,000 thousand. The current outstanding amount amounts to € 2,833 thousand, to cover which a Pledge Agreement has been concluded on Bonds.
The company "Xylades Energeiaki S.A." has concluded on May 11, 2012 10-year Debt Loan Agreement with TT (Eurobank), amounting to € 2,548 thousand. The current outstanding amount is € 318 thousand, to cover which has been concluded from July 23, 2012 Pledge Agreement on Law 2844/2000, based on which the fixed equipment of the said company has been pledged. on June 18, 2021 5-year Bond Loan Agreement, with Eurobank Bank amounting to € 1,310 thousand. The current outstanding amount amounts to € 1,310 thousand.to cover which has been concluded the from 18 June 2021 Pledge Agreement (Law 2844/2000).
(Amounts presented in thousand Euro except otherwise stated)
The company "Wind Sieben S.A." has concluded:
a The Pledge Agreement from April 24, 2019 (Law 2844/2000), based on which the fixed equipment of the said company has been pledged and
b The Pledge Agreement from April 24, 2019 on Bonds.
The company "Fos Energy Kavala M.A.E." has concluded:
to cover which the following insurance contracts have been concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Mylopotamos Fos 2 S.A." has concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Light Energy Beta Xanthi S.A." has concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Phottopower Evmirio Beta S.A." has concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Petrox Solar Power S.A." has concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Nuovo Kavala Phottopower M.A.E." has concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Beta Sunenergia Karvali M.A.E." has concluded:
a The Pledge Agreement dated 12 April 2021 (Law 2844/2000), under which the fixed equipment of the company in question has been pledged and
b The from April 12, 2021 Pledge Supply Agreement on Bonds.
The company "Kynigos S.A." has concluded:
(Amounts presented in thousand Euro except otherwise stated)
to cover which the following insurance contracts have been concluded:
a The Pledge Agreement from September 28, 2020 (Law 2844/2000), on the basis of which the fixed equipment of the company in question has been pledged and
b The Pledge Agreement from 28 September 2020 on Bonds.
Part of the borrowings of the Group's subsidiaries are secured with guarantees provided by the Company.
At the financial information date, June 30 st , 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 June 30, 2021 and June 30, 2020 respectively was:
| GROUP | |||||||
|---|---|---|---|---|---|---|---|
| 01/01/2021-30/6/2021 | 01/01/2020-30/6/2020 | ||||||
| Continued operations |
Discontinued operations |
Total | Continued operations |
Discontinued operations |
Total | ||
| (6.409) | (1.194) | (7.603) | (5.253) | (278) | (5.531) | ||
| 1.482 | 130 | 1.612 | 1.305 | 84 | 1.389 | ||
| (4.927) | (1.064) | (5.991) | (3.948) | (194) | (4.142) |
| COMPANY | |||||
|---|---|---|---|---|---|
| 01/01/2021- | 01/01/2020- | ||||
| 30/6/2021 | 30/6/2020 | ||||
| Current tax | - (52) |
||||
| Deferred tax | 48 | (23) | |||
| Total | 48 | (75) |
The actual tax rate of the Group and the Company for the six-month period ended June 30, 2021 was 20% and -0.4% respectively (six-month period ended June 30, 2020: 26% and 1.2% respectively). The change is mainly due to the reduction of the income tax rate from 24% that was valid for the fiscal year 2020 to 22% that is valid for the fiscal year 2021.
Regarding the Company's subsidiaries located abroad, the local tax rates are applied for the calculation of the current tax burden. The tax on the Company's pre-tax profits differs from the theoretical amount that would result if we used the weighted average tax rate of the country of origin of each company.
Based on no. 120 of Law 4799/2021 reduces, by 2% (from 24% to 22%), the income tax rate of the specifically designated legal entities and legal entities, for the income of the tax year 2021 onwards.
The Ordinary General Meeting of 18/06/2021 decided the distribution of a part of retained earnings of previous years, amounting to euro 10,706 thousand. (€ 0.30 per share, gross amount, € 0.285 (Net amount after 5% withholding) and excluding the 54,664 treasury shares held by the Company, from the profits of previous years.
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
(Amounts presented in thousand Euro except otherwise stated)
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.
