TIDMUKR
RNS Number : 4198E
Ukrproduct Group Ltd
29 June 2023
29 June 2023
UKRPRODUCT GROUP LIMITED
("Ukrproduct", the "Company" or, together with its subsidiaries,
the "Group")
FINAL RESULTS FOR THE YEARED 31 DECEMBER 2022
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 2022.
The 2022 Annual Report and Accounts ("2022 Annual Report") has
been posted to shareholders and is available on the Company's
website at www.ukrproduct.com. A notice of Annual General Meeting
("AGM") and Proxy Form, will be shortly posted too.
The AGM will be held at the 6th floor, office 36, 8 Sikorsky
Street, Kyiv, Ukraine, 04112 at 5.00 pm (Kyiv time) / 3.00 pm
(London time) on 3 August 2023.
For further information contact:
Ukrproduct Group Ltd
Jack Rowell, Non-Executive Chairman Tel: +44 1534 814814
Alexander Slipchuk, Chief Executive www.ukrproduct.com
Officer
Strand Hanson Limited
Nominated Adviser and Broker Tel: +44 20 7409 3494
Rory Murphy, Richard Johnson www.strandhanson.co.uk
Chairman and Chief Executive Statement
Trading
Ukrproduct Group Ltd ("Ukrproduct", the "Company" or, together
with its subsidiaries, "the Group") is one of the leading Ukrainian
producers and distributors of branded dairy foods and beverages
(kvass).
While reporting on the results of the financial year 2022, it is
necessary to highlight that the unprovoked and illegal aggression
of Russia has completely obscured the peace and life of all
Ukrainians and placed a heavy toll on the business in Ukraine. The
impact of these factors and the resulting uncertainties on the
Company's results, balance sheet and cash flows have been
considered and are reflected in the figures reported. The Group has
had to adjust to the new emergency conditions, the key objectives
of which were to ensure the safety of the employees and to maintain
operations and assets. One of the key challenges for the Group's
operations has been the inability to export goods via Ukrainian
Black Sea ports, which significantly reduced the Group's export
operations in the first half of 2022. The Group focused its efforts
on establishing alternative export routes via the border between
Ukraine and the EU.
Ukrproduct's consolidated revenue in FY2022 fell by 19.9% in
local currencies. The general decline in sales in the domestic
market is due to a decrease in the solvency of consumers, the
outflow of Ukrainian population and the loss of part of the
Ukrainian sales market due to active hostilities and the temporary
occupation of territories in Ukraine. After currency translation,
revenue decreased by 24.8% to GBP39.1 million year-on-year, due to
the 6% impact of foreign exchange rates, in particular reflecting
the depreciation of the Ukrainian Hryvnia against the British
pound.
In the processed cheese and processed cheese product category,
sales amounted to GBP22.6 million, reflecting a revenue increase of
5.4% compared with the previous year on a nominal basis, although
sales represented a decline of 18.3% in volume. Sales have fallen
due to market trends, the termination of cooperation with some
retail networks and losses of some export sales.
In FY2022, butter sales reduced considerably, on a nominal
basis, by 61.6% compared with the previous year, to GBP3.4 million.
This was due to the planned butter reduction, especially low-margin
contracts. The Company took a flexible approach by focusing on
priority sales channels (export, key distributors), and benefiting
from margin improvements. A significant price increase of butter in
Ukraine and marginality growth assisted to offset much of the
volume decline within the segment.
Sales of spreads increased to GBP5.6 million in FY2022 compared
with GBP4.4 million in the prior year. This constituted an increase
in sales of 35.9%, on a nominal basis, but reduction of 1.1% in
volume. This is mainly attributable to the losses of some export
sales.
Sales generated from skimmed milk powder decreased by 22.1% on a
nominal basis to GBP2.5 million, compared with GBP3.4 million in
the previous year. In terms of volume, skimmed milk powder sales
decreased by 44.6%, impacted by difficulties with the Black Sea
ports in Ukraine. The Group's skimmed milk powder sales and exports
from Ukraine in the first half of the year reduced by 69% year on
year due to the low demand for the supply of skimmed milk powder to
outside countries.
Sales of kvass and beverages amounted to GBP1.1 million in
FY2022, corresponding to a decline of 33.7% on a nominal basis and
38.3% in terms of volume, in each instance compared with the
previous period. The decrease was principally due to the late start
of the season due to active hostilities in key kvass sales regions,
impacting the period of active sales which was less than half that
achieved in FY2021.
