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1st Quarter Results

20th Jun 2008 07:00

RNS Number : 1405X
MHP S.A.
20 June 2008
 



MHP S.A.

Unaudited Results for the First Quarter ended 31 March 2008

Friday 20 June 2008

MHP S.A. ("MHP" or the "Company")one of the leading agro-industrial companies in Ukraine, focusing on the production of poultry and the cultivation of grain, today issues its maiden set of first quarter financial results since listing its shares on the Main Market of the London Stock Exchange in May 2008.

Financial highlights

Revenue increased 133% to US $176 million (Q1 2007: US $76 m.)

EBITDA increased 146% to US $ 59 million (Q1 2007: US $24 m.)

EBITDA margin increased to 34% (Q1 2007: 32%)

Net income increased 430% to US $24 m (Q1 2007: US $5 m)

Net income margin increased to 14% (Q1 2007: 6%)

Yuriy Kosyuk, Chief Executive Officer of MHP, said:

"I am pleased with our strong performance in the first quarter of 2008 and of the good progress that we have so far made in the second quarter. Our vertical integration strategy has ensured that costs are controlled and that has given us an excellent platform for maximising shareholder value for the remainder of the year and beyond. As well as focussing on vertical integration, our strategy of expanding production capacity, continuing to develop our distribution and customer base, and continued agro-industrial diversification ensures that we are well placed to continue to grow and develop the business. Based on current trends and performance we are confident that we will produce a strong set of full year results. "

Market update

Continued household consumption growth

Ukraine's per capita meat consumption remains one of the lowest in Europe

Households and small farms produce the majority of cattle and pork

Increased grain prices are leading to a reduction of cattle and pork livestock 

Despite significant price growth, poultry meat continues to be the cheapest source of animal protein 

Post period end

MHP successfully completed its IPO on the Main Market of the London Stock Exchange in May 2008 Following the exercise of the over-allotment option the global offering comprised 13,975,000 existing ordinary shares in the form of GDRs offered by the WTI Trading Limited (the Selling Shareholder), and 10,750,000 new ordinary shares in the form of GDRs offered by the Company, corresponding to a total offer size of US$371 million. The Offering represented approximately 22.32% per cent of the Company's issued ordinary share capital immediately after the exercise of the over-allotment option

Trading performance

MHP's poultry division is the main contributor to the Company's total turnover comprising approximately 90% of total group revenues. Revenues from sales of poultry meat and related products increased by 143% to US$157million in Q1 2008 from US$65 million in Q1 2007. This increase in revenue was primarily attributable to production growth and increased sales prices. Sales volumes of chicken meat for the Q1 2008 were approximately 70% higher than in Q1 2007, primarily due to the increased capacity and production volumes coming on stream at Myronivka poultry farm. Operation profit (or segment result) in poultry segment increased by 174% from US$17 million in Q1 2007 to US$45 million in Q1 2008. Due to MHP's vertically integration the Company is able to keep production costs stable. In Q1 2008 the production cost of 1kg of poultry meat remained at the Q4 2007 level.

Revenues from the grain segment only materialise in the second half of the year due to the harvest cycle and so Q1 2008 only contains the revenue from sale of grain stocks which have already been revalued to market prices in 2007. 

Revenue from other agricultural operations was US$17 million in Q1 2008 compared to US9 million in Q1 2007; this was increased by 84%. This increase was due to an increase in volume in sausage and smoked food production in the meat-processing plant in the CrimeaOperation profit (or segment result) from other agricultural operations was US$3 million compared to almost "zero" in Q1 2007. Sausage volume increased by 199% from 1,149 tonnes in Q1 2007 and 2,515 in Q2 2008.

Outlook

Trading in the current quarter is fully in line with our expectations. Going into the second quarter of 2008 and into the second half of the year we expect costs to remain under control due to our strategy of vertical integration and the price of poultry meat to continue to grow especially into the second half of the year where they are historically higher. We have seen unsatisfied consumer demand for poultry meat since February 2008. We also expect yield forecasts to be favourable across all crops in Ukraine for the remainder of 2008. Therefore, we are confident that we will achieve strong financial results for the full year.

Strategy

MHP's overall objective is to maintain and expand its position as one of the leading agroindustrial companies in Ukraine, while strengthening its position as the leading Ukrainian poultry production company and developing its grain cultivation operations. The Ukrainian agricultural sector has great growth potential, so MHP is looking to grow organically and it is also looking for value added acquisitions that will enhance shareholder value. 