The following transactions were carried out with related parties:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| 01/01/2021- 30/6/2021 |
01/01/2020- 30/6/2020 |
01/01/2021- 30/6/2021 |
01/01/2020- 30/6/2020 |
||
| i) Sales of goods and services | |||||
| Sales of goods to: | 2.356 | 1.536 | - | - | |
| - Other related parties | 2.356 | 1.536 | - | - | |
| Sales of services to: | 422 | 623 | 774 | 765 | |
| -Unisystems Group | - | - | 323 | 304 | |
| -Info Quest Technologies | - | - | 100 | 106 | |
| -ACS | - | - | 149 | 147 | |
| -iStorm | - | - | 8 | 9 | |
| -iSquare | - | - | 91 | 91 | |
| - Other direct subsidiaries | - | - | 99 | 103 | |
| - Other related parties | 422 | 622 | 4 | 4 | |
| Dividends | - | 476 | 11.429 | 6.266 | |
| -Info Quest Technologies | - | - | 2.000 | - | |
| -ACS | - | - | 7.029 | 4.290 | |
| -iSquare | - | - | 2.400 | 1.500 | |
| - Other related parties | - | 476 | - | 476 | |
| 2.778 | 2.635 | 12.203 | 7.031 | ||
| Purchases of services from: | 1.097 | 829 | 57 | 89 | |
| -Unisystems | - | - | 3 | 31 | |
| -Info Quest Technologies | - | - | 20 | 18 | |
| - Other related parties | 1.097 | 829 | 34 | 40 | |
| 1.097 | 829 | 57 | 89 | ||
| iii) Benefits to management | |||||
| Salaries and other short-term employment benefits | 2.961 | 2.553 | 220 | 95 | |
| 2.961 | 2.553 | 220 | 95 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
| Receivables from related parties: | ||||
| -Unisystems | - | - | 110 | 113 |
| -Info Quest Technologies | - | - | 43 | 14 |
| -ACS | - | - | 22 | 22 |
| -iSquare | - | - | 19 | 19 |
| - Other direct subsidiaries | - | - | 1.472 | 720 |
| - Other related parties | 3.222 | 3.061 | 16 | 16 |
| 3.222 | 3.061 | 1.681 | 905 | |
| Obligations to related parties: | ||||
| -Info Quest Technologies | - | - | 3 | 3 |
| -ACS | - | - | 13 | 13 |
| - Other related parties | 60 | 1.364 | 3 | 2 |
| 60 | 1.364 | 19 | 19 |
Following the adoption of IFRS 16, Company's lease liabilities to related parties are analyzed as follows:
| GROUP | COMPAΝY | |||
|---|---|---|---|---|
| BriQ Properties REIC | 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 |
| Lease liabilities, opening balance | 9.803 | 11.085 | 477 | 548 |
| Lease payments | (4.543) | (3.637) | (232) | (185) |
| Contract Modifications | 3.493 | 1.485 | 179 | 71 |
| Interest expense | 1.050 | 870 | 53 | 44 |
| Lease liabilities, ending balance | 9.803 | 9.803 | 477 | 477 |
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.
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.
| GROUP | ||||||
|---|---|---|---|---|---|---|
| 01/01/2021-30/6/2021 | 01/01/2020-30/6/2020 | |||||
| Continued operations |
Discontinued operations |
Total | Continued operations |
Discontinued operations |
Total | |
| Earnings/ (Losses) from continuing operations attributable to equity holders of the Company |
21.082 | 2.814 | 23.896 | 10.552 | 817 | 11.369 |
| Weighted average number of ordinary shares in issue (in thousand) | 35.686 | 35.686 | 35.686 | 35.719 | 35.719 | 35.719 |
| Basic earnings/ (losses) per share (Euro per share) | 0,5908 | 0,0788 | 0,6696 | 0,2954 | 0,0229 | 0,3183 |
(Amounts presented in thousand Euro except otherwise stated)
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. | www.xyladesenergiaki.gr/ | Greece | 99,00% | 99,00% | Full | 2015-2020 |
| - Palaiomilos S.A. | - | Greece | 100,00% | 99,00% | Full | - |
| - 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 * Info Quest Technologies S.A. |
www.iqbility.com www.infoquest.gr |
Greece Greece |
100,00% 100,00% |
100,00% 100,00% |
Full 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% | - | - |
| - COSMOS BUSINESS SYSTEMS AE | www.sbs.gr | Greece | 16,88% | 16,88% | - | - |
* Direct investment ** Parent Company
Number of employees at end of period: Group 2.259, Company 5 at 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 1 st semester approach proportionality the total year sales.