In FY2022, the Group's administrative and selling expenses
amounted to GBP4.1 million; a 2.5% decrease compared to FY2021. The
Group optimized costs for payroll, rents, communication and banks
services. The Group's Central Warehouse was closed, and its
functions were transferred to production warehouses in Zhytomyr.
Marketing campaigns were also significantly reduced. As a result of
a 8 7.6 % increase in fuel prices, transport and logistics costs
increased by 26.0% in FY2022 compared to the previous period, to
GBP1.1 million.
Due to the impact of the war, other operating expenses during
the reporting period totaled GBP1.6 million (2021: GBP0.2 million),
including losses from impairment of trade receivables, write-off of
materials and finish goods, fines, and VAT losses.
The Group's operations recorded an EBITDA of GBP1.7 million,
representing an increase of 57.2% year on year. The Group's EBITDA
margin improved from 2.2% to 4.6%. This notable performance was
largely attributed to a significant reduction in marketing and
trade marketing activities, several product price increases, a
reduction in the cost of production and an increase in production
efficiency, and a focus on the most profitable product groups.
Net loss after tax for FY2022 amounted to a loss of GBP0.8
million, a decrease of GBP1.2 million compared to FY2021, stemming
from the negative currency translation due to the 26% devaluation
of the Ukrainian hryvnia against the Euro.
Financial Position
As at 31 December 2022, Ukrproduct reported net assets of GBP4.6
million including cash balances of GBP0. 4 million compared to net
assets of GBP5.9 million as at 31 December 2021 and a cash balances
of GBP0.3 million.
For the year ended 31 December 2022, the Group was in breach of
several provisions of its loan agreement with the European Bank for
Reconstruction and Development ("EBRD") and missed repayments for
which the bank has not issued a waiver. The Company have been
holding negotiations with the EBRD to potentially restructure the
loan repayment schedule since June 2021. These negotiations with
EBRD are ongoing. At present, the EBRD has taken no action to
accelerate repayment of the loan.
Outlook
The Company continues to make every effort to navigate its
strategy in a changing business environment and to respond to new
challenges. The Group expects that in 2023 the focus will be placed
on maintenance of the existing production facilities, maintaining
sales volumes and increasing operating efficiency.
Jack Rowell Alexander Slipchuk
Non-Executive Chairman Chief Executive Officer
INDEPENT AUDITOR'S REPORT TO THE SHAREHOLDERS OF UKRPRODUCT
GROUP LIMITED
Report on the Audit of the Financial Statements
Opinion
We have audited the consolidated financial statements of
Ukrproduct Group Limited and its subsidiaries (the "Group") which
comprise the consolidated statement of comprehensive income, the
consolidated statement of financial position as at 31 December
2022, the consolidated statement of changes in equity, consolidated
statement of cash flows and notes to the financial statements
including significant accounting policies. The financial reporting
framework that has been applied in their preparation is applicable
law and International Financial Reporting Standards ('IFRS') as
adopted by the United Kingdom.
In our opinion the financial statements:
-- give a true and fair view of the state of the Group's affairs
as at 31 December 2022 and of its results for the year then
ended;
-- have been properly prepared in accordance with IFRS as adopted by the United Kingdom; and
-- have been prepared in accordance with the requirements of the Companies (Jersey) Law 1991.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the
Auditor's responsibilities for the audit of the consolidated
financial statements section of our report. We are independent of
the Group in accordance with the ethical requirements that are
relevant to our audit of the consolidated financial statements in
Jersey, including the FRC's Ethical Standard as applied to listed
entities, and we have fulfilled our ethical responsibilities in
accordance with these requirements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide
a basis for our audit opinion.
An overview of the scope of our audit
During our audit planning, we determined materiality and
assessed the risks of material misstatement in the consolidated
financial statements including the consideration of where Directors
made subjective judgements, for example, in respect of the
assumptions that underlie significant accounting estimates and
their assessment of future events that are inherently uncertain. We
tailored the scope of our audit in order to perform sufficient work
to enable us to provide an opinion on the consolidated financial
statements as a whole taking into account the Group, its accounting
processes and controls and the industry in which it operates.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
consolidated financial statements of the current period and include
the most significant assessed risks of material misstatement
(whether or not due to fraud) we identified, including those which
had the greatest effect on the overall audit strategy; the
allocation of resources in the audit; and directing the efforts of
the engagement team. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on
these matters.
