National Storage Mechanism | Additional information
RNS Number : 3989L
Petrol AD
10 September 2021
 

PETROL AD

 

 

Legal Entity Identifier (LEI): 4851003SBNLWFQX4XS80

 

 

Petrol AD ("74JJ"), announces the publication of its

 

 

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

OF PETROL GROUP

AND CONDENSED EXPLANATORY NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED JUNE 30, 2021

 

(This document is a translated condensed version of the original Bulgarian document,

 in case of divergence the Bulgarian original text shall prevail)

 

 

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

AND OTHER COMPREHENSIVE INCOME

For the period ended June 30

 

 

Note

2021

BGN'000

 

2020

BGN'000

 

 

 

 

 

Revenue

2

215,630

 

185,144

Other income

3

3,642

 

382

 

 

 

 

 

Cost of goods sold

 

(187,158)

 

(156,554)

Materials and consumables

4

(1,903)

 

(1,770)

Hired services

5

(17,099)

 

(17,324)

Employee benefits

6

(10,975)

 

(9,307)

Depreciation and amortisation

10,11,12

(2,870)

 

(2,803)

Reversal of (impairment) losses

 

4

 

(2,181)

Other expenses

7

(422)

 

(289)

 

 

 

 

 

Finance income

8

731

 

969

Finance costs

8

(2,459)

 

(2,630)

 

 

 

 

 

Loss before tax

 

(2,879)

 

(6,363)

 

 

 

 

 

Tax income

9

95

 

461

 

 

 

 

 

Loss for the period

 

(2,784)

 

(5,902)

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

Items that will not be reclassified to profit or loss:

 

 

 

 

Revaluation

 

-

 

27,730

Income tax relating to items not reclassified

 

-

 

(2,771)

 

 

 

 

 

Other comprehensive income for the period

 

-

 

24,959

 

 

 

 

 

Total comprehensive income for the period

 

(2,784)

 

19,057

 

 

 

 

 

Loss attributable to:

 

 

 

 

 

 

 

 

 

Owners of the Parent company

 

(2,784)

 

(5,902)

Non-controlling interest

 

-

 

-

 

 

 

 

 

Loss for the period

 

(2,784)

 

(5,902)

 

 

 

 

 

Total comprehensive income attributable to:

 

 

 

 

 

 

 

 

 

Owners of the Parent company

 

(2,784)

 

19,057

Non-controlling interest

 

-

 

-

 

 

 

 

 

Total comprehensive income for the period

 

(2,784)

 

19,057

 

 

 

 

 

Loss per share (BGN)

19

(0.10)

 

(0.22)

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

 

Note

June 30

2021

BGN'000

 

Dec. 31

2020

BGN'000

 

 

 

 

 

Non-current assets

 

 

 

 

 

 

 

 

 

Property, plant and equipment and intangible assets

10

 

39,605

 

 

40,479

Investment properties

12

1,675

 

1,699

Right-of-use asset

11

11,970

 

14,176

Goodwill

13

19,844

 

19,844

Deferred tax assets

9

2,122

 

1,977

 

 

 

 

 

Total non-current assets

 

75,216

 

78,175

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

 

Inventories

14

19,692

 

18,779

Loans granted

16

23,346

 

23,202

Trade and other receivables

17

33,853

 

26,779

Non-current assets held-for-sale

15

1,422

 

8

Cash and cash equivalents

18

3,066

 

2,773

 

 

 

 

 

Total current assets

 

81,379

 

71,541

 

 

 

 

 

Total assets

 

156,595

 

149,716

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

 

 

 

Registered capital

19

109,250

 

109,250

 

Reserves

 

43,371

 

43,682

 

Accumulated loss

 

(126,626)

 

(124,153)

 

 

 

 

 

 

 

Total equity attributable to the owners of the Parent company

 

25,995

 

28,779

 

 

 

 

 

 

 

Non-controlling interests

 

23

 

23

 

 

 

 

 

 

 

Total equity

 

26,018

 

28,802

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

 

 

 

 

Loans and borrowings

20

36,453

 

36,543

 

Liabilities under lease agreements

11

8,079

 

9,796

 

Employee defined benefit obligations

21

773

 

773

 

 

 

 

 

 

 

Total non-current liabilities

 

45,305

 

47,112

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

Trade and other payables

22

71,609

 

59,543

Loans and borrowings

20

9,696

 

10,008

Liabilities under lease agreements

11

3,917

 

4,251

Current income tax liabilities

23

50

 

-

 

 

 

 

 

Total current liabilities

 

85,272

 

73,802

 

 

 

 

 

Total liabilities

 

130,577

 

120,914

 

 

 

 

 

Total equity and liabilities

 

156,595

 

149,716

                   

 

 

 

COMPREHENSIVE STATEMENT OF CHANGES IN EQUITY

 

 

 

 

 

Equity attributable to the owners of the Parent company

 

Non-controlling interests

 

Total equity

 

Registered capital

 

General reserves

 

Reval.

reserve

 

Accumulated profit

(loss)

 

Total

 

 

 

 

 

BGN'000

 

BGN'000

 

BGN'000

 

BGN'000

 

BGN'000

 

BGN'000

 

BGN'000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

109,250

 

18,864

 

-

 

(113,564)

 

14,550

 

23

 

14,573

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

-

 

-

 

-

 

(8,929)

 

(8,929)

 

-

 

(8,929)

Revaluation of defined benefit obligations

 

-

 

 

-

 

 

-

 

(27)

 

(27)

 

-

 

(27)

Revaluation of property, plant and equipment

 

-

 

 

-

 

 

27,730

 

(1,968)

 

25,762

 

-

 

25,762

Tax effect on revaluation of property, plant and equipment

 

-

 

 

-

 

 

(2,774)

 

197

 

(2,577)

 

-

 

(2,577)

Total comprehensive income

-

 

-

 

24,956

 

(10,727)

 

14,229

 

-

 

14,229

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transfer of revaluation reserve of assets to retained earnings, net of assets

-

 

-

 

 

 

(138)

 

138

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2020

109,250

 

18,864

 

24,818

 

(124,153)

 

28,779

 

23

 

28,802

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income for the period

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

-

 

-

 

-

 

(2,784)

 

(2,784)

 

-

 

(2,784)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income

-

 

-

 

-

 

(2,784)

 

(2,784)

 

-

 

(2,784)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Transfer of revaluation reserve of assets to retained earnings, net of assets

-

 

-

 

 

 

(311)

 

311

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2021

 

109,250

 

 

18,864

 

 

24,507

 

(126,626)

 

25,995

 

23

 

26,018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

For the period ended June 30

 

 

2021

BGN'000

 

2020

BGN'000

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

 

 

Net loss before taxes

(2,879)

 

(6,363)

 

 

 

 

Adjustments for:

 

 

 

 

 

 

 

Depreciation/amortization of property, plant and equipment and intangible assets

 

2,870

 

2,803

Interest expense and bank commissions, net

1,723

 

1,663

Shortages and normal loss, net of excess assets

(298)

 

(163)

Provisions for unused paid leave and retirement benefits

439

 

294

(Reversal of) impairment loss on assets

(4)

 

2,181

Payables written-off

-

 

(96)

Loss (profit) on sale of assets

(1,155)

 

3

 

 

 

 

 

696

 

322

 

 

 

 

Change in trade payables

10,004

 

(896)

Change in inventories

(590)

 

4,138

Change in trade and other receivables

(7,023)

 

3,284

 

 

 

 

Cash flows generated from operating activities

3,087

 

6,848

 

 

 

 

Interest, bank fees and commissions paid

(1,497)

 

(2,624)

Income tax paid

-

 

(3)

 

 

 

 

Net cash from operating activities

1,590

 

4,221

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

Payments for purchase of property, plant and equipment

(400)

 

(147)

Proceeds from sale of property, plant and equipment

1,524

 

40

Payments for loans granted, net

(249)

 

(3,230)

Proceeds from loans granted, net

187

 

1,268

Interest received on loans granted

17

 

74

Proceed (payments) for acquisitions of other investments

-

 

158

 

 

 

 

Net cash flows used in investing activities

1,079

 

(1,837)

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

Proceeds from loans and borrowings

350

 

-

Payments of loans and borrowings

(424)

 

(87)

Lease payments

(2,307)

 

(2,257)

 

 

 

 

Net cash flows from financing activities

(2,381)

 

(2,344)

 

 

 

 

Net decrease in cash flows during the period

288

 

40

 

 

 

 

Cash and cash equivalents at the beginning of the period

2,722

 

3,486

 

 

 

 

Effect of movements in exchange rates

5

 

(2)

 

 

 

 

Cash and cash equivalents at the end of the period

3,015

 

3,524

 

 

 Condensed notes

to the interim consolidated financial report

for the period ended June 30, 2021

 

1.         Segments reporting

 

The Group has identified the following operating segments, based on the reports presented to the Group's Management, which are used in the process of strategic decision-making:

 

·    Wholesale of fuels - wholesale of petroleum products in Bulgaria;

·    Retail of fuels - retail of petroleum and other products through a network of petrol stations.

