30th Sep 2015 16:52
IG Seismic Services Plc
Interim condensed consolidatedfinancial statements (unaudited)
for the 6 month period ended 30 June 2015
Contents
Report on review of interim condensed consolidated financial statements.................................................... 1
Interim condensed consolidated financial statements (unaudited)
Interim condensed consolidated statement of financial position (unaudited).................................................. 2
Interim condensed consolidated statement of comprehensive income (unaudited)....................................... 3
Interim condensed consolidated statement of cash flows (unaudited)............................................................ 4
Interim condensed consolidated statement of changes in equity (unaudited)................................................. 5
Notes to the interim condensed consolidated financial statements (unaudited)............................................. 6
Report on review of interim condensed consolidated financial statements
To the Shareholders and Board of Directors of IG Seismic Services Plc
Introduction
We have reviewed the accompanying interim condensed consolidated financial statements of IGSS Plc and its subsidiaries ("the Group"), comprising the interim consolidated statement of financial position as at 30 June 2015 and the related interim consolidated statements of comprehensive income, changes in equity and cash flows for the six month period then ended and explanatory notes. Management is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with International Financial Reporting Standard IAS 34 Interim Financial Reporting ("IAS 34"). Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review.
Scope of review
We conducted our review in accordance with the International Standard on Review Engagements 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34.
Gabriel Onisiforou
Certified Public Accountant and Registered Auditor
for and on behalf of
Ernst & Young Cyprus Limited
Certified Public Accountants and Registered Auditors
Nicosia
29 September 2015
Note | At 30 June2015 (unaudited) | At 31 December 2014 | |
Assets | |||
Non-current assets | |||
Property, plant and equipment | 5 | 13,231,159 | 14,647,197 |
Goodwill | 3,760,082 | 3,760,082 | |
Intangible assets other than goodwill | 383,467 | 429,783 | |
Investments in associates | 3 | 957,709 | 901,072 |
Exploration and evaluation assets | 216,841 | 216,624 | |
Other non-current assets | 6 | 401,343 | 325,861 |
Deferred tax assets | 300,191 | 309,511 | |
Total non-current assets | 19,250,792 | 20,590,130 | |
Current assets | |||
Inventories | 7 | 2,945,115 | 2,550,461 |
Accounts receivable and prepayments | 8 | 9,459,742 | 10,201,249 |
Other financial assets | 9 | 342,579 | 321,173 |
VAT receivable | 162,387 | 580,124 | |
Prepayments for income tax | 131,162 | 127,928 | |
Other current assets | 30,641 | 55,754 | |
Cash and cash equivalents | 10 | 950,697 | 1,206,691 |
Total current assets | 14,022,323 | 15,043,380 | |
Total assets | 33,273,115 | 35,633,510 | |
Equity and liabilities | |||
Equity | |||
Share capital | 6,513 | 6,513 | |
Share premium | 13,837,978 | 13,837,978 | |
Reverse acquisition reserve | (5,805,259) | (5,805,259) | |
Other non-distributable reserves | 2,233,488 | 2,233,488 | |
Foreign currency translations reserve | 588,008 | 663,593 | |
Accumulated losses | (3,297,397) | (2,790,036) | |
Total shareholders' equity | 7,563,331 | 8,146,277 | |
Non-controlling interest | 590,871 | 668,482 | |
Total equity | 8,154,202 | 8,814,759 | |
Non-current liabilities | |||
Loans and borrowings | 11 | 6,127,390 | 7,939,643 |
Finance lease liabilities | 3,615 | 4,589 | |
Other long-term liabilities | 12 | 493,765 | 626,878 |
Deferred tax liabilities | 1,472,322 | 1,554,844 | |
Total non-current liabilities | 8,097,092 | 10,125,954 | |
Current liabilities | |||
Loans and borrowings | 11 | 7,138,013 | 7,482,974 |
Promissory notes payable | 12 | 695,120 | 961,864 |
Accounts payable | 12 | 5,852,000 | 6,012,765 |
Income tax payable | 49,646 | 3,824 | |
Other taxes payable | 13 | 3,167,072 | 2,071,439 |
Provisions | 13 | 118,146 | 157,448 |
Finance lease liabilities | 1,824 | 2,483 | |
Total current liabilities | 17,021,821 | 16,692,797 | |
Total liabilities | 25,118,913 | 26,818,751 | |
Total liabilities and equity | 33,273,115 | 35,633,510 |
These interim condensed consolidated financial statements were approved and signed by the Director on 29 September 2015
Nikolay Levitskiy |
Director |
For six months ended | |||
Note | 30 June2015 (unaudited) | 30 June2014 (unaudited) | |
Revenue | 15 | 10,035,360 | 10,398,232 |
Cost of sales | 16 | (8,424,604) | (8,404,831) |
Gross profit | 1,610,756 | 1,993,401 | |
General and administrative expenses | 17 | (1,024,991) | (1,204,321) |
Other operating income | 71,691 | 69,315 | |
Other operating expenses | 18 | (546,697) | (307,548) |
Operating profit | 110,759 | 550,847 | |
Finance income | 19 | 35,041 | 43,646 |
Finance expense | 19 | (1,004,448) | (803,225) |
Net foreign exchange gain/(loss) | 20 | 259,215 | (10,512) |
Share of profit/(loss) of an associates | 3,466 | (35,759) | |
Loss before tax | (595,967) | (255,003) | |
Current income tax expense | (10,289) | (5,463) | |
Deferred income tax benefit/(expense) | 50,717 | (74,359) | |
Loss for the period | (555,539) | (334,825) | |
Other comprehensive expense to be reclassified to profit/loss in subsequent periods | |||
Translation difference | (79,611) | (276,256) | |
Total comprehensive expense | (635,150) | (611,081) | |
Loss for the period attributable to: | |||
Shareholders of IG Seismic Services Plc | (481,966) | (294,000) | |
Non-controlling interest | (73,573) | (40,825) | |
Total comprehensive expense attributable to: | |||
Shareholders of IG Seismic Services Plc | (557,551) | (555,862) | |
Non-controlling interest | (77,599) | (55,219) | |
Loss per share: | |||
Basic loss for the period attributable to shareholders of IG Seismic Services Plc | 21 | (23.13) р. | (14.11) р. |
For six months ended | |||
Note | 30 June2015 (unaudited) | 30 June2014 (unaudited) | |
Cash flows from operating activities | |||
Loss before tax | (595,967) | (255,003) | |
Adjustments for: | |||
Depreciation and amortization | 16, 17 | 1,349,085 | 1,359,927 |
Provisions for bad debt and obsolete inventory | 107,326 | 39,346 | |
Loss on disposal of property, plant and equipment and non-current assets | 18 | 231,349 | 99,179 |
Net finance expense | 19 | 969,407 | 759,579 |
Net foreign exchange (gain)/loss | 20 | (259,215) | 10,512 |
Share of (profit)/loss of an associate | (3,466) | 35,759 | |
Cash flow from operating activities before changes in working capital | 1,798,519 | 2,049,299 | |
Working capital adjustments net of acquisitions | |||
Change in accounts receivable | 744,680 | 203,341 | |
Change in inventories | (278,359) | (175,252) | |
Change in prepayments and other current assets | 438,944 | 366,283 | |
Change in accounts payable | (319,732) | 497,895 | |
Change in taxes payable other than income tax | 1,200,847 | 591,629 | |
Change in provisions | 53,260 | (4,931) | |
Cash flows before income tax | 3,638,159 | 3,528,264 | |
Income tax paid | (19,736) | (15,753) | |
Net cash from operating activities | 3,618,423 | 3,512,511 | |
Investing activities | |||
Purchases of property, plant and equipment | (551,274) | (1,226,867) | |
Proceeds from the sale of property, plant and equipment | 18,375 | 2,017 | |
Cash back received as discount on purchases of PPE | 151,545 | - | |
Short-term borrowings issued | - | (22,304) | |
Purchase of bank promissory notes | - | (239,926) | |
Net cash used in investing activities | (381,354) | (1,487,080) | |
Financing activities | |||
Proceeds from loans and borrowings | 92,429 | 19,121,327 | |