Key Audit Matter How the matter was addressed in
the audit
Going Concern In assessing the appropriateness
of the going concern assumption used
The financial statements have in preparing the financial statements,
been prepared on a going concern our procedures included, amongst
basis as discussed in note others:
2. The Group is in a net current
liability position due to * Assessing the cash flow requirements of the Group
a breach of loan covenants. over 12 months from expected signoff of these
The net current liability consolidated;
presented in the Consolidated
Balance Sheet totalled was
in the amount of GBP3.47m * Understanding what forecast expenditure is committed
as at 31 December 2022. We and what could be considered discretionary;
included the going concern
assumption as a key audit
matter given both the continuing * Assessing the liquidity of existing assets on the
net current liability position statement of financial position that can be used to
as well as the ongoing Russian repay the Group's obligations;
military action in Ukraine
(refer note 2.1 b to the financial
statements). * Considering the terms of the EBRD and other bank loan
and trade finance facilities and the amount available
for drawdown as well as the probability of EBRD
agreeing to restructure the facilities;
* Considering the impact of the ongoing military
conflict in Ukraine to the Group's operations and the
Group's business continuity plan, if any; and,
* Considering potential downside scenarios and the
resultant impact on available funds.
Key Observations
Risk of fraud in revenue In our opinion, a material uncertainty
recognition exists that may cast significant
doubt as to the ability of the Group
Revenue is material and an to continue as a going concern. This
important determinant of the has been highlighted in our Material
Group's performance and profitability. uncertainty related to going concern
This gives rise to inherent paragraph of the audit report.
risk that revenue recognised
is overstated in order to
present more profitable results
for the year. The Group's Our main audit procedures in respect
revenue from local and export of revenue recognition were as follows:
sales of milk, dairy foods * We obtained an understanding of the policies and
and beverages amounted to procedures applied to revenue recognition, as well as
GBP39.11 million, excluding compliance therewith, including an analysis of the
the charge of bonuses. Given effectiveness of the design and implementation of
the magnitude of the amount controls related to revenue recognition employed by
and the inherent the Group;
risk of revenue overstatement,
we consider revenue recognition
to be a key audit matter (Refer * We performed sample based tests of details over the
to note 2.2.11 & 8). accuracy and occurrence of sales during the year
specially responsive to the risk of fraud in revenue
occurrence;
* We performed analytical procedures, including gross
profit margin analysis and obtained explanations for
significant variances as compared to the previous
year;
* We tested a sample of journal entries relating to
income recognition by reference to supporting
documents;
* We performed sales cut-off procedures for a sample of
revenue transactions at the year end in order to
conclude on whether they were recognized in the
correct accounting period; and,
Risk of Management Override * We reviewed the disclosures related to revenue
of Controls included in the notes to the consolidated financial
statements.
Management is in a unique
position to perpetrate fraud
because of management's ability
to manipulate accounting records
and prepare fraudulent financial Key Observations
statements by overriding controls We did not note any material issues
that otherwise appear to be arising from the procedures performed
operating effectively. Although in this area.
the level of risk of management
override of controls will
vary from entity to entity, Our main audit procedures in respect
the risk is nevertheless present of Management Override of Controls
in all entities. Due to the were as follows:
unpredictable way in which
such override could occur, * We have obtained an understanding of the financial
it is a risk of material misstatement reporting process.
due to fraud and thus a significant
risk. Also, the Group has
voluminous transactions and * We have reviewed opening balances and completeness of
requires complex calculations. journals.
* We have reviewed high-risk journals as a part of our
Risk of Foreign exchange testing.
results
The risk in foreign exchange * We have reviewed accounting estimates and potential
difference is due to the instability management bias.
of the Ukrainian Hryvnia (UAH)
against to the EUR, USD and
GBP. In addition, the Group's
functional currency is UAH,
while the Group's financial Key Observations
statements are presented in We did not note any material issues
GBP. We included the foreign arising from the procedures performed
exchange results as a key in this area.
audit matter as the ongoing
Russian military action in
Ukraine (refer note 1c, 2.2.1
and Note 10 to the financial Our main audit procedures in respect
statements). of foreign exchange results were
as follows:
* We have tested the appropriate calculation of the
movement in the currency translation from functional
currency to reporting currency by audit procedures on
Risk of Non-compliance with all translations included in the consolidation file
loan covenants prepared by management.