-Ends-

There will be a webcast conference call for analysts and investors today at 9am US Eastern time, 2pm UK time, 4pm Kiev time and 5pm Moscow time. 

The conference will be accessible by phone by dialling in +44(0) 1452 587 434 and the conference ID is 52519555.

A live webcast of the presentation will be available at 

https://webconnect.webex.com/webconnect/onstage/g.php?t=a&d=668873872

The password is 52519555

For further information please contact:

Financial Dynamics

Ben Foster (London)

Marc Cohen (London)

Leonid Solovyev (Moscow)

For investor relations enquiries

[email protected]

London: +44 20 7831 3113

Moscow: +7 495 795 06 23

Notes to Editors:

Information on MHP

MHP is the leading producer of poultry products in Ukraine, with a 2007 market share for industrially produced chicken meat of approximately 36%, according to the State Committee on Statistics of Ukraine. Management expects the annual consumption levels for poultry in Ukraine to continue to grow in the short to medium term. 

It has strong brands in the consumer markets in which it operates. Based on research conducted by GfK in February 2008, unprompted brand recognition of MHP's "Nasha Ryaba" brand was 92%, and prompted brand recognition was 100%. MHP also has several other national and regional brands for processed meat products. Management believes that its brands are perceived as representing the highest quality and greatest reliability thereby helping to support a strong pricing strategy. MHP intends to continue to focus its marketing efforts on enhancing the value of its brands, particularly "Nasha Ryaba".

MHP owns and operates each of the key stages of chicken production processes, from feed grains and fodder production to egg hatching and growout to processing, marketing, distribution and sales (including through MHP's franchise outlets). In 2007, MHP internally produced all of the hatching eggs for its chicken operations and all of its fodder. Based on its 2007 harvest, MHP expects to source internally approximately 60% of the corn used for fodder during 2007-2008 agricultural year. Vertical integration reduces MHP's dependence on suppliers and its exposure to increases in raw material prices. In addition to cost efficiency, vertical integration also allows MHP to maintain strict biosecurity and to control the quality of its inputs and the resulting quality and consistency of its products through to the point of sale.

MHP's current business developed from its grain trading activities in 1999 and 2000, when MHP was one of the leading grain traders in Ukraine. MHP currently grows corn, to support the vertical integration of its chicken production and, increasingly, other grains such as wheat and rape for sales to third parties. In 2007, MHP produced 476,000 tonnes of grain, compared to 291,000 tonnes in 2006. MHP leases agricultural land located primarily in the highly fertile black soil regions of Ukraine.

In 2007, approximately 60%, and 30% respectively, of MHP's chicken and other meat products, were sold through branded franchise points of sale and to retail chains. In recent years, major supermarket chains have become an increasingly important distribution channel for MHP's food products in Ukraine, and MHP expects sales through these chains to increase further. MHP is the preferred supplier of chicken and various other meat products to a number of nationwide supermarket chains, including Furshet, Velyka Kyshenya and Metro, enabling MHP's product availability and penetration and therefore sales to increase as these retailers continue to expand throughout Ukraine

To support its sales, MHP maintains a distribution network consisting of 11 distribution and logistical centres, within major Ukrainian cities. MHP uses its trucks for the distribution of its products, which Management believes reduces overall transportation costs and delivery times. MHP's distribution and logistical centres also provide general support to MHP's franchisees and monitor franchisees' compliance with MHP's retail standards. Management believes that MHP's extensive distribution network helps it to enhance its overall customer service, and to secure its market positioning, by ensuring quality, reliability and timely product delivery and increases the overall availability of MHP's products. 

MHP was the first to introduce a number of value-added products to the Ukrainian market, including its "Lehko!" line of convenience food products and meat snacks, as well as delicacies such as foie gras and its premium "Certified Angus" beef products. MHP has also been a leader in retailing and packaging innovation, such as its branded franchisee "Nasha Ryaba" network. Management believes that these consumer driven innovations address a shifting trend among consumer preferences in Ukraine toward healthier, higher quality and convenient food consumption. 

MHP has been active in agricultural operations since 1998 and MHP's founder, Mr Kosyuk, was one of the first to capitalise on opportunities in the Ukrainian agricultural market following Ukraine's transition to a market economy. Most of MHP's senior management team comprised of experienced highly motivated professionals who have worked closely and effectively together, have been with MHP since 1998, when MHP started its grain trading activities and have over 100 years of combined agro-industry experience. Management believes that MHP's agro-industry expertise will help it to identify and capitalise on additional opportunities in the future.