Repayment of loans and borrowings | (2,160,777) | (20,422,851) | |
Repayment of finance lease obligations | (2,165) | (2,227) | |
Interest paid | (770,024) | (733,303) | |
Payment to acquire additional interest in associate | 3 | (53,350) | - |
Payment to acquire non-controlling interest | (212,372) | (283,242) | |
Redemption of promissory notes | (424,931) | (238,279) | |
Net cash received used in financing activities | (3,531,190) | (2,558,575) | |
Net decrease in cash and cash equivalents | (294,121) | (533,144) | |
Cash and cash equivalents at the beginning of the reporting period | 10 | 1,206,691 | 711,396 |
Effect of foreign exchange on cash and cash equivalents | 38,127 | (5,261) | |
Cash and cash equivalents at the end of the reporting period | 10 | 950,697 | 172,991 |
Attributable to shareholders of IG Seismic Services Plc | |||||||||
Share capital | Share premium | Reverse acquisition reserve | Other non-distributable reserves | Foreign currency translation reserve | Accumulated (losses) / retained earnings | Total | Non-controlling interests | Total equity | |
Balance as at 1 January 2014 | 6,513 | 13,837,978 | (5,805,259) | 2,233,488 | 270 | (1,099,123) | 9,173,867 | 1,806,717 | 10,980,584 |
Loss for the period | - | - | - | - | - | (294,000) | (294,000) | (40,825) | (334,825) |
Other comprehensive expense | - | - | - | - | (261,862) | - | (261,862) | (14,394) | (276,256) |
Total comprehensive expense | - | - | - | - | (261,862) | (294,000) | (555,862) | (55,219) | (611,081) |
Change in non-controlling interest | - | - | - | - | - | 437,013 | 437,013 | (864,799) | (427,786) |
Balance as at 30 June 2014 (unaudited) | 6,513 | 13,837,978 | (5,805,259) | 2,233,488 | (261,592) | (956,110) | 9,055,018 | 886,699 | 9,941,717 |
Balance as at 1 January 2015 | 6,513 | 13,837,978 | (5,805,259) | 2,233,488 | 663,593 | (2,790,036) | 8,146,277 | 668,482 | 8,814,759 |
Loss for the period | - | - | - | - | - | (481,966) | (481,966) | (73,573) | (555,539) |
Other comprehensive expense | - | - | - | - | (75,585) | - | (75,585) | (4,026) | (79,611) |
Total comprehensive expense | - | - | - | - | (75,585) | (481,966) | (557,551) | (77,599) | (635,150) |
Acquisition of non-controlling interest | - | - | - | - | - | (25,395) | (25,395) | (12) | (25,407) |
Balance as at 30 June 2015 (unaudited) | 6,513 | 13,837,978 | (5,805,259) | 2,233,488 | 588,008 | (3,297,397) | 7,563,331 | 590,871 | 8,154,202 |
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
Notes to the interim condensed consolidated financial statements (unaudited)
1. Corporate information
Organizational structure and operations
These are the interim condensed consolidated financial statements of IG Seismic Services Plc (the "Company" or "IGSS") and its subsidiaries (together referred to as the "Group") which is engaged in provision of land and transition zone seismic data acquisition and data processing and interpretation to the petroleum industry in the Russian Federation, the Commonwealth of Independent States ("CIS") and other countries outside of the CIS.
The Company was incorporated in Cyprus as a private limited liability company in accordance with the provisions of the Companies Law, Cap. 113. Its registered office is locatedat 2-4 Arch. Makariou III Avenue, Capital Center, 9th floor, P.C. 1065, Nicosia, Cyprus. On 10 October 2012 the Company changed its legal form from private limited company into public limited company.
On 11 December 2012 the Company's GDRs were admitted to the Official List maintained by the UK Listing Authority and started trading on the London Stock Exchange's main market on 12 December 2012. Global Depositary Receipts (GDRs) of the Company representing two ordinary shares each are listed and traded on the Main Market of the London Stock Exchange under the ticker IGSS (Bloomberg: IGSS LI, Reuters: IGSSq.L). As of 30 June 2015, the free float of the Company amounted to approximately 24.4% of the issued share capital. The JP Morgan Chase Bank is the depositary bank for the GDR programme of the Company.
Shareholder structure as of 30 June 2015:
Mr. Nikolay Levitskiy 55.82%
Schlumberger 12.00%
Industrial Investors Group 7 .78%
Other institutional and private shareholders 24.40%
The Group did not pursue any business acquisitions throughout the first six months of 2015 and to the date of the issuance of these interim condensed consolidated financial statements, except for the acquisition of additional interest in associate (Note 3).
2. Basis of preparation
Statement of compliance
The interim condensed consolidated financial statements for the six months ended 30 June 2015 have been prepared in compliance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board and adopted by the European Union.
The Group entities registered in the territory of the Russian Federation ("RF") maintain accounting records and prepare financial reports in accordance with Federal Law No. 402-FZ Concerning Accounting, the Statute Concerning Accounting and Reporting in the RF and Accounting Statements as approved by relevant orders of the RF Ministry of Finance. The Group entities registered in the territory of the Kazakhstan ("KZ") maintain accounting records and prepare financial reports in accordance with Law of the Republic of Kazakhstan No. 234-III Concerning Accounting.
2. Basis of preparation (continued)
Statement of compliance (continued)
These consolidated financial statements have been prepared based on the Russian and Kazakh statutory accounting data adjusted for the purposes of presentation in accordance with IFRS.
The Group has elected to present statement of comprehensive income, statement of financial position, statement of changes in equity and statement of cash flows in the same format as the annual financial statements.
The interim condensed consolidated financial statements do not include all the information and disclosures required to be included in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at and for the year ended 31 December 2014.
Basis of measurement
These interim condensed consolidated financial statements have been prepared on a historical cost basis, except for certain items that have been measured at fair value as for disclosure purposes as stated in accounting policies. The interim condensed consolidated financial statements are presented in Russian rubles ("RUR") and all values are rounded to the nearest thousand except when otherwise indicated.
Going concern
These interim condensed consolidated financial statements have been prepared on the going concern basis which contemplates the realization of assets and satisfaction of liabilities and commitments in the normal course of business. These accompanying financial statements do not include any adjustments that may be necessary if the Group is unable to continue as a going concern. The Group's interim results and financial position are affected by seasonal factors and are not necessarily indicative of the results that may be expected for the year ending 31 December 2015. Management expects that the Group will be in compliance with its financial obligations and has adequate resources to continue in operational existence in the foreseeable future.
For six months ended 30 June 2015 the Group reported net loss of 555,539 (net loss for six months ended 30 June 2014 of 334,825) which was significantly affected by one-off expenses discussed in Note 4.
The Group's current liabilities as at 30 June 2015 of 17,021,821 exceeded its current assets by 2,999,498 (the Group's current liabilities as at 31 December 2014 of 16,692,797 exceeded its current assets by 1,649,417). The net current liability position as at 30 June 2015 primarily relates to short-terms loans and borrowings of 7,138,013 and trade and other payables of 5,852,000.