The Group has ERBD loans and
there is a risk that the group * We have assessed the adequacy of the disclosures
doesn't meet the debt service relating to exchange differences in the financial
ratio as per stated in the statements.
loan agreement. Continuous
of violating (same breach
in prior year) the Group's
loan covenants could have Key Observations
a potential material unfavourable We did not note any material issues
impact to the Group. arising from the procedures performed
in this area.
During the review of loan
agreements, we noted that
there is non-compliance with
certain covenants contained Our main audit procedures in respect
within those agreements. Please of Non-compliance with loan covenants
refer note 24 to the financial were as follows:
statements).
* We have recalculated the loan covenant and confirmed
that they are according to the terms of the loan.
* We have reviewed the correspondences with EBRD.
* We have checked the contact with EBRD in relation to
Risk of Subsequent Events their view and actions on the breach of terms of the
loan agreement (loan covenants) and failure to pay
Due to ongoing Russian invasion interest and capital repayments.
in Ukraine, there is a risk
that the group hasn't disclosed
enough information in relation
to subsequent war. Key Observations
We have noted a material issue arising
from the procedures performed in
this area. The specific instance
identified by our audit was: Debt
Service Ratio
Based on the agreement, the indicator
for debt service ratio should be
">1.2". However, as per our audit
re-calculation, the indicator is
equal to 0.8
Our main audit procedures in respect
of Subsequent events were as follows:
* We have obtained an understanding of the procedures
management has established to ensure that subsequent
events are identified.
* We enquired of management whether any subsequent
events have occurred which might affect the financial
statements.
* We read minutes of all relevant meetings since the
end of the reporting period to identify any relevant
subsequent events, to include where applicable:
a. general meetings;
b. management meetings;
c. board meetings.
* We read all management and interim financial
statements produced since the end of the reporting
period.
Key Observations
We did not note any material issues
arising from the procedures performed
in this area.
------------------------------------------------------------------
Material uncertainty related to going concern
We draw attention to note 2.1 (b), in the financial statements,
which indicates that the Russian Federation launched a full-scale
military invasion of Ukraine, and the Group is in breach of
covenants in respect of funding received from the European Bank for
Reconstruction and Development (EBRD); - these events have
continued after the year end. These events and conditions, along
with other matters as set in note 2.1 (b) to the financial
statements, indicate that a material uncertainty exists that may
cast significant doubt on the Group's ability to continue as a
going concern. Our opinion is not modified in respect of this
matter.
Our application of materiality
We define materiality as the magnitude of misstatements in the
consolidated financial statements that makes it probable that the
economic decisions of a reasonably knowledgeable person would be
changed or influenced. We use materiality to determine the scope of
our audit and the nature, timing and extent of our audit procedures
and to evaluate the results of that work. Materiality was
determined as follows:
Consolidated financial statements as a whole:
Materiality was calculated at GBP391,108 which is approximately
1% of Total Revenue. This benchmark is considered the most
appropriate because, based on our professional judgement, we
considered that this is the primary measure used by the users of
the consolidated financial statements in assessing the performance
of the Group.
Communication of misstatements to the Board:
We agreed with the Directors that any misstatement above
GBP19,555 identified during our audit will be reported, together
with any misstatement below that threshold that, in our view,
warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The
other information comprises the information included in the annual
report set out on page 3 to 17 other than the consolidated
financial statements and our auditor's report thereon. Our opinion
on the consolidated financial statements does not cover the other
information and we do not express any form of assurance conclusion
thereon.
In connection with our audits of the consolidated financial
statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so,
consider whether the other information is materially inconsistent
with the consolidated financial statements, or our knowledge
obtained in the audits or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether there
is a material misstatement of the consolidated financial statements
or a material misstatement of the other information. If, based on
the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report
that fact.
We have nothing to report in this regard.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters
where the Companies (Jersey) Law 1991 requires us to report to you
if, in our opinion:
-- adequate accounting records have not been kept, or
-- returns adequate for our audit have not been received from branches not visited by us; or
-- the financial statements are not in agreement with the accounting records and returns; or
-- we have not received all the information and explanations we require for our audit.
