1. COMMENTS ON ECONOMIC ACTIVITIES
1.1. General information and changes in organisational structure
AS Kalev pursues several fields of activity, including manufacturing and sale of
foodstuffs, media, real-estate-related activities, publishing and printing
activities. The company has long-term experience in the chocolate, sugar and
flour confectionery product segment as well as the pastry and dairy product
segment. AS Kalev has also pursued various real estate development and
management projects for a longer period of time. Last financial year, AS Kalev
expanded its activities into media, publishing, printing and the related areas.
The company has shown powerful development in these areas in the financial year
with respect to both the extent and content. Among other things, the company
launched a new TV programme. Foodstuff production is divided into five
production plants, located in Põrguvälja (in Rae Municipality), Paide, Viljandi,
Jõhvi and Kiviõli. Kalev's products are sold, among other channels, through the
pan-Estonian retail chain which consists of 15 candy stores and cafes.
The members of the Management Board of AS Kalev are elected and removed pursuant
to the procedure provided by the Commercial Code. Under the Commercial Code, the
Management Board members are elected and removed by the Supervisory Board of AS
Kalev. A member of the Management Board shall be elected for a specified term of
three years unless the Articles of Association prescribe another term. Extension
of the term of office of a member of the Management Board shall not be decided
earlier than one year before the planned date of expiry of the term of office,
and not for a period longer than the maximum term of office prescribed by the
law or the Articles of Association.
A member of the Management Board may be removed upon a resolution of the
Supervisory Board of AS Kalev regardless of the reason. Rights and obligations
arising from a contract concluded with the member of the Management Board shall
terminate pursuant to the contract. A member of the Management Board may resign
from the Management Board with good reason if he or she gives notice of his or
her resignation to the Supervisory Board and, if this is impossible, submits a
relevant application to the registrar of the commercial register. With good
reason, a court may appoint a new member to replace a removed member of the
Management Board on the petition of the Supervisory Board, a shareholder or
other interested person. The authority of the court-appointed member of the
Management Board shall continue until appointment of a new member of the
Management Board by the Supervisory Board. Under the Articles of Association of
AS Kalev, members of the Management Board of AS Kalev are appointed for a term
of three years. If the Management Board has more than two members, the
Supervisory Board of AS Kalev shall elect the Chairman of the Management Board
amongst the members of the Management Board.
Pursuant to the Commercial Code, a resolution on amendment of the Articles of
Association shall be adopted if at least two-thirds of the votes who participate
in the meeting are in favour. A resolution on amendment of the Articles of
Association shall enter into force as of the making of a corresponding entry in
the commercial register. The Articles of Association of AS Kalev have not
prescribed a greater majority requirement. AS Kalev only has one type of shares.
AS Kalev may be represented in all legal acts by any member of the Management
Board. Under the Articles of Association, if the Management Board of AS Kalev
has three or more members, the public limited company may be represented in all
legal acts by the Chairman of the Management Board alone, or other members of
the Management Board together with the Chairman of the Management Board.
Pursuant to the Commercial Code, joint representation shall apply with regard to
third persons only if it is entered in the commercial register. The members of
the Management Board of AS Kalev shall not have the right to issue or repurchase
shares. No agreements have been concluded between AS Kalev and its Management
Board members or employees, stipulating any monetary compensation in connection
with the takeover set forth in Chapter 19 of the Securities Market Act.
Kalev Group's parent company is AS Kalev. In addition, the group incorporates
twenty subsidiaries. AS Uniprint is considered a subsidiary since, under the
shareholders' agreement, AS Kalev has the obligation to purchase the company's
shares at the latest in April 2009. A structural change was introduced in the
first quarter of the financial year 2007/2008 ― under the contract concluded on
17 August 2007, AS Kalev acquired a stake in the private limited company Soltari
Invest with a nominal value of 40,000 kroons. With the transaction, AS Kalev
became the sole shareholder of the private limited company which was renamed
into AgriStock OÜ. The subsidiary is involved with the development of the
processing of, storage of and reloading of grain products. The above acquisition
does not constitute a related party transaction in the meaning of the stock
exchange rules.
At the end of 2007, AS Kalev Chocolate Factory launched the transition to
product group-based production, starting to manufacture pastry products and
flour confectionery products in different production plants. The specialisation
served the goal of enhancing logistical and production efficiency in order to
ease the strong pressure on cost price increase, and bring the know-how under a
single production unit. The first stage of this process involved changes in
biscuit production in the Kiviõli production plant of AS Kalev Jõhvi Tootmine.
In the second stage, pastry production will be fully transferred to the Jõhvi
plant, partly by exploiting the labour resources made available with the first
stage. At the same time, the group's flour confectionery production will be
transferred to the AS Vilma production plant in Viljandi.
In February 2008, Kati Kusmin, who also serves as member of the management
boards of AS Kalev's subsidiaries AS Kalev Chocolate Factory, AS Kalev Jõhvi
Tootmine and AS Vilma, was appointed the new managing director of OÜ Maiasmokk.