For a number of years, the Group has been able to successfully refinance its short-term debt, obtain new equity capital from existing and new investors and generate sufficient operating cash flow as well as sufficient undrawn facilities under revocable credit lines to ensure that it does not face a liquidity shortfall or default on its debt obligations, please also refer to Note 25.
2. Basis of preparation (continued)
Going concern (continued)
Having considered the above, the Group's management believe that it is appropriate to prepare these interim consolidated financial statements on a going concern basis as the Group has undertaken certain actions aimed at improving performance and liquidity, including control and optimization of operating expenses, and refinancing of the current liabilities.
As a result, the Group's management considers that the application of the going concern assumption for the preparation of these consolidated financial statements is appropriate.
Seasonality
There is a limited season for providing seismic services in certain Siberian regions of the Russian Federation which remain in flood-like, or swampy conditions, in warm weather. Such conditions generally restrict the provision of seismic services in Siberia to a period from December to April.
Reclassifications
A number of items presented in the Group's 2014 consolidated financial statements have been reclassified to ensure the comparability of information in the interim condensed consolidated financial statements for the six months ended 30 June 2015. This primarily included classification of Bad receivables write-offs and provisions within other operating expense.
New standards, interpretations and amendments adopted by the Group
The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2014 except for the adoption of new standards and interpretations effective 1 January 2015. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
The nature and the effect of these changes are disclosed below. Although these new standards and amendments apply for the first time in 2015, they do not have a material impact on the annual consolidated financial statements of the Group or the interim condensed consolidated financial statements of the Group.
The nature and the impact of each new standard or amendment is described below:
Amendments to IAS 19 Defined Benefit Plans: Employee Contributions
IAS 19 requires an entity to consider contributions from employees or third parties when accounting for defined benefit plans. Where the contributions are linked to service, they should be attributed to periods of service as a negative benefit. These amendments clarify that, if the amount of the contributions is independent of the number of years of service, an entity is permitted to recognise such contributions as a reduction in the service cost in the period in which the service is rendered, instead of allocating the contributions to the periods of service. This amendment is effective for annual periods beginning on or after 1 July 2014. This amendment is not relevant to the Group, since none of the entities within the Group has defined benefit plans with contributions from employees or third parties.
2. Basis of preparation (continued)
New standards, interpretations and amendments adopted by the Group (continued)
Annual improvements 2010-2012 Cycle
IFRS 2 Share-based Payment
This improvement is applied prospectively and clarifies various issues relating to the definitions of performance and service conditions which are vesting conditions, including:
• A performance condition must contain a service condition.
• A performance target must be met while the counterparty is rendering service.
• A performance target may relate to the operations or activities of an entity, or to those of another entity in the same group.
• A performance condition may be a market or non-market condition.
• If the counterparty, regardless of the reason, ceases to provide service during the vesting period, the service condition is not satisfied.
This amendment is not relevant to the Group, since no sharebased payment programme was established in the Group.
IFRS 3 Business Combinations
The amendment is applied prospectively and clarifies that all contingent consideration arrangements classified as liabilities (or assets) arising from a business combination should be subsequently measured at fair value through profit or loss whether or not they fall within the scope of IFRS 9 (or IAS 39, as applicable). This is consistent with the Group's current accounting policy, and thus this amendment does not impact the Group's accounting policy.
IFRS 8 Operating Segments
The amendments are applied retrospectively and clarify that:
• An entity must disclose the judgements made by management in applying the aggregation criteria in paragraph 12 of IFRS 8, including a brief description of operating segments that have been aggregated and the economic characteristics (e.g., sales and gross margins) used to assess whether the segments are 'similar'.
• The reconciliation of segment assets to total assets is only required to be disclosed if the reconciliation is reported to the chief operating decision maker, similar to the required disclosure for segment liabilities.
The Group has not applied the aggregation criteria in IFRS 8.12. The Group has not presented the reconciliation of segment assets to total assets as this reconciliation is not reported to the chief operating decision maker for the purpose of her decision making.
2. Basis of preparation (continued)
New standards, interpretations and amendments adopted by the Group (continued)
IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets
The amendment is applied retrospectively and clarifies in IAS 16 and IAS 38 that the asset may be revalued by reference to observable data by either adjusting the gross carrying amount of the asset to market value or by determining the market value of the carrying value and adjusting the gross carrying amount proportionately so that the resulting carrying amount equals the market value. In addition, the accumulated depreciation or amortisation is the difference between the gross and carrying amounts of the asset. The Group did not record any revaluation adjustments during the current interim period.
IAS 24 Related Party Disclosures
The amendment is applied retrospectively and clarifies that a management entity (an entity that provides key management personnel services) is a related party subject to the related party disclosures. In addition, an entity that uses a management entity is required to disclose the expenses incurred for management services. This amendment is not relevant for the Group as it does not receive any management services from external parties.
Annual improvements 2011-2013 Cycle
IFRS 3 Business Combinations
The amendment is applied prospectively and clarifies for the scope exceptions within IFRS 3 that:
• Joint arrangements, not just joint ventures, are outside the scope of IFRS 3.
• This scope exception applies only to the accounting in the financial statements of the joint arrangement itself.
The Group is not a joint arrangement, and thus this amendment is not relevant for the Group and its subsidiaries.
IFRS 13 Fair Value Measurement
The amendment is applied prospectively and clarifies that the portfolio exception in IFRS 13 can be applied not only to financial assets and financial liabilities, but also to other contracts within the scope of IFRS 9 (or IAS 39, as applicable). The Group does not apply the portfolio exception in IFRS 13.
IAS 40 Investment Property
The description of ancillary services in IAS 40 differentiates between investment property and owner-occupied property (i.e., property, plant and equipment). The amendment is applied prospectively and clarifies that IFRS 3, and not the description of ancillary services in IAS 40, is used to determine if the transaction is the purchase of an asset or a business combination. In previous periods, the Group has relied on IFRS 3, not IAS 40, in determining whether an acquisition is of an asset or is a business acquisition. Thus, this amendment does not impact the accounting policy of the Group.
3. Acquisition of additional interest in associate
In March-April 2015, the Group acquired an additional 6.97% interest in one of its associate, JSC Sibneftegeofizika, increasing its ownership interest to 46.44%. Consideration comprised 53,350 and was settled in full in the first half of 2015 to the unrelated party.
The total investment in the associate is still accounted for using the equity method, since control was not obtained under requirements of IFRS 10 Consolidated Financial Statements.
4. Segment information
For management purposes, the Company is organized into business units based on their products and services, and has two reportable operating segments which are Seismic segment and Data processing and interpretation (DPI) segment. Seismic segment includes conducting seismic works for the purpose of search and exploration of oil and gas fields, comprising oilfield seismic works in two or three dimensions, field seismic works in a land-sea transit zone. DPI segment includes processing of seismic and geophysical data, structural interpretation of results of processing, dynamic processing and interpretation of results of processing.
Information on transactions of the holding and managerial companies which conduct managerial services and financial and investment activities was included into the Corporate block, that is not separate operating segment. Information on transactions of the small non-core companies (subsidiaries) was included into the Other block, that is not separate operating segment.
Transfer prices between Seismic segment, DPI segment and Corporate block are on an arm's length basis in a manner similar to transactions with third parties. Internal revenues and expenses primarily pertain to management services rendered by Corporate block to Seismic segment and DPI segment. In the periods presented below, the Group operated primarily in the Russian Federation and Kazakhstan.
The following tables present revenue and profit information regarding the Group's segments for the six months ended 30 June 2015 and 2014, respectively. Intersegment revenues and intersegment costs are presented for reference only and are not taken into account in calculating gross profit.