Responsibilities of directors for the consolidated financial
statements
As explained more fully in the Statement of Directors'
Responsibilities on page 18, the Directors are responsible for the
preparation of the consolidated financial statements which give a
true and fair view, and for such internal control as the Directors
determine is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the consolidated financial statements, the
Directors are responsible for assessing the Group's ability to
continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the
Group or to cease operations, or have no realistic alternative but
to do so.
Auditor's responsibilities for the audit of the financial
statements
Our objectives are to obtain reasonable assurance about whether
the financial statements are free from material misstatement,
whether due to fraud or error, and to issue an auditor's report
that includes our opinion.
Reasonable assurance is a high level of assurance but is not a
guarantee that an audit conducted in accordance with ISAs (UK) will
always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of
these consolidated financial statements.
Explanation as to what extent the audit was considered capable
of detecting irregularities, including fraud
The objectives of our audit, in respect to fraud, are; to
identify and assess the risks of material misstatement of the
financial statements due to fraud; to obtain sufficient appropriate
audit evidence regarding the assessed risks of material
misstatement due to fraud, through designing and implementing
appropriate responses; and to respond appropriately to fraud or
suspected fraud identified during the audit. However, the primary
responsibility for the prevention and detection of fraud rests with
both those charged with governance of the entity and
management.
Our approach was as follows:
-- We obtained an understanding of the legal and regulatory
frameworks that are applicable to the Group and determined that the
most significant are those that relate to the Companies (Jersey)
Law 1991 and the AIM Rules for Companies. We also reviewed the laws
and regulations applicable to the Group that have an indirect
impact on the financial statements.
-- We gained an understanding of how the Group is complying with
Companies (Jersey) Law 1991 and the AIM Rules for Companies by
making inquiries of management. We corroborated our inquiries
through our review of minutes of Board of Directors meetings and
the review of various correspondence examined in the context of our
audit and noted that there was no contradictory evidence.
-- We assessed the susceptibility of the Group's financial
statements to material misstatement, including how fraud might
occur, by meeting with management to understand where they
considered there was susceptibility to fraud. We also considered
performance targets and their propensity to influence management to
manage earnings and revenue by overriding internal controls. We
performed specific procedures to respond to the fraud risk of
inappropriate revenue recognition. Our procedures also included
testing a risk-based sample of journal entries that may have been
posted with the intention of overriding internal controls to
manipulate earnings. These procedures were designed to provide
reasonable assurance that the financial statements were free from
fraud or error.
-- Based on this understanding, we designed specific appropriate
audit procedures to identify instances of non-compliance with laws
and regulations. This included making enquiries of management and
those charged with governance and obtaining additional
corroborative evidence as required.
A further description of our responsibilities for the audit of
the financial statements is located on the Financial Reporting
Council's website at
https://www.frc.org.uk/auditorsresponsibilities.This description
forms part of our auditor's report
Use of our report
This report is made solely to the Group's shareholders as a
body, in accordance with Article 113A of the Companies (Jersey) Law
1991. Our audit work has been undertaken so that we might state to
the Group's shareholders those matters we are required to state to
them in an auditor's report and for no other purpose. To the
fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Group and the Group's
shareholders as a body, for our audit work, for this report, or for
the opinions we have formed.