Strategy

Key elements of MHP's strategy include:

Expanding chicken production capacity. In order to meet the expected growth in demand, MHP has begun and already completed the first phase of its expansion programme to substantially increase its annual poultry production capacity to 350,000 tonnes by 2010. 

Expanding capacity for grain production. In light of world prices and demand, MHP intends to further expand its grain cultivation capacities by acquiring rights to additional high-yielding land plots throughout Ukraine, particularly in areas near its existing grain production facilities. In the short to medium term MHP intends to expand its grain growing capacities by approximately 20% to 25% annually through acquisitions of rights to additional land plots in Ukraine, concentrating on fertile soils in proximity to its existing facilities. 

Increasing vertical integration. MHP perceives vertical integration as key to maintaining consistently high quality standards and reducing costs by realising economies of scale. MHP aims to become self-sufficient in corn requirements for its poultry production in the 2008-2009 agricultural years and onwards. In addition, MHP intends to continue to find complementary uses for the various by-products of its production processes. 

Continue to develop MHP's distribution network and customer base. MHP plans to further develop its distribution network through opening of additional distribution centres in major Ukrainian cities to capture additional retail shelf space, improve geographic coverage and increase product availability and visibility. Management believes that MHP will benefit from its position as a significant supplier of chicken and other meat products to Ukraine's modern supermarket chains as these chains continue their rapid national expansion. 

Continued agroindustrial diversification. MHP has continually sought to develop new business lines and intends to continue this focus on producing valueߛadded products, such as new convenience food products under its "Lehko!" brand, in order to further improve its sales margins and to strengthen its brands. As part of this diversification strategy, MHP is currently considering further development and expansion of its meat processing facilities and intends to maintain its beef and pork production facilities to position MHP to capitalise on future growth as these markets develop in Ukraine. 

Information on Ukraine

Independent since 1991, Ukraine represents a large consumer market with 46 million people and a growing economy fuelled by the rising affluence of domestic consumers and external demand for Ukrainian products. In 2007, per capita GDP amounted to US$2,965 and the current pace of household income growth is expected to be sustained in 2008 owing to increasing salaries and enlarged social payments. The WTO approved Ukraine's "accession package" in February 2008 and Ukraine is expected to become a member of the WTO in May 2008.

Forward-Looking Statements

This press release might contain forward-looking statements that refer to future events or forecast financial indicators for MHP S.A. Such statements do not guarantee that these are actions to be taken by MHP S.A. in the future, and estimates can be inaccurate and uncertain. Actual final indicators and results can considerably differ from those declared in any forward-looking statements. MHP S.A. does not intend to change these statements to reflect actual results.

  MHP S.A. 

AND ITS SUBSIDIARIES

Condensed Consolidated Interim Financial Statements

For the three months 

ended 31 March 2008

MHP S.A. AND ITS SUBSIDIARIES

TABLE OF CONTENTS

Page

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2008

Condensed consolidated interim balance sheet

2

Condensed consolidated interim income statement

3

Condensed consolidated interim statement of changes in shareholders' equity

4

Condensed consolidated interim statement of cash flows

5-6

Notes to the condensed consolidated interim financial statement

7-13

MHP S.A. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED INTERIM BALANCE SHEET

AS OF 31 MARCH 200(in Ukrainian Hryvnias and in thousands)

