Interim / Quarterly Report • Sep 28, 2015
Interim / Quarterly Report
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Interim Financial Statements For the period (January 1 to March 31 2007)
It is confirmed that the attached Interim Financial Statements have been approved by the Board of Directors of "TECHNICAL OLYMPIC S.A." on 28/08/2007 and that have been made public by submitting them to the Capital Market Committee and posting them on the internet, at www.techol.gr. It is noted that the brief financial data published in the press aim at providing the reader with general financial data but they do not give the full picture of the financial status and the results of the Company and the Group, according to the International Accounting Standards. Furthermore, it should be noted that the brief financial data, published in the press, contain a number of abbreviations and reclassification of funds for simplification purposes.
For TECHNICAL OLYMPIC S.A.
The President of the Board of Directors
Konstantinos Stengos
| BALANCE SHEET 3 | |
|---|---|
| STATEMENT OF RESULTS 4 | |
| CONSOLIDATED STATEMENT OF CHANGES OF EQUITY 5 | |
| STATEMENT OF CHANGES IN THE PARENT COMPANY'S EQUITY 7 | |
| CASH FLOW STATEMENT 9 | |
| INFORMATION ON THE SYNOPTIC INTERIM FINANCIAL STATEMENTS 11 Information on the Group 11 Approval of Financial Statements 11 Compliance with the IFRS 11 Presentation of Financial Statements 12 Accounting principles 12 Adaptation of new International Financial Reporting Standards and Interpretations 13 Group structure and company consolidation method 14 EXPLANATORY NOTES ON THE SYNOPTIC FINANCIAL STATEMENTS 15 Segment reporting 15 Receivables from Joint Ventures 16 Provisions 17 Profits per share 18 ADDITIONAL INFORMATION AND EXPLANATIONS 19 Transactions & balances with affiliated parties 19 Transactions with affiliated parties 19 Receivables / liabilities with affiliated parties 20 Remuneration of basic administrative member 20 Letters of Guarantee 21 Commitments from construction contracts 21 Real encumbrances 21 Litigation or under arbitration disputes 21 Un-audited fiscal year-ends 22 Events after the date of the Balance Sheet 23 |
| THE GROUP | THE COMPANY | ||||
|---|---|---|---|---|---|
| Amounts in € .000 | Note | 31/3/2007 | 31/12/2006 | 31/3/2007 | 31/12/2006 |
| ASSETS | |||||
| Non Current Assets | |||||
| Fixed Assets | 324.227 | 323.656 | 4.130 | 4.168 | |
| Intangible Assets | 14.626 | 14.684 | 87 | 100 | |
| Investments in Subsidiaries | 0 | 0 | 378.072 | 562.397 | |
| Investments in Associates | 5.756 | 6.606 | 5.159 | 5.159 | |
| Investments in Joint Ventures | 105.399 | 97.964 | 0 | 0 | |
| Financial items available for sale | 28.398 | 31.821 | 0 | 0 | |
| Investments in real estate | 12.453 | 13.273 | 2.374 | 2.374 | |
| Other long-term receivables | 1.485 | 3.836 | 15.453 | 15.252 | |
| Deferred tax receivables | 139.356 | 137.977 | 17.219 | 0 | |
| Total | 631.700 | 629.817 | 422.494 | 589.450 | |
| Current Assets | |||||
| Inventories | 1.605.728 | 1.685.353 | 0 | 0 | |
| Receivables from construction contracts | 32.655 | 27.935 | 0 | 0 | |
| Trade receivables and other commercial receivables | 31.547 | 26.075 | 479 | 486 | |
| Receivables from Joint Ventures | 2.2 | 34.525 | 22.932 | 0 | 0 |
| Other Receivables | 139.982 | 85.541 | 5.910 | 6.274 | |
| Financial assets at fair value through results | 1.208 | 1.079 | 571 | 481 | |
| Cash and cash equivalent | 39.589 | 65.515 | 717 | 1.161 | |
| Total | 1.885.234 | 1.914.430 | 7.677 | 8.402 | |
| TOTAL ASSETS | 2.516.934 | 2.544.247 | 430.171 | 597.852 | |
| EQUITY AND LIABILITIES | |||||
| Shareholders Equity | |||||
| Share Capital | 132.500 | 132.500 | 132.500 | 132.500 | |
| Share Premium | 252.127 | 252.127 | 252.127 | 252.127 | |
| Reserves from asset valuations in current values | 128.851 | 129.176 | 1.461 | 1.463 | |
| Reserves from financial asset valuations available for sale | 0 | 0 | 60.476 | 178.800 | |
| Capital Reserves | 8.978 | 8.928 | 7.877 | 7.877 | |
| Retained Earnings | 3.970 | 38.136 | (72.539) | (72.247) | |
| Foreign Exchange Differences | (26.563) | (23.614) | 0 | 0 | |
