UPP & CO Kauno 53 OÜ
Interim Report
April – June 2017
Main Events of 2Q 2017
UPP & CO Kauno 53 OÜ acquires Rimi central logistics centre in Lithuania
“Promalita” UAB a subsidiary of the Company acquired “Retmeta” UAB on April 20 th . Retmeta is the owner of Rimi LC property. To finance the acquisition a financing agreement with OP Bank Lithuania was signed and a bond issue was carried out successfully in the amount of 4.7 MEUR. On top of that additional owners’ equity was required which was provided by United Partners Property, the parent of the Company.
Rimi LC is the central warehouse of Rimi in Lithuania. It was constructed between 2007 – 2008 and it has 21,232 leasable square meters. The anchor tenant “Hakonlita” UAB (Rimi Lietuva’s real-estate arm) leases 18,047 square meters.
UPP & CO Kauno 53 OÜ subordinated bonds admitted for trading
On June 12 th Nasdaq announced the admission to trading of UPP & CO Kauno 53 OÜ subordinated bonds by Nasdaq Tallinn on Nasdaq Baltic First North as of June 12 th 2017. Our First North adviser in this process was TSG Baltic (former Varul Advokaadibüroo) represented by Marko Kairjak. More information – http://www.nasdaqbaltic.com/en/news/press-rel...id=3800117 .
We welcome new tenant “Nasdaq Vilnius Services” UAB
On June 15 th we handed over premises to Nasdaq Vilnius Services. We wish them a pleasant stay!
From June Girteka and Girteka Logistics have also increased their premises and as of today the property is fully leased.
Merger of “Promalita” UAB and Retmeta “UAB”
According to Lithuanian financial assistance regulation, Rimi LC can’t be pledged in favour of OP Bank and the Bondholders until the property has been reregistered under Promalita’s assets. On June 22 nd , just before midsummer holidays, the merger of Promalita and Retmeta was commenced. Rimi LC was deregistered from Retmeta’s assets and reregistered under Promalita. As a result of the merger Retmeta was deregistered from the Lithuanian registry. Our advisor in this merger was Ellex Valiunas, represented by Lina Radaviciene and Rima Kondrataite.
Financial Performance (consolidated)
2Q 2017 – Net profit EUR 68,047
Net Sales and Net Profit
· Net Sales amounted to EUR 214,177 in 2 nd quarter.
· Net Operating Income amounted to EUR 191,639 .
Expenses
· Operating expenses amounted to EUR 22,538 in 2 nd quarter.
· Interest expense on loans and bonds issued amounted to EUR 121,893 .
Interest-bearing liabilities
· Consolidated interest-bearing liabilities amounted to EUR 13,823,333 . The Company’s largest creditor is OP Bank Lithuania.
DSCR
· Consolidated: 1.64
· “Promalita” UAB: 1.61
Statement of the Management Board
The financial and other additional information published in the Interim Report April – June 2017 is true and complete. Consolidated financial statements give a true and fair view of the actual financial position, results of operations and cash flows of the Company. According to the Terms and Conditions of the Note Issue, the Company confirms that during the interim report period there has been non-occurrence of an Extraordinary Early Redemption Event.
Consolidated financial statements in the report for the period April – June 2017 are not audited.