(Amounts presented in thousand Euro except otherwise stated)
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 |
Vehicles Machinery |
Total | |||
| 18.672 | 2.350 | 5.010 | 26.033 | ||
| 1.661 | 603 | 4 | 2.268 | ||
| (3.525) | (914) | (3.955) | (8.394) | ||
| (1) | - | - | (1) | ||
| (9) | - | - | (9) | ||
| 381 | (18) | - | 363 | ||
| 17.179 | 2.021 | 1.058 | 20.257 | ||
| Land and buildings |
Vehicles | Machinery | Total | |
|---|---|---|---|---|
| 1st January 2021 | 17.179 | 2.021 | 1.058 | 20.259 |
| Additions | 1.036 | 228 | - | 1.265 |
| Depreciation charge | (1.799) | (463) | (816) | (3.078) |
| Reclassifications | 72 | - | (1) | 71 |
| Transfer to non-current assets classified as held for sale (note 30) | 38 | 39 | - | 77 |
| Changes in contract estimates | (78) | (89) | (241) | (408) |
| 30 June 2021 | 16.451 | 1.736 | 0 | 18.185 |
| COMPANY | |||||
|---|---|---|---|---|---|
| Land and buildings |
Vehicles | Machinery | Total | ||
| 1st January 2020 | 540 | 32 | - | 572 | |
| Early termination of contracts | - | - | - | - | |
| Αγορές θυγατρικών | 1 | - | - | 1 | |
| Additions | (80) | (11) | - | (90) | |
| 31 December 2020 | 461 | 22 | - | 483 | |
| Land and |
| 1st January 2021 |
|---|
| Depreciation charge |
| 30 June 2021 |
| Land and buildings |
Vehicles | Machinery | Total | |
|---|---|---|---|---|
| 1st January 2021 | 461 | 22 | - | 483 |
| Depreciation charge | (40) | (5) | - | (45) |
| 30 June 2021 | 421 | 17 | - | 437 |
(Amounts presented in thousand Euro except otherwise stated)
| GROUP | COMPANY | |||
|---|---|---|---|---|
| 30/06/2021 | 31/12/2020 | 30/06/2021 | 31/12/2020 | |
| Lease liabilities | 12.507 | 14.354 | 17 | 23 |
| Amounts due to related parties (note 38) | 9.342 | 9.803 | 440 | 477 |
| Total | 21.850 | 24.157 | 457 | 500 |
| Non-current | 17.487 | 18.509 | 369 | 414 |
| Current | 4.362 | 5.648 | 88 | 86 |
| 21.850 | 24.157 | 457 | 499 |
Aging
| 30/6/2021 | 31/12/2020 | 30/6/2021 | 31/12/2020 | |
|---|---|---|---|---|
| Not later than 1 year | 4.362 | 5.648 | 88 | 86 |
| Later than 1 year but not later than 5 years | 14.506 | 14.732 | 346 | 345 |
| Later than 5 years | 2.982 | 3.778 | 23 | 69 |
| 21.850 | 24.156 | 457 | 499 |
-
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.
| GROUP | ||||||
|---|---|---|---|---|---|---|
| 01/01/2021-30/6/2021 | 01/01/2020-30/6/2020 | |||||
| Continued operations |
Discontinued operations |
Total | Continued operations |
Discontinued operations |
Total | |
| Employee benefit expense | (44.935) | (2.816) | (47.751) | (37.652) | (3.087) | (40.739) |
| Costs of inventories recognised as expense | (255.365) | (2.091) | (257.456) | (148.246) | (392) | (148.638) |
| Depreciation of property, plant and equipment | (1.694) | (1.686) | (3.380) | (594) | (1.559) | (2.152) |
| Depreciation of Right-of-use assets | (2.186) | (892) | (3.078) | (2.114) | (2.195) | (4.309) |
| Amortisation of intangible assets | (813) | (471) | (1.285) | (675) | (441) | (1.116) |
| Impairment of property, plant and equipment | - | 51 | 51 | - | 673 | 673 |
| Repair and maintenance expenditure on property, plant and equipment | (488) | (1.791) | (2.279) | (367) | (1.446) | (1.812) |
| Impairment charge for bad and doubtful debts | (267) | 58 | (209) | - | (297) | (297) |
| Advertising | (3.683) | (106) | (3.789) | (1.933) | (129) | (2.062) |
| Other third parties fees | (80.077) | - | (80.077) | (69.860) | - | (69.860) |
| Other | (11.389) | (6.736) | (18.125) | (10.492) | (6.156) | (16.648) |
| Total | (400.898) | (16.481) | (417.379) | (271.933) | (15.028) | (286.961) |
(Amounts presented in thousand Euro except otherwise stated)
| 01/01/2021-30/6/2021 | 01/01/2020-30/6/2020 | |||||
|---|---|---|---|---|---|---|
| Continued operations |
Discontinued operations |
Total | Continued operations |
Discontinued operations |
Total | |
| Allocation of total expenses by function: | ||||||