| Equity Attributable to Parent Company Shareholders | 499.863 | 537.253 | 381.902 | 500.520 | |
| Third Party Rights | 174.663 | 195.295 | 0 | 0 | |
| Total Equity | 674.526 | 732.548 | 381.902 | 500.520 | |
| Long-term Liabilities | |||||
| Deferred tax liabilities | 61.074 | 57.623 | 0 | 48.782 | |
| Liabilities for employee retirement benefits | 790 | 735 | 61 | 58 | |
| Future income from state grants | 27.994 | 12.232 | 0 | 0 | |
| Long-term loans | 833.127 | 842.149 | 28.000 | 28.000 | |
| Other Provisions | 2.3 | 313.876 | 262.994 | 0 | 0 |
| Other long-term Liabilities | 204.758 | 264.147 | 12 | 12 | |
| Total long-term Liabilities | 1.441.619 | 1.439.880 | 28.073 | 76.852 | |
| Short-term Liabilities | |||||
| Trade creditors and similar Liabilities | 113.603 | 113.660 | 593 | 698 | |
| Current tax Liabilities | 5.207 | 5.569 | 2.257 | 2.398 | |
| Short-term loans | 96.261 | 52.318 | 4.217 | 4.215 | |
| Liabilities to Joint Ventures Other short-term Liabilities |
695 185.023 |
695 199.577 |
0 13.129 |
0 13.169 |
|
| Total short-term Liabilities | 400.789 | 371.819 | 20.196 | 20.480 | |
| Total Liabilities | 1.842.408 | 1.811.699 | 48.269 | 97.332 | |
| TOTAL SHAREHOLDERS EQUITY & LIABILITIES | 2.516.934 | 2.544.247 | 430.171 | 597.852 |
| THE GROUP | THE COMPANY | |||
|---|---|---|---|---|
| 1/1/- | 1/1/- | 1/1/- | 1/1/- | |
| Amounts in € .000 Note |
31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Turnover (Sales) | 482.867 | 535.017 | 300 | 600 |
| Cost of Sales | (421.275) | (407.828) | (59) | (157) |
| Gross Profit / (Loss) | 61.592 | 127.189 | 241 | 443 |
| Administrative Expenses | (38.460) | (53.467) | (277) | (251) |
| Selling Expenses | (37.414) | (33.730) | (8) | (4) |
| Other Operating Expenses | (57.101) | (1.548) | (5) | (117) |
| Other Operating Income | 1.068 | 25.406 | 88 | 14 |
| Operating Profits / (Losses) | (70.315) | 63.850 | 39 | 85 |
| Financial Expenses | (1.143) | (695) | (556) | (3.732) |
| Financial Income | 308 | 571 | 206 | 717 |
| Other Financial Results | (227) | 0 | (74) | 0 |
| Income from Dividends | 3 | 0 | 0 | 991 |
| Cash hand value impairment for sale of financial assets | 0 | 0 | 0 | 0 |
| Profits / (losses) from investments | 129 | 0 | 90 | 0 |
| Profits / (losses) from joint ventures | (2.738) | (170) | 0 | 0 |
| Ratio of result from affiliated undertakings | 0 | 0 | 0 | 0 |
| Profit / (Loss) before Income Tax | (73.983) | 63.556 | 295 | (1.939) |
| Income Tax | 20.368 | (27.257) | 1 | 0 |
| Profit / (Loss) after Tax | (53.615) | 36.299 | 294 | (1.939) |
| Minority Rights | (19.252) | 12.458 | ||
| Consolidated Net Profit / (Loss) after Income Tax | (34.363) | 23.841 | ||
| 2.4 Basic Profit / (Loos) per share (€ / share) |
(0,26) | 0,18 | 0,00 | (0,01) |
| Amounts in € .000 |
Share Capital |
Share Premium |
Reserves from asset valuations in current values |
Capital Reserves |
Retained Earnings |
Foreign Exchange Differences |
Equity Attributable to Parent Company Shareholders |
Third Party Rights |
Total Equity |
|---|---|---|---|---|---|---|---|---|---|
| Balance as of 31/12/2005 |
132.500 | 252.127 | 130.272 | 8.925 | 186.687 | 21.244 | 731.755 | 286.339 | 1.018.094 |
| Losses of Period |
0 | 0 | 0 | 0 | 23.841 | 0 | 23.841 | 12.458 | 36.299 |
| Equity Changes for period 1/1/ - 31/3/2006 Foreign Exchange Differences Increase of Share Capital Transfer of reserves from evaluation of |
0 0 |
0 0 |
0 | 0 | 0 2.956 |
(12.325) 0 |
(12.325) 2.956 |
(5.911) 1.475 |
(18.236) 4.431 |
| property at current values to the results carried forward |
0 | 0 | (477) | 0 | 477 | 0 | 0 | 0 | 0 |
| Deferred taxes from transfer of reserves from evaluation property at current values |
0 | 0 | 114 | 0 | (114) | 0 | 0 | 0 | 0 |
| Dividend Other adjustments Change in percentages |
0 0 0 |
0 0 0 |
0 0 0 |
0 0 0 |
(2.155) (2) (700) |
0 0 (30) |
(2.155) (2) (730) |
(245) (2) 730 |
(2.400) (4) 0 |
| Total recognized Profit / Loss to Own Equity |
0 | 0 | (363) | 0 | 462 | (12.355) | (12.256) | (3.953) | (16.209) |
| Total recognized Profit / Loss of period |
0 | 0 | (363) | 0 | 24.303 | (12.355) | 11.585 | 8.505 | 20.090 |