Jeff Vincent
For and on behalf of Moore Stephens Audit & Assurance
(Jersey) Limited
1 Waverley Place
Union Street
St Helier
Jersey
Channel Islands
JE4 8SG
Ukrproduct Group
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARED 31 DECEMBER 2022
(in thousand GBP, unless otherwise stated)
Year ended Year ended
31 December 31 December
2022 20 2 1
GBP '000 GBP '000
Revenue 39 111 51 985
Cost of sales (32 555) (47 457)
GROSS PROFIT 6 556 4 528
Administrative expenses (1 342) (1 415)
Selling and distribution expenses (2 719) (2 751)
Other operating expenses (1 571) (192)
PROFIT FROM OPERATIONS 924 170
Net finance expenses (466) (440)
Net foreign exchange ( l oss)/gain (1 113) 599
(LOSS)/PROFIT BEFORE TAXATION (655) 329
Income tax redit (149) 1 1 0
(LOSS)/PROFIT FOR THE YEAR (804) 439
Attributable to:
Owners of the Parent (804) 439
Earnings per share from continuing
and total operations:
Basic (pence) (2 . 03) 1 . 11
Diluted (pence) (2 . 03) 1 . 11
OTHER COMPREHENSIVE INCOME
Items that may be subsequently reclassified
to profit or loss
Currency translation differences (550) 244
Items that will not be reclassified
to profit or loss
OTHER COMPREHENSIVE INCOME, NET OF
TAX (550) 244
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR (1 354) 683
Attributable to:
Owners of the Parent (1 354) 683
Non-controlling interests - -
Ukrproduct Group
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 202 2
(in thousand GBP, unless otherwise stated)
As at As at
----------------------------------
31 December 31 December
202 2 20 21
GBP '000 GBP '000
---------------------------------- ------------ ------------
ASSETS
Non-current assets
Property, plant and equipment 7 916 9 795
Intangible assets 681 809
------------ ------------
8 597 10 604
Current assets
Inventories 4 296 4 655
Trade and other receivables 3 073 6 763
Current taxes 591 920
Other financial assets 35 40
Cash and cash equivalents 403 312
------------ ------------
8 398 12 690
------------ ------------
TOTAL ASSETS 16 995 23 294
============ ============
EQUITY AND LIABILITIES
Equity attributable to owners of
the parent
Share capital 4 282 4 282
Treasury shares (315) (315)
Share premium 4 562 4 562
(14 98 7
Translation reserve (15 537) )
Revaluation reserve 6 005 6 348
Retained earnings 5 597 6 0 57
------------ ------------
TOTAL EQUITY 4 594 5 9 47
Non-Current Liabilities
Deferred tax liabilities 530 796
------------ ------------
530 796
Current liabilities
Bank loans 6 116 6 039
Short-term payables 493 587
Trade and other payables 5 162 9 829
Current income tax liabilities 48 41
Other taxes payable 52 55
------------ ------------
11 871 16 5 51
------------ ------------
TOTAL LIABILITIES 12 401 17 3 47
------------ ------------
TOTAL EQUITY AND LIABILITIES 16 995 23 294
============ ============
Ukrproduct Group
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 DECEMBER 202 2
(in thousand GBP, unless otherwise stated)
Attributable to owners of the parent
Share Treasury Share Revaluation Retained Translation Total Non-con-trolling Total
capital shares premium reserve earnings reserve interests Equity
--------------- -------- ----------- -------- ------------ --------- ------------ -------- ------------------- ----------
GBP GBP '000 GBP GBP '000 GBP GBP '000 GBP GBP GBP '000
'000 '000 '000 '000 '000
--------------- -------- ----------- -------- ------------ --------- ------------ -------- ------------------- ----------
As At 31
December ( 15
2020 4 282 (315) 4 562 7 031 4 935 231 ) 5 264 - 5 264
Profit for
the year - - - - 439 - 439 - 439
Other - - - - - - - - -
comprehensive
income
Currency
translation
differences - - - - - 244 244 - 244
-------- ----------- -------- ------------ --------- ------------ -------- ------------------- ----------
Total
comprehensive
income - - - - 439 244 683 - 683
Reduction - - - - - - - - -
of revaluation
reserve
Gain on - - - - - - - - -
revaluation
of property,
plant and
equipment
Depreciation
on
revaluation
of property,
plant and ( 683
equipment - - - ) 683 - - - -
-------- ----------- -------- ------------ --------- ------------ -------- ------------------- ----------
As At 31
December ( 14
2021 4 282 (315) 4 562 6 348 6 057 987 ) 5 947 - 5 947
======== =========== ======== ============ ========= ============ ======== =================== ==========
Loss for ( 804 ( 804
the year - - - - (804) - ) - )
Other - - - - - - - - -
comprehensive
income
Currency
translation
differences - - - - - (550) (550) - (550)
-------- ----------- -------- ------------ --------- ------------ -------- ------------------- ----------
Total
comprehensive (1
income - - - - (804) (550) 354) - (1 354)
Reduction - - - - - - - - -
of revaluation
reserve
Gain on - - - - - - - - -
revaluation
of property,
plant and
equipment
Depreciation
on
revaluation
of - - - (343) 343 - - - -
-------- ----------- -------- ------------ --------- ------------ -------- ------------------- ----------
