TIDMUKR

RNS Number : 8117S

Ukrproduct Group Ltd

27 June 2018

27 June 2018

UKRPRODUCT GROUP LIMITED

("Ukrproduct", the "Company" or, together with its subsidiaries, the "Group")

FINAL RESULTS

ANNUAL REPORT FOR THE YEARED 31 DECEMBER 2017

NOTICE OF AGM

Ukrproduct Group Limited (AIM: UKR), one of the leading Ukrainian producers and distributors of branded dairy foods and beverages (kvass) today announces its audited results for the year ended 31 December 2017.

Copies of the Group's annual report and accounts, incorporating the 2017 Audited Financial Statements, have today been posted to shareholders and will be available on the Company's website at www.ukrproduct.com. Copies will also be available from the Company's head office, 10th Floor, 39-14 Shota Rustaveli St., Kiev 01033, Ukraine.

The Board of Ukrproduct is also pleased to announce that the Notice of Annual General Meeting ("AGM"), along with a Proxy Form, has also been posted to shareholders.

The AGM will be held at the head office of the Company, 10th Floor, 39-41 Shota Rustaveli Street, 01033 Kyiv, Ukraine at 6 pm (Kyiv time) on Thursday, 3 August 2018. Copies of the Notice of AGM and Proxy Form will be available for download on the Company's website at www.ukrproduct.com, as well as by request at the following address: Bedell Secretaries Limited, Secretary, 26 New Street St. Helier, Jersey JE2 3RA Channel Islands.

For further information contact:

 
Ukrproduct Group Ltd 
Jack Rowell, Non-Executive Chairman            Tel: +380 44 232 9602 
Alexander Slipchuk, Chief Executive Officer    www.ukrproduct.com 
Strand Hanson Limited 
Nominated Adviser and Broker                 Tel: +44 20 7409 3494 
 Rory Murphy, James Dance, Jack Botros        www.strandhanson.co.uk 
 
 
 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR").

Ukrproduct Group Ltd is one of the leading Ukrainian producers and distributors of branded dairy products and kvass, a traditional fermented beverage. The Group's current product portfolio includes processed and hard cheese, packaged butter, skimmed milk powder (SMP) and kvass. Ukrproduct has built a range of recognisable product brands ("Our Dairyman", "People's Product", "Creamy Valley", "Molendam", "Farmer's") that are well known and highly regarded by consumers. Ukrproduct's securities are traded under the symbol "UKR" on AIM, a market operated by the London Stock Exchange.

Chairman and Chief Executive's Statement

Trading

During the year ended 31 December 2017 ("FY2017"), the Ukrainian economy showed encouraging growth in GDP, with increased wages leading to an improvement in consumer confidence. As a result, whilst the operating environment remains competitive, the Group's trading conditions have improved domestically. In addition, the weakening of the hryvna has provided the Group with additional business development opportunities in its export markets. Ukrproduct's strategy has been to continue to focus on cash generation, ensure that its product offerings and service levels remain competitive, exploit export opportunities and to seek further cost efficiencies.

For FY2017 the Group reports improved revenue of UAH 1.0 billion (approximately GBP30.5 million) as well as a stronger gross margin, with the Group increasing sales of branded products in its key segments of packaged butter and processed cheese. The Group has also pursued several export opportunities resulting in the doubling of export revenues in FY2017, primarily as a result of increased sales in packaged butter. Private label sales were lower in FY2017 as the Company pursued stronger margin revenue streams. The Group also reports increased kvass beverage sales as new products were introduced to the market in FY2017.

Growth in sales of butter led to more skimmed milk powder being produced as a related product. Whilst the sale of skimmed milk powder itself is lossmaking due to the global market price imposed, the overall milk processing business is profitable.

Ukrproduct's spray drying facility at its Starokonstantyniv plant, which produces powdered milk, afforded the opportunity to enhance profits, by providing a service for drying milk requested by other manufacturers of dairy products, thereby enhancing the Group's profits.