| Cost of sales | (361.210) | (12.984) | (374.195) | (242.365) | (11.424) | (253.789) |
| Selling and marketing costs | (22.848) | (1.174) | (24.022) | (15.949) | (1.419) | (17.368) |
| Administrative expenses | (16.839) | (2.323) | (19.163) | (13.618) | (2.185) | (15.803) |
| (400.898) | (16.482) | (417.379) | (271.933) | (15.028) | (286.961) |
| COMPANY | |||
|---|---|---|---|
| 01/01/2021- 30/6/2021 |
01/01/2020- 30/6/2020 |
||
| Employee benefit expense Depreciation of property, plant and equipment Depreciation of Right-of-use assets Amortisation of intangible assets Repair and maintenance expenditure on property, plant and equipment Advertising Other third parties fees Other Total |
(438) (16) (45) (1) (12) (4) (134) (287) (940) |
(279) (17) (45) (2) (45) (4) (105) (245) (743) |
|
| 01/01/2021- 30/6/2021 |
01/01/2020- 30/6/2020 |
||
| Allocation of total expenses by function: Cost of sales Selling and marketing costs Administrative expenses |
- - (939) (939) |
- - (742) (742) |
On 27th of May 2021, it has reached an agreement with the French company Worldline, for the sale of its stake in Cardlink S.A. and Cardlink One S.A.
The completion of the transaction is subject to conditions including the approval of the Central Bank of Greece and the Central Bank of Belgium. Cardlink and Cardlink One are active in the electronic payments sector, which is evolving to a full‐blown high‐tech market, attracting the interest of large multinational companies. In that context Quest Group, decided to divest from Cardlink and Cardlink One, owning 65% of the share capital in each company at the time of the transaction. The consideration Quest Holdings is expected to receive amounts to circa €93m in cash.
In accordance with IFRS 5 - Non-current assets held for sale and discontinued operations, the activities of subsidiaries Cardlink SA. and Cardlink one SA are characterized as discontinued operations and therefore their results in the closing period and in the comparative period are presented separately. In addition, assets and liabilities are shown in the statement of financial position on the assets and liabilities as "Assets and liabilities held for sale".
| COMPANY | ||
|---|---|---|
| 30/6/2021 | 31/12/2020 | |
| Balance at the beginning of the year | - | - |
| Transfer from for subsidiaries (Note 11) | 6.106 | - |
| Balance at the end | 6.106 | - |
(Amounts presented in thousand Euro except otherwise stated)
The following are the assets and liabilities of the above subsidiaries:
Balance sheet
| 30/06/2021 | 31/12/2020 | |
|---|---|---|
| ASSETS | ||
| Non-current assets | ||
| Property, plant and equipment | 6.546 | 6.615 |
| Right-of-use assets | 408 | 1.296 |
| Goodwill | 16.820 | 16.820 |
| Other intangible assets | 2.151 | 2.444 |
| Deferred income tax asset | 424 | 553 |
| Trade and other receivables | 35 | 34 |
| 26.384 | 27.762 | |
| Current assets | ||
| Inventories | 2.394 | 2.204 |
| Trade and other receivables | 5.181 | 2.752 |
| Current income tax asset | 12 | 12 |
| Cash, cash equivalents and restricted cash | 4.603 | 3.086 |
| 12.191 | 8.054 | |
| Total assets | 38.575 | 35.817 |
| EQUITY | ||
| Share capital | 6.840 | 6.840 |
| Other reserves | 11 | 12 |
| Retained earnings | 6.614 | 3.214 |
| Total equity | 13.465 | 10.066 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Borrowings | 8.333 | 10.000 |
| Retirement benefit obligations | ||
| Μισθωτική υποχρέωση | 269 48 |
241 112 |
| Trade and other payables | 28 | 1.175 |
| 8.679 | 11.528 | |
| Current liabilities | ||
| Trade and other payables | 12.251 | 12.835 |
| Borrowings | 3.667 | - |
| Lease liabilities | 439 | 1.387 |
| Provisions for other current payables | 74 | - |
| 16.431 | 14.222 | |
| Total liabilities | 25.110 | 25.750 |
| Total equity and liabilities | 38.575 | 35.817 |
(Amounts presented in thousand Euro except otherwise stated)
| 1/1-30/6/2021 | 1/1-30/6/2020 | |