For six months ended 30 June 2015 (unaudited) | Seismic segment | DPI segment | Others | Corporate block | Adjustments and eliminations | Total |
Revenue - external | 9,861,734 | 166,608 | 5,650 | 1,368 | - | 10,035,360 |
Revenue to other segments | 21,102 | 59,652 | 8,498 | 151,076 | (240,328) | - |
Cost of sales | (8,203,270) | (198,383) | (21,957) | (994) | - | (8,424,604) |
Intersegment expenses | (215,949) | (24,180) | (199) | - | 240,328 | - |
Gross profit/(loss) | 1,658,464 | (31,775) | (16,307) | 374 | - | 1,610,756 |
General and administrative expenses | (744,025) | (93,129) | (9,567) | (178,270) | - | (1,024,991) |
Other operating income | 60,644 | 7,287 | 752 | 3,008 | - | 71,691 |
Other operating expense | (508,472) | (8,393) | (5,334) | (24,498) | - | (546,697) |
Operating profit/(loss) | 466,611 | (126,010) | (30,456) | (199,386) | - | 110,759 |
4. Segment information (continued)
For six months ended 30 June 2014 (unaudited) | Seismic segment | DPI segment | Others | Corporate block | Adjustments and eliminations | Total |
Revenue - external | 10,295,926 | 96,168 | 3,530 | 2,608 | - | 10,398,232 |
Revenue to other segments | 63,471 | 66,585 | 13,584 | 491,742 | (635,382) | - |
Cost of sales | (8,213,099) | (164,993) | (25,859) | (880) | - | (8,404,831) |
Intersegment expenses | (545,695) | (76,538) | - | (13,149) | 635,382 | - |
Gross profit/(loss) | 2,082,827 | (68,825) | (22,329) | 1,728 | - | 1,993,401 |
General and administrative expenses | (640,846) | (97,082) | (10,759) | (455,634) | - | (1,204,321) |
Other operating income | 63,418 | 822 | 1,249 | 3,826 | - | 69,315 |
Other operating expense | (293,278) | (4,092) | (7,742) | (2,436) | - | (307,548) |
Operating profit/(loss) | 1,212,121 | (169,177) | (39,581) | (452,516) | - | 550,847 |
Calculation of the adjusted EBIT and adjusted EBITDA from operating profit/(loss):
For six months ended 30 June 2015 (unaudited) | Seismic segment | DPI segment | Others | Corporate block | Adjustments and eliminations | Total |
Operating profit/(loss) | 466,611 | (126,010) | (30,456) | (199,386) | - | 110,759 |
Restructuring and redundancy costs | 113,445 | - | 5,377 | 25,061 | - | 143,883 |
Prior year taxes and related provisions | 68,530 | - | - | - | - | 68,530 |
Distribution of Corporate overheads | (170,613) | (2,882) | - | 173,495 | - | - |
Adjusted EBIT | 477,973 | (128,892) | (25,079) | (830) | - | 323,172 |
Depreciation of property, plant and equipment | 1,246,175 | 34,483 | 7,724 | 2,444 | - | 1,290,826 |
Amortization of intangible assets | 10,414 | 45,508 | 6 | 2,331 | - | 58,259 |
Loss on disposals of property, plant and equipment and other assets | 147,450 | 4,260 | 635 | - | - | 152,345 |
Adjusted EBITDA | 1,882,012 | (44,641) | (16,714) | 3,945 | - | 1,824,602 |
4. Segment information (continued)
For six months ended 30 June 2014 (unaudited) | Seismic segment | DPI segment | Others | Corporate block | Adjustments and eliminations | Total |
Operating profit/(loss) | 1,212,121 | (169,177) | (39,581) | (452,516) | - | 550,847 |
Restructuring and redundancy costs | 96,797 | - | - | 47,748 | - | 144,545 |
Distribution of Corporate overheads | (397,637) | (3,714) | - | 401,351 | - | - |
Adjusted EBIT | 911,281 | (172,891) | (39,581) | (3,417) | - | 695,392 |
Depreciation of property, plant and equipment | 1,281,345 | 30,040 | 12,829 | 4,105 | - | 1,328,319 |
Amortization of intangible assets | 8,190 | 20,988 | - | 2,430 | - | 31,608 |
Loss/(gain) on disposalsof property, plant and equipment and other assets | 98,355 | (1,852) | 2,676 | - | - | 99,179 |
Adjusted EBITDA | 2,299,171 | (123,715) | (24,076) | 3,118 | - | 2,154,498 |
Restructuring and redundancy costs incurred during first half of 2015 primarily relates to the reduction of staff and disposal of certain equipment, warehouses and bases in connection with the optimization of the Company's corporate structure and business units management structure and certain restructuring of several operating subsidiaries.
In the 2014 the Group has decided to liquidate three small non-core subsidiaries to eliminate unfeasible maintenance costs. Two subsidiaries Seysmos LLC and Khantymansiyskgeofizika LLC service are incorporated in Russian Federation and one, Ishimgeofizika LLC, is domiciled in Kazakhstan. The liquidation is expected to be finalized by the end of 2015. Loss before tax incurred by these subsidiaries and is included within Restructuring and redundancy costs of other subsidiaries for the six months ended 30 June 2015.
During the 6 month period ended 30 June 2015 and 2014, the Group earned its external revenue by its geographical areas as follows:
For six months ended | ||
30 June2015 | 30 June2014 | |
Russia | 9,429,691 | 9,874,406 |
Kazakhstan and international projects | 605,669 | 523,826 |
Total external sales | 10,035,360 | 10,398,232 |
As of 30 June 2015 and 31 December 2014, the Group had its goodwill and intangible assets, property, plant and equipment and investments in associates by their geographical areas as follows:
As at30 June2015 | As at 31 December 2014 | |
Russia | 17,377,681 | 18,646,043 |
Kazakhstan and international projects | 954,736 | 1,092,091 |
Total goodwill and intangible assets, property, plant and equipment and investments in associates | 18,332,417 | 19,738,134 |
5. Property, plant and equipment
Property, plant and equipment as at 30 June 2015 comprised the following:
Buildings and structures | Machinery and equipment | Vehicles | Other | Construction in progress | Total | |
Gross book value | ||||||
Balance as at 31 December 2014 | 4,327,441 | 15,035,278 | 3,795,392 | 347,500 | 1,811 | 23,507,422 |
Additions | 41,252 | 219,804 | 19,911 | 7,852 | - | 288,819 |
Transfers | 1,811 | - | - | - | (1,811) | - |
Disposals | (59,664) | (605,273) | (93,699) | (26,375) | - | (785,011) |
Translation difference | (13,338) | (43,103) | (10,808) | (1,230) | - | (68,479) |
Balance as at 30 June 2015 | 4,297,502 | 14,606,706 | 3,710,796 | 327,747 | - | 22,942,751 |
Accumulated depreciation and impairment | ||||||
Balance as at 31 December 2014 | (1,243,620) | (5,740,795) | (1,710,464) | (165,346) | - | (8,860,225) |
Depreciation | (149,335) | (1,017,236) | (214,398) | (30,375) | - | (1,411,344) |
Disposals | 30,082 | 410,719 | 69,885 | 14,376 | - | 525,062 |
Translation difference | 4,747 | 24,277 | 5,517 | 374 | - | 34,915 |
Balance as at 30 June 2015 | (1,358,126) | (6,323,035) | (1,849,460) | (180,971) | - | (9,711,592) |
Net book value | ||||||
Balance as at 31 December 2014 | 3,083,821 | 9,294,483 | 2,084,928 | 182,154 | 1,811 | 14,647,197 |
Balance as at 30 June 2015 | 2,939,376 | 8,283,671 | 1,861,336 | 146,776 | - | 13,231,159 |
The above amounts include vehicles under finance lease agreements. Net book value of these vehicles comprised 8,009 as of 30 June 2015 (31 December 2014: 13,913).