| Balance as of 31/3/2006 |
132.500 | 252.127 | 129.909 | 8.925 | 210.990 | 8.889 | 743.340 | 294.844 | 1.038.184 |
| Amounts in € .000 |
Share Capital |
Share Premium |
Reserves from asset valuations in current values |
Capital Reserves |
Retained Earnings |
Foreign Exchange Differences |
Equity Attributable to Parent Company Shareholders |
Third Party Rights |
Total Equity |
|---|---|---|---|---|---|---|---|---|---|
| Balance as of 31/12/2006 |
132.500 | 252.127 | 129.176 | 8.928 | 38.136 | (23.614) | 537.253 | 195.295 | 732.548 |
| Losses of Period |
0 | 0 | 0 | 0 | (34.363) | 0 | (34.363) | (19.252) | (53.615) |
| Equity Changes for period 1/1 - 31/3/2007 |
0 | 0 | |||||||
| Foreign Exchange Differences Transfer to Reserve Transfer of reserves from evaluation of |
0 0 |
0 0 |
0 0 |
0 50 |
0 (50) |
(2.955) 0 |
(2.955) 0 |
(1.451) 0 |
(4.406) 0 |
| property at current values to the results carried forward |
0 | 0 | (330) | 0 | 330 | 0 | 0 | 0 | 0 |
| Deferred taxes from transfer of reserves from evaluation property at current values |
0 | 0 | 1 | 0 | (1) | 0 | 0 | 0 | 0 |
| Other adjustments Change in percentages |
0 0 |
0 0 |
4 0 |
0 0 |
(4) (78) |
0 6 |
0 (72) |
0 71 |
0 (1) |
| Profit / (Loss) recognized to Own Equity |
0 | 0 | (325) | 50 | 197 | (2.949) | (3.027) | (1.380) | (4.407) |
| Total recognized Profit / Loss of period |
0 | 0 | (325) | 50 | (34.166) | (2.949) | (37.390) | (20.632) | (58.022) |
| Balance as of 31/3/2007 |
132.500 | 252.127 | 128.851 | 8.978 | 3.970 | (26.563) | 499.863 | 174.663 | 674.526 |
| Amounts in € .000 |
Share Capital |
Share Premium |
Reserves from asset valuations in current values |
Reserves from financial asset valuations available for sale |
Capital Reserves |
Retained Earnings |
Total Equity |
|---|---|---|---|---|---|---|---|
| Balance as of 31/12/2005 |
132.500 | 252.127 | 1.473 | 402.014 | 7.877 | (59.019) | 736.972 |
| Losses of Period |
0 | 0 | 0 | 0 | 0 | (1.939) | (1.939) |
| Equity Changes for period 1/1/ - 31/3/2006 |
|||||||
| Transfer of reserves at fair value to results carried forward |
0 | 0 | (4) | 0 | 0 | 3 | (1) |
| Deferred tax from transfer |
0 | 0 | 1 | 0 | 0 | (1) | 0 |
| Dividend for FY 2004 |
0 | 0 | 0 | 0 | 0 | (2.650) | (2.650) |
| Revaluation of financial assets available for sale |
0 | 0 | 0 | (41.167) | 0 | 0 | (41.167) |
| Deferred taxes from revaluation of financial assets available for sale |
0 | 0 | 0 | 14.408 | 0 | 0 | 14.408 |
| Total recognized Profit / Loss to Own Equity |
0 | 0 | (3) | (26.759) | 0 | (2.648) | (29.410) |
| Total recognized Profit / Loss of period |
0 | 0 | (3) | (26.759) | 0 | (4.587) | (31.349) |
| Balance as of 31/3/2006 |
132.500 | 252.127 | 1.470 | 375.255 | 7.877 | (63.606) | 705.623 |
| Amounts in € .000 |
Share Capital | Share Premium | Reserves from asset valuations in current values |
Reserves from financial asset valuations available for sale |
Capital Reserves |
Retained Earnings |
Total Equity |
|---|---|---|---|---|---|---|---|
| Balance as of 31/12/2006 |
132.500 | 252.127 | 1.463 | 178.800 | 7.877 | (72.247) | 500.520 |
| Losses of Period |
0 | 0 | 0 | 0 | 0 | (294) | 3.955 |
| Equity Changes for period 1/1 - 31/3/2007 |
|||||||
| Revaluation of financial assets available for sale |
0 | 0 | 0 | (184.325) | 0 | 0 | (188.574) |
| Deferred taxes from revaluation of financial assets available for sale |
0 | 0 | 0 | 66.001 | 0 | 0 | 66.001 |
| Fair value reserve amortization |
0 | 0 | (3) | 0 | 0 | 3 | 0 |
| Deferred taxes from fair value reserve amortization |
0 | 0 | 1 | 0 | 0 | (1) | 0 |
| Profit / (Loss) recognized to Own Equity |
0 | 0 | (2) | (118.324) | 0 | 2 | (122.573) |
| Total recognized Profit / Loss of period |
0 | 0 | (2) | (118.324) | 0 | (292) | (118.618) |
| Balance as of 31/3/2007 |
132.500 | 252.127 | 1.461 | 60.476 | 7.877 | (72.539) | 381.902 |
| THE GROUP | THE COMPANY | ||||
|---|---|---|---|---|---|
| Amounts in € .000 | Note | 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Cash flows from operating activities | |||||
| Period Profit / (Losses) (before tax) | (73.983) | 63.556 | 3.954 | (1.939) | |