As At 31
December (15 5 4 59 4 5
202 2 4 282 (315) 4 562 6 005 5 596 37 ) 4 - 94
======== =========== ======== ============ ========= ============ ======== =================== ==========
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEARED 31 DECEMBER 202 2
(in thousand GBP, unless otherwise stated)
Year ended Year ended
--------------------------------------------
31 December 31 December
202 2 202 1
GBP '000 GBP '000
-------------------------------------------- ------------ ------------
Cash flows from operating activities
(Loss)/Profit before taxation (655) 3 29
Adjustments for:
Exchange differences 1 113 (599)
Depreciation and amortization 882 1 003
Profit on disposal of non-current
assets - 10
Write off of receivables/payables 1 065 192
Impairment of inventories 121 (41)
Interest income (6) -
Interest expense on bank loans 471 441
------------ ------------
Operation cash flow before working
capital changes 2 991 1 3 35
Decrease in inventories 94 2 703
Decrease / (Increase) in trade and
other receivables 3 116 (1 558)
Decrease in trade and other payables (4 986) (1 118)
------------ ------------
Changes in working capital (1 776) 27
------------ ------------
Cash generated from operations 1 215 1 3 62
Interest received 6 -
Income tax paid (201) 12
------------ ------------
Net cash generated from operating
activities 1 020 1 3 74
Cash flows from investing activities
Purchases of property, plant and equipment
and intangible assets ( 409) (723)
Repayments of loans issued (2) (11)
------------ ------------
Net cash used in investing activities (411) (734)
Cash flows from financing activities
Interest paid (292) (379)
Repayments of long term borrowing - (161)
------------ ------------
Net cash used in financing activities (292) (540)
Net Increase in cash and cash equivalents 317 100
Effect of exchange rate changes on
cash and cash equivalents ( 226) 56
------------ ------------
Cash and cash equivalents at the
beginning of the year 312 156
Cash and cash equivalents at the
end of the year 403 312
============ ============
These consolidated financial statements were approved and
authorised for issue by the Board of Directors on 29 June 2023 and
were signed on its behalf by Mr. 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 2022 statutory financial statements. It contained no
statement under section 113B of the Companies (Jersey) Law 2011.
The financial statements for 2022 will be delivered to the
Registrar of Companies after adoption at the Company's Annual
General Meeting.
EXTRACTS FROM NOTES TO CONSOLIDATED FINANCIAL STATEMENT
1. Basis of preparation
The consolidated financial statements have been prepared on a
historical cost basis, except for significant items of property,
plant and equipment which have been measured using the revaluation
model. 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
At the time of publication of the annual report the war, which
began on 24 February 2022, is ongoing and the significant general
uncertainties inherent to the continued war still exist. The
Group's management has analyzed the observable impact of the war on
its business as described below, and has taken the following
actions in response to the current situation :
- For the period after the Russian invasion of Ukraine 58
employees joined Ukrainian military forces and territorial defense.
Personnel of production facilities and central office remained in
their working area or worked remotely. The Group does not have a
labor shortage and has managed to retain its staff;
- No critical assets preventing the Group to continue operations
are damaged or located in the uncontrolled territories. The Group
optimized utilization of production facilities to meet domestic
demand and export orders;
- All of the Group's inventories are in good condition and are
in safe storage.
- Export sales flow via Ukrainian ports was reduced
significantly. Alternative export routes are expanded in length and
are significantly more expensive in comparison with sea. Black Sea
ports in Ukraine remains blocked for export activities.
- During the fourth quarter of 2022, there were severe power
outages in Ukraine caused by Russia's attacks on Ukrainian power
generation and distribution infrastructure. These outages caused
temporary instability of work of the Group. To mitigate the impact
on its business, the Group equipped its key assets with diesel
generators. Difficulties with power supply persisted throughout
January 2023 and only began to partially improve in February
2023.
- Selling, general and administrative and other operating
expenses, as well as CAPEX, have been reduced to the minimum
required to meet the primary needs of the Group's core
business;
- The loss of the market in the east and south of the country is
expected to be offset partly by increased demand in central and
western Ukraine, where a large number of internally displaced
persons temporarily reside.