As a result, the Group reports an operating profit of UAH 16.2 million (approximately GBP0.5 million) in FY2017, compared with an operating loss of UAH 7.4 million (approximately GBP0.2 million) for the full year ended 31 December 2016 ("FY2016"). The operating profit for FY2017 included lower finance charges related to the outstanding debt with EBRD.

Following the Group's increase in gross profit, the Group recorded an improved EBITDA margin of 3.5%, however, an overall loss GBP1.1 million for the year is recorded, due to the negative impact of exchange rate differences.

Financial Position

As at 31 December 2017, the Group reports total liabilities of UAH 428.0 million (approximately GBP11.3 million), with cash balances of UAH 18.7 million (approximately GBP0.5 million). However, post year end, the Group's financial position was improved following the UAH 65.0 million (approximately GBP1.7 million) new loan agreement with PJSC Creditwest Bank ("Creditwest") and the subsequent repayment, in full, of the OTP Bank Loan, and, in March 2018 and June 2018, Ukrproduct made scheduled repayments of EUR177,175 and EUR176,529 to EBRD respectively.

Outlook

Ukrproduct will continue to work to enhance its operating profitability and cash flow generation and continue to seek to improve its competitive position in the markets in which it operates. The year 2018 is showing a continued improvement in financial performance.

 
 Ukrproduct Group 
 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 
 FOR THE YEARED 31 DECEMBER 2017 
 (in thousand GBP, unless otherwise stated) 
========================================================================= 
 
                                                    year      year ended 
                                                    ended 
                                                     31       31 December 
                                                  December       2016 
                                                    2017 
                                                  GBP '000     GBP '000 
                                                 ----------  ------------ 
 
  Revenue                                            30 525        20 190 
  Cost of sales                                    (27 267)      (18 071) 
                                                 ----------  ------------ 
  GROSS PROFIT                                        3 258         2 119 
  Administrative expenses                           (1 031)         (930) 
  Selling and distribution expenses                 (1 561)       (1 367) 
  Other operating expenses                            (156)          (17) 
                                                 ----------  ------------ 
  PROFIT/(LOSS) FROM OPERATIONS                         510         (195) 
  Net finance expenses                                (437)         (623) 
  Foreign exchange loss, net                        (1 250)         (743) 
                                                 ----------  ------------ 
  LOSS BEFORE TAXATION                              (1 177)       (1 561) 
  Income tax expenses                                    62            77 
                                                 ==========  ============ 
  LOSS FOR THE YEAR                                 (1 115)       (1 484) 
  Attributable to: 
  Owners of the Parent                              (1 115)       (1 484) 
  Non-controlling interests                               -             - 
 
  Earnings per share (p): 
  Basic                                              (2,81)        (3,74) 
  Diluted                                            (2,81)        (3,74) 
 
  OTHER COMPREHENSIVE INCOME: 
  Items that may be subsequently reclassified 
  to profit or loss 
    Currency translation differences                  (113)           513 
                                                 ----------  ------------ 
  Items that will not be reclassified to 
  profit or loss 
    Gain on revaluation of property, plant and 
    equipment                                             -             - 
    Income tax in respect of revaluation 
    reserve                                               -             - 
  OTHER COMPREHENSIVE INCOME, NET OF TAX              (113)           513 
                                                 ----------  ------------ 
  TOTAL COMPREHENSIVE INCOME FOR THE YEAR           (1 228)         (971) 
                                                 ==========  ============ 
  Attributable to: 
  Owners of the Parent                              (1 228)         (971) 
  Non-controlling interests                               -             - 
 
 
 Ukrproduct Group 
 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 
 AS AT 31 December 2017 
 (in thousand GBP, unless otherwise stated) 
============================================================================================================= 
 
                                                             As at                          As at 
                                                        31 December 2017               31 December 2016 
                                                            GBP '000                       GBP '000 
                                                 -----------------------------  ----------------------------- 
  ASSETS 
  Non-current assets 
  Property, plant and equipment                                          6 288                          7 511 
  Intangible assets                                                        543                            656 
  Deferred tax assets                                                        -                              - 
                                                                         6 831                          8 167 
                                                 -----------------------------  ----------------------------- 
  Current assets 
  Inventories                                                            2 426                          1 855 
  Trade and other receivables                                            2 171                          2 507 
  Current taxes                                                            271                            230 
  Other financial assets                                                    30                             18 
  Cash and cash equivalents                                                496                            175 
                                                                         5 394                          4 785 
                                                 -----------------------------  ----------------------------- 
  TOTAL ASSETS                                                          12 225                         12 952 
                                                 =============================  ============================= 
 