Collateral
Properties with a carrying amount of 1,607,311 are subject to a registered debenture to secure bank loans (31 December 2014: 1,865,065) (Note 23).
6. Other non-current assets
Other non-current assets comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Long-term borrowings issued | 274,443 | 274,443 |
Advances issued for CAPEX | 122,588 | 47,106 |
Other | 4,312 | 4,312 |
Total | 401,343 | 325,861 |
The borrowing in the amount of 274,443 is denominated in Russian rubles issued to unrelated party, matures on 31 December 2016 and bear interest rate of 10% p.a.
7. Inventories
Inventories comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Raw materials, fuel and spare parts (net of provision for obsolete and slow-moving items) | 1,570,562 | 2,209,506 |
Work-in-progress | 1,298,338 | 241,108 |
Finished goods and goods for resale | 76,215 | 99,847 |
Total | 2,945,115 | 2,550,461 |
The amount of inventories recognized in cost of sales for six months ended 30 June 2015 and 30 June 2014 was 1,932,136 and 2,012,217 respectively. The amount of provision for inventory obsolescence was 39,705 as at 30 June 2015 (31 December 2014: 35,982).
8. Accounts receivable and prepayments
Trade and other receivables comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Financial receivables | ||
Trade receivables (net of bad debt provision) | 3,237,161 | 2,599,043 |
Other receivables | 388,424 | 358,509 |
Non-financial receivables | ||
Amounts due from customers for construction works | 5,388,760 | 6,726,845 |
Advances issued | 445,397 | 516,852 |
Total | 9,459,742 | 10,201,249 |
Trade receivables are non-interest bearing and are normally settled within 12 months from the origination date.
Receivables and advances issued are presented net of provision for impairment of 179,459 and 140,101 as at 30 June 2015 and 31 December 2014, respectively.
9. Other financial assets
Other financial assets comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Loans issued | 238,143 | 239,848 |
Interest receivable on loans issued | 104,436 | 81,325 |
Total | 342,579 | 321,173 |
Loans issued to third parties are unsecured, denominated in RUR, mature within one year and bear interest rate between 12% and 14%.
10. Cash and cash equivalents
Cash and cash equivalents comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Cash in hand | 902 | 1,934 |
Cash denominated in RUR | 924,114 | 420,418 |
Cash denominated in USD | 3,330 | 199 |
Cash denominated in EUR | 4,481 | 1,798 |
Cash denominated in other currencies | 17,842 | 11,494 |
Short-term deposits in RUR | 28 | 770,848 |
Total | 950,697 | 1,206,691 |
Cash represents current bank accounts that carry no interest and demand deposits maturing in less than 3 months.
11. Loans and borrowings
Long-term and short-term borrowings comprised the following:
Security | Effective interest rate | As at30 June 2015 | As at 31 December 2014 | |
Current liabilities | ||||
Short-term bank loans | secured | 9.9%-16.2% | 3,365,651 | 4,386,155 |
Current portion of long-term bank loans | secured | 2.3%-17.8% | 3,772,362 | 3,096,819 |
Total short-term loans and borrowings | 7,138,013 | 7,482,974 | ||
Non-current liabilities | ||||
Long-term bank loans | secured | 2.3%-17.8% | 3,152,274 | 4,958,489 |
Bonds | 10.5% | 2,975,116 | 2,971,379 | |
Long-term borrowings | - | 9,775 | ||
Total long-term loans and borrowings | 6,127,390 | 7,939,643 | ||
Total loans and borrowings | 13,265,403 | 15,422,617 |
At the beginning of 2013 the Group entered into non-revolving credit line agreement with Sberbank denominated in euro at interest rate calculated as EURIBOR plus 2.15%. Amount of raised financing amounts to 14,900,000 euro (599,522) and matures in December 2017. The liability over this credit line in the amount of 274,838 and 274,838 is reported within Long-term bank loans and Current portion of long-term bank loans, respectively as of 30 June 2015.
All other loans and borrowings presented in the table above are at fixed rates and are denominated in Russian rubles.
In October 2013, the Group placed issue of documentary interest-bearing non-convertible bearer stock bonds (registration number 4-01-55378-E) with a total nominal value of RUB 3 billion and the term of 5 years at Moscow Exchange. Coupon payments are made on semi-annual basis of fixed rate of 10.5% p.a. for the first six coupon periods. According to the Bank of Russia Board of Directors Resolution as of 29 November 2013, bonds were included into the Lombard List.
11. Loans and borrowings (continued)
Long-term loans and borrowings are payable in the following periods:
As at30 June2015 | As at 31 December 2014 | |
1 to 2 years | 1,004,072 | 1,897,392 |
3 to 5 years | 5,123,318 | 6,042,251 |
Total | 6,127,390 | 7,939,643 |
Pledge obligations and description of security are disclosed in Note 23.
12. Accounts payable and promissory notes payable
Trade and other payables comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Trade payables | 4,661,934 | 4,281,596 |
Payables to employees | 791,435 | 991,684 |
Advances received | 6,755 | 293,516 |
Interest payable | 193,932 | 195,857 |
Amounts due to customers under construction contracts | 10,716 | 151,768 |
Other payables | 187,228 | 98,344 |
Total | 5,852,000 | 6,012,765 |
Trade payables are non-interest bearing and are normally settled on 60-day terms. Other payables are non-interest bearing and have an average term of six month.
Notes issued comprised the following:
Interest rate | As at30 June2015 | As at 31 December 2014 | |
Short-term promissory notes payable: | |||
Notes issued to third parties for equipment (Sercel) | 7% | 144,043 | 287,656 |
Notes issued to third parties for equipment (UniQ) | 4% | 436,846 | 674,208 |
Notes issued to third parties for services and supplies | 0% | 114,231 | - |
Total | 695,120 | 961,864 |
Effective interest rate for promissory notes issued by the Group to finance the purchase of Uniq equipment in 2013 was 7% while contractual interest rate comprised 4%.
Effective interest rate accrual in the amount of 18,208 and 12,404 was recognized within finance expense for the six months ended 30 June 2015 and 2014 respectively.
12. Accounts payable and promissory notes payable (continued)
In August 2014 the Group entered into supply agreement with Sercel for acquisition of new seismic equipment in the amount of 11,465,720 euro (596,089). The purchase was made on deferred payments terms through ten equal installments by September 2019 at EURIBOR 6m + 2.8% p.a.
As of 30 June 2015 current portion of this liability in the amount of 141,075 is recorded within trade payables and amounts of 493,765 due beyond 2015 are presented within Other long-term liabilities (31 December 2014: 156,720 and 626,878, respectively).
13. Other taxes payable and provisions
Other taxes and charges payable comprised the following:
As at30 June2015 | As at 31 December 2014 | |
Value-added tax payable | 1,896,148 | 1,470,947 |
Social taxes payable | 785,129 | 403,613 |
Personal income tax payable | 419,439 | 135,231 |
Property tax payable | 34,073 | 23,186 |
Other taxes and charges | 32,283 | 38,462 |
Total | 3,167,072 | 2,071,439 |
As of 30 June 2015 provisions amounted to 118,146 (31 December 2014: 157,448) and related to probable tax exposures which were revealed based on on-site tax audits for several previous years.
14. Construction type contracts
The Group sales include revenues from seismic contracts of 9,757,009 and 10,109,912 for the six months ended 30 June 2015 and 2014, respectively.