g26,872

Notes

31 March 2008

31 December 2007

ASSETS

Non-current assets

Property, plant and equipment, net

3,156,135

3,155,028

Prepayments for property, plant and equipment

28,059

29,699

Deferred tax assets

13,658

13,658

Long-term agricultural VAT prepaid

8,795

8,795

Non-current biological assets

221,634

212,586

Other non-current assets

43,052

40,468

Total non-current assets

3,471,333

3,460,234

Current assets 

Inventories

240,517

215,358

Biological assets

560,868

458,466

Agricultural produce

96,625

159,984

Other current assets, net

153,872

133,199

Taxes recoverable and prepaid, net

241,350

229,272

Trade accounts receivable, net

141,108

102,832

Cash and cash equivalents

105,114

50,942

Total current assets

1,539,454

1,350,053

Total assets

5,010,787

4,810,287

LIABILITIES AND SHAREHOLDERS' EQUITY

Equity attributable to equity holders of the Parent

Share capital

1,269,121

1,269,121

Additional paid-in capital

303,299

303,299

Revaluation reserve

47,275

47,672

Retained earnings

552,589

433,874

2,172,284

2,053,966

Minority interest 

66,386

64,034

Total equity

2,238,670

2,118,000

Non-current liabilities

Long-term bank borrowings

341,818

332,686

Bonds issued

1,232,118

1,230,198

Long-term finance lease and vendor financing obligations

158,409

154,215

Other long-term payables

11,664

10,129

Deferred tax liabilities

32,851

32,851

Total non-current liabilities

1,776,860

1,760,079

Current liabilities

Trade accounts payable

92,975

126,837

Accounts payable for property, plant and equipment

46,103

48,611

Other current liabilities

87,781

91,331

Short-term bank borrowings and current portion of long-term bank

Borrowings

414,917

372,969

Current portion of bonds issued

200,000

200,000

Interest accrued 

55,467

20,717

Current portion of finance lease obligations

72,996

70,210

Deferred income

25,018

1,533

Total current liabilities

995,257

932,208

Total liabilities

2,772,117

2,692,287

Contingencies and contractual commitments

-

-

Total liabilities and shareholders' equity 

5,010,787

4,810,287

On behalf of the Board

___________________________

Yuriy Kosyuk/Chief Executive Officer

_______________________________________ 

Viktoria Kapelyushnaya/Chief Financial Officer

 

 

M MHP S.A. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED INCOME STATEMENT 

FOR THE THREE MONTHS ended 31 MARCH 2008

(in Ukrainian Hryvnias and in thousands)

Three months ended 31 March

Notes

2008

2007

Continuing operations

Revenue

890,375

382,210

Net change in fair value of biological assets and agricultural produce 

270

467

Cost of sales

(658,368)

(288,912)

Gross profit

232,277

93,765

Selling, general and administrative expenses

(78,973)

(51,185)

Government grants recognized as income 

88,079

43,152

Other operating income and expenses

(6,388)

(1,469)

Operating profit before loss on impairment of property, plant and equipment

234,995

84,263

Loss on impairment of property, plant and equipment

-

-

Operating profit

234,995

84,263

Finance costs, net

(66,535)

(55,915) 

Foreign exchange (losses)/gains, net

(45,750)

(8,205)

Other income and expenses

957

1,648

Other expenses, net

(111,328)

(62,472)

Profit before tax

123,667

21,791

Income tax expense

(1,567)

1,229

Profit for the year from continuing operations

122,100

23,020

Discontinued operations

(Loss)/profit for the year from discontinued operations

-

(643)

Net profit for the year

122,100

22,377

Attributable to:

Equity holders of the Parent 

118,318

21,952

Minority interest

3,782

425

Earnings per share

From continuing operations (UAH per share):

Basic

1.18

0.23

Diluted 

1.18

0.23

From continuing and discontinued operations (UAH per share):

0.22

Basic

1.18

0.22

Diluted 

1.18

On behalf of the Board

_______________________________

Yuriy Kosyuk/Chief Executive Officer

______________________________________ 

Viktoria Kapelyushnaya/Chief Financial Officer

The notes on pages 7 to 13 form an integral part of these condensed consolidated financial statements.

MHP S.A. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED INTERIM STATEMENT OF Changes in Shareholders' Equity

FOR THE THREE MONTHS ended 31 MARCH 2008

 (in Ukrainian Hryvnias and in thousands)

Attributable to Equity Holders of the Parent

Minority

interest

Total

equity

Share

capital

Additional paid-in capital

Revaluation reserve

Retained earnings

Total

1 January 2007

1,269,121

287,713

2,858

224,111

1,783,803

68,879

1,852,682

Net profit for the period

-

-

-

21,952

21,952

425

22,377

31 March 2007

1,269,121

287,713

2,858

246,063

1,805,755

69,304

1,875,059

1 January 2008

1,269,121

303,299

47,672

433,874

2,053,966

64,034

2,118,000

Net profit for the period

-

-

-

118,318

118,318

3,782

122,100

Depreciation charged to the revaluation of property, plant and equipment reserve

-

-

(397)

397

-

-

--

Acquisition and changes in non-controlling interest in subsidiaries 

-

-

-

-

-

(1,430)

(1,430)

31 March 2008

1,269,121

303,299

47,275

552,589

2,172,284

66,386

2,238,670

On behalf of the Board

_______________________________

Yuriy Kosyuk/Chief Executive Officer

_______________________________________ 

Viktoria Kapelyushnaya/Chief Financial Officer

The notes on pages 7 to 13 form an integral part of these condensed consolidated financial statements. 