  EQUITY AND LIABILITIES 
  Equity attributable to owners of 
  the parent 
  Share capital                                                          3 967                          3 967 
  Share premium                                                          4 562                          4 562 
  Translation reserve                                                 (14 894)                       (14 781) 
  Revaluation reserve                                                    3 769                          3 935 
  Retained earnings                                                      3 478                          4 427 
                                                                           882                           2110 
  Non-controlling interests                                                  -                              - 
  TOTAL EQUITY                                                             882                           2110 
                                                 -----------------------------  ----------------------------- 
  Non-Current Liabilities 
  Bank loans                                                             5 716                              - 
  Long-term payables                                                       459                            441 
  Deferred tax liabilities                                                 262                            363 
                                                                         6 437                            804 
                                                 -----------------------------  ----------------------------- 
  Current liabilities 
  Bank loans                                                             1 318                          7 162 
  Trade and other payables                                               3 565                          2 854 
  Current income tax liabilities                                             -                             10 
  Other taxes payable                                                       23                             12 
                                                                         4 906                         10 038 
                                                 -----------------------------  ----------------------------- 
  TOTAL LIABILITIES                                                     11 343                         10 842 
                                                 -----------------------------  ----------------------------- 
  TOTAL EQUITY AND LIABILITIES                                          12 225                         12 952 
                                                 =============================  ============================= 
 
 
 
 Ukrproduct Group 
 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 
 AS AT 31 December 2017 
 (in thousand GBP, unless otherwise stated) 
==========================================================================================  =========  =========================== 
 
                                      Attributable to owners of the parent                              Non-controlling    Total 
                                                                                                           interests       Equity 
 
                                   Share     Share    Revaluation   Retained   Translation    Total 
                                  capital   premium     reserve     earnings     reserve 
                                    GBP       GBP      GBP '000     GBP '000    GBP '001     GBP '000      GBP '000       GBP '000 
                                   '000      '000 
                                 --------  --------  ------------  ---------  ------------  ---------  ----------------  --------- 
 
 As At 1 January 2016              3 967     4 562       4 192       5 654       (15 294)     3 081            -           3 081 
                                 --------  --------  ------------  ---------  ------------  ---------  ----------------  --------- 
 
 Loss for the year                   -         -           -         (1 484)        -         (1 484)          -           (1 484) 
 Other comprehensive income 
 Gain on revaluation of              -         -                       -            -           -              -             - 
 property, plant and equipment 
 Currency translation 
  differences                        -         -           -           -           513         513             -            513 
                                 --------  --------  ------------  ---------  ------------  ---------  ----------------  --------- 
 Total comprehensive income          -         -           -         (1 484)       513         (971)           -            (971) 
                                 ========  ========  ============  =========  ============  =========  ================  ========= 
 
 Depreciation on revaluation 
  of property, plant and 
  equipment                          -         -         (248)        248           -           -              -             - 
 Reduction of revaluation 
  reserve                            -      -          (9)          9               -           -              -             - 
 As At 31 December 2016            3 967     4 562       3 935       4 427       (14 781)     2 110            -           2 110 
                                 ========  ========  ============  =========  ============  =========  ================  ========= 
 
 Loss for the year                   -         -           -         (1 115)        -         (1 115)          -           (1 115) 
 Other comprehensive income 
 Currency translation 
  differences                        -                     -           -          (113)        (113)           -            (113) 
 Total comprehensive income          -         -           -         (1 115)      (113)       (1 228)          -           (1 228) 
                                 ========  ========  ============  =========  ============  =========  ================  ========= 
 