|---|---|---|
| Sales | 20.902 | 16.376 |
| Cost of sales | (12.984 ) | (11.424 ) |
| Gross profit | 7.918 | 4.951 |
| Selling expenses | (1.174 ) | (1.419 ) |
| Administrative expenses | (2.231 ) | (2.184 ) |
| Other operating income / (expenses) net | 237 | 206 |
| Other profit / (loss) net | (59 ) | (58 ) |
| Operating profit | 4.691 | 1.497 |
| Finance income | - | - |
| Finance costs | (224 ) | (341 ) |
| Finance costs - net | (224 ) | (341 ) |
| Profit/ (Loss) before income tax | 4.466 | 1.156 |
| Income tax expense | (1.066 ) | (194 ) |
| Profit/ (Loss) after tax | 3.401 | 962 |
| 1/1-30/6/2021 | 1/1-30/6/2020 | |
|---|---|---|
| Net cash generated from operating activities | 2.109 | -4.301 |
| Net cash used in investing activities | -1.579 | -563 |
| Net cash used in financing activities | 988 | 5.010 |
| Net increase/ (decrease) in cash and cash equivalents | 1.517 | 146 |
| Cash and cash equivalents at beginning of year | 3.086 | 2.030 |
| Cash, cash equivalents and restricted cash at end of the period | 4.603 | 2.176 |
(Amounts presented in thousand Euro except otherwise stated)
| Balance sheet | ||
|---|---|---|
| 30/06/2021 | 31/12/2020 | |
| ASSETS | ||
| Non-current assets | ||
| Deferred income tax asset | 2 | 0 |
| 2 | 0 | |
| Current assets | ||
| Trade and other receivables | 5 | 1 |
| Cash, cash equivalents and restricted cash | 242 | 290 |
| 247 | 291 | |
| Total assets | 249 | 291 |
| EQUITY | ||
| Share capital | 330 | 330 |
| Retained earnings | (136) | (47) |
| Total equity | 194 | 283 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Retirement benefit obligations | 2 | 0 |
| 2 | 0 | |
| Current liabilities | ||
| Trade and other payables | 53 | 9 |
| 53 | 9 | |
| Total liabilities | 55 | 9 |
| Total equity and liabilities | 249 | 291 |
| 1/1-30/6/2021 | 1/1-30/6/2020 | |
|---|---|---|
| Sales | - | - |
| Cost of sales | - | - |
| Gross profit | - | - |
| Selling expenses | - | - |
| Administrative expenses | (93 ) | (1 ) |
| Other operating income / (expenses) net | 2 | - |
| Other profit / (loss) net | (0 ) | - |
| Operating profit | (90 ) | - |
| Finance income | - | - |
| Finance costs | - | - |
| Finance costs - net | - | - |
| Profit/ (Loss) before income tax | - (91 ) |
- - |
| Income tax expense | 2 | - |
| Profit/ (Loss) after tax | (89 ) | - |
(Amounts presented in thousand Euro except otherwise stated)
| 1/1-30/6/2021 | 1/1-30/6/2020 | |
|---|---|---|
| Net cash generated from operating activities | -49 | 0 |
| Net cash used in investing activities | 0 | 0 |
| Net cash used in financing activities | 0 | 0 |
| Net increase/ (decrease) in cash and cash equivalents | -49 | 0 |
| Cash and cash equivalents at beginning of year | 290 | 293 |
| Cash, cash equivalents and restricted cash at end of the period | 242 | 293 |
The Company, in July 2021, signed an agreement for its participation, through the 100% subsidiary Uni Systems MAE in the share capital of Intelli Solutions.In the context of the agreement Uni Systems acquires 60% of Intelli Solutions to further support the current management's business plan. The transaction amount is €3.800.000 for the 60% of the company, consisting of both share buyout and capital raise. The total investment may reach €5.200.000 during the next two years, due to provisions for extra reimbursement of the old shareholders.
Intelli Solutions is an innovative software services company, with a more than 15 years successful history in the market, many successes and a footprint on both Greece and SE Europe. It is specialized in digital transformation services, emphasizing on Customer Engagement, Customer Onboarding and Retention and Revenue Assurance. The company has a broad clientele in Telecom, Banking and Insurance sectors, Utilities and Online Betting.
No other significant events have arisen after the financial information date.
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