As at30 June2015 | As at30 June2014 | |
Accumulated costs under contracts in progress from inception at the reporting date | 9,039,093 | 9,120,174 |
Accumulated recognized profits less recognized losses under contracts in progress from inception at the reporting date | 1,132,151 | 2,729,971 |
Balance of advances received | - | 37,532 |
The recognition of the revenue from construction type contracts uncompleted as of 30 June 2015 is primarily based on an assumption of profit margins expected to be earned from inception to completion of each contract. If such expected profit margin reduced by one percent, the revenue from such contracts would reduce by 144,572 (30 June 2014: 120,110).
15. Revenue
Revenue comprised the following:
For the six months ended | ||
30 June2015 | 30 June2014 | |
Field seismic operations | 9,757,009 | 10,109,912 |
Data processing and interpretation | 191,097 | 145,768 |
Other revenue | 87,254 | 142,552 |
Total | 10,035,360 | 10,398,232 |
16. Cost of sales
Cost of sales comprised the following:
For the six months ended | ||
30 June2015 | 30 June2014 | |
Labor and wages, including mandatory social contribution | 3,522,229 | 3,329,230 |
Materials and supplies | 1,932,136 | 2,012,217 |
Depreciation of property, plant and equipment and amortization of intangible assets | 1,312,868 | 1,314,146 |
Oilfield services | 552,646 | 686,243 |
Operating lease payments | 420,651 | 288,581 |
Transportation services | 306,150 | 382,084 |
Other third parties services | 301,046 | 296,956 |
Other | 76,878 | 95,374 |
Total | 8,424,604 | 8,404,831 |
17. General and administrative expenses
General and administrative expenses for the years ended 31 December comprised the following:
For the six months ended | ||
30 June2015 | 30 June2014 | |
Labor and wages, including mandatory social contribution | 682,034 | 773,328 |
Third party services | 137,476 | 180,282 |
Taxes, other than income tax | 61,481 | 52,785 |
Operating lease | 47,878 | 46,021 |
Depreciation of property, plant and equipment and amortization of intangible assets | 36,217 | 45,781 |
Bank charges | 17,372 | 32,440 |
Other | 42,533 | 73,684 |
Total | 1,024,991 | 1,204,321 |
18. Other operating expenses
Other operating expenses comprised the following:
For the six months ended | ||
30 June2015 | 30 June2014 | |
Loss on disposals of property, plant and equipment and other assets | 231,349 | 99,179 |
Bad receivables write-offs and provisions | 104,473 | 22,174 |
Penalties and fines paid | 89,485 | 50,538 |
Provision for probable claims from tax authorities | 25,959 | 7,049 |
VAT not recoverable | 30,299 | 12,141 |
Net loss from service plants and facilities | 24,913 | 17,255 |
Welfare assistance | 8,949 | 7,827 |
Free-of-charge transfer of assets and charity | 4,761 | 6,222 |
Administrative charges and state duties | 2,242 | 3,452 |
Other expenses | 24,267 | 81,711 |
Total | 546,697 | 307,548 |
Penalties and fines relate to additional charges for breach in contractual obligations with counterparties in a normal course of business and additional non-income tax charges.
19. Finance income and expenses
Finance income and expenses comprised the following:
For the six months ended | ||
30 June2015 | 30 June2014 | |
Interest expense on loans and borrowings | 971,622 | 782,810 |
Bank guarantee | 31,524 | 14,127 |
Interest expense on finance lease | 861 | 600 |
Bank charges on loans and loan accounts | 441 | 4,356 |
Other finance expenses | - | 1,332 |
Total finance expenses | 1,004,448 | 803,225 |
Total finance income | 35,041 | 43,646 |
Net finance income and expenses | 969,407 | 759,579 |
20. Foreign exchange
Transactions in foreign currencies are translated to the respective functional currency, which is Russian Ruble for the subsidiary companies located in the Russian Federation and Kazakh Tenge for subsidiary companies located in the Kazakhstan at exchange rates ruling at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to the functional currency at the exchange rate at that date.
Foreign currency differences arising in translation are recognized in the statement of comprehensive income. Net foreign exchange gain for the six month period ended 30 June 2015 recognized in profit or loss amounted to 259,215 (loss for the six month period ended 30 June 2014 amounted to 10,512).
21. Earnings per share
The information on the earnings and number of shares used for determining basic and diluted earnings per share is presented below:
For the six months ended | ||
30 June2015 | 30 June2014 | |
Net loss attributable to ordinary equity holders of the parent | (481,966) | (294,000) |
Effect of dilution | - | - |
Net loss attributable to ordinary equity holders of the parent adjusted to the effect of dilution | (481,966) | (294,000) |
Weighted average number of ordinary shares for basic earnings per share | 20,833,400 | 20,833,400 |
Effect of dilution | - | - |
Weighted average number of ordinary shares adjusted to the effect of dilution | 20,833,400 | 20,833,400 |
Loss per share (in rubles) | (23.13) | (14.11) |
No other transactions with ordinary shares or potential ordinary shares were performed between the reporting date and the date of these financial statements.
22. Financial instruments
The Group's financial instruments comprise accounts receivable and payable, loans receivable, loans payable, and cash, which arise directly from its operations. During the reporting period, the Group did not undertake trading in financial instruments.
Credit risk
Financial assets, which potentially subject Group entities to credit risk, consist principally of trade receivables (Note 8).
The Group has policies in place to ensure that sales of services are made to customers with an appropriate credit history. The carrying amount of accounts receivable, net of provision for impairment of receivables, represents the maximum amount exposed to credit risk.
The Group has no significant concentrations of credit risk. Although collection of receivables could be influenced by economic factors, management believes that there is no significant risk of loss to the Group beyond the allowance already recorded.
The aging of accounts receivable at the reporting date was:
30 June 2015 | 31 December 2014 | |||
Gross | Impairment | Gross | Impairment | |
Current | 3,625,585 | - | 2,957,552 | - |
Past due and impaired | 104,820 | 104,820 | 72,492 | 72,492 |
22. Financial instruments (continued)
Interest rate risk
At the beginning of 2013 the Group entered into non-revolving credit line agreement with Sberbank denominated in euro at interest rate calculated as EURIBOR plus 2.15% p.a. (Note 11). The following demonstrates the sensitivity of the Group's profit before tax to a reasonably possible change in EURIBOR rate, with all other variables held constant.
Effect on income/(loss) before tax for the six months ended | |||
Change of EURIBOR rate, % | |||
30 June2015 | 30 June2014 | ||
'+0.1% | (550) | (304) | |
'-0.1% | 550 | 304 |
In August 2014 the Group entered into supply agreement with Sercel for acquisition of new seismic equipment in the amount of 11,465,720 euro (634,840 as of 30 June 2015, Note 12). The purchase was made on deferred payments terms through ten equal installments by September 2019 at EURIBOR 6m + 2.8% p.a. The following demonstrates the sensitivity of the Group's profit before tax to a reasonably possible change in EURIBOR rate, with all other variables held constant.
Effect on income/(loss) before tax for the six months ended | |||
Change of EURIBOR rate, % | |||
30 June2015 | 30 June2014 | ||
'+0.1% | 635 | - | |
'-0.1% | (635) | - |
The interest rates on other long-term loans of the Group are fixed and therefore do not result in susceptibility of upward interest rate risk through market value fluctuations of interest-bearing loans payable. As at 30 June 2015 the Group did not hedge its interest rate risk.