M MHP S.A. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FFLOWS

FOR THE THREE MONTHS ENDED 31 MARCH 2008

(in Ukrainian Hryvnias and in thousands)

Three months ended 31 March

2008

2007

Operating activities

Profit before income tax 

123,667

21,148

Adjustments to reconcile profit to net cash provided by operations

Depreciation of property, plant and equipment

64,186

37,278

Finance costs, net

66,535

55,915

Effect of fair value adjustments 

(270)

5,420

Non-operating foreign exchange loss/(gain), net

45,750

8,205

Change in allowance for irrecoverable amounts and VAT 

and direct write-offs

2,302

323

Impairment of property, plant and equipment

(Gain)/loss on disposal of property, plant and equipment

1,800

(138)

Other non-cash items

(343)

(2,219)

Operating profit before working capital changes

303,627

125,932

Increase in inventories

(30,811)

(15,710)

Increase in biological assets

(83,692)

(21,741)

Decrease in agricultural produce

43,672

2,104

Decrease in natural gas stock

-

18,559

Increase in other current assets

(16,467)

(2,159)

Increase in taxes recoverable and prepaid

(17,412)

(24,998)

(Increase)/decrease in trade accounts receivable

(39,073)

24,963

Increase in other long-term payables

2,747

31

(Decrease)/increase in trade accounts payable

(33,519)

1,871

(Decrease)/increase in other current liabilities

(4,576)

2,666

Increase in deferred income

23,485

1,829

Cash generated by operations

147,981

113,347

Finance costs paid

(30,334)

(20,853)

Interest received

1,324

2,671

Income tax paid

(1,567)

(1,118)

Net cash generated by operating activities

117,404

94,047

Investing activities

Purchases of property, plant and equipment 

(63,575)

(343,052)

Purchases of other non-current assets

(2,584)

-

Proceeds from disposals of property, plant and equipment 

882

18,736

Purchases of non-current biological assets

(3,548)

(51,208)

Short-term deposits

(5,000)

1,273

Withdrawals of short-term deposits

8,819

-

Loans provided to employees, net

(1,315)

(2,196)

Loans provided to related parties, net

(354)

(1,850)

Net cash used in investing activities

(66,675)

(378,297)

  

M MHP S.A. AND ITS SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FFLOWS

FOR THE THREE MONTHS ENDED 31 MARCH 2008

(in Ukrainian Hryvnias and in thousands)

Financing activities

Proceeds from loans received

303,000

234,483

Repayment of bank loans

(284,504)

(116,140)

Finance lease payments

(15,053)

(12,930)

Net cash generated by financing activities

3,443

105,413

Net increase /(decrease) in cash and cash equivalents

54,172

(178,837)

Cash and cash equivalents at beginning of the PERIOD

50,942

224,297

Cash and cash equivalents at end of the PERIOD 

105,114

45,460

On behalf of the Board

_______________________________

Yuriy Kosyuk/Chief Executive Officer

______________________________________ 

Viktoria Kapelyushnaya/Chief Financial Officer

The notes on pages 7 to 13 form an integral part of these condensed consolidated financial statements.

 

MHP S.A. AND ITS SUBSIDIARIES
 
CONDENSED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED 31 MARCH 2008
(in Ukrainian Hryvnias and in thousands)
 
1. DESCRIPTION OF FORMATION AND THE BUSINESS 
 
Description of formation
 
MHP S.A. (the “Parent” or “MHP S.A.”), a limited liability company registered under the laws of Luxembourg, was formed on 30 May 2006. MHP S.A. was formed to serve as the ultimate holding company of OJSC “Myronivsky Hliboproduct” (“MHP”) and its subsidiaries. The registered address of MHP S.A. is 8-10, rue Mathias Hardt, L-1717 Luxembourg, Grand-Duchy of Luxembourg.
 
In the course of the corporate reorganization related to the establishment of MHP S.A., Raftan Holding Limited (“RHL”) was established as a subholding company under MHP S.A. and through a series of transactions became the immediate parent of MHP. As a result of these transactions (collectively referred to as the “Corporate Reorganization”) MHP S.A. indirectly owned 99.8% of MHP.
 
References to the “Group” for periods prior to the formation of MHP S.A. are references to MHP and its subsidiaries and for periods after the formation of MHP S.A. are to MHP S.A. and its subsidiaries. 
 