In January 2008, AS Kalev transferred its share in the subsidiary OÜ Maiasmokk
to its other subsidiary AS Kalev Chocolate Factory. The transfer of the share of
OÜ Maiasmokk and appointment of a new managing director has to do with the
transfer of the food production companies of AS Kalev.
On 20 September 2007, AS Kalev signed a contract for purchase and sale of the
shares with ALTA CAPITAL PARTNERS S.C.A SICAR on the transfer of 3,857,824
shares (100% of the share capital) of AS Kalev Paide Tootmine, 13,835,334 shares
(100% of the share capital) of AS Kalev Chocolate Factory, 991 shares (99.1% of
the share capital) of AS Kalev Jõhvi Tootmine, 720,000 shares (100% of the share
capital) of AS Vilma and a share (86.42% of the share capital) of OÜ Maiasmokk.
The transferred AS Kalev Paide Tootmine also holds a stake in AS Valmetek
Invest. With the transaction, AS Kalev would waive two branches of its main
activity ― the confectionery industry and dairy industry (hereinafter referred
to as "discontinued operations"), focusing thereafter on the development of AS
Kalev's other main activities ― real estate development and investment, media
industry and printing industry, as well as, in case of suitable investment
opportunities, in other fields of activity. The transaction is not a transaction
with related party in the meaning of the requirements established for issuers by
the Tallinn Stock Exchange. The Supervisory Board and Management Board of AS
Kalev have no other interests regarding the transaction. Information on material
subsequent events regarding the transaction has been provided in Note 12.
AS Kalev has a significant interest in the following companies:
* Discontinued operations of AS Kalev Group
1.2. Financial results
Important factors contributing to the results of AS Kalev Group for the first 9
months of the financial year 2007/2008:
1) a near 24% increase in net turnover from goods and services, compared to the
comparative period (with almost double the revenue generated by continued
operations and the increase in discontinued operations amounting to 4.8%);
2) a 23% increase in consolidated gross profit, compared to the comparative
period (with the gross profit from discontinued operations increasing by 42%,
and the gross profit from continued operations showing a decrease);
3) increase in the share of export in total turnover - export made up 32% of the
sale of goods. This means that the share of exported goods and services in total
sales has somewhat increased, compared to the same period last year;
4) as regards continued operations, the revenue from media and event marketing
has showed significant growth, although these segments still post a loss;
5) the Group's real estate sales have somewhat decreased, compared to the
comparative period. This decrease has lot to do with various macro-economic
factors (incl. the end of the real estate boom, shifting of the market balance,
price dynamics, credit market). The segment's high profitability has somewhat
decreased, but remains the most profitable among the Group's fields of activity,
similarly to the previous financial year;
6) the biggest growth in discontinued operations (a 16% growth from the same
period last year) could be seen in the flour confectionery product sales, while
profitability is the highest among dairy product sales (with the previous
negative result from the segment turned to positive). The total sales of
confectionery products increased by nearly 7%, year on year.
The consolidated net sales of AS Kalev for the first nine months of the
financial year 2007/2008 amounted to 892.2 million kroons (57 million euros),
showing a 23.6% growth, compared to the same period last financial year. Still
the dynamics are different for different fields of activity: while the turnover
from AS Kalev's discontinued operations increased by 4.8%, that of continued
operations showed some decrease; media and event marketing sales, however,
increased by several times. The biggest contributors to the Group's total
turnover for the reporting period included the increase in the sale of
confectionery and dairy products, as well as printing and media, the new
branches. In the first 9 months of the financial year 2007/2008, AS Kalev posted
a consolidated net loss of 19.6 million kroons (1.25 million euros); in the
comparative period, the company posted a net profit of 25.2 million kroons (1.6
million euros).
In the first 9 months of the financial year 2007/2008, AS Kalev Group had an
average of 900 employees (incl. 715 employees in the discontinued operations);
in the comparative period last financial year, the group had an average of 779
employees (incl. 677 employees in the discontinued operations).
The net sales and net profit of AS Kalev Group companies for the first 9 months
of the financial year 2007/2008 have been brought out in the below tables (in
thousands of kroons and euros), separately for each company. Comparative data
has been brought out on 14 companies. The financial indicators of the subsidiary
Kalev Merchant Services Ltd have not been consolidated, since the balance sheet
volume of the subsidiary only makes up less than 0.5% of the parent company's
turnover. Data on subsidiaries is not included, either. The data on AS Kalev
Paide Tootmine, AS Kalev Real Estate Company, AS Kalev Meedia and AS Uniprint
also include the corresponding financial results of their subsidiaries.
* consolidated
** calculated change in turnover, as a result of which production activities
previously attributed to AS Kalev have been attributed to AS Kalev Chocolate
Factory since 01.07.2006, and sale of goods since 01.09.2006.
*** the activities of subsidiaries involved in the media segment have been
attributed to AS Kalev Meedia since 01.06.2007.
* consolidated
** calculated change in turnover, as a result of which production activities
previously attributed to AS Kalev have been attributed to AS Kalev Chocolate
Factory since 01.07.2006, and sale of goods since 01.09.2006.