Market risk
Market risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market prices. The Group manages market risk through periodic estimation of potential losses that could arise from adverse changes in market conditions.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in raising funds to meet commitments associated with its financial liabilities. Liquidity requirements are monitored on a regular basis and management ensures that sufficient funds are available to meet any commitments as they arise.
22. Financial instruments (continued)
Liquidity risk (continued)
The following table shows the undiscounted contractual maturities of liabilities as at 30 June 2015:
0-6 months | 7-12 months | 2 to 5 years | Over 5 years | Total | |
Bank loans | 3,179,595 | 3,958,418 | 3,152,274 | - | 10,290,287 |
Bonds | - | - | 3,000,000 | - | 3,000,000 |
Interest payable | 902,623 | 616,743 | 1,038,660 | - | 2,558,026 |
Notes payable | 637,092 | 114,231 | - | - | 751,323 |
Lease liabilities | 849 | 975 | 3,615 | - | 5,439 |
Trade accounts payable | 4,591,396 | 70,538 | 493,765 | - | 5,155,699 |
Payables to employees | 791,435 | - | - | - | 791,435 |
Other payables | 187,228 | - | - | - | 187,228 |
Total | 10,290,218 | 4,760,905 | 7,688,314 | - | 22,739,437 |
The following table shows the undiscounted contractual maturities of liabilities as at 31 December 2014:
0-6 months | 7-12 months | 2 to 5 years | Over 5 years | Total | |
Bank loans | 4,057,479 | 3,425,495 | 4,968,264 | - | 12,451,238 |
Bonds | - | - | 3,000,000 | - | 3,000,000 |
Interest payable | 966,151 | 750,003 | 2,404,398 | - | 4,120,552 |
Notes payable | 395,788 | 645,518 | - | - | 1,041,306 |
Lease liabilities | 1,634 | 849 | 4,589 | - | 7,072 |
Trade accounts payable | 4,203,236 | 78,360 | 626,878 | - | 4,908,474 |
Payables to employees | 991,684 | - | - | - | 991,684 |
Other payables | 98,344 | - | - | - | 98,344 |
Total | 10,714,316 | 4,900,225 | 11,004,129 | - | 26,618,670 |
Foreign currency risk
The Group is not engaged in hedging activity to mitigate its foreign currency risk. The Group limits foreign currency risk by monitoring changes in exchange rates in the currencies in which its loans and borrowings are denominated.
The Group has the following USD-denominated financial assets and liabilities:
As at30 June 2015 | As at 31 December 2014 | |
(in thousands of US dollars) | ||
Assets | ||
Accounts receivable | 83 | 37 |
Cash and cash equivalents | 60 | 4,712 |
Liabilities | ||
Promissory notes | (9,026) | (13,426) |
Accounts payable | (6,376) | (6,799) |
22. Financial instruments (continued)
Foreign currency risk (continued)
The Group has the following EUR-denominated financial assets and liabilities:
As at30 June 2015 | As at 31 December 2014 | |
(in thousands of EUR) | ||
Accounts receivable | 11 | 2,006 |
Cash and cash equivalents | 73 | 26 |
Loans and borrowings | (8,939) | (8,941) |
Accounts payable | (10,408) | (11,602) |
Sensitivity analysis
The following demonstrates the sensitivity to a reasonably possible change in the US dollar exchange rate, with all other variables held constant, of the Group's profit before tax (due to changes in the fair value of monetary assets and liabilities).
As at 30 June 2015, it is estimated that a 28.54% strengthening of RUR against USD, with all other variables held constant, would increase the Group's profit for the six months ended 30 June 2015 by 241,803 (30 June 2014: 10.21% increase by 88,744). This analysis has been determined assuming that the change in foreign exchange rates had occurred at the reporting date and had been applied to the foreign currency balances to which the Group has significant exposure as stated above, and that all other variables, in particular interest rates, remain constant.
Respective 28.54% and 20.00% weakening of the RUR against USD at 30 June 2015 and 2014 would have had the opposite effect on the amounts shown above in the amount of 241,803 and 173,838 respectively, on the basis that all other variables remain constant.
Change ofRUR to USD exchange rate, % | Effect on income/(loss) before tax | |
6 months 2015 | '+28.54% | (241,803) |
-28.54% | 241,803 | |
6 months 2014 | '+20.00% | (173,838) |
-10.21% | 88,744 |
The following demonstrates the sensitivity to a reasonably possible change in the EUR exchange rate, with all other variables held constant, of the Group's profit before tax (due to changes in the fair value of monetary assets and liabilities).
As at 30 June 2015, it is estimated that a 29.58% strengthening of RUR against EUR, with all other variables held constant, would increase the Group's profit for the six months ended 30 June 2015 by 350,544 (30 June 2014: 8.63% increase by 41,315). This analysis has been determined assuming that the change in foreign exchange rates had occurred at the reporting date and had been applied to the foreign currency balances to which the Group has significant exposure as stated above, and that all other variables, in particular interest rates, remain constant.
22. Financial instruments (continued)
Sensitivity analysis (continued)
Respective 29.58% and 20.00% weakening of the RUR against EUR at 30 June 2015 and 2014 would have had the opposite effect on the amounts shown above in the amount of 350,544 and 95,748 respectively, on the basis that all other variables remain constant.
Change ofRUR to EUR exchange rate, % | Effect on income/(loss) before tax | |
6 months 2015 | '+29.58% | (350,544) |
-29.58% | 350,544 | |
6 months 2014 | '+20.00% | (95,748) |
-8.63% | 41,315 |
Fair value of financial instruments
The management believes that the fair value of the Group's financial assets and liabilities approximates their carrying amounts except for bonds. The difference between fair value and carrying value of Group's rouble-denominated bonds issued at 10.5% p.a. arises due to higher cost of capital, increased inflation and uncertainty regarding economic growth discussed in Note 23. Carrying value of bonds as of 30 June 2015 comprises 2,975,116 while their fair value comprises 2,641,241.
Capital management
The primary objective of the Group's capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to maintain an optimal capital structure to reduce cost of capital and to support its business and maximize shareholder value.
The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.
The Group's current policy is not to pay any dividends.
The Group monitors capital using a range of ratios, including gearing ratio, which is net debt divided by total capital plus net debt. The Group includes the following within net debt: loans payable, finance lease obligations, less cash and cash equivalents and other financial instruments easily convertible to cash.
As at 30 June 2015 | As at 31 December 2014 | |
Loans and borrowings payable | 13,265,403 | 15,422,617 |
Notes issued for CAPEX | 580,889 | 961,864 |
Finance lease obligations | 5,439 | 7,072 |
Less: cash and cash equivalents | (950,697) | (1,206,691) |
Net debt | 12,901,034 | 15,184,862 |
Equity | 8,154,202 | 8,814,759 |
Capital and net debt | 21,055,236 | 23,999,621 |
Gearing ratio | 0.61 | 0.63 |
23. Risks, commitments and contingencies
Operating environment of the Group
Russia continues economic reforms and the development of its legal, tax and regulatory frameworks as required by a market economy. The future stability of the Russian economy is largely dependent upon these reforms and developments and the effectiveness of the economic, financial and monetary measures taken by the government. Management believes it is taking the appropriate measures to support the sustainability of the Company's business in the current circumstances.
In 2014 and 2015 Russian economy was negatively impacted by a significant drop in crude oil prices and a significant devaluation of the Russian Rouble, as well as sanctions imposed on Russia by several countries. In December 2014, the Rouble interest rates have increased significantly after the Central Bank of Russia raised its key rate to 17 percent. The combination of the above resulted in reduced access to capital, a higher cost of capital, increased inflation and uncertainty regarding economic growth, which could negatively affect the Group's future financial position, results of operations and business prospects. As of the date of the issuance of these consolidated financial statements the key rate of the Central Bank of Russia reduced to 11 percent.