The primary subsidiaries and the principal activities of the companies forming the Group as of 31 March 2008 and 31 December 2007 were as follows: 
 

Operating entity
Country of registration
Year established/ acquired
 
Principal
activity
Effective ownership interest*, %
31 March
2008
 
31 December 2007
MHP S.A.
Luxembourg
2006
Holding company
Parent
 
Parent
 
 
 
 
 
 
 
RHL
Republic of Cyprus
2006
Sub-holding
 company
100
 
100
 
 
 
 
 
 
 
MHP
Ukraine
1998
Management,
 marketing and
 sales
99.8
 
99.8
 
 
 
 
 
 
 
Myronivsky Zavod po
 Vygotovlennyu Krup i
 Kombikormiv (“MZVKK”)
Ukraine
1998
Fodder and
 sunflower
 oil production
88.3
 
84.7
 
 
 
 
 
 
 
Peremoga Nova
 (“Peremoga”)
Ukraine
1999
Chicken farm
99.8
 
99.8
 
 
 
 
 
 
 
Druzhba Narodiv Nova
 (“Druzhba Nova”)
Ukraine
2002
Chicken farm
99.8
 
99.8
 
 
 
 
 
 
 
Oril-Leader (“Oril”)
Ukraine
2003
Chicken farm
99.8
 
99.8
 
 
 
 
 
 
 
Tavriysky
 Kombikormovy
 Zavod (“TKZ”)
Ukraine
2004
Fodder production
99.9
 
99.9
 
 
 
 
 
 
 
Ptahofabryka Shahtarska
 Nova (“Shahtarska”)
Ukraine
2003
Breeder farm
99.8
 
99.8
 
 
 
 
 
 
 
Myronivska
 Pticefabrica
 (“Myronivska”)
Ukraine
2004
Chicken farm
99.8
 
99.8
 
 
 
 
 
 
 
Starynska Ptahofabryka
 (“Starynska”)
Ukraine
2003
Breeder farm
84.8
 
84.8
 
 
 
 
 
 
 
Ptahofabryka Snyatynska
 Nova (“Snyatynska”)
Ukraine
2005
Geese breeder
 farm
99.8
 
99.8
 
 
 
 
 
 
 
Zernoproduct
Ukraine
2005
Fodder grain
 cultivation
89.8
 
89.8
 
 
 
 
 
 
 
Katerynopilsky Elevator
Ukraine
2005
Fodder production
 and grainstorage
99.8
 
99.8
 
 
 
 
 
 
 
Druzhba Narodiv
 (“Druzhba”)
Ukraine
2006
Cattle breeding,
 plant cultivation
95.3
 
95.3
 
 
 
 
 
 
 
Agrofirma Kyivska
 (“Kyivska”)
Ukraine
2006
Cattle breeding
75.8
 
75.8
 
 
 
 
 
 
 
Crimean Fruit Company (“Crimean Fruit”)
Ukraine
2006
Fruits grain
 cultivation
81.8
 
81.8
 
 
 
 
 
 
 
NPF Urozhay
 (“Urozhay”)
Ukraine
2006
Fodder grain
 cultivation
89.8
 
89.8
 
 
 
 
 
 
 
Agrofort (“AGF”)
Ukraine
2006
Fodder grain
 cultivation
86.0
 
86.0
 
 
 
 
 
 
 
Zernoproduct-Lypivka
 (“ZPL”)
Ukraine
2006
Fodder grain
 cultivation
62.9
 
62.9
 
* Effective voting rights in subsidiaries did not differ from effective ownership rights. Direct ownership interest in subsidiaries by the Parent differs from the effective ownership interest due to cross holdings between subsidiaries.
 
Description of the business
 
The principal business activities of the Group are presented by the three operating segments: poultry and related operations, grain growing and other agricultural operations. The Group’s poultry and related operations integrate all functions related to the production of chicken, including hatching, fodder manufacturing, raising chickens to marketable age (“grow-out”), processing and marketing of branded chilled products and include the production and sale of chicken products, sunflower oil, mixed fodder and convenience food products. Other agricultural operations comprise the production and sale of sausages, beef, goose meat, foie gras, fruits, potatoes and feed grains. Grain growing comprises the production and sale of grains.
 
The grain growing segment operations results are dependent on seasonality. The main sales of harvested grain incur beginning in the third quarter.
 
Prior to 2007, the Group also had natural gas related operations which were discontinued in April 2007.
 