Management acknowledges that future development of military
actions and their duration represent a single source of material
uncertainty which may cast significant doubt about the Group's
ability to continue as a going concern and, therefore, the Group
may be unable to realize its assets and discharge its liabilities
in the normal course of business. Despite the single material
uncertainty relating to the war in Ukraine, management is
continuing to take actions to minimize the impact on the Group and
thus believes that application of the going concern assumption for
the preparation of these Consolidated financial statements is
appropriate.
For the year ended 31 December 2022, the Group was in breach of
several provisions of its loan agreement with the EBRD and missed
repayments which the bank has not issued a waiver for. The Company
have been holding negotiations with the EBRD to potentially
restructure the loan repayment schedule since June 2021. The
negotiations with EBRD are ongoing. At present the EBRD has taken
no action to accelerate repayment of the loan.
3. Bank loans and short-term payables
As at 31 December 202 2 the Group has two loans: the loan from
Creditwest Bank in the amount of 1.451 thousand GBP (in UAH 63.860
million) and the loan from the EBRD in the amount of 4.665 thousand
GBP (in EUR 5. 309 thousand).
For the year ended 31 December 2022, the Group was in breach of
several provisions of its loan agreement with the EBRD. With the
beginning of the military aggression of the Russian Federation
against Ukraine on 24 February 2022 the Group suspended all the
principal payments and interests of EBRD loans as a result of force
majeure circumstances, which the bank has not issued a waiver
for.
Ukrproduct has been in negotiations with the EBRD to potentially
restructure the loan repayment schedule since June 2021. The
negotiations with EBRD are ongoing. At present the EBRD has taken
no action to accelerate repayment of the loan
Bank Currency Type Opening Termination Interest Limit As At As at
date date rate 31 December 31 December
2022 20 2
1
------------ ---------- -------- ------------ ------------- ---------
GBP GBP '000 GBP
'000 '000
------------ ---------- -------- ------------ ------------- --------- ------ ------------- -------------
EBRD EUR Loan 31.03.2011 30.11.2024 5-7% 7 347 4 665 4 304
Creditwest
Bank Credit
Ukraine UAH line 05.02.2018 05.02.2021 15.89% 1 477 1 451 1 735
Total 6 116 6 039
============= =============
The average interest rate as at 31 December 202 2 was 11% (20 2
1 : 11%).
SUBSEQUENT EVENTS
(a) EBRD - breach of loan covenants
As at 31 December 2022 the Group had been in breach of loan
covenants with EBRD. The Group was still in breach of this covenant
as at 01 June 2023. Ukrproduct has been in negotiations with the
EBRD to potentially restructure the loan repayment schedule since
June 2021. The negotiations with EBRD are ongoing.
(b) Foreign exchange rates
Post year end, the Ukrainian Hryvnia has strengthened against
the USD, EUR and GBP. According to the information provided by the
National Bank of Ukraine, the main exchange rates are set at the
following rates:
Currency 29 June 2023
UAH/GBP 46.31
-------------
UAH/USD 36.57
-------------
UAH/EUR 40.00
-------------
(c) War
On 24 February 2022, the Russian Federation launched a
full-scale military invasion of Ukraine. The ongoing military
attack has caused and continues to cause significant casualties,
population displacement, infrastructure damage and disruption to
economic activity in Ukraine. Seaports and airports are closed and
damaged. Export through seaports is completely frozen. This raises
significant pressure on other means of alternative transportation
for export operation. The situation remains highly volatile and the
outlook highly uncertain.
As of the date of this report, the Group continues to operate.
The management of the Group controls all its operations. The
Group's production facilities are located in Khmelnytskyi and
Zhytomyr regions, where missiles attacks have been incurred. As a
result, the Group's business activities have been affected as
follows:
- none of the Group's critical facilities or infrastructure has
suffered any significant damage;
- as at 30 June 2023 all the Group's assets are located in the non-occupied territories;
- the Group does not have a labor shortage and has managed to
retain its staff. Office staff work remotely, while production
staff work at their sites;
- the Group have lost sales of dairy products in the occupied territories;
- Black Sea ports in Ukraine remain blocked for export
activities. Alternative logistics chains for dairy products exports
by other means of transportations have been developed;
- the Group concluded contracts with new alternative suppliers.
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END
MSCUKUUROUUNUAR
(END) Dow Jones Newswires
June 29, 2023 08:30 ET (12:30 GMT)
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