 Depreciation on revaluation 
  of property, plant and 
  equipment                          -         -         (166)        166           -           -              -             - 
 As At 31 December 2017            3 967     4 562       3 769       3 478       (14 894)      882             -            882 
                                 ========  ========  ============  =========  ============  =========  ================  ========= 
 
 
 Ukrproduct Group 
 CONSOLIDATED STATEMENT OF CASH FLOWS 
 AS AT 31 December 2017 
 (in thousand GBP, unless otherwise stated) 
==================================================================================================================== 
 
                                                                year ended                      year ended 
                                                             31 December 2017                31 December 2016 
                                                                 GBP '000                        GBP '000 
                                                      ------------------------------  ------------------------------ 
  Cash flows from operating activities 
  Loss before taxation                                                       (1 177)                         (1 561) 
  Adjustments for: 
  Exchange difference                                                          1 250                             743 
  Depreciation and amortisation                                                  553                             589 
  Loss/(Profit) on disposal of non-current 
   assets                                                                          8                              25 
  Write off of receivables/payables                                              (5)                              32 
  Impairment of inventories                                                       82                             120 
  Loss from disposal of subsidiaries                                                                             (3) 
  Interest income                                                                  -                             (1) 
  Interest expense on bank loans                                                 437                             624 
                                                      ------------------------------  ------------------------------ 
  Operation cash flow before working 
   capital changes                                                             1 148                             568 
  (Increase) in inventories                                                    (653)                           (472) 
  (Increase) / decrease in trade and other 
   receivables                                                                   298                           (933) 
  Increase / (decrease) in trade and other 
   payables                                                                      473                           1 122 
                                                      ------------------------------  ------------------------------ 
  Changes in working capital                                                     118                           (283) 
  Cash generated from operations                                               1 266                             285 
  Interest received                                                                1                               1 
  Income tax paid                                                               (31)                            (32) 
                                                      ------------------------------  ------------------------------ 
  Net cash generated by / (used in) 
   operating activities                                                        1 236                             254 
 
  Cash flows from investing activities 
  Purchases of property, plant and 
   equipment and intangible assets                                              (93)                           (217) 
  Proceeds from sale of property, plant and 
   equipment                                                                       1                              17 
  Repayments of loans issued                                                    (15)                            (11) 
                                                      ------------------------------  ------------------------------ 
  Net cash used in investing activities                                        (107)                           (211) 
 
  Cash flows from financing activities 
  Interest paid                                                                (378)                           (372) 
  (Decrease) / increase in short term 
   borrowing                                                                       -                            (63) 
  Repayments of long term borrowing                                            (259)                               - 
  Net cash generated by financing 
   activities                                                                  (637)                           (435) 
                                                      ------------------------------  ------------------------------ 
 
  Net decrease in cash and cash equivalents                                      492                           (392) 
  Effect of exchange rate changes on cash 
   and cash equivalents                                                        (171)                             474 
  Cash and cash equivalents at the 
   beginning of the year                                                         175                              93 
  Cash and cash equivalents at the end of 
   the year                                                                      496                             175 
 
 

These consolidated financial statements were approved and authorised for issue by the Board of Directors on 27 June 2018 and were signed on its behalf by Alexander Slipchuk.

Nature of Financial Information

The financial information contained in this announcement does not constitute statutory accounts as defined under section 113 of the Companies (Jersey) Law 1991 but has been extracted from the Group's 2017 statutory financial statements. The auditors have reported on the 2017 financial statements: their report was unqualified but did contain a paragraph that highlighted a material uncertainty related to going concern and non-observance of the terms of the loan agreement with the European Bank of Reconstruction and Development (EBRD). It contained no statement under section 113B of the Companies (Jersey) Law 2011. The financial statements for 2017 will be delivered to the Registrar of Companies after adoption at the Company's Annual General Meeting.

EXTRACTS FROM NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   1.   Basis of preparation 

The consolidated financial statements have been prepared on a historical cost basis, except for property, plant and equipment which have been measured at fair value. The consolidated financial statements are presented in British Pounds Sterling (GBP) and all values are rounded to the nearest thousand (GBP000) except where otherwise indicated.