The Group’s operational facilities are located in different regions of Ukraine, including Kyiv, Cherkassy, Dnipropetrovsk, Donetsk, Ivano-Frankivsk, Vinnytsya, Kherson regions and Autonomous Republic of Crimea.
 
2. BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
The condensed consolidated interim financial statements are prepared on the basis of accounting policies as set forth in the Group’s consolidated financial statements as at and for the year ended 31 December 2007. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) have been condensed or omitted. However, such information reflects all adjustments (consisting of normal recurring adjustments), which are, in the opinion of the Group management, necessary to fairly state the results of interim periods. Interim results are not necessarily indicative of results to be expected for the full year. The 31 December 2007 balance sheet was derived from the audited consolidated financial statements. 
 
 
3. PROPERTY, PLANT AND EQUIPMENT
 
In 2008 the Group continues investment mainly into its poultry and grain business.
During the three months ended 31 March 2008, the Group’s additions to Property, plant and equipment amounted to UAH 80,383 thousand.
 
There have been no significant disposals of equipment during the three months ended 31 March 2008.
 
4. RELATED PARTY BALANCES AND TRANSACTIONS
 
For the purposes of these financial statements, parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions. In considering each possible related party relationship, attention is directed to the substance of the relationship, not merely the legal form.
 
Related parties may enter into transactions which unrelated parties might not, and transactions between related parties may not be effected on the same terms and conditions as transactions between unrelated parties.
 
The following companies and individuals are considered to be related parties to the Group as of 31 March 2008:
 

Name of the related party
Nature of relations with the Group
 
Mr. Yuriy Kosyuk
Chief Executive Officer of MHP S.A. and the
 Principal Shareholder of the Group
WTI
Immediate parent, company owned by
 Mr. Yuriy Kosyuk
Mrs. Olena Kosyuk
Wife of Mr. Yuriy Kosyuk
Allied Tech LLP (United Kingdom)
Companies owned or controlled by
 Mr. Yuriy Kosyuk
Allied Tech LLC (USA)
Allied Tech Commerce LLP (United Kingdom)
Agrofirma Berezanska Ptahofabryka
ULL Beteiligungs und Management GmbH
Merkaba LLC
Spector
Company owned by Merkaba LLC
 
In April 2007, Mr. Yuriy Kosyuk sold his shareholding in Roda. Accordingly, starting from June 2007 Roda and Realizatsiyna Baza ceased to be related parties to the Group.
 
During the three months ended 31 March 2008 the Group has engaged into transactions with its related parties within the normal course of business. The revenue from sales to related parties has decreased from UAH 26,720 thousand as for the three months ended 31 March 2007 to UAH 13,991 thousand for the three months ended 31 March 2008. The revenue for the three months ended 31 March 2008 related primarily to the sale of mixed fodder and its components to Agrofirma Berezanska Ptahofabryka. During the three months ended 31 March 2007, the Group also sold property, plant and equipment for UAH 17,500 thousand to Agrofirma Berezanska Ptahofabryka.
 
The balances of trade accounts receivable due from related parties related to the mixed fodder sale primarily and amounted to UAH 6,639 thousand and UAH 16,276 thousand as at 31 December 2007 and 31 March 2008 respectively.
 
Terms and conditions of sales to related parties are determined based on arrangements, specific to each contract or transaction. Management believes that the accounts receivable due from related parties do not require allowance for irrecoverable amounts and that the amounts payable to related parties will be settled at cost.
 
 
Compensation to key management personnel
 
Total compensation of the Group’s key management personnel (including compensation to Mr. Yuriy Kosyuk), which consist of contractual salary and performance bonuses amounted to UAH 4,828 thousand and UAH 3,834 thousand for the three months ended 31 March 2008 and 2007, respectively.
The balances outstanding of interest free loans provided to the key management personnel amounted to UAH 6,302 thousand and UAH 5,927 thousand as of 31 March 2008 and 31 December 2007 respectively. 
 
5. CHANGES IN INVENTORIES, BIOLOGICAL ASSETS, AND AGRICULTURAL PRODUCE
 
The main changes in the inventories, biological assets and agricultural produce as of 31 March 2008 as compared to 31 December 2007 were caused by seasonality.
 
The changes in the Group’s inventories during the three months ended 31 March 2008 were in line with the normal course of the Group’s operations and resulted from accumulation of stock of raw materials by grain growing entities.
 