·    Other activities - financial and accounting services, consultancy, rental income and other activities.

The segment information, presented to the Group's Management for the periods ended as of June 30, 2021 and 2020 is as follows:

 

June 30

2021

 

Wholesale of fuels

 

Retail of fuels

 

All other segments

 

Total for the Group

 

BGN'000

 

BGN'000

 

BGN'000

 

BGN'000

 

 

 

 

 

 

 

 

Total segment revenue

9,785

 

208,394

 

1,700

 

219,879

Intra-group revenue

 

-

 

 

70

 

 

537

 

 

607

Revenue from external customers

9,785

 

208,324

 

1,163

 

219,272

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

(905)

 

929

 

1,715

 

 

 

 

 

 

 

 

Depreciation/amortization

1,129

 

1,588

 

153

 

2,870

Impairment

-

 

(3)

 

(1)

 

(4)

 

June 30

2020

 

Wholesale of fuels

 

Retail of fuels

 

All other segments

 

Total for the Group

 

BGN'000

 

BGN'000

 

BGN'000

 

BGN'000

 

 

 

 

 

 

 

 

Total segment revenue

11,220

 

173,823

 

1,362

 

186,405

Intra-group revenue

 

-

 

 

58

 

 

821

 

 

879

Revenue from external customers

11,220

 

173,765

 

541

 

185,526

Adjusted EBITDA

 

(1,848)

 

629

 

282

 

 

 

 

 

 

 

 

Depreciation/amortization

1,137

 

1,503

 

163

 

2,803

Impairment

-

 

278

 

1,903

 

2,181

 

The policies for recognition of revenue from intra-group sales and sales to external clients for the purposes of the reporting by segments do not differ from these applied by the Group for revenue recognition in the consolidated statement of profit and loss and other comprehensive income.

 

The Management of the Group evaluates the results of the performance of the segments based on the adjusted EBITDA[1]. In the calculation of the adjusted EBITDA the effect of the impairment of assets is not taken into account. The reconciliation of the adjusted EBITDA and the profit (loss) before tax is presented in the table below:

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Adjusted EBITDA - reporting segments

786

 

(347)

Adjusted EBITDA - all other segments

929

 

629

Depreciation/amortization

(2,870)

 

(2,803)

Impairment of assets

4

 

(2,181)

Finance income (costs), net

(1,728)

 

(1,661)

 

 

 

 

Profit (loss) before tax

(2,879)

 

(6,363)

 

 

2.         Revenue from sales

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Sales of goods

210,849

 

180,952

Sales of services

4,781

 

4,192

 

 

 

 

 

215,630

 

185,144

 

 

3.         Other income

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Income from financing

1,955

 

86

Gain on sale of property, plant, equipment and materials including:

1,155

 

-

Income from sales

1,730

 

-

Carrying amount

(575)

 

-

Surpluses of assets

337

 

180

Penalties and indemnities

18

 

10

Insurance claims

11

 

10

Payables written-off

-

 

96

Other

166

 

-

 

 

 

 

 

3,642

 

382

 

As a result of the negative impact and consequences of the global pandemic from the spread of a new type of coronavirus - Covid-19, the Group has taken a series of actions to reorganize the activities of some of its trade sites and establish reduced working hours for some of the staff. From the end of March 2020, the Employment Agency opens an application procedure under Art. 1 of Decree â„–55 of March 30, 2020 on determining the terms and conditions for payment of compensations to employers in order to maintain the employment of employees in the state of emergency, declared by a Decision of the National Assembly as of March 13, 2020. The Group has submitted documents for application under this procedure and as of June 30, 2021 has received funding from the state in the amount of BGN 1,955 thousand (June 30, 2020: BGN 86 thousand).

 

 

4.         Materials and consumables

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Electricity and heating

1,122

 

1,013

Fuels and lubricants

227

 

189

Office consumables

193

 

196

Spare parts

132

 

122

Working clothes

99

 

99

Water supply

48

 

51

Advertising materials

17

 

14

Other

65

 

86

 

 

 

 

 

1,903

 

1,770

 

 

5.         Hired services

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Rents

7,472

 

7,488

Dealer and other commissions

5,506

 

5,320

Maintenance and repairs

1,412

 

1,571

Consulting, training and audit

613

 

760

Security

372

 

305

State, municipal fees and other costs

331

 

404

Communications

315

 

417

Cash collection expense

307

 

315

Insurances

195

 

181

Software licenses

103

 

126

Advertising

92

 

159

Transport

35

 

25

Other

346

 

253

 

 

 

 

 

17,099

 

17,324

 

The rent expenses include rent costs of trade sites for BGN 7,439 thousand (June, 30 2020: BGN 7,443 thousand) leased under operating lease, which fall under the exclusions of IFRS 16 and whose agreements comprise a contractual clause, that the both parties have the right to cease the contract for separate trade sites or as a whole with an insignificant sanction.

 

 

6.         Employee benefits

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Wages and salaries

9,171

 

7,662

Social security contributions and benefits

1,804

 

1,645

 

 

 

 

 

10,975

 

9,307

 

   

7.         Other expenses

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Local taxes and taxes on expenses

177

 

162

Penalties and indemnities

99

 

28

Entertainment expenses and sponsorship

80

 

60

Loss on liquidation of property, plant, equipment and materials including:

 

25

 

 

-

Carrying amount

27

 

-

Revenue from sales

(2)

 

-

Scrap and shortages

14

 

17

Business trips

7

 

6

Loss on sale of property, plant, equipment and materials including:

-

 

3

Carrying amount

-

 

45

Revenue from sales

-

 

(42)

Other

20

 

13

 

 

 

 

 

422

 

289

 

 

8.         Finance income and costs

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Finance income

 

 

 

 

 

 

 

Interest income, including

731

 

967

Interest income on loans granted

666

 

900

Interest income on trade receivables

65

 

67

Net foreign exchange gain

-

 

2

 

 

 

 

 

731

 

969

 

 

 

 

Finance costs

 

 

 

 

 

 

 

Interest costs, including:

(2,246)

 

(2,396)

Interest expenses on debenture loans

(897)

 

(1,287)

Interest expenses on trade and other payables

(865)

 

(386)

Interest expenses on the lease

(277)

 

(483)

Interest expenses on bank loans

(203)

 

(221)

Interest expenses to the state budget

(2)

 

(19)

Interest expenses on trade loans

(2)

 

-

Loss from cession contracts

(5)

 

-

Bank fees, commissions and other financial expenses

(208)

 

(234)

 

 

 

 

 

(2,459)

 

(2,630)

 

 

 

 

Finance income (costs), net

(1,728)

 

(1,661)

 

 

9.         Taxation

 

9.1.      Tax expenses

 

Tax expense recognised in profit or loss includes the amount of current and deferred income tax expenses in accordance with IAS 12 Income taxes.