| Adjustments to profits | (ι) | 108.368 | 28.571 | (3.930) | 1.864 |
| 34.385 | 92.127 | 24 | (75) | ||
| Working Capital Changes | |||||
| (Increase) / Decrease of inventories | (12.354) | (155.168) | 0 | 0 | |
| (Increase) / Decrease of trade receivables | (19.080) | 19.691 | 7 | (2.807) | |
| (Increase) / Decrease of other receivables | 0 | 5.769 | 365 | (1.683) | |
| Increase/ (Decrease) of liabilities | (11.602) | 46.914 | (611) | (1.680) | |
| Liabilities for employee retirement benefits | (3) | 0 | 0 | 0 | |
| Cash flows from operating activities | (43.039) (8.654) |
(82.794) 9.333 |
(239) (215) |
(6.170) (6.245) |
|
| Less: paid up income tax | (5.489) | (79.974) | (140) | 253 | |
| Less: Paid up interest | 0 | (29.151) | 0 | (27) | |
| Foreign Exchange Differencs | (4.158) | (18.236) | 0 | 0 | |
| Net Cash flows from operating activities | (18.301) | (118.028) | (355) | (6.019) | |
| Cash flows from investment activities | |||||
| Acquisition of tangible assets | (6.908) | (5.286) | (6) | 0 | |
| Acquisition of intangible assets | (27) | (25) | 0 | 0 | |
| Acquisition of reserves of financial assets available for sale | 3.422 | (3.777) | 0 | 0 | |
| Change of Participation in Joint Ventures | (24.508) | 0 | 0 | 0 | |
| Associates share capital increase | 850 | 0 | 0 | 0 | |
| Sales of financial assets at fair value through results | 0 | 6.632 | 0 | 0 | |
| Share Capital increase of Subsidiaries | 0 | 4.430 | 0 | 0 | |
| Dividends Received | 0 | 0 | 0 | 991 | |
| Interests Received | 0 | 0 | 0 | 311 | |
| Sale of tangible assets | 247 | 796 | 0 | 0 | |
| Sales of investments in real estate | 873 | 0 | 0 | 0 | |
| Net Cash flows from investment activities | (26.051) | 2.770 | (6) | 1.302 | |
| Cash flows from financial activities | |||||
| Undertaken loans | 44.364 | 185.478 | 0 | 5.000 | |
| Loans payable | (9.067) | 0 | 0 | (1.009) | |
| Collected interest | 305 | 0 | 4 | 0 | |
| Interest payable | (16.620) | 0 | (86) | 0 | |
| Financial Lease Capital payments | (529) | (3.417) | 0 | 0 | |
| Dividends paid to the parent company shareholders | 0 | (2.398) | (1) | (9) | |
| Net Cash flows from financial activities | 18.453 | 179.663 | (83) | 3.982 | |
| Net increase / (decrease) in cash and cash equivalents | (25.899) | 64.405 | (444) | (735) | |
| Cash and cash equivalents at the beginning of the period | 65.515 | 52.539 | 1.161 | 2.493 | |
| Foreign exchange differences in cash and cash equivalents at the end of the period |
(27) | 0 | 0 | 0 | |
| Cash and cash equivalents at the end of the period | 39.589 | 116.944 | 717 | 1.758 |
| Amounts in € .000 | THE GROUP | THE COMPANY | ||
|---|---|---|---|---|
| 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 | |
| Adjustments in profits for: | ||||
| Tangible assets Depreciation | 5.674 | 5.416 | 43 | 45 |
| Intangible assets Depreciation | 85 | 90 | 13 | 14 |
| (Profits) / Losses of fair value of subsidiaries | 0 | (6.989) | (4.249) | 0 |
| Fair value (Profits) / Losses of financial assets at fair value through results |
(129) | 0 | (90) | (191) |
| Fair value (Profits) / Losses of financial assets available for sale | 0 | 0 | 0 | 2.125 |
| Result from financial assets survey with the method of real interest |
0 | 0 | 0 | 1.254 |
| Provisions - Impairments | 89.858 | 39 | 2 | 8 |
| Income from Dividends | 0 | 0 | 0 | (991) |
| (Profits) / Losses from foreign exchange differences | (29) | 0 | 2 | 0 |
| (Profits) / Losses from sales of tangible assets | (5) | 1.007 | 0 | 0 |
| Profits / (Losses) from sales of property investments | (53) | 0 | 0 | 0 |
| Result from Joint Ventures | 5.542 | 0 | 0 | 0 |
| Revenues from State Subsidies | (204) | (143) | 0 | 0 |
| Income from interest | (306) | 0 | (207) | (311) |
| Expenses from interest | 7.935 | 29.151 | 556 | 422 |
| Interests from Granted Loans | 0 | 0 | 0 | (297) |
| Foreign Exchange Differences | 0 | 0 | 0 | (214) |
| Total | 108.368 | 28.571 | (3.930) | 1.864 |
The current synoptic interim consolidated financial statements include the financial statements of TECHNICAL OLYMPIC S.A. and of its subsidiary companies, that are referred to as the Group and are compiled until March 31, 2007.