   2.   Going concern 

These consolidated financial statements have been prepared on the assumption that the Group is able to continue its operations on an going concern basis in the near future.

For the year that ended on 31 December 2017, the cumulative losses amounted to GBP1.115 million (GBP1.484 million - For the year that ended on 31 December 2016). Although as at 31 December 2017 the Group increased its cash flow from operations and met all European Bank for Reconstruction and Development ("EBRD") covenants but one, overall it has continued to breach the EBRD covenant requirements of the loan with that indicates a significant uncertainty with regard to the Group to continue its operations on a going concern basis.

According to Management, the assumption of the Group's ability to continue its operations on going concern basis is sustainable, as:

1. The Group received waivers from EBRD - in respect of the annual financial statements for 2017 and the first quarter of 2018;

2. The Group continues to repay a loan to EBRD according to the agreement and timely settled the last two tranches after the reporting date;

   3.   The Company increased its cash flow from operations; 

4. During 2017, the Group kept prolonging the loan agreements with OTP Bank. In December 2017, the Group received an offer of for 65.0 million UAH (GBP1.723 million) from Creditwest Bank Ukraine to allow both the refinancing of its loan with OTP and increase of its working capital. In February 2018, the Group met all requirements of Creditwest Bank Ukraine, signed a loan agreement and refinanced its loan with OTP moving its entire working capital facility to Creditwest Bank Ukraine.

The Group's current strategy is to further expand its export sales worldwide with a focus on Asia and Africa. CIS markets also remain strategically important for the Group not least Kazakhstan where to the Company increased its export volumes. Ukrproduct is also looking to expand domestic sales in Ukraine driven in part by the introduction of new products and rebranding. The Group continues to boost its dairy processing volumes via close cooperation with local farmers and cooperatives, thereby increasing its capacity utilization.

   3.   Bank Loans and Overdrafts 

As at 31 December 2017 the Group has two loans: a loan from OTP Bank in the amount of 856 thousand GBP (in UAH 32,3 million) and EBRD in the amount of 6,178 thousand GBP (in EUR 6,959 thousand).

During 2017, the Group fulfilled its obligations under the EBRD loan in accordance with the agreement. The Group applied instalments of payments and in accordance with an agreement between all parties; the payment of the tranche in December was postponed to subsequent periods.

Fixed assets with a net book value of GBP 4,829 thousand at 31 December 2017 (2016: GBP 5,366 thousand) were pledged as collateral for both loans:

- assets pledged as security for the EBRD loan include property and land in Starokonstantinov, equipment for dairy production and production of hard cheese, as well as TMs. Fixed assets pledged as security total 3,403 thousand GBP. The intangible assets pledged total 213 thousand GBP;

- assets pledged as security for the for the OTP loan include property and land in Zhitomir and in Krasiliv, together with equipment for the production of processed cheese, and the Company's vehicles. Fixed assets pledged as security total 1,426 thousand GBP. Also, inventories with a net book value of GBP 318 thousand at 31 December 2017 (2016: GBP 360 thousand) were pledged as collateral for the OTP loan.

During 2017, the Group prolonged agreement with OTP Bank three times. The last tranche extension with OTP related to the 6 March 2018 loan repayment. In December, the Group received confirmation of expansion of crediting with Creditwest Bank Ukraine for the amount of 65 million UAH. Funds received would be used to settle the outstanding balance with OTP and to open additional budgeting backed by Zhiviy Kvass equipment. The loan term is 3 years, the interest rate - 18%.

In 2018, the Group fulfilled conditions of the Creditwest Bank Ukraine and in February 2018 the first Tranche from Creditwest Bank Ukraine was received and repayment of the loan balance with OTP Bank was carried out. With the refinancing of OTP Bank the pledge was transferred to Creditwest Bank Ukraine. Non-current assets located in Zhytomyr and transport were pledged as collateral for Creditwest Bank Ukraine. Also, to extend the credit line, the Company has provided equipment for production of Zhiviy Kvass.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

FR SELFIWFASEDM

(END) Dow Jones Newswires

June 27, 2018 12:00 ET (16:00 GMT)

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