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Current tax expense

50

 

-

 

 

 

 

Change in deferred tax, including:

(145)

 

(461)

Temporary differences recognised during the period

33

 

96

Temporary differences arising during the period

(178)

 

(360)

Adjustments

-

 

(197)

 

 

 

 

Tax income

(95)

 

(461)

 

9.2.      Effective tax rate

 

The reconciliation between the accounting loss and tax expense, as well as calculation of the effective tax rate as of June 30, 2021 and June 30, 2020 is presented in the table below:

 

 

June 30

2021

BGN'000

 

June 30

2020

BGN'000

 

 

 

 

Loss before tax for the period

(2,879)

 

(6,363)

Applicable tax rate

10%

 

10%

Tax expense at the applicable tax rate

(288)

 

(636)

Tax effect of permanent differences

(15)

 

16

Tax effect of a tax asset not recognised in the current period that arose in the current period

203

 

371

Tax effect of adjustments to a recognized tax asset that arose in previous reporting periods

-

 

(197)

Tax effect from consolidation adjustments

5

 

(15)

 

 

 

 

Tax income

(95)

 

(461)

 

 

 

 

Effective tax rate

-

 

-

 

The respective tax periods of the Group may be subject to inspection by the tax authorities until the expiration of 5 years from the end of the year in which a declaration was submitted, or should have been submitted. Consequently additional taxes or penalties may be imposed in accordance with the interpretation of the tax legislation. The Group's management is not aware of any circumstances, which may give rise to a contingent additional liability in this respect.

 

In November 2017 the issued tax assessment from March 2016 on the security contributions tax audit for BGN 543 thousand principal and BGN 248 thousand interest, appealed entirely by the Parent company as unjustified and secured by a bank guarantee of BGN 800 thousand, was entirely repealed due to decision of Administrative Court - Sofia city. The tax administration appealed the decision and SAC repealed the decision of AC - Sofia city and returned the court proceeding to the initial judicial body for new examination. In order to secure the additionally calculated interest liabilities on this tax assessment, an additional bank guarantee for BGN 255 thousand was issued in February 2019. With a decision from March 2020. the first-instance court has partially annulled the appealed amended assessment, as a result the liabilities of the Parent company have been reduced to BGN 53 thousand. The Appel and Tax Insurance Practice has appealed the decision of the first-instance court. With a decision of the Supreme Administrative Court from November 2020, the decision of the first-instance court was finally confirmed, repealing partially the tax assessment form 2016. The Group has paid the outstanding liabilities and the effect is recognized in the financial statement as at December 31, 2020.

 

9.3.      Recognised deferred tax assets and liabilities

 

 

Asset (liability)

as at January 1, 2020

 

Recognised

in profit

and loss

Recognised

in profit

and loss

Asset (liabilitiy) as at December 31, 2020

Recognised

in other compre-hensive income

 

Asset (liability) as at

June 30, 2021

 

BGN'000

BGN'000

BGN'000

 

BGN'000

BGN'000

 

 

 

 

 

 

 

Property, plant and equipment

(175)

(2,577)

49

(2,703)

88

(2,615)

Impairment of assets

4,107

-

235

4,342

(6)

4,336

Tax loss carry-forwards

9

-

(2)

7

4

11

Provisions for unused paid leave and other provisions

125

 

-

16

141

2

143

Excess of interest payments in accordance with CITA

104

 

-

67

171

46

217

Other temporary differences, including unpaid benefits to individuals

46

 

 

-

(27)

19

11

30

 

 

 

 

 

 

 

 

4,216

(2,577)

338

1,977

145

2,122

 

The Group has the right to carry forward deferred tax assets on tax losses until 2026.

 

9.4.      Unrecognized deferred tax assets

 

As of June 31, 2021 and December 31, 2020 the Group's Management reviews the recoverability of deductible temporary differences and tax loss carry-forward, forming tax assets. Because of this review, the Group's Management estimates that there might be no sufficient taxable profits in the near future against which the assets will be utilized. Consequently, the Group does not recognize tax assets on the following deductible temporary differences and tax loss carry forward and impairment of assets, incurred during the current and previous reporting periods.

 

10.       Property, plant, equipment and intangible assets

 

 

Land

 

 

BGN'000

 

Buildings

 

 

BGN'000

 

Plant and equipment

 

BGN'000

 

Vehicles

 

 

BGN'000

 

Other

 

 

BGN'000

 

Assets under

constr.

BGN'000

 

Intangible assets

 

BGN'000

 

Total

 

 

BGN'000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

Balance at January 1, 2020

7,201

 

6,761

 

9,716

 

572

 

1,844

 

244

 

675

 

27,013

 

 

T

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions

-

 

26

 

97

 

-

 

42

 

468

 

27

 

660

Transfer of held-for-sale assets

2,345

 

700

 

381

 

-

 

4

 

-

 

-

 

3,430

Transfers

-

 

10

 

171

 

-

 

312

 

(493)

 

-

 

-

Netting accumulated depreciation

-

 

(3,867)

 

(6,707)

 

(561)

 

(937)

 

-

 

(452)

 

(12,524)

Revaluation

4,817

 

2,598

 

16,142

 

419

 

1,570

 

-

 

308

 

25,854

Impairment losses

(1,751)

 

(554)

 

(113)

 

-

 

(13)

 

(34)

 

-

 

(2,465)

Disposals

(53)

 

(18)

 

(115)

 

-

 

(48)

 

(17)

 

-

 

(251)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2020

12,559

 

5,656

 

19,572

 

430

 

2,774

 

168

 

558

 

41,717

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions

-

 

8

 

38

 

-

 

45

 

268

 

6

 

365

Transfers

-

 

-

 

98

 

-

 

9

 

(107)

 

-

 

-

Disposals

(90)

 

(55)

 

(449)

 

-

 

(42)

 

-

 

-

 

(636)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2021

12,469

 

5,609

 

19,259

 

430

 

2,786

 

329

 

564

 

41,446

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

-

 

3,867

 

6,707

 

561

 

937

 

-

 

452

 

12,524

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

-

 

206

 

763

 

10

 

217

 

-

 

48

 

1,244

Disposals for the period

-

 

-

 

(6)

 

-

 

-

 

-

 

-

 

(6)

Netting accumulated depreciation

-

 

(3,867)

 

(6,707)

 

(561)

 

(937)

 

-

 

(452)

 

(12,524)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2020

-

 

206

 

757

 

10

 

217

 

-

 

48

 

1,238

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions

-

 

102

 

391

 

5

 

120

 

-

 

13

 

631

Transfers

-

 

(2)

 

(21)

 

-

 

(5)

 

-

 

-

 

(28)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2021

-

 

306

 

1,127

 

15

 

332

 

-

 

61

 

1,841

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying amount at

January 1, 2020

 

7,201

 

 

2,894

 

 

3,009

 

 

11

 

 

907

 

 

244

 

 

223

 

 

14,489

Carrying amount at

December 31, 2020

12,559

 

 

5,450

 

 

18,815

 

 

420

 

 

2,557

 

 

168

 

 

510

 

 

40,479

Carrying amount at

June 30, 2021

12,469

 

 

5,303

 

 

18,132

 

 

415

 

 

2,454

 

 

329

 

 

503

 

 

39,605

 

As at June 30, 2021 property, plant and equipment with a carrying amount of BGN 23,444 thousand (December 31, 2020: BGN 22,874 thousand) are mortgaged or pledged as collaterals under bank loans, granted to the Parent company and to unrelated parties, under credit limit agreements for issuance of bank guarantees.

 

The assets under construction include mainly incurred expenses for reconstruction of trade sites.

 

In 2020 the Group has changed its approach to the subsequent valuation of property, plant and equipment under the revaluation model under IAS 16 and intangible assets under IAS 38. The revalued (to fair) value of property, plant and equipment and intangible assets was initially determined through a market valuation by an independent appraiser and applied in the accounting policy as of January 1, 2020. 

 

The revaluation model provides, after initial recognition for an asset, any property, plant and equipment whose fair value may to be measured reliably, to be carried at revalued amount, which is the fair value of the asset at the date of revaluation less any subsequent accumulated depreciation as well as subsequent accumulated impairment losses. Revaluations should be carried out at sufficiently regular intervals to ensure that the carrying amount does not differ materially from the fair value that would be determined using the fair value at the statement of financial position date.

  

 

11.       Investment property

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Cost

 

 

 

 

 

 

 

Balance at the beginning of the period

1,883

 

1,883

 

 

 

 

Acquisitions

-

 

-

 

 

Balance at the end of the period

1,883

 

1,883

 

 

 

 

Accumulated depreciation

 

 

 

 

 

 

 

Balance at the beginning of the period

184

 

137

 

 

 

 

Depreciation

24

 

47

 

 

Balance at the end of the period

208

 

184

 

 

 

 

Carrying amount at the beginning of the period

1,699

 

1,746

 

 

 

 

Carrying amount at the end of the period

1,675

 

1,699

 

Investment property representing land and building were acquired through business combination in December 2016. The carrying amount of the investment property is a maximum approximation of their fair value of 1,726 thousand. The Group determines the fair value of the investment property for reporting purposes, using a valuation report of independent appraiser, which is calculated by method of net assets value and discounted free cash flows. The investment properties are part of a set of assets, which worth BGN 1,500 thousand, serving to secure the credit limit under a revolving credit line agreement concluded in 2016.