TECHNICAL OLYMPIC S.A. is the parent company of TECHNICAL OLYMPIC Group of Companies.
The Group is involved in the following fields:
The major activities of the Group have remained the same since last year.
The synoptic interim consolidated financial statements are approved by the Board of Directors of the Company on May 30, 2007.
The plain and consolidated financial statements of TECHNICAL OLYMPIC S.A. of 31st March 2007 that cover the period from 1st January to 31st March 2007 have been drafted on the basis of the historical cost, as same is amended with the re-adjustment of certain assets and liabilities in current values, and the going concern principle, and they are in accordance with the International Financial Recording Standards (IFRS) and more specifically in accordance with IAS 34 on interim financial statements.
The current financial statements are presented in €, which is the functional currency of the Group, that is, the currency of the primal economic environment, in which the parent Company and most of its subsidiary companies operates.
All amounts are presented in thousands unless else stated.
It is noted that due to rounding effect, the true sum of the amounts reported in the condensed interim company and consolidated financial statements may differ from the sum of the amounts reported herein.
The accounting principles and calculations based on which the financial statements of 31st March are drafted, are consistent to those applied in the annual financial statements of FY 2006, which are published on the internet, on the website www.techol.gr.
A detailed analysis of the framework as well as the basic accounting principles that were used for the preparation of these financial statements is bee presented at the explanatory notes of the Annual Financial Statements as at December 31st , 2006. Consequently, the reader of the 1st quarter 2007 Financial Statements must also refer for comparison purposes to the Financial Statements as at December 31st , 2006 for a more thorough understanding.
The International Accounting Standards Board (IASB) as well as the International Financial Reporting Interpretations Committee (IFRIC) have published a series of new accounting standards and interpretations that will be implemented for the accounting periods starting from January 1st 2007. The Group's estimate regarding the impact of these new standards and interpretations is presented below:
Ø IFRIC 7 "Application of the re-stipulation procedure under IAS 29 Financial statements in hyperinflationary economies"
No affect to the Group's financial statements as of 31/3/2007 is anticipated.
Ø IFRIC 8 and 9 "IFRS 2 Scope" and "Re-estimation of incorporated derivatives"
No affect to the Group's financial statements as of 31/3/2007 is anticipated.
These reporting standards will be used for the first time in the annual financial statements whose period starts on January 1st 2007. Therefore the effect both on the content as well as on the disclosure form that this information will take regarding the financial instruments, will be reported at the annual financial statements of this fiscal year.