*** the activities of subsidiaries involved in the media segment have been
attributed to AS Kalev Meedia since 01.06.2007.
In the financial year, AS Kalev has increased financial gearing in the financing
of the Group's further development, incl. conducting a bonus issue in order to
refinance the main activity. While current assets increased, the Group's quick
ratio showed some decrease (see table below). Due to the increase in borrowings,
financial gearing has increased financial expenses. As regards other expense
items, the biggest growth (37% compared to last period) can be seen in the
Group's marketing expenses. The record-breaking growth in these expenses was
foreseen and planned as a natural part of business expansion into a new field of
activity. Comparison of the cost dynamics reveals that the increase in
administrative and general expenses (21%) has remained quite modest for the
first 9 months, despite the quick growth in personnel expenses, an inflationary
economic environment as well as additional information and consulting expenses
related to expansion into the field of media.
The most important financial ratios of AS Kalev Group have been brought out in
the below table:
* The financial ratios have been calculated based on the following methods:
Current ratio = current assets / current liabilities
Financial gearing = total liabilities / average total assets
Asset turnover ratio = revenue / average total assets
Net profit margin = net profit / revenue * 100%
Return on assets (ROA) = net profit / average total assets * 100%
1.3. Product market and sales
The total confectionery and dairy product sales volume of AS Kalev for the
financial year 2007/2008 was 18,448 tons. Thus, compared to the same period last
financial year, the sales volume increased by 11%. 89% of the confectionery
products were sold in Estonia, and 11% exported. Dairy products showed the
opposite trend, with 70% of the goods exported and 30% sold at the home market.
1.3.1. Confectionery products
According to the retail trade survey conducted by AC Nielsen (as of
February/March 2008), AS Kalev Group's chocolate and sugar confectionery market
share was 33% as regards turnover and 39% as regards volume (36% and 31% in the
same period last year, respectively). Kalev Group's market share in the local
biscuit market was 9% (remaining on par with last year) as regards turnover,
ranking the company second among producers in the segment, with the market share
as regards volume amounting to 12.5%.
In the third quarter of the financial year 2007/2008, Kalev Group launched a
total of 16 new chocolate and sugar confectionery products. The sales volume of
new products made up 2.9% of total sales for the period. In the chocolate and
sugar confectionery product segment, the company expanded the "Kalev Marmelade"
series, adding the blackcurrant-flavoured and plum-flavoured jelly candies in
175 g packaging to the series. The "Kalev Toffee" series also saw two new
additions in the period: the "Kalev Toffee Cocoa" toffee with biscuit pieces
(150 g) and the „Kalev Toffe Mix“ (475 g). The company also launched a new
caramel candy - the "Kalev Caramel" green apple flavoured hard boiled candy with
vitamin C (in 150 g and 2 kg packaging). The "Tallinna vanalinn" assortment of
praline candies (175 g) was added to the gift box product group.
In the biscuit product group, the company renewed the visual and packaging of
all confectionery biscuits in the third quarter. The tiramisu-flavoured biscuits
(180 g) were added to the product portfolio, with "Nisukliiküpsis" biscuits with
raspberry and pumpkin seeds added to the low calorie series with healthy
additives.
In the pastry and flour confectionery group, the company launched four new
pastries under the "Linda" trademark: cherry pie (3x55 g), flaky cheese pastry
(2x55 g), curd pie (3x60 g) and vanilla rolls (3x60 g). The classic "Linda" curd
cake (250 g) was added to the coffee cake selection. The chocolate cheese-cake
(730 g) was added to the tart portfolio, with almond cheese-cake (400 g) and
hazelnut-cheesecake (350 g) added to the "Linda" cake portfolio.
The total volume of sale of sugar and chocolate confectionery products for the
first nine months of the financial year 2007/2008 amounted to 4,950 tons. This
constitutes a 6.5% increase from the total sales of confectionery products in
the comparative period. The confectionery product turnover dynamics was still
different for different product groups: chocolate tablets (21%) and boxed
chocolates (13%) showed a quicker growth than other products, with candy sales
increasing by 4%. As regards volume, chocolate tablet sales showed the biggest
growth, increasing by 20% compared to the same period last year. Boxed chocolate
sales increased by 14%, with candy sales dropped by 3%.
The total sales volume of flour confectionery products (incl. pastry products,
biscuits and flour mixes) amounted to 2,400 tons in the first 9 months of the
financial year 2007/2008. Similarly to sugar and chocolate confectionery
segments, different sales dynamics can be distinguished among the product groups
of the flour confectionery segment: sales of flour mixes increased by one-fifth,
compared to the comparative period, with biscuit sales showing a somewhat
smaller increase. The sale of pastry products dropped, and conditioned a
decrease in the total flour confectionery product volume.