The combination of the above resulted in a higher cost of capital, increased inflation and uncertainty regarding further economic growth, which could negatively affect the Company's future financial position, results of operations and business prospects.
Management believes it is taking the appropriate measures to support the sustainability of the Company's business in the current circumstances.
Liquidity
The Russian economy is vulnerable to market downturns and economic slowdowns elsewhere in the world. The global financial crisis has resulted in capital markets instability, significant deterioration of liquidity in the banking sector, and tighter credit conditions within Russia. While the Russian Government has introduced a range of stabilization measures aimed at providing liquidity and supporting debt refinancing for Russian banks and companies, there continues to be uncertainty regarding the access to capital and cost of capital for the Group and its counterparties, which could affect the Group's financial position, results of operations and business prospects (please also refer to Note 25).
While management believes it is taking appropriate measures to support the sustainability of the Group's business in the current circumstances, unexpected further deterioration in the areas described above could negatively affect the Group's results and financial position in a manner not currently determinable.
Taxation
Legislation and regulations regarding taxation in Russia continue to evolve. The various legislation and regulations are not always clearly written and their interpretation is subject to the opinions of the local, regional and national tax authorities. Instances of inconsistent opinions are not unusual.
23. Risks, commitments and contingencies (continued)
Taxation (continued)
The current regime of penalties and interest related to reported and discovered violations of Russia's laws, decrees and related regulations is severe. Interest and penalties are levied when an understatement of a tax liability is discovered. As a result, the amounts of penalties and interest can be significant in relation to the amounts of unreported taxes.
In Russia tax returns remain open and subject to inspection for a period of up to three years. The fact that a year has been reviewed does not close that year, or any tax return applicable to that year, from further review during the three-year period.
Russian transfer pricing legislation, which came into force on 1 January 2012, allows the Russian tax authority to apply transfer pricing adjustments and impose additional profits tax liabilities in respect of all "controlled" transactions if the transaction price differs from the market price. The list of "controlled" transactions includes transactions performed with related parties and foreign trade transactions. The adopted Russian transfer pricing rules have considerably increased the compliance burden for the taxpayer compared to the transfer pricing rules which were in effect before 2012 due to, inter alia, shifting the burden of proof from the Russian tax authorities to the taxpayers. Pursuant to the new rules, the taxpayer shall justify the prices applied for such transactions. These rules are applicable not only to the transactions taking place in 2012 but also to the prior transactions with related parties if related income and expenses were recognized in 2012. The new provisions apply for both foreign trade and domestic transactions. For domestic transactions the transfer pricing rules apply only if the amount of all transaction with related party exceeds RUR 3 billion in 2012, RUR 2 billion in 2013 and RUR 1 billion in 2014 and further. In cases where the domestic transaction resulted in an accrual of additional tax liabilities for one party, another party could correspondingly adjust its profit tax liabilities. Special transfer pricing rules apply to transactions with securities and derivatives.
On 24 November 2014 Federal Law No. 376-FZ of the Russian Federation, effective 1 January 2015, concerning the introduction of amendments to part one and two of the Tax Code of the Russian Federation (regarding the taxation of profit of Controlled Foreign Companies and tax residence of Foreign Companies in Russia) was enacted. The Company management does not expect the above amendments would have a material impact on the Company's financial position or results of operations.
The Group determined its tax liabilities arising from these "controlled" transactions using actual transaction prices under such loan agreements. As for other controlled transactions, control procedures to ensure consistency between the prices used in the controlled transaction prices and the level of market prices for the purposes of taxation have been developed and approved. The activities performed focus on minimizing tax risks.
Overall, management believes that the Group has paid or accrued all taxes that are applicable. For taxes where uncertainty exists, the Company has accrued tax liabilities based on management's best estimate of the probable outflow of resources embodying economic benefits, which will be required to settle these liabilities. Possible liabilities which were identified by management at the reporting date as those that can be subject to different interpretations of the tax laws and regulations and are not accrued in the consolidated financial statements as of the reporting date could be up to 1,506,562 (1,641,700 as of 31 December 2014).
23. Risks, commitments and contingencies (continued)
Compliance with covenants
The Group is obliged to comply with a number of restrictive financial and other covenants contained in its loan agreements. Such covenants include maintaining certain financial ratios. As of 30 June 2015 and as of 31 December 2014, the Group was in compliance with all restrictive financial and other covenants contained in its loan agreements.
Insurance
The insurance industry in the Russian Federation is in a developing state and many forms of insurance protection common in other parts of the world are not yet generally available. The Group does not have full coverage for its plant facilities, business interruption, or third party liability in respect of property or environmental damage arising from accidents on Group property or relating to Group operations. Until the Group obtains adequate insurance coverage, there is a risk that the loss or destruction of certain assets could have a material adverse effect on the Group's operations and financial position.
Litigation
Group companies remain as a defendant in legal actions filed through 2013-2015 against them by a number of third parties. Management believes that there are no current claims outstanding, which could have a material effect on the consolidated results of operations or consolidated financial position of the Group and which have not been accrued or disclosed in these consolidated financial statements.
Pledge obligations
Pledged property, plant and equipment
As at 30 June 2015, the Group entered into a number of loan agreements and revolving credit line agreements, which were secured by the Group's property, plant and equipment. The carrying value of the property, plant and equipment pledged at the reporting date amounts to 1,607,311 (31 December 2014: 1,865,065).
Pledged rights to claim cash
As at 30 June 2015, the Group entered into a number of loan agreements and revolving credit line agreements, which were secured by the pledge of property rights representing rights to claim cash under the customer agreements for conducting seismic works. The pledged rights to claim cash at the reporting date amounted to 3,497,472 (31 December 2014: 3,836,179).
24. Related party transactions
The following table provides the total amount of transactions that have been entered into with related parties during the six month periods ended 30 June 2015 and 30 June 2014, as well as balances with related parties as of 30 June 2015 and 31 December 2014:
Revenue
Associated company for the six months ended | ||
30 June2015 | 30 June2014 | |
Revenue | ||
Field seismic operations | - | 31,789 |
Other services | 69 | 135 |
Total | 69 | 31,924 |
Outstanding balances
Associated company | ||
30 June2015 | 31 December 2014 | |
Accounts receivable | 9,785 | 7,800 |
Advances issued | 600 | 600 |
Accounts payable | (3,194) | (3,194) |
Advances received | (1,611) | (1,611) |
Total | 5,580 | 3,595 |
All outstanding balances with related parties are to be settled in cash or through services rendered in case of advances within six months after the reporting date. None of the balances is secured.
Pricing policy
Related party transactions are based on market prices and are effected on an arm's length basis in a manner similar to transactions with third parties.
Key management personnel
The Company enters into transactions with its directors and other key management personnel in the normal course of business. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly and includes Chief Executive Officer, Executive Directors, members of the Board of Directors, Chief Financial Officer and Vice-Presidents of the Company.
For the six month period ended 30 June 2015, the remuneration paid to key management personnel amounted to 36,180 (six month period ended 30 June 2014: 52,596).
25. Events subsequent to the reporting date
In August 2015 PJSC Bank "Otkritie Financial Corporation" provided a new credit line facility to PJSC "GEOTECH Seismic Services" in the amount of 6.5 billion rubles maturing 29 July 2022 at 15% p.a. Following the receipt of funds from Bank "Otkritie FC" the Group's total debt amount will remain unchanged as credit line will be used to refinance existing obligations.
Related Shares:
Ig Seismic S