The companies of the Group included in the consolidated financial statements are as follows:
| Full Consolidation Method | Country of Registration |
Equivalent Participation % |
|---|---|---|
| TECHNICAL OLYMPIC S.A. | GREECE | PARENT COMPANY |
| MOCHLOS S.A. | GREECE | 48,23% |
| ALVITERRA HELLAS ATEOE | GREECE | 74,11% |
| TECHNICAL OLYMPIC USA INC (Group) | AMERICA | 66,94% |
| TECHNICAL OLYMPIC SERVICES INC | AMERICA | 100,00% |
| PORTO CARRAS S.A. | GREECE | 94,82% |
| MELITON BEACH PORTO CARRAS S.A. | GREECE | 92,94% |
| CASINO PORTO CARRAS S.A. | GREECE | 62,34% |
| MARINAS PORTO CARRAS S.A. | GREECE | 90,00% |
| GOLF PORTO CARRAS S.A. | GREECE | 90,00% |
| VILLAGE INN PORTO CARRAS S.A. | GREECE | 96,57% |
| PORTO CARRAS HYDROPLANES & STUDIES S.A. | GREECE | 96,93% |
| PORTO CARRAS ESTATE S.A. | GREECE | 94,91% |
| PORTO CARRAS TOURIST DEVELOPMENTS S.A. | GREECE | 51,00% |
| MELTEMI KASTRI S.A. | GREECE | 75,00% |
| STROFILI TECHNICAL S.A. | GREECE | 99,00% |
| DELOS MARINAS S.A. | GREECE | 67,58% |
| MARKO MARINAS S.A. | GREECE | DELOS with 84% |
| SAMOS MARINAS S.A. | GREECE | DELOS with 97% |
| SKIATHOS MARINAS S.A. | GREECE | DELOS with 88% |
| EUROROM CONSTRUCT II SRL | ROMANIA | MOCHLOS with 100% |
| TOXOTIS ATE | GREECE | MOCHLOS with 100% |
| AUDLEY HOLDING LTD | CYPRUS | MOCHLOS with 100% |
| DEVELOPMENT OF ATHENIAN SUBURBS S.A. | GREECE | TOXOTIS with 99% |
| Equity Method | ||
| LAMDA TECHNOL FLISVOS HOLDING S.A. | GREECE | 29,74% |
| AGROTOUR S.A. | GREECE | 30,98% |
| LAMDA OLYMPIC SRL | ROMANIA | EUROROM with 50% |
(1) TECHNICAL OLYMPIC 50% - TOXOTIS 50% (2) TECHNICAL OLYMPIC 90% - MOCHLOS 5% (3) TECHNICAL OLYMPIC 25% - PORTO CARRAS 5%
The Group's business headquarters are located in Greece. The Group activates in America and Europe.
The basic distinction of the group's operations to differentiate and account for the operating risk and the effect form it, is determined by the geographic segmentation of the gorup's operations.
The results of each geographical sector for the period 01/01 – 31/03/2007 are analyzed as follows:
| Segment Results as of 31/3/2007 | America | Greece and Other Countries of E.U. |
Group |
|---|---|---|---|
| Total Gross Sales per Sector | 510.731 | 36.298 | 547.029 |
| Internal Sales | (52.592) | (11.570) | (64.162) |
| Sales Cost | (393.842) | (27.433) | (421.275) |
| Gross profit / (loss) | 64.297 | (2.705) | 61.592 |
| Other income / expenses | (129.467) | (2.440) | (131.907) |
| Operating Profits / (Losses) | (65.170) | (5.145) | (70.315) |
| Financial Results | (2.485) | (1.183) | (3.668) |
| Profit / (Loss) before Income Tax | (67.655) | (6.328) | (73.983) |
| Income Tax | 21.170 | (802) | 20.368 |
| Profit / (Loss) after Income Tax | (46.485) | (7.130) | (53.615) |
The results of each sector for the comparative period 01/01 – 31/03/2006 are analyzed as follows:
| Segment Reporting as of 31/3/2006 | America | Greece and Other Countries of E.U. |
Group |
|---|---|---|---|
| Total Gross Sales per Sector | 602.597 | 14.321 | 616.918 |
| Internal Sales | (78.960) | (2.941) | (81.901) |
| Sales Cost | (394.766) | (13.062) | (407.828) |
| Gross profit / (loss) | 128.871 | (1.682) | 127.189 |
| Other income / expenses | (56.260) | (7.079) | (63.339) |
| Operating Profits / (Losses) | 72.611 | (8.761) | 63.850 |
| Financial Results | 0 | (294) | (294) |
| Profit / (Loss) before Income Tax | 72.611 | (9.055) | 63.556 |
| Income Tax | (26.866) | (391) | (27.257) |
| Profit / (Loss) after Income Tax | 45.745 | (9.446) | 36.299 |
The Group participates through its subsidiary companies TOUSA and MOCHLOS in several Joint Ventures, that are involved in constructions.
| THE GROUP | ||
|---|---|---|
| Amounts in € .000 | 31/3/2007 | 31/12/2006 |
| Receivables from MOCHLOS Joint Ventures | 1.746 | 1.685 |
| Receivables from TOUSA Joint Ventures | 32.161 | 20.629 |
| Receivables from TOXOTIS Joint Ventures | 618 | 618 |
| Total Receivables from Joint Ventures | 34.525 | 22.932 |
This change is attributed to the group's affiliate TOUSA, who has acquired participation in new joint ventures. After a reevaluation of its investments and the likelihood of collecting the receivables from the Southwest Florida και Baltimore, Maryland joint ventures, the company accounted for in the Profit & Loss Statement, losses from joint ventures of a total of € 3 million and € 1.1 million respectively.