In the first 9 months of the financial year 2007/2008, a majority (89%) of the
confectionery product output (i.e. sugar, chocolate and flour confectionery
products) was sold at the domestic market, with export amounting to 11% of the
turnover. Export sales of confectionery products increased by 35%, compared to
the comparative period, while the growth in volume amounted to 15%. Export to
Latvia made up 29% of the total export of confectionery products, with export to
Lithuania increasing by more than ten times to 27% (2.4% in the comparative
period), and Travel Trade sales amounting to 23%. Export to Russia made up 10%
and other countries 11%. A total of 14 million kroons worth of goods were sold
through the Kalev Group's retail trade stores in the given period.
1.3.2. Dairy products
Different dairy products were produced from the crude milk stocked by AS Kalev
Paide Tootmine in the first 9 months of the financial year. Due to the market
conditions and production-economic reasons, the company focused on the
production of condensed skimmed milk, milk and cream production (these made up
nearly 80% of the output). Due to the unfavourable raw material and final price
situation in Estonia and abroad, the company temporarily suspended production
activities in AS Kalev Paide Tootmine in March. At the same time, sales
activities were continued. Condensed skimmed milk sales made up nearly 42% of
the total sales volume of AS Kalev Paide Tootmine in the period. The share of
cream was one-fifth, condensed milk one-eight and skimmed milk powder one-tenth
of the total sales volume for Kalev Group. Production volume increased by nearly
27% and sales by 28% compared to the previous period, amounting to a total of
10,577 and 11,098 tons for the nine months of the financial year, respectively.
Nearly 70% (78% in the comparative period) of the total output of AS Kalev Paide
Tootmine was exported to the European Union (mainly Germany). Due to the market
situation, nearly 30% of the milk output was sold in Estonia. The increase in
the price of stocked milk has had a significant influence on the results for the
first 9 months of the financial year, as well as on the whole dairy market.
According to Statistics Estonia, crude milk price in January-March 2008 was 36%
higher than in the same period last year. The same indicator for 9 months was
nearly 26%. As at the preparation of these financial statements, raw material
price hikes in Estonia had stopped, while the price of dairy products on the
global market have dropped nearly one-third, compared to the price levels
registered in August/September 2007. For instance, the price of skimmed milk
powder on Europe's most important market ― Germany ― in April 2008 was on par
with the price in November 2006.
AS Kalev Paide Tootmine added fatty powders, skimmed milk and milk concentrate
to its list of products in the reporting period.
The main focus of product development in AS Kalev Paide Tootmine lies in the
creation of additional options for valuation of the raw material. The company
thus made bigger investments than in the comparative period ― the cream
production line was improved with automatic sample-takers in order to get a good
sample of the raw material. The company also implemented methods of analysis for
more accurate measurement of the fat content. For valuation of fat as a powder
product, the cream powder production technology was improved: the company added
a homogenisator to the production line, and renewed the powder transportation
system to bring it into line with the requirements for transporting more
glutinous powder. The most important development project focused on creating
additional option for valuation of skimmed milk and milk in the production of
concentrate (as an alternative to the drying technology), as well as creating
loading options for the concentrate.
1.3.3. Real estate activities
AS Kalev pursues real estate management and development activities through its
subsidiary AS Kalev Real Estate Company (hereinafter Kalev REC), and through its
subsidiaries and associated companies. Since the Group has followed the
principle of conservatism in creating its portfolio, any fluctuations in the
market segment have no substantial effect on the economic results. In the real
estate segment, the most important project had to do with the development
activities of the subsidiary OÜ BCA Center in the reconstruction of five schools
within the framework of the Private Partnership for Tallinn Schools Project. The
earlier real estate projects of AS Kalev REC have been further developed - the
company has sold all apartments in the 19-apartment building in Marat Street in
Tallinn, as well as the 25-apartment building in Hommiku Street in Pärnu.
In January 2008, Kalev REC concluded a real right contract on the acquisition of
10 apartment ownerships in the Tallinn Old Town (at Kinga 1). The transaction
price amounted to 77 million kroons, of which the buyer paid 15.4 million kroons
prior to the conclusion of the contract, and the remainder after the
presentation of the real right contract to the land registry department. As of
the moment of the preparation of this report, the purchase price had been paid
in full. Kalev REC has established a combined mortgage on the acquired apartment
ownerships in the amount of 42 million kroons and 18.6 million kroons for the
benefit of AS Hansapank.
AS Kalev REC's Bulgarian-based subsidiary EOOD Stude REC continues the
construction of the 6,500 m2 apartment building in Sofia. The building is
scheduled to be completed in the Summer of 2008. The company will apply for the
permit of use for the building by the end of 2008 at the latest.
1.3.4. Media
AS Kalev Meedia and its subsidiary OÜ Eesti Spordikanal are involved in three
segments: print media, Internet, television. AS Kalev Meedia publishes the
gossip magazine Just, financial magazine Ärielu, sports magazines Sporditäht,
Basket and Jalka; fashion and lifestyle magazines Avenüü and Avenüü
Professional, IT magazine Praktiline Arvutikasutaja as well as the children's
magazines Muumi and Muumi Mõistatuste ja Värviraamat. These publications had the
following average print runs in the first three months of 2008: Just 12,000,
Ärielu 4,500, Sporditäht 4,500, Basket 4,500, Jalka 5,500, Avenüü 6,000, Avenüü
Professional 1,200, Muumi 8,000, Muumi Mõistatuste- ja Värviraamat 5,000,
Praktiline Arvutikasutaja 4,500. At the same time, reader numbers are remarkably
bigger for these publications - according to the Estonian Media Survey conducted
by TNS Emor in the first quarter of 2008, Just had 42,000, Sporditäht 13,000,
Avenüü 15,000, Muumi 19,000, Ärielu 5,000, and Basket 10,000 readers.