Hallar Loogma
Member of the Management Board
Tallinn, 28.07.2017
Income Statements
( the Company, “Promalita” UAB and consolidated)
| PROFIT/LOSS STATEMENT | K53 | Promalita | Consolidated | Consolidated |
| in euros for period April - June 2017 | 100% | 1Q 2017 | ||
| Sales revenues | 0 | 214,177 | 214,177 | 0 |
| Total revenues from operating activities | 0 | 214,177 | 214,177 | 0 |
| Cost of goods sold | 0 | -17,797 | -17,797 | 0 |
| Administrative expenses | -4,741 | 0 | -4,741 | 0 |
| Total operating expenses | -4,741 | -17,797 | -22,538 | 0 |
| Profit (loss) from operating activities | -4,741 | 196,380 | 191,639 | 0 |
| Financial revenues (costs) | 4,951 | -121,893 | -116,942 | 0 |
| Net profit (loss) before taxation | 210 | 74,487 | 74,697 | 0 |
| Corporate income tax | 0 | -6,650 | -6,650 | 0 |
| Net profit (loss) of the period | 210 | 67,837 | 68,047 | 0 |
Balance Sheets
( the Company, “Promalita” UAB and consolidated)
| BALANCE SHEET | K53 | Promalita | Consolidated | Consolidated |
| in euros | 100% | 30.06.2017 | 31.03.2017 | |
| ASSETS | ||||
| Current assets | ||||
| Cash and bank | 27 | 14,066 | 14,093 | 2,500 |
| Accounts receivable and prepayments | 112,413 | 73,091 | 72,823 | 0 |
| Stock | 0 | 24,389 | 24,389 | 0 |
| Total current assets | 112,440 | 111,546 | 111,305 | 2,500 |
| Non-current assets | ||||
| Long-term financial investments | 700 | 0 | 0 | 0 |
| Log-term loans | 5,274,200 | 0 | 0 | 0 |
| Real Estate investments | 0 | 15,514,002 | 15,514,002 | 0 |
| Goodwill | 0 | 1,052,275 | 1,052,975 | 0 |
| Total non-current assets | 5,274,900 | 16,566,277 | 16,566,977 | 0 |
| TOTAL ASSETS | 5,387,340 | 16,677,823 | 16,678,282 | 2,500 |
| LIABILITIES AND EQUITY | ||||
| Current liabilities | ||||
| Accounts payables and other settlements | 105,130 | 190,064 | 185,013 | 0 |
| Total current liabilties | 105,130 | 190,064 | 185,013 | 0 |
| Non-current liabilities | ||||
| Long-term bank loan | 0 | 9,123,333 | 9,123,333 | 0 |
| Long-term bonds | 4,700,000 | 0 | 4,700,000 | 0 |
| Long-term shareholder's loan | 579,500 | 5,414,200 | 719,500 | 0 |
| Long-term provisions | 0 | 1,879,889 | 1,879,889 | 0 |
| Total non-current liabilities | 5,279,500 | 16,417,422 | 16,422,722 | 0 |
| TOTAL LIABILITIES | 5,384,630 | 16,607,486 | 16,607,735 | 0 |
| EQUITY | ||||
| Share capital | 2,500 | 2,500 | 2,500 | 2,500 |
| Retained earnings | 210 | 67,837 | 68,047 | 0 |
| Current year | 210 | 67,837 | 68,047 | 0 |
| TOTAL EQUITY | 2,710 | 70,337 | 70,547 | 2,500 |
| TOTAL LIABILITIES AND EQUITY | 5,387,340 | 16,677,823 | 16,678,282 | 2,500 |
Cash Flow Statements
( the Company, “Promalita” UAB and consolidated)
| CASH FLOW STATEMENT | UPP&CO K53 | Promalita | Consolidated |
| in euros for period April - June 2017 | 100% | ||
| Profit from operating activities | -4,741 | 196,380 | 191,639 |
| Change in operating receivables and prepayments | -107,468 | -59,714 | -57,701 |
| Change in reserves | 0 | -24,389 | -24,389 |
| Change in operating liabilities and advances | 105,130 | 34,692 | 29,641 |
| Paid interest | 0 | -35,714 | -35,714 |
| Cash flows from operations | -7,079 | 111,255 | 103,476 |
| Acquisition of subsidiary | -700 | -14,590,257 | -14,590,257 |
| Loans issued and bonds purchased | -5,485,200 | 0 | 0 |
| Repayment of issued loans and bond redemption | 211,000 | 0 | 0 |
| Received interest | 6 | 0 | 6 |
| Cash flows from investments | -5,274,894 | -14,590,257 | -14,590,251 |
| Loans received and bonds issued | 5,415,500 | 14,685,200 | 14,615,500 |
| Repayments of loans and redeemed bonds | -136,000 | -287,667 | -212,667 |
| Cash flows from financing | 5,279,500 | 14,397,533 | 14,402,833 |
| Total cash flows | -2,473 | -81,469 | -83,942 |
| Cash at the beginning of period | 2,500 | 95,535 | 98,035 |
| Changes in cash | -2,473 | -81,469 | -83,942 |
| Cash at the end of period | 27 | 14,066 | 14,093 |
UPP & CO Kauno 53 OÜ
Pärnu mnt. 141
11314 Tallinn, Estonia
Phone +372 6616 450
E-mail: property@unitedpartners.ee
United Partners, CFO Siim Sild Phone: +372 5626 0107 e-mail: siim.sild@unitedpartners.ee