The provisions included in this fund are analysed as follows:
| THE GROUP | |||||
|---|---|---|---|---|---|
| Amounts in € .000 | Guarantees Reserve |
Insurance and Legal Reserve |
Provision for potential Liability of Transeastern |
Other provisions for Contingent Liabilities |
Total |
| Book Value as of 1 January 2006 | 5.967 | 1.053 | 0 | 0 | 7.020 |
| Additional Provisions | 7.853 | 8.749 | 251.708 | 592 | 268.902 |
| Using Provisions | (7.041) | (5.155) | 0 | 0 | (12.196) |
| Foreign Exchange Differences | (622) | (110) | 0 | 0 | (732) |
| Book Value as of 31 December 2006 | 6.157 | 4.537 | 251.708 | 592 | 262.994 |
| Additional Provisions | 1.043 | 158 | 55.451 | 0 | 56.652 |
| Using Provisions | (1.770) | (1.085) | 0 | 0 | (2.855) |
| Foreign Exchange Differences | (68) | (50) | (2.797) | 0 | (2.915) |
| Book Value as of 31 March 2007 | 5.362 | 3.560 | 304.362 | 592 | 313.876 |
The Group's company TOUSA, has formed a provision on 31/12/2006 for contingent liabilities, due to its participation in the Transeastern joint venture, which is unable to fulfil its obligations. In the period ended 31/03/2007 the probable result of the subject and the value of the assets of the joint venture have been re-estimated and in combination with the recession that the sector undergoes, the company proceeded to the formation of an additional provision amounting to € 55,451 th. (\$ 73,850 th.). This provision is included in the fund of the statement of results named "other operating expenses".
Thus, on March 31st , 2007 total provisons accounted for the potential loss from the restructuring of the joint venture, a proposed by its creditors, amounts to € 304,362 thou. (\$ 405,350 thou.).
The basic profits per share for the Group and the Company are the following:
| THE GROUP | THE COMPANY | |||
|---|---|---|---|---|
| Amounts in € .000 | 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Profit / (Losses) after taxes | (34.363) | 23.841 | (294) | (1.939) |
| Weighted number of shares | 132.500 | 132.500 | 132.500 | 132.500 |
| Basic profits per share (cents / share) | (0,26) | 0,18 | 0,00 | (0,01) |
For the determination of profits per share their weighted average was utilized on the total number of shares (registered shares).
Sales / purchases with affiliated parties, for the current period, are analyzed as follows:
| Amounts in € .000 | THE GROUP | THE COMPANY | ||
|---|---|---|---|---|
| Debit Balance | 31/3/2007 | 31/12/2006 | 31/3/2007 | 31/12/2006 |
| Subsidiaries | 0 | 0 | 20.203 | 20.456 |
| Affiliates | 103 | 100 | 103 | 100 |
| Joint Ventures | 6.538 | 1.685 | 0 | 0 |
| Other Affiliated Parties | 2.403 | 2.179 | 53 | 48 |
| Total | 9.044 | 3.964 | 20.359 | 20.604 |
| Credit Balance | 31/3/2007 | 31/12/2006 | 31/3/2007 | 31/12/2006 |
| Subsidiaries | 0 | 0 | 10.127 | 8.818 |
| Remunerations of Administrative Executives |
1.469 | 1.527 | 1.041 | 1.045 |
| Joint Ventures | 1.646 | 1.077 | 0 | 0 |
| Other Affiliated Parties | 808 | 326 | 0 | 0 |
| Total | 3.923 | 2.930 | 11.168 | 9.863 |
| Debit Balances | 31/3/2007 | 31/12/2006 | 31/3/2007 | 31/12/2006 |
|---|---|---|---|---|
| Other Affiliated Parties | 2.382 | 3.099 | 0 | 0 |
| Total | 2.382 | 3.099 | 0 | 0 |
Transactions with subsidiary companies have been abided in the consolidated financial statements.
The analysis of receivables / liabilities to affiliated parties are as follows:
| Amounts in € .000 | THE GROUP | THE COMPANY | ||
|---|---|---|---|---|
| Incomes | 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Subsidiaries | 0 | 0 | 502 | 897 |
| Joint Ventures | 965 | 0 | 0 | 0 |
| Total | 965 | 0 | 502 | 897 |
| Expenses | 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Basic Administrative Executives |
1.049 | 0 | 1.000 | 0 |
| Other Affiliated Parties | 96 | 3 | 0 | 0 |
| Total | 1.145 | 3 | 1.000 | 0 |
| Sales of Assets | 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Other Affiliated Parties | 873 | 0 | 0 | 0 |
| Total | 873 | 0 | 0 | 0 |
Receivables and liabilities from and to subsidiary companies have been abided in the financial statements.