In the reporting period, the company renewed the sports magazine Sporditäht.
With a new concept and under the supervision of a new editor-in-chief, the
magazine is published as a weekly since September 2007. To launch the new
product, the company organised an extensive advertising campaign. This was also
the first bigger public campaign for AS Kalev Meedia. Major changes were
introduced to the contents and format of the gossip magazine Just at the end of
2007. In February 2008, AS Kalev Meedia acquired the IT publication Praktiline
Arvutikasutaja, with Ando Urbas remaining as the editor-in-chief. AS Kalev
Meedia considers Praktiline Arvutikasutaja to have great potential - the
magazine can be marketed to an even wider target group.
The company has also completed several bigger projects. In October 2007, a new
concept was developed for the financial magazine Ärielu. A new web-based news
portal www.kalev.ee was completed. In March 2008, the company introduced changes
in the design and functionality of the news portal with the aim of making the
portal more attractive and the contents more user-friendly for the readers.
According to the current statistics, the news portal had an average of 16,710
unique visitors per week, 60,980 per month and a total of 158,571 in the first
three months. Since its launch, the portal has had 412,568 visits.
The new sports-orientated news and entertainment channel Kalev Sport was
launched by AS Kalev Meedia's subsidiary OÜ Eesti Spordikanal on 12 November
2007. According to the TV Audience Meter Survey conducted by TNS EMOR between 1
January 2008 and 31 March 2008 (target group: Estonian population over the age
of 4), the Daily Reach of Kalev Sport was 40,000, the Daily Reach % was 3.1 and
the Daily Share was 0.3%. A total of 338,000 people have watched the Kalev Sport
channel in the first three months of 2008.
To create a synergy between the different pursuits - print media, Internet,
telemedia - and ensure the consequent increase in content quality, cost
efficiency and competitiveness, the different editorials were brought to AS
Kalev Meedia's new premises at Tornimäe 5 in the heart of Tallinn. The company
also completed the photo studio in the reporting period. As of March 2008, 88
people were employed in Kalev Group's media segment (incl. 58 in AS Kalev Meedia
and 30 in OÜ Spordikanal).
1.3.5. Printing
In the printing segment, the most important change in the reporting period was
that in the distribution of market risks. With the aim of reducing customer
credit risk in Russia and enhance profitability of the customer portfolio, AS
Uniprint's subsidiary AS Unipress reduced the number of customers in Russia, as
well as the volume of goods delivered on hire-purchase terms. This change had
been planned in advance and will not condition a decrease in the business
volumes of AS Unipress. As a result of the reorganisation, deliveries to Russia
have been replaced with sales to other customers.
Medium-size investments have been made in the printing industry in order to
enhance production efficiency and offer full services to customers by
simultaneously reducing the share of outsourced services. AS Unipress has
successfully implemented the automatic packaging device Stacker CS70, which
allows more efficient use of labour (the investment amounted to approximately 4
million kroons). AS Uniprint invested 3.4 million kroons in the new UV-gloss
machine Steinmann Colibri Junior. The machine was put into operation in
February, and allows Uniprint and Unipress to save time on the preparation of
UV-gloss after-treated publications. With the new machine, the entire
publication production process and quality is fully controlled by the company.
1.4. Future activities
As regards the continued operations of AS Kalev, the company still pursues real
estate activities through AS Kalev REC and its direct subsidiaries. The growth
in the real estate sector in Estonia has allowed Kalev Group to actively pursue
real estate development and management. So far, the main attention has focused
around residential and commercial space development. In the future, the company
plans to develop its activities also in the public real estate sector, including
partnership projects. AS Kalev is set to change its strategy in accordance with
the dynamics of the sector, and the occurrences on the real estate market.
Major changes are revolving around AS Kalev's new fields of activity ― media and
printing services. The company is planning to further develop the group's
magazines, enhance reader numbers and increase advertising revenue. Development
activities will also involve the web-based news portal www.kalev.ee and the TV
channel Kalev Sport. The completed photo studio will enhance the speed and
quality of photo material production in the Group. In addition, the company is
weighing the expansion options in the media market. In the printing segment, the
company aims to take better advantages of the options provided by printhouses
specialised in quality publications in its advertising pursuits and production
of various publications.