 

12.       Assets and liabilities under leases

 

In the consolidated statement of financial position as at June 30, 2021 and December 31, 2020 are disclosed the following items and amounts related to lease agreements:

 

Consolidated statement of financial position

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Right-of-use assets, incl.:

11,970

 

14,176

 

 

 

 

Property (lands and buildings)

6,129

 

7,037

Machinery, plants and equipment

5,525

 

6,630

Transport vehicles

316

 

509

 

 

 

 

Liabilities under leases, incl.:

(11,996)

 

(14,047)

Current liabilities

Non-current liabilities

(3,917)

(8,079)

 

(4,251)

(9,796)

 

 

 

 

Net effect on equity

(26)

 

129

 

Costs recognised in the consolidated statement of comprehensive income

 

Consolidated statements of profit or loss and other comprehensive income

June 30,

2021

BGN'000

 

June 30,

2020

BGN'000

 

 

 

 

Depreciation costs of right-of-use assets, incl.:

2,215

 

2,169

Property (lands and buildings)

914

 

777

Machinery, plants and equipment

1,108

 

1,111

Transport vehicles

193

 

281

Interest under lease contracts for right-of-use assets

277

 

483

 

 

 

 

 

2,492

 

2,652

 

 

13.       Goodwill

 

The recognised goodwill as at June 30, 2021 and December 31, 2020 is at the amount of BGN 19,844 thousand and arose as a result of the acquisition of the subsidiaries: Varna Storage EOOD - BGN 19,787 thousand, Lozen Asset AD - BGN 29 thousand and Petrol Technologies OOD - BGN 28 thousand.

 

 

14.       Inventory

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Goods, including:

19,010

 

18,137

Fuels

11,452

 

10,859

Lubricants and other goods

7,558

 

7,278

Materials

682

 

642

 

 

 

 

 

19,692

 

18,779

 

 

15.       Non-current assets held for sale

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Non-current assets held for sale incl.:

1,422

 

8

Land

744

 

-

Buildings

438

 

8

Plant and equipment

240

 

-

 

 

 

 

 

1,422

 

8

 

In January 2021, as a creditor in an enforcement case for overdue receivables on loans and trade and other receivables against an unrelated entity, the Group was declared as a buyer through a distribution protocol by a private bailiff due to a public sale of property owned by the unrelated entity - debtor. The acquisition price of the property was paid by setoff of counter receivables on loan granted in previous periods and interest on it, and also trade receivables and re-invoicing and also legal interest on them for the total amount of BGN 1,339 thousand and by additional payment of BGN 210 thousand. The Group paid the price within the statutory term and in February 2021 when the award decree issued by the private bailiff came to force, the Group made the setoff and acquired the ownership of the property. As at June 30, 2021 the property representing storage depot, mortgaged as a collateral in favor of a commercial bank under revolving credit line contract signed in 2016 is recognized in the consolidated financial statements as held-for-sale asset.

 

 

16.       Loans granted

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

 

 

 

 

 

 

 

 

Loans granted to unrelated parties, including

23,346

 

23,202

Initial value

36,105

 

35,970

Allowance for impairment

(12,759)

 

(12,768)

 

 

 

 

 

23,346

 

23,202

 

In April 2021 the Group granted a cash loan to an unrelated party with a credit limit of up to BGN 500 thousand, available in tranches for the period of one year from the signing date at 5% annual interest rate. As at June 30, 2021 the Group has no unsettled receivables under this agreement.

 

In April 2021 the Group granted a cash loan to an unrelated party with a credit limit of up to BGN 75 thousand available in tranches for the period until December 31, 2021 at 5% annual interest rate. As at June 30, 2021 the Group has receivables under this contract at the amount of BGN 72 thousand principal.

 

In February 2020 the Group signed a cash loan agreement with an unrelated party with a credit limit of up to BGN 50 thousand and interest rate of 5%. The repayment period has been additionally extended until December 31, 2021. As at June 30, 2021 the Group has no unsettled receivables under this loan.

 

In January 2019, the Group granted a cash loan to an unrelated party with a credit limit of up to BGN 5,500 thousand with an interest rate of 6.7%, which is additionally annexed until December 31, 2021. As at June 30, 2021 the receivables under the contract amount to BGN 5,180 thousand principal, net of impairment and BGN 739 thousand interest.

 

In April 2019 the Group entered into an agreement for granting a cash loan to an unrelated party with a credit limit of up to BGN 1,448 thousand at 6.7% annual interest rate. As June 30, 2021 the receivables under this contract are at the amount of BGN 43 thousand, net of impairment.

 

In May 2019 the Group granted a cash loan to an unrelated party with credit limit up to BGN 11 thousand and interest rate of 6.7%. As at June 30, 2021 the receivables are at the amount of BGN 3 thousand, net of impairment.

 

In August 2019 the Group granted a cash loan to an unrelated party with a credit limit of up to BGN 1,000 thousand with interest rate of 6.7%, available in tranches for one year since the date of signing. With an annexes the repayment period of the loan has been extended, the loan limit has been increased and from the beginning of 2021 the interest decreased to 5%. As of June 30, 2021 the loan has been fully repaid.

 

In August 2019 the Group signed a contract for granting a cash loan to an unrelated party at 7% annual interest rate and one year repayment period. With an annex the repayment period of the loan is extended to August 2021. As at June 30, 2021 the receivables under this loan are BGN 313 thousand principal and BGN 37 thousand interest.

 

In February 2018 the Group granted a cash loan to unrelated party at the amount of BGN 2,000 thousand, subsequently the amount was increased to BGN 3,500 thousand at 6.7% interest and repayment period extended until December 31, 2018. With annexes the credit limit was increased to BGN 5,000 thousand and the term of the loan was extended until December 31, 2021. As at June 30, 2021 the receivables under this loan are BGN 2,027 thousand principal and BGN 592 thousand interest net of impairment.

 

In March 2018 the Group entered into an agreement for granting a cash loan to unrelated party with a credit limit of up to BGN 300 thousand at 6.7% annual interest rate and repayment period until December 31, 2018. With annexes the term of the loan was extended and the limit was increased. As at December 31, 2020 the receivables under this loan are BGN 825 thousand principal and BGN 97 thousand interest. In February 2021 the Group has made a set-off of counter obligations concerning the right of acquisition of a property by a bailiff public sale. As at June 30, 2021 the granted funds under this contract were BGN 496 thousand principal and BGN 28 thousand interest.

 

In November 2017 the Group signed two contracts for granting interest bearing loans with unrelated parties amounting up to BGN 5,050 thousand and up to BGN 6,150 thousand at 6.7% annual interest rate and repayment period until December 31, 2021. As at June 30, 2021 the granted amounts under these contracts are BGN 3,448 thousand net of impairments principal and BGN 1,059 thousand interest and BGN 4,417 thousand net of impairments principal and BGN 1,278 thousand interest. The contract is annexed and the interest rate decreased to 5% from January 1, 2021.

 

In December 2017, the Group signed a contract for granting cash loan, which requires the Group to grant interest bearing loan up to BGN 3,000 thousand to unrelated party at 6.7% annual interest with repayment period until December 31, 2021. As at June 30, 2021 the receivables under this loan are BGN 2,483 thousand principal, net of impairment and BGN 698 thousand interest.

 

 

17.       Trade and other receivables

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Receivables from clients, including

22,853

 

19,013

Initial value

24,119

 

20,281

Allowance for impairment

(1,266)

 

(1,268)

Prepaid expenses

3,716

 

96

Receivables under cession agreements, assumption of debt and regress

3,380

 

3,378

Initial value

4,009

 

4,007

Allowance for impairment

(629)

 

(629)

Financial assets, measured at fair value through profit or loss

2,235

 

2,235

Guarantees for participation in tender procedures

922

 

904

Advances granted, including

477

 

188

Initial value

547

 

258

Allowance for impairment

(70)

 

(70)

Litigations and writs

169

 

169

Initial value

179

 

179

Allowance for impairment

(10)

 

(10)

Tax refundable, incl.:

18

 

5

VAT

18

 

5

Other

83

 

791

Initial value

110

 

829

Allowance for impairment

(27)

 

(38)

 

 

 

 

 

33,853

 

26,779

 

In accordance with the established policy, the Group provides its clients a credit period, after which an interest for delay is charged on the unpaid balance. An interest for delay is provided for in every particular contract. As at the end of every reporting period the Group carries out a detailed review and analysis of the significant due trade receivables and the assessed as uncollectible are impaired.