Remuneration for the basic administrative members of the Group and the Company for the two periods presented, are analyzed as follows:
| THE GROUP | THE COMPANY | |||
|---|---|---|---|---|
| Amounts in € .000 | 31/3/2007 | 31/3/2006 | 31/3/2007 | 31/3/2006 |
| Gross Remunerations | 829 | 4.029 | 39 | 53 |
| Total | 829 | 4.029 | 39 | 53 |
On March 31st , 2007 the company's and the group's letters of guarantee (except those that concern construction contracts) are as follows:
| THE GROUP | THE COMPANY | ||||
|---|---|---|---|---|---|
| Amounts in € .000 | 31/3/2007 | 31/12/2006 | 31/3/2007 | 31/12/2006 | |
| Good performance bonds granted | 126.454 | 94.009 | 10.362 | 10.069 |
The commitments of the Group from construction contracts on 31/03/2007 and on 31/12/2006 are as follows:
| THE GROUP | THE COMPANY | |||
|---|---|---|---|---|
| Amounts in € .000 | 31/3/2007 | 31/12/2006 | 31/3/2007 | 31/12/2006 |
| Non-realized balance of projects | 187.407 | 230.700 | 0 | 0 |
| Good performance bonds granted | 126.454 | 94.009 | 10.362 | 10.069 |
There are no mortgages, charging orders or any other encumbrances upon the assets against loans.
In the presented period there is no significant change on the company's receivables and liabilities under litigation, which are analyzed in the financial statements of 31st December 2006 (par. 6.4.1 & 6.5).
The Group does not have a relevant provision for the tax un-audited financial years. TECHNICAL OLYMPIC has been tax audited up to fiscal year 2005. In summary, the tax unaudited financial years of the Group Companies are set out in the following table:
| Registered Name | Tax un-audited fiscal years |
|---|---|
| TECHNICAL OLYMPIC S.A. | 2006 |
| MOCHLOS S.A. | 2004-2006 |
| CASINO PORTO CARRAS S.A. | 2005-2006 |
| VILLAGE INN PORTO CARRAS S.A. | 2003-2006 |
| GOLF PORTO CARRAS S.A. | 2003-2006 |
| TOURIST DEVELOPMENT PORTO CARRAS S.A. | From establishment |
| MELITON BEACH PORTO CARRAS S.A. | 2003-2006 |
| ESTATE PORTO CARRAS S.A. | 2000-2006 |
| PORTO CARRAS S.A. | 2003-2006 |
| CAMPUS S.A. | From establishment |
| DEVELOPMENT OF ATHENIAN SUBURBS S.A. | 2003-2006 |
| TOXOTIS ATE | 2003-2006 |
| MELTEMI | 2003-2006 |
| STROFYLI TECHNICAL S.A. | 2003-2006 |
| MARKO MARINAS S.A. | 2003-2006 |
| DELOS MARINAS S.A. | 2003-2006 |
| SAMOS MARINAS S.A. | 2003-2006 |
| SKIATHOS MARINAS S.A. | 2003-2006 |
| MARINAS PORTO CARRAS S.A. | 2003-2006 |
| ALVITERRA HELLAS ATEOE | 2003-2006 |
American subsidiary Technical Olympic USA inc. (TOUSA), which is listed on NYSE, has received a commitment letter from Citigroup Global Market Inc. to grant a loan facility to TOUSA for a total amount of USD 500 million, from which (i) USD 250 million is a first lien term loan facility and (ii) USD 250 million is a second lien term loan facility, without any collateral by the parent company (Technical Olympic S.A.).
Moreover, Citigroup committed to amend and restate the Company's current revolving loan facility amounting to USD 800 million, so that
(i) to reduce the loan facility by USD 100 million, namely to a total amount of USD 700 million and
(ii) to include the terms of the above first lien term loan facility, with the observation that the commitments are subject to the approval of the revolving loan facility lenders.
The loan amounts are expected to be used for financing any settlement pertaining to the Transeastern joint venture. The Company does not expect to use the commitment letter, unless it achieves a satisfactory settlement with the Transeastern JV creditors, including, but not limited to, settlement with primary lenders, lenders of junior mezzanine loans and land bankers for Transeastern JV.
Moreover, on 9 May the subsidiary company of Group Technical Olympic USA inc. (TOUSA) made a deal to sell its operations in Dallas for approximately USD 55.7 million in cash. The income from this sale will be used to repay liabilities arising from the loan agreement of TOUSA with Citicorp.
ALIMOS, AUGUST 28, 2007
THE PRESIDENT OF THE BOARD OF DIRECTORS KONSTANTINOS A. STENGOS I.D C. No. ΑΒ 342754
THE VICE-PRESIDENT OF THE BOARD ANDREAS K. STENGOS I.D C. No. Χ 055522
CHIEF EXECUTIVE OFFICER GEORGIOS K. STENGOS I.D C. No. ΑΒ 342752
THE FINANCIAL MANAGER KON/NOS RIZOPOULOS I.D C. No. Σ 332143
THE CHIEF ACCOUNTANT STYLIANI X. PAPADOPOULOU ID. C. No. Σ 576787 LICENSE No. A CLASS 29518
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