As regards the discontinued operations of AS Kalev, AS Kalev Chocolate Factory
bases its pursuits on the goal of being the market leader in the sugar and
chocolate confectionery segment. Profitability will be increased through
optimising the assortment and enhancing production efficiency. In product
development, the goal is to extend the terms of expiry as well as produce
healthy products and create new flavours. The chocolate confectionery segment
focuses on the development of chocolate tablets, chocolate candies and boxed
chocolates, while the sugar confectionery segment focuses on chewing candies and
toffee. In the pastry and flour confectionery segment, the focus will lie on
flour mix and biscuit production.
The dairy segment too is a part of the operations which are to be discontinued
by AS Kalev. The dairy product segment is affected by global developments as
well as positioning of the product portfolio in the segment. The milk processing
segment is characterised simultaneously by the increase in demand for
agricultural products, abandonment of the EU support schemes and formulation of
the supply conditions for domestic raw material.
INCOME STATEMENT
--------------------------------------------------------------------------------
| in thousands of | Consolidated | Consolidated | | |
| kroons | | | | |
--------------------------------------------------------------------------------
| | 2008 | 2008 | 2008 | 2007 | 2007 | 2007 |
--------------------------------------------------------------------------------
| | 9 | 9 | 9 | 9 | 9 months | 9 |
| | months | months | month | months | | month |
| | | | s | | | s |
--------------------------------------------------------------------------------
| | contin | discont | Total | continu | disconti | Total |
| | ued | inued | | ed | nued | |
| | operat | operati | | operati | operatio | |
| | ions | ons | | ons | ns | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Revenue | 249034 | 643127 |892161 | 97095 | 624467 |721562 |
| | | | | | | |
--------------------------------------------------------------------------------
| Cost of sales of |-220094 | -484819 |-704913| -55878 | -513094 |-568972|
| goods and services | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Gross profit | 28940 | 158308 |187248 | 41217 | 111373 |152590 |
| | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Marketing expenses | -37058 | -75980 |-113038| -22863 | -59403 |-82266 |
| | | | | | | |
--------------------------------------------------------------------------------
| Administrative and | -58154 | -29302 |-87456 | -48826 | -23259 |-72085 |
| general expenses | | | | | | |
--------------------------------------------------------------------------------
| Other income and | 35797 | 569 | 36366 | 44456 | 5265 | 49721 |
| expenses | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Operating profit | -30475 | 53595 | 23120 | 13984 | 33976 | 47960 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Other financial | -27682 | -14650 |-42332 | -16057 | -6697 |-22754 |
| income and expenses | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit before income | -58157 | 38945 |-19212 | -2073 | 27279 | 25206 |
| tax | | | | | | |
--------------------------------------------------------------------------------
| Income tax | -430 | 0 | -430 | 0 | 0 | 0 |
--------------------------------------------------------------------------------
| Profit before | -58587 | 38945 |-19642 | -2073 | 27279 | 25206 |
| minority interest | | | | | | |
--------------------------------------------------------------------------------
| Minority interest | 0 | 24 | 24 | | 29 | 29 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit for the | -58587 | 38969 |-19618 | -2073 | 27308 | 25235 |
| period | | | | | | |
--------------------------------------------------------------------------------
| Net profit per share | -0,83 | | | 1,07 | | |
| held by the owners | | | | | | |
| of the parent | | | | | | |
| company (basic and | | | | | | |
| diluted; in kroons | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| in thousands of | | | | | | |
| euros | | | | | | |
--------------------------------------------------------------------------------
| | Consoli | | | Consolidated | |
| | dated | | | | |
--------------------------------------------------------------------------------
| | 2008 | 2008 | 2008 | 2007 | 2007 | 2007 |
--------------------------------------------------------------------------------
| | 9 | 9 | 9 | 9 months | 9 months | 9 |
| | months | months | months | | | months |
--------------------------------------------------------------------------------
| | continu | discont | Total | continue | disconti | Total |
| | ed | inued | | d | nued | |
| | operati | operati | | operatio | operatio | |
| | ons | ons | | ns | ns | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Revenue | 14282 | 41103 | 55385 | 6206 | 39911 | 46116 |
--------------------------------------------------------------------------------
| Cost of sales | -14067 | -30986 | -45052 | -3571 | -32793 | -36364 |
| of goods and | | | | | | |
| services | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Gross profit | 216 | 10118 | 10333 | 2634 | 7118 | 9752 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Marketing | -2368 | -4856 | -7224 | -1461 | -3797 | -5258 |
| expenses | | | | | | |
--------------------------------------------------------------------------------
| Administrative | -3717 | -1873 | -5589 | -3121 | -1487 | -4607 |
| and general | | | | | | |
| expenses | | | | | | |
--------------------------------------------------------------------------------
| Other income | 2288 | 36 | 2324 | 2841 | 336 | 3178 |
| and expenses | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Operating | -3582 | 3425 | -156 | 894 | 2171 | 3065 |
| profit | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Other financial | -1769 | -936 | -2706 | -1026 | -428 | -1454 |
| income and | | | | | | |