 

The adoption of the new IFRS 9 changed essentially the accounting of the impairment losses of financial assets and substitute the method of the accrued losses under IAS 39 with the oriented to a greater extent to the future model of the expected credit losses. The IFRS 9 obligates the Group to recognize a provision for the expected credit losses for all debt instruments, which are not recognised at fair value in the profit or loss and for the assets under contracts.

 

The Group considers that unimpaired overdue receivables are collectible based on historical information about payments, guarantees received and a detailed analysis of the credit risk and collaterals of its customers.

 

 

18.       Cash and cash equivalents

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Cash in transit

1,433

 

1,570

Cash at banks

1,457

 

1,052

Cash on hand

125

 

100

 

 

 

 

Cash in statement of cash flows

3,015

 

2,722

 

 

 

 

Blocked cash

51

 

51

 

 

 

 

Cash in statement of financial position

3,066

 

2,773

 

As at June 30, 2021 and December 31, 2020 cash at the amount of BGN 51 thousand, blocked under enforcement court cases to which the Group is a party, were presented as blocked cash.

 

Cash in transit comprises cash collected from fuel stations as at the end of the reporting period, but actually received in the bank accounts of the Group in the beginning of the next reporting period.

 

 

19.       Registered capital

 

The Group's registered capital is presented at its nominal value. The registered capital of the Group represents the registered capital of the Parent company Petrol AD.

 

As at June 30, 2021 and December 31, 2020 the shareholders in the Parent company are as follows:

 

Shareholder

June 30,

2021

 

December 31,

2020

 

 

 

 

Alfa Capital AD

28.85%

 

28.85%

Yulinor EOOD

23.11%

 

23.11%

Perfeto consulting EOOD

16.43%

 

16.43%

Trans Express Oil EOOD

9.86%

 

9.86%

Petrol Bulgaria AD

7.32%

 

7.32%

Corporate Commercial Bank AD

5.51%

 

5.51%

Correct Pharm EOOD

3.66%

 

3.66%

VIP Properties EOOD

2.26%

 

2.26%

The Ministry of Energy

0.65%

 

0.65%

Other minority shareholders

2.35%

 

2.35%

 

 

 

 

 

100.00%

 

100.00%

 

 

 

 

 

The Management of the Parent company has undertaken series of measures related to optimization of its capital adequacy. At several General Meetings of Shareholders (GMS) held in the period of 2016 - 2017 a decision for reverse-split procedure for merging 4 old shares with a nominal value of BGN 1 into 1 share with a nominal value of BGN 4 and consequent decrease of the capital of the Parent company in order to cover losses by decreasing the nominal value of the shares from BGN 4 to BGN 1, was voted. In March 2018, following a decision of the Lovech Regional Court, which repealed the refusal of the Commercial Register (CR) to register the decision voted on EGMS for merging 4 old shares with a nominal value of BGN 1 into 1 new share with a nominal value of BGN 4, the applied change was registered in CR resulting in registered capital of the Parent company of BGN 109 249 612, distributed in 27 312 403 shares with a nominal value of BGN 4 each. The change in the capital structure of the Parent company was registered also in Central Depositary AD. The submitted in April 2018 application for registration of the voted on EGMS decision for the second stage of the procedure of the Parent company's capital to be decreased by decreasing the nominal value of the shares from BGN 4 to BGN 1 in order to cover losses, was refused by the Commercial Register.

 

At EGMS of Petrol AD held on November 8, 2018 the decision to decrease the capital of the Parent company in order to cover losses by decreasing the nominal value of the shares from BGN 4 to BGN 1 was voted again. A refusal of the application for registration of the decision in CR was enacted, which was appealed by the Parent company within the statutory term. The minority shareholders disputed the decision of the EGMS and additionally to the refusal the application proceeding was postponed until the pronouncing of the Lovech Regional Court on the court proceedings, initiated on minority shareholders request. In March 2019 the Lovech Regional Court enacted a decision, which rules the CR to register the decrease of the capital after a resumption of the registration proceedings following the pronouncing on the legal proceedings initiated by the minority shareholders request. At present the court proceedings for the claims of annulment of decisions taken on EGMS from November 2018 are pending.

 

In February 2019 was held a new EGMS, where the decision for reduction of capital was voted again and a decision for substitution of the deceased member of Supervisory Board Ivan Voynovski with Rumen Konstantinov was taken. A refusal on the application for registration of these circumstances in the file of the Parent company was enacted, which was appealed by the Parent company within the statutory term. In addition to the refusal, the registration proceeding was ceased on request of minority shareholders until the Lovech Regional Court rules on.

 

In May 2019 the Lovech Regional Court enacted a decision, which repealed the enacted refusal and turn back the case to the Registry Agency for a registration of the application after a resumption of the ceased registration proceedings. At present, the court proceedings for repealing of the decisions of EGMS from February 2019 are pending.

 

The procedure for distribution of profits and coverage of losses is provided in the Commercial Act and the Articles of Association of the Parent company.

 

Loss per share

 

The loss per share is calculated by dividing the net loss for the period by the weighted average number of ordinary shares held during the reporting period.

 

 

 

 

June 30,

2021

 

June 30,

2020

 

 

 

 

 

 

Weighted average number of shares (BGN'000)

 

 

27,312

 

27,312

Loss (BGN'000)

 

 

(2,784)

 

(5,902)

 

 

 

 

 

 

Loss per share (BGN)

 

 

(0.10)

 

(0.22)

 

 

20.       Loans and borrowings

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

Debenture loans

36,299

 

36,234

Loans from financial institutions

154

 

309

 

 

 

 

 

36,453

 

36,543

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Debenture loans

1,806

 

2,183

Loans from financial institutions

7,538

 

7,825

Trade loans from unrelated parties

352

 

-

 

 

 

 

 

9,696

 

10,008

 

 

 

 

 

46,149

 

46,551

 

20.1.    Debenture loans

 

In October 2006, the Parent company issued 2,000 registered transferable bonds with fixed annual interest rate of 8.375% and emission value of 99.507% of the nominal, which is determined at EUR 50,000 per bond. The purpose of the issue is to provide funds for working capital, financing of investment projects and restructuring of previous debt of the Parent company. The principal is due  

The principal is due in one payment at the maturity date and the interest is paid once per year. At the general meetings of the bondholders conducted in October and December 2011, it was decided to extend the term of the issue until January 26, 2017. On 23 December 2016, a procedure for extension of the bond issue to 2022 and reduction of the interest rate in the range from 5.5% to 8% was successfully completed.

 

In September 2020 the Parent company successfully completed a new procedure for renegotiating the conditions of the debenture loan. The maturity of the principal of the debenture loan is deferred until January 2027, the agreed interest rate is reduced to 4.24% per annum, and the periodicity of the interest (coupon) payments is every six months - in January and in July of each year to the maturity of the loan.

 

As at the date of preparation of these financial statements the nominal value of the debenture loan is EUR 18,659 thousand, and the fair value is BGN 34,897 thousand (2020: BGN 34,897 thousand), calculated at 8.23% interest rate (2020: 8.23%).

 

The debenture loan liabilities are disclosed in the statement of financial position at amortised cost. The annual interest rate as at June 30, 2021 is 4.66%.

 

20.2.    Loans from financial institutions

 

In July 2016, the Parent company entered into an investment loan agreement, prepaying the liabilities on finance lease contract from November 2015. Collateral of the loan is mortgage of property, acquired through finance lease and pledge of receivables. The term of the contract is May 2022 and the contracted interest rate is 3mEuribor+5.25%. As at June 30, 2020 the liabilities under the bank loan amounting to BGN 624 thousand current liabilities and BGN 565 thousand non-current liabilities. In April 2020 the Parent company has renegotiated the terms under the investment loan agreement, as the agreed interest rate on principal was reduced to 3mEuribor plus 3.5%, but not less than 3.5%. With an additional agreement from January 2021 the repayment period of the loan is extended to September 30, 2022. The Group's liabilities as at June 30, 2021 under this bank loan are at the amount of BGN 615 thousand current and BGN 154 non-current liabilities (December 31, 2020: BGN 628 thousand current and BGN 309 thousand non-current liabilities).

 

In September 2018 the Parent company entered into a credit-overdraft agreement on current account in commercial bank, intended for working capital with maximum allowed amount of BGN 2,000 thousand and repayment period until January 31, 2019 and contracted interest rate as Savings-based Interest Rate (SIR) plus added amount of 6,1872 points, but cumulatively not less than 6.5% annually. The credit is secured with a special pledge of its goods in turnover, representing oil products and with a pledge of receivables on bank accounts. In December 2018, as a result of a signed annex to an agreement from 2016 for revolving credit line with the same bank, the Group negotiated an increase of the amount of the credit line of BGN 9,500 thousand with an additional amount of BGN 11,500 thousand, by which the total amount of credit line rose to BGN 21,000 thousand. The line is separated in total limit of BGN 13,500 for issuance of bank guarantees and BGN 7,500 for refinancing of the received credit-overdraft of BGN 2,000 thousand and the rest for working capital. The increased amount of the credit limit on the revolving credit line is covered additionally with establishment of mortgages and pledges of properties, plants and equipment with a carrying amount of BGN 6,543 thousand as at June 30, 2020. In June 2019 the loan was partially repaid and the limit for working capital decreased from BGN 7,500 thousand to BGN 7,000 thousand as at June 30, 2020. In January 2020 the Parent company renegotiated the terms of the used credit line granted to it by a commercial bank under a revolving credit line agreement dated September 21, 2016, with a credit limit of BGN 7,000 thousand and achieved a reduction of the annual compound IRBS + 5,2802%, but not less than 5.5%. In March 2021 the Group partially repaid BGN 270 thousand principal and the outstanding amount as at June 30, 2021 was decreased to BGN 6,730 thousand.

 

20.3        Trade loans received

 

In February 2021 the Group received a short-term trade loan from an unrelated party with a credit limit of BGN 200 thousand, available in tranches at 4% annual interest rate on the received amount and due until December 31, 2021. With an annex from May 2021 the contracted credit limit is increased from BGN 200 thousand to BGN 500 thousand. As at June 30, 2021 the Group has BGN 350 thousand outstanding principal and BGN 2 thousand interest liabilities under this loan.

 

20.3.       Factoring

 

In February 2019 the Group entered into an agreement with a commercial bank for factoring with special terms and without regress for transferring of preliminary approved receivables with a maximum period of the deferred payments up to 120 days from the date of invoice issuance with a payment in advance of 90% of the value of the transferred receivables including VAT. The commission for factoring services is 0.35% of the total value of the transferred invoices plus additional annual taxes. The interest for the amounts paid in advance is Base Deposit Index for Legal Entities + 1.95%, accrued daily and paid on monthly basis at the end of every calendar month. As at June 30, 2021 the Group has no exposure under this factoring agreement.

 

In March 2021 the Group signed with a commercial bank an agreement for purchasing of receivables on trade invoices (standard factoring) with a total limit of advance payment of BGN 402 thousand and interest rate, based on savings (IRBS) in BGN, increased with a margin of 3.8382 points, but not less than 4% annually on the amount paid in advance. The contract is secured by a pledge of receivables on bank accounts of the Group, opened in the bank. As at June 30, 2021 the Group has no liabilities related to this factoring agreement.

 

 

21.       Obligation for defined benefit retirement compensations

 

As at June 30,2021 and December 31, 2020 the Group accrued obligation for defined benefit retirement compensations amounting to BGN 773 thousand. The amount of the liability is determined based on an actuarial valuation, based on assumptions for mortality, disability, employment turnover, salary increases, etc. The present value of the liability is calculated using a discount factor of 0.34% and increase of the expected salary by 4%

 

The demographic assumptions are related to the likelihood individuals to leave the plan before retirement due to various reasons: withdrawal, staff reduction, illness, death, disability, etc. They are based on a statistical information about the population and are attached to the staff structure by gender and age at the time of the assessment.

 

 

22.       Trade and other payables

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Payables to suppliers

63,853

 

51,083

Tax payables, including

4,063

 

4,841

Excise duty and other taxes

3,986

 

4,590

VAT

77

 

251

Payables to personnel and social security funds

2,548

 

2,506

Advances received and deferred income

254

 

278

Payables to related parties

12

 

12

Other

879

 

823

 

 

 

 

 

71,609

 

59,543

 

The Group accrues unused paid leave provision of employees in compliance with IAS 19 Employee Benefits. The movement of these provisions for the period is as follows:

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Balance at the beginning of the year

674

 

608

Accrued during the period

439

 

578

Utilised during the period

(425)

 

(512)

 

 

 

 

Balance at the end of the period, including:

688

 

674

Paid leaves

576

 

569

Social security on paid leaves

112

 

105

 

The balance at the end of the year is presented in the consolidated statement of financial position together with current payables to personnel.

 

23.       Current income tax

 

 

June 30,

2021

BGN'000

 

December 31,

2020

BGN'000

 

 

 

 

Income tax payable at the beginning of the period

-

 

3

Corporate income tax accrued

50

 

-

Corporate income tax paid

-

 

(3)

 

 

 

 

Refundable corporate income tax at the end of the period

50

 

-

 

 

24.       Subsidiaries

 

The subsidiaries, included in the consolidation, over which the Group has control as of June 30, 2021 and December 31, 2020 are as follows:

 

Subsidiary

Main activity

Investment

 at June 30 2021

Investment

 at Dec. 31 2020

 

 

 

 

Varna Storage EOOD

Trade with petrol and petroleum products

100%

100%

Petrol Finance EOOD

Financial and accounting services

100%

100%

Elit Petrol -Lovech AD

Trade with petrol and petroleum products

100%

100%

Lozen Asset AD

Acquisition, management and exploitation of property

100%

100%

Petrol Properties EOOD

Trading movable and immovable property

100%

100%

Kremikovtsi Oil EOOD

Processing, import, export and trading with petroleum products

100%

100%

Shumen Storage EOOD

Processing, import, export and trading with petroleum products

100%

100%

Office Estate EOOD

Ownership and management of real estates

100%

100%

Svilengrad Oil EOOD

Processing, import, export and trading with petroleum products

100%

100%

Varna 2130 EOOD

Trade with petrol and petroleum products

100%

100%

Petrol Finances OOD

Financial and accounting services

99%

99%

Petrol Technologies OOD

IT services and consultancy

98,80%

98,80%

 

 

25.       Disclosure of transactions with related parties

 

The Parent company (Controlling company) is Petrol AD. It has a two-tier management system, which includes a Management Board (MB) and a Supervisory Board (SB). Below are the names and functions of the members of the Supervisory and Management Board of Petrol AD.

 

Supervisory Board

 

Ivan Voynovski[2]

Chairman

Petrol Correct EOOD, represented by Nikolay Gergov

Member

Petrol Asset Management EOOD, represented by Armen Nazaryan

Member

 

 

Management Board

 

Grisha Ganchev

Chairman of the Management Board

Georgy Tatarski

Deputy chairman of MB and Executive director

Milko Dimitrov

Member of MB and Executive director

Lachezar Gramatikov

Member of MB

Kiril Shilegov

Member of MB

 

The total amount of the accrued remunerations of the members of Management and Supervisory Board of the Parent company, included in the personnel expenses as at June 30, 2021, amounted to BGN 883 thousand (BGN 511 thousand as at June 30, 2020) and unsettled liabilities of BGN 73 thousand (BGN 31 thousand as at December 31, 2020).

 

In the first half of 2020 other transactions with related parties have been not carried out.

 

26.       Capital management

 

In order to ensure the going concern functioning of the Group, the Management has undertaken series of purely procedural and business oriented measures, aimed to bring the capital of the Parent company in consistence with the requirements of Art. 252, par. 1, item 5 of the Commercial Act (CA) and overall improvement of the financial position of the Group.