| expenses | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit before | -5351 | 2489 | -2862 | -132 | 1743 | 1611 |
| income tax | | | | | | |
--------------------------------------------------------------------------------
| Income tax | -27 | 0 | -27 | 0 | 0 | 0 |
--------------------------------------------------------------------------------
| Profit before | -5378 | 2489 | -2889 | -132 | 1743 | 1611 |
| minority | | | | | | |
| interest | | | | | | |
--------------------------------------------------------------------------------
| Minority | 0 | 2 | 2 | 0 | 2 | 2 |
| interest | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit for the | -5378 | 2491 | -2888 | -132 | 1745 | 1613 |
| period | | | | | | |
--------------------------------------------------------------------------------
| Net profit per share held by the | -0,12 | | | 0,07 |
| owners of the parent company (basic | | | | |
| and diluted; in kroons) | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| in thousands | | | | | | | |
| of kroons | | | | | | | |
--------------------------------------------------------------------------------
| | Consolidated | | Consolidated |
--------------------------------------------------------------------------------
| | 2008 | 2008 | 2008 | | 2007 | 2007 | 2007 |
--------------------------------------------------------------------------------
| | 3rd | 3rd | 3rd | | 3rd | 3rd | 3rd |
| | quarte | quarter | quarte | | quarter | quarter | quarter |
| | r | | r | | | | |
--------------------------------------------------------------------------------
| | contin | discont | Total | | continu | discont | Total |
| | ued | inued | | | ed | inued | |
| | operat | operati | | | operati | operati | |
| | ions | ons | | | ons | ons | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Revenue | 142394 | 132109 | 274503 | | 48171 | 215634 | 263805 |
--------------------------------------------------------------------------------
| Cost of sales |-107347 | -112086 |-219433 | | -29001 | -190525 | -219526 |
| of goods and | | | | | | | |
| services | | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Gross profit | 35047 | 20023 | 55070 | | 19170 | 25109 | 44279 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Marketing | -19207 | -25149 | -44356 | | -15416 | -13360 | -28776 |
| expenses | | | | | | | |
--------------------------------------------------------------------------------
| Administrative | -23147 | -7315 | -30462 | | -18904 | -4694 | -23598 |
| and general | | | | | | | |
| expenses | | | | | | | |
--------------------------------------------------------------------------------
| Other income | 36419 | 598 | 37017 | | 27337 | 4796 | 32133 |
| and expenses | | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Operating | 29112 | -11843 | 17269 | | 12187 | 11851 | 24038 |
| profit | | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Other | -9791 | -4742 | -14533 | | -5334 | -3973 | -9307 |
| financial | | | | | | | |
| income and | | | | | | | |
| expenses | | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit before | 19321 | -16585 | 2736 | | 6853 | 7878 | 14731 |
| income tax | | | | | | | |
--------------------------------------------------------------------------------
| Income tax | -148 | 0 | -148 | | 0 | 0 | 0 |
--------------------------------------------------------------------------------
| Profit before | 19173 | -16585 | 2588 | | 6853 | 7878 | 14731 |
| minority | | | | | | | |
| interest | | | | | | | |
--------------------------------------------------------------------------------
| Minority | 0 | 11 | 11 | | | 7 | 7 |
| interest | | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit for the | 19173 | -16574 | 2599 | | 6853 | 7885 | 14738 |
| period | | | | | | | |
--------------------------------------------------------------------------------
| Net profit per share held by the | 0,11 | | | | 0,62 |
| owners of the parent company | | | | | |
| (basic and diluted; in kroons) | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| in thousands | | | | | | |
| of euros | | | | | | |
--------------------------------------------------------------------------------
| | Consolid | | | | Consolidated |
| | ated | | | | |
--------------------------------------------------------------------------------
| | 2008 | 2008 | 2008 | 2007 | 2007 | 2007 |
--------------------------------------------------------------------------------
| | 3rd | 3rd | 3rd | 3rd | 3rd | 3rd |
| | quarter | quarter | quarter | quarter | quarter | quarte |
| | | | | | | r |
--------------------------------------------------------------------------------
| | continue | disconti | Total | continue | disconti | Total |
| | d | nued | | d | nued | |
| | operatio | operatio | | operatio | operatio | |
| | ns | ns | | ns | ns | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Revenue | 9101 | 8443 | 17544 | 3079 | 13782 | 16860 |
--------------------------------------------------------------------------------
| Cost of sales | -6861 | -7164 | -14024 | -1854 | -12177 | -14030 |
| of goods and | | | | | | |
| services | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Gross profit | 2240 | 1280 | 3520 | 1225 | 1605 | 2830 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Marketing | -1228 | -1607 | -2835 | -985 | -854 | -1839 |
| expenses | | | | | | |
--------------------------------------------------------------------------------
| Administrativ | -1479 | -468 | -1947 | -1208 | -300 | -1508 |
| e and general | | | | | | |
| expenses | | | | | | |
--------------------------------------------------------------------------------
| Other income | 2328 | 38 | 2366 | 1747 | 307 | 2054 |
| and expenses | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Operating | 1861 | -757 | 1104 | 779 | 757 | 1536 |
| profit | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Other | -626 | -303 | -929 | -341 | -254 | -595 |
| financial | | | | | | |
| income and | | | | | | |
| expenses | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit before | 1235 | -1060 | 175 | 438 | 503 | 941 |