 

The Management of the Group has undertaken series of measures in order to optimize the capital adequacy of the company. As a result of the several General Meetings of Shareholders held during 2016 and 2017 a decision for reverse split procedure for merging 4 old shares with a nominal of BGN 1 into 1 new share with nominal of BGN 4 and subsequent decrease of capital of the Parent company in order to cover losses by decreasing the nominal value of the shares from BGN 4 to BGN 1 was voted. In March 2018 following a decision of the Lovech Regional Court, which cancelled the refusal of the Commercial Register (CR) to register the decision taken on EGMS for merging of 4 old shares with BGN 1 nominal in 1 new share with BGN 4 nominal. The submitted change was registered in Commercial Register and the registered capital of the Parent company of BGN 109,249,612 was distributed in 27,312,403 shares with nominal of BGN 4 each. The change in capital structure was registered also in the register of Central Depository AD. The Commercial Register enacted a refusal on the submitted in April 2018 application for registration of the decision of EGMS for the second stage of the procedure reducing the nominal value of the shares from BGN 4 to BGN 1 in order to cover losses.

 

At EGSM of Petrol AD held on November 8, 2018 the decision for reduction of capital of the Parent company in order to cover losses by decreasing the nominal value of the shares from BGN 4 to BGN 1 was voted again. A refusal was given on the application for registration of the decision in CR, which was appealed by the Group within the statutory term.

 

The minority shareholders disputed the decision of the EGMS and additionally to the refusal, the application proceedings was postponed until the pronouncing of the Lovech Regional Court on the court proceedings, initiated on minority shareholders request. In March 2019, the Lovech Regional Court ruled a decision instructing Commercial Register to reflect the reduction of capital after the resumption of the registration proceedings and ruling on the cases initiated at the request of the minority shareholders.

 

The decision for reduction of the capital was voted again on a new EGMS held in February 2019. On the same EGMS was also taken a decision for replacement of the deceased member of the Supervisory Board Ivan Voynovski with Rumen Konstantinov. The application for registration of these circumstances in the account of the Parent company was refused, which was disputed within the legal term by the Parent company.

 

In addition to the refusal the registration proceedings was postponed by a request of minority shareholders until the pronouncing of the Lovech Regional Court. In May 2019 the Lovech Regional Court enacted a decision, which repealed the enacted refusal and turn back the case to the Registry Agency for a registration of the application after a resumption of the ceased registration proceedings. At present, the court proceedings for repealing of the decisions of EGMS from February 2019 are pending.

 

From the beginning of 2019 the Law on the Administrative Regulation of Economic Activities Related to Oil and Petroleum Products become effective. The effect of the law directly affects the main activity of the Group. In September 2020 the Parent company has been entered within the register to the Ordinance on the terms and conditions for keeping a register of persons carrying out economic activities related to oil and petroleum products and issued a bank guarantee for wholesale trading in favour of the Ministry of economics at the amount of BGN 500 thousand. As at the date of publishing of these consolidated financial statements the Parent company is registered for its retail trading with oil and petroleum products.

 

In May 2020, the Parent company received from the Commission for Protection of Competition (CPC) a decision for initiated proceedings to establish any violations under Art. 15 and Art. 21 of LPC and / or under Art. 101 and Art. 102 of the Treaty on the Functioning of the European Union (TFEU) in determining the prices of mass automotive fuels in the production / import - storage - wholesale - retail trade, both at the individual horizontal levels and vertically, by eleven companies, including the Parent company. At present, the inspection has not yet been completed.

 

Next capital adequacy measure, which the Group has taken is a change in accounting policy in relation to non-current tangible assets - property, plant and equipment of the policy applied in its financial statements until 2019 including the cost model, with the application from the beginning of 2020 of the other applicable model - the revaluation model, which the Management considers to reflect more objectively the value of the held non-current tangible and intangible assets.

 

To carry out its business activity the Group needs free capital to provide the necessary working capital, to pay its obligations on timely manner and to follow its investment intentions. Major sources of liquidity are cash and its equivalents, intra-group cash flows, long-term and short-term loans, the decrease of receivables collection period and extension of the liabilities paying period.

 

In the first half of 2021 the current liquidity ratio of the Group remain at level 0.95 compared to 0.97 at the end of 2020, as during the period the current assets increase by BGN 9,838 thousand (EUR 5,030 thousand) and the current liabilities grow by BGN 11,470 thousand (EUR 5,865 thousand) compared to 2020. Contribution for the increase of the current liabilities has the increase by BGN 12,746 thousand (EUR 6,517 thousand) of the current trade liabilities.

 

During the current period the consolidated total indebtedness of the Group includes trade loans, credits from financial institutions and finance lease agreements declines by BGN 402 thousand (EUR 206 thousand) to BGN 46,149 thousand (EUR 23,596 thousand). The decline of total debt is due to a greatest extend to the repayment of the received bank loans, as the bank loan liability of the Group decline by BGN 422 thousand (EUR 226 thousand). As at the end of the first six months of 2021 the Debt/Assets ratio declines to 0.29 compared to 0.31 at the end of 2020.

 

For the first six months of 2021 the goods turnover ratio declines to 18 days compared to 21 days as at the end of 2020. The time required for the Group to collect its receivables from clients declines to 18 days compared to 21 days for 2020.

 

The Group's Management expectations are in the coming years as a result of a growing competition mainly in retail market, part of the small independent players to be forced out gradually of fuels business. At the same time, the expectations in terms of the levels of trade margins, in particular in the retail market, are the margins to stabilize around the average European levels.

 

At the end of 2019, a new coronavirus was identified in China. Due to the fast widespread of the virus worldwide at the beginning of 2020, the World Health Organization declared a global pandemic. On March 13, 2020 the Parliament of the Republic of Bulgaria declared a state of emergency on request of the Government of the Republic of Bulgaria and on March 24, 2020 the Law on Measures and Actions during a State of Emergency became effective. In order to restrict the widespread of coronavirus infection, an Order of the Health Minister was issued for the introduction of anti-epidemic measures, which directly affect the business activity of the Group. Part of the measures include extension and interruption of the administrative deadlines, extension of the of administrative acts, suspension of the procedural court terms and the statute of limitations, changes in the labor legislation, referring to new working hours, suspension of work and / or reduction of working hours and use of leave, etc.

 

The pandemic causes a significant reduction in economic activity in the country and raises significant uncertainty about future processes in macroeconomics in 2020, 2021 and beyond. The Group's Management monitors the emergence of risks and negative consequences in the outcome of the pandemic with Covid-19, currently assessing the possible effects on the assets, liabilities and activities of the Group, striving to comply with contractual commitments, despite the uncertainties and force majeure circumstances. In view of the introduced anti-epidemic measures and restrictions in the pandemic, which cause a significant reduction in economic activity and creates significant uncertainty about future business processes, there is a real risk of a decline in sales of the Group. However, Management believes that it will be able to successfully bring the Group out of the state of emergency in which it is placed.

 

The plans for the future development of the company are closely related and depend to a greater extent to the stated expectations for changes in the market environment. The Management continues to follow the program outlined and started in the beginning of 2014 for restructuring the activities of Petrol Group, aiming to concentrate the efforts to optimize and develop the core business - wholesale and retail trading with fuels. With the aim to improve the financial position, the Management continues to analyze actively all expenses and to look for hidden reserves for optimization.

 

In the coming years the results of the Group will also depend on the possibilities to carry out the investments and the successful delivering of new projects. The investments of the Group will be focused predominantly on the development of new sites and increasing the sales and market share of Petrol AD, mainly through transformation of the trade sites managed by the Parent - company into modern places for complex customer service.

 

Following the strategy of expanding the market share in retail market, the Group plans to attract new sites under Petrol brand through the franchise program.

 

In the next year the Management of the Group will direct its effort towards conducting an active marketing campaign. It is provided marketing activities - games, promotions and other, supported by enough media appearances to increase the sales of fuels. The Management will continue to develop its card system and plans to create a loyalty clients system.

 

The Group's Management activities are directed to validation of the principles and traditions of good corporate governance, increasing the trust of the interested parties, namely shareholders, investors and counterparties, and to disclosure of timely and precise information in accordance with the legal requirements.

 

 

27.       Contingent liabilities

 

As at June 30, 2021 the Group has contingent liabilities, including issued mortgages and pledges of property, plant and equipment and non-current assets held for sale, which serve as a collateral for bank loans granted to the Group and unrelated parties and credit limits for issuance of bank guarantees with total carrying amount of BGN 23,444 thousand.

 

The Group is a joint co-debtor under loan agreement of unrelated supplier, including limit for overdraft and limit for stand-by credit for issuance of bank guarantees in favour of Customs Agency. The total amount of the utilized funds and issued bank guarantees of all borrower's exposures to the Bank shall not exceed BGN 45,000 thousand. In relation to this credit agreement, the Group has established a special pledge on its cash in the bank account opened in the bank-creditor with total amount of BGN 51 thousand as at June 30, 2021 and a special pledge on receivables from contractors for BGN 4,000 thousand average monthly turnover. The Group is a joint debtor of a promissory note under a credit agreement - overdraft from a financial institution, granted to an unrelated party - a major fuel supplier for a total amount of BGN 60,975 thousand.

 

The Group bears a joint obligation according to a contract for debt from January 2017 on an obligation of a subsidiary until February 2018 for BGN 2,346 thousand as at June 30, 2021.

 

Under a bank agreement for revolving credit line signed in 2016, bank guarantees were issued for a total amount of BGN 9,642 thousand as at June 30, 2021, including BGN 7,800 thousand in favor of third parties - Group's suppliers, BGN 500 thousand in favor of Ministry of Economy to its registration under the Law on the Administrative Regulation of Economic Activities Related to Oil and Petroleum Products and BGN 1,342 thousand to secure own liabilities related to contracts under the Public Procurement Act. In December 2020 bank guarantees at the amount of BGN 1,055 thousand, securing tax assessments appealed by the Group, were returned to the bank by the National Revenue Agency as a result of the final completion of the court proceedings. The contract is secured by mortgages of property, pledge of plants and equipment, pledge of all receivables on bank accounts of the Parent company and a subsidiary. In July 2017 the credit limit under the revolving credit line was increased from BGN 8,500 thousand to BGN 9,500 thousand. Assets amounted to BGN 1,500 thousand, owned by a subsidiary, additionally secured the credit limit. With an annex from December 2018 the limit is increased to BGN 21,000 thousand and is additionally secured with mortgages and pledge of property, plants and equipment, and special pledge of goods in turnover, namely petroleum products. In March 2021 the Group partially repaid principal of BGN 270 thousand and the outstanding amount as at June 30, 2021 is BGN 6,730 thousand.

 

As a collateral of an investment loan signed in July 2016, a mortgage of property, acquired through the investment loan and a pledge of receivables, arising from opened bank accounts of the Parent company to the amount of the outstanding balance of the loan, which as at the June 30, 2021 amounting to BGN 769 thousand.

 

In relation to a signed in 2015 guarantee contract for obligations of another subsidiary, arising of a cession contract with outstanding book value as at December 31,2019 of BGN 245 thousand, in April 2020 the Court ruled a final decision on this pending litigation. The Court assumed that the Parent company is responsible as a guarantor for the obligations of the subsidiary under the cession agreement. The Court of Appeal has entirely annulled the decision of the first instance court and admitted the receivable of the Parent company under the guarantee contract jointly with the other related party. The decision of the appellate court was appealed by the Parent company before the Supreme Court of Cassation, but was not allowed. The Group file a claim to establish the non-existence of these receivables and the court case is pending. The funds given as collateral under Art. 180 and Art. 181 of the CPA in the amount of BGN 245 thousand under the case initiated against the Group in 2015, together with the amount of BGN 93 thousand, were collected by the bailiff in the course of the enforcement proceedings initiated against the Group. However, they have not been distributed due to the suspension of the enforcement case, based on the security of a future claim provided in favor of the Group and remain blocked on the account of the bailiff until the final conclusion of the litigation.

 

In the previous reporting periods companies from the Group have entered into the debt under two loan agreements of a subsidiary with a bank-creditor for USD 15,000 thousand and USD 20,000 thousand, respectively. In 2015 the bank -creditor acquired court orders for immediate execution and receiving orders against the subsidiaries - joint debtors. In relation to the complains filed by the subsidiaries, the competent court has revoked the immediate enforcement orders and has invalidated the receiving orders. In October and December 2015 the creditor has filed claims under Art. 422 of Civil Procedure Code (CPC) against the subsidiaries for the existence of the receivables under each loan agreement. The court proceedings of the creditor are still pending.

 

In December 2016 the first instance court decreed a decision (the Decision) which admit for established that the bank has a receivable amounted to USD 15,527 thousand from the subsidiaries - joint debtors, arising from a signed loan agreement for USD 15,000 thousand. With the same decision the court has ordered the joint-debtors to pay BGN 411 thousand to the bank - creditor for legal advisory fees and court dispute expenses and BGN 538 thousand state fee in favor of the judiciary state for the ordered proceedings and BGN 538 thousand state fee for claim proceedings. In January 2017, the co-debtors have filed in time appeals against the court decision, because of that the decision did not come into force. As at the date of the preparation of these explanatory notes, the dispute is pending in the appeal court. The Group's Management considers that there are grounded chances the Decision to be entirely repealed.

 

As at the date of the preparation of these explanatory notes, the filed proceedings against the subsidiaries - joint debtors for estimation of the bank receivables due to the loan agreement for USD 20,000 thousand is pending before the first-instance court. The Management expects favorable decision by the competent court. In 2018 the Parent company sold its interest in one of co-debtor subsidiaries and the potential risk for the Group is reduced to the court proceedings against the second subsidiary.

 

A creditor of a subsidiary (until December 2015) unreasonably claimed in court the responsibility of the Parent company under a contract of guarantee for liabilities arising from a contract for a framework credit limit as a result of that the bank accounts of the Parent company amounting to USD 29,983 thousand were garnished. This claim was disputed in court by Petrol AD because the liability as guarantor has not occurred and / or extinguished pursuant to Art. 147, par. 2 of the LOC. At the time of conclusion of the guarantee deadline of the arrangements between the lender and subsidiary contractual framework for credit limit was July 1, 2014. The term of the framework credit limit was extended without the consent of the customer, therefore the responsibility of the latter has fallen by six months after initially agreed period, during which the creditor has brought an action against the principal debtor. The term of Art. 147, par. 1 of the LOC is final and upon its expiration the company's guarantee has been terminated, so the objection of the Parent company was granted by the court and imposed liens on bank accounts lifted.

 

After the writ of execution, pursuant to order proceedings, was canceled on which were imposed liens on bank accounts of the Parent company, the creditor has initiated legal claim proceedings under Art. 422 of the CPC to establish the same claims against the subsidiary (until December 2015) and the guarantor Petrol AD. In these proceedings the objections are repeated, that liability as guarantor has not occurred and / or extinguished pursuant to Art. 147, par. 2 of the LOC, and therefore the Management expects that the claim of the creditor against the Parent company will be dismissed permanently by a court decision on those cases. At present, the case is suspended due to the existence of a preliminary ruling, which is important for the correct resolution of the case.

 

In March 2021 the Group signed with a commercial bank an agreement for purchasing of receivables on trade invoices (standard factoring) with a total limit of advance payment of BGN 402 thousand and interest rate, based on savings (IRBS) in BGN, increased with a margin of 3.8382 points, but not less than 4% annually on the amount paid in advance. The contract is secured by a pledge of receivables on bank accounts of the Group, opened in the bank with a balance of BGN 162 thousand as at June 30, 2021. As at June 30, 2021 the Group has no liabilities related to this factoring agreement.

 

The Group has signed a promissory note as collateral to a contract for purchase and sale of electricity for the amount of BGN 100 thousand.

 

In May 2020, the Parent company received from the Commission for Protection of Competition a decision for initiated proceedings to establish any violations under Art. 15 and Art. 21 of LPC and / or under Art. 101 and Art. 102 of the Treaty on the Functioning of the European Union (TFEU) in determining the prices of mass automotive fuels in the production / import - storage - wholesale - retail trade, both at the individual horizontal and vertical levels, by eleven companies, including the Parent company. At present, the proceedings in the case are pending.

 

As at June 30, 2021 funds in bank accounts at the amount of BGN 51 thousand are blocked in enforcement cases to which the Group is a party.

 

 

[1] EBITDA (earnings before interest, tax, depreciation and amortization)

[2] Ivan Alipiev Voynovski- passed away on 23.02.2017

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