| income tax | | | | | | |
--------------------------------------------------------------------------------
| Income tax | -9 | 0 | -9 | 0 | 0 | 0 |
--------------------------------------------------------------------------------
| Profit before | 1225 | -1060 | 165 | 438 | 503 | 941 |
| minority | | | | | | |
| interest | | | | | | |
--------------------------------------------------------------------------------
| Minority | 0 | 1 | 1 | 0 | 0 | 0 |
| interest | | | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Profit for | 1225 | -1059 | 166 | 438 | 504 | 942 |
| the period | | | | | | |
--------------------------------------------------------------------------------
| Net profit per share held by the | 0,01 | | | 0,04 |
| owners of the parent company (basic | | | | |
| and diluted; in kroons) | | | | |
--------------------------------------------------------------------------------
BALANCE SHEET
--------------------------------------------------------------------------------
| | Consolidated (in EUR) | | |
--------------------------------------------------------------------------------
| | 31.03.2008 | 31.03.2008 | 31.03.2008 | 30.06.2007 |
--------------------------------------------------------------------------------
| | continued | discontinue | Total | |
| | operations | d | | |
| | | operations | | |
--------------------------------------------------------------------------------
| ASSETS | | | | |
--------------------------------------------------------------------------------
| Current assets | | | | |
--------------------------------------------------------------------------------
| Cash | 464 | 37 | 501 | 1108 |
--------------------------------------------------------------------------------
| Receivables | 7381 | 2140 | 9521 | 9462 |
--------------------------------------------------------------------------------
| Prepayments | 103 | 24 | 128 | 170 |
--------------------------------------------------------------------------------
| Inventories | 26668 | 3297 | 29966 | 13972 |
--------------------------------------------------------------------------------
| Total current assets | 34617 | 5498 | 40115 | 24712 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Non-current assets | | | | |
--------------------------------------------------------------------------------
| Long-term investments | 233 | 0 | 233 | 239 |
| and receivables | | | | |
--------------------------------------------------------------------------------
| Investment property | 19714 | 1496 | 21210 | 13716 |
--------------------------------------------------------------------------------
| Property, plant and | 6597 | 36896 | 43493 | 41215 |
| equipment | | | | |
--------------------------------------------------------------------------------
| Intangible assets | 4384 | 0 | 4384 | 4003 |
--------------------------------------------------------------------------------
| Total non-current | 30928 | 38392 | 69320 | 59172 |
| assets | | | | |
--------------------------------------------------------------------------------
| TOTAL ASSETS | 65545 | 43890 | 109435 | 83884 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| LIABILITIES AND OWNER'S EQUITY | | | |
--------------------------------------------------------------------------------
| Liabilities | | | | |
--------------------------------------------------------------------------------
| Current liabilities | | | | |
--------------------------------------------------------------------------------
| Short-term borrowings | 23133 | 2683 | 25816 | 22262 |
--------------------------------------------------------------------------------
| Prepayments from | 6573 | 9 | 6582 | 93 |
| customers | | | | |
--------------------------------------------------------------------------------
| Payables to suppliers | 7122 | 14029 | 21151 | 18179 |
| and other payables | | | | |
--------------------------------------------------------------------------------
| Total current | 36828 | 16721 | 53548 | 40534 |
| liabilities | | | | |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Non-current | | | | |
| liabilities | | | | |
--------------------------------------------------------------------------------
| Long-term borrowings | 19701 | 13574 | 33274 | 19483 |
--------------------------------------------------------------------------------
| Total non-current | 19701 | 13574 | 33274 | 19483 |
| liabilities | | | | |
--------------------------------------------------------------------------------
| Total liabilities | 56528 | 30294 | 86823 | 60017 |
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
| Owner's equity | | | | |
--------------------------------------------------------------------------------
| Share capital | 15104 | 0 | 15104 | 15104 |
--------------------------------------------------------------------------------
| Mandatory reserve | 354 | 0 | 354 | 257 |
--------------------------------------------------------------------------------
| Revaluation reserve | 7101 | 0 | 7101 | 7101 |
--------------------------------------------------------------------------------
| Retained earnings | 51 | 0 | 51 | 1402 |
--------------------------------------------------------------------------------
| Total owner's equity | 22610 | 0 | 22610 | 23864 |
--------------------------------------------------------------------------------
| Minority interest | 0 | 2 | 2 | 3 |
--------------------------------------------------------------------------------
| TOTAL LIABILITIES, | 79139 | 30296 | 109435 | 83884 |
| MINORITY INTEREST AND | | | | |
| OWNER'S EQUITY | | | | |
--------------------------------------------------------------------------------
| difference in equity | 13594 | -13594 | 0 | 0 |
| investments | | | | |
--------------------------------------------------------------------------------
Tarmo Maasikamae
Financial director
+372 6886 900
Interim financial statements for the period: 01.07.2007-31.03.2008
| Source: Luterma
Attachments