During the three months 2008 significant increase of balances of crops in fields was related to cost incurred with respect to future harvest. The significant costs borne during the first quarter reflect seasonality element inherent in the grain growing segment, and, respectively, they will be realised at the harvest starting the third quarter.
 
An increase in current biological assets is primarily attributable to the positive fair value measurement effect of broiler poultry closing balances resulting from the increase of chicken meat prices.
At the same time the fair value of a hatchery egg has decreased by 31 March 2008 as compared to 31 December 2007 which resulted in a decline of the value of hatchery eggs and breeders held for hatchery eggs production.
 
Agricultural produce balances has decreased as a result of seasonal reduction of grain stock. The stock of chicken meat has also decreased between the two dates due to strengthened market demand.
 
 
6. BANK BORROWINGS
 
 
Ukrainian banks
 
Uni Credit Bank Ukraine (“UCB”)
 
In February 2008, the Group entered into a short-term loan agreement with UCB for the total amount of USD 30,000 thousand (UAH 151,500 thousand). The facility was granted to satisfy working capital needs. The credit facility is denominated in multiple currencies, bears interest at rates ofLIBOR plus 3.5% (for USD loans). The balance outstanding as of 31 March 2008 under the loan facility from UCB was USD 30,000 thousand.
In 2008 the Group withdrew and repaid overdraft facility from HVB within the limit of UAH 6,500 thousand.
 
OTP Bank (“OTP”)
 
In January 2008 the Group entered into a short-term loan agreement with OTP for the total amount of USD 20,000 thousand (UAH 101,000 thousand) to finance working capital needs. The balance outstanding as of 31 March 2008 under the loan facility was USD 11,000 thousand. The credit facility is denominated in multiple currencies, bears interest at rates of LIBOR plus 4.0%.
 
In 2008 the Group withdrew and repaid overdraft facility from OTP within the limit of UAH 5,000 thousand.
 
Pledges
 
As of 31 March 2008, the Group had borrowings of EUR 12,222 thousand that were secured, outstanding due to Commerzbank AG. Property, plant and equipment with the net book value of UAH 55,958 thousand were pledged by the Group to secure its bank borrowings as of 31 March 2008.
 
 
 
7. CONTINGENCIES AND CONTRACTUAL COMMITMENTS
 
Operating environment The principal business activities of the Group are within Ukraine. Laws and regulations affecting businesses operating in Ukraine are subject to rapid changes and the Group’s assets and operations could be at risk if there are any adverse changes in the political and business environment.
 
Taxation Ukrainian tax authorities are increasingly directing their attention to the business community as a result of the overall Ukrainian economic environment. In respect of this, the local and national tax environment in Ukraine is constantly changing and subject to inconsistent application, interpretation and enforcement. Non-compliance with Ukraine laws and regulations can lead to the imposition of severe penalties and interest. Future tax examinations could raise issues or assessments which are contrary to the Group companies’ tax filings. Such assessments could include taxes, penalties and interest, and these amounts could be material. While the Group believes it has complied with local tax legislation, there have been many new tax and foreign currency laws and related regulations introduced in recent years which are not always clearly written.
 
Legal issue The Group is involved in litigations and other claims that are in the ordinary course of its business activities. Management believes that the resolution of such matters will not have a material impact on its financial position or operating results.
 
Contractual commitments on purchase of raw materials and biological asset − As of 31 March 2008, seeds purchase commitments on forward contracts amounted to UAH 381,632 thousand (31 December 2007: UAH 545,875 thousand). 
 
The fair value of the forward contracts obligations was not materially different from the purchase obligations as of 31 March 2008 as compared to 31 December 2007, thus neither assets nor liabilities in respect of the financial instrument were recognized as of 31 March 2008.
 
As of 31 March 2008, purchase commitments on acquisition of biological assets from foreign suppliers amounted to UAH 28,900 thousand (31 December 2007: UAH 44,108 thousand).
 
 
Contractual commitments on purchase of property, plant and equipment − As of 31 March 2008, purchase commitments of the Group on contracts with foreign and Ukrainian suppliers for the purchase of property, plant and equipment for development of agricultural operations amounted to UAH 14,516 thousand (31 December 2007: UAH 19,446 thousand).
 
Contractual commitments on sales of sunflower oil − As of 31 March 2008, commitments of the Group on sunflower oil sales comprised UAH 14,733 thousand (31 December 2007: UAH 64,990 thousand).
 
Commitments on operating lease of land The Group’s non-cancelable contractual obligations as to the operating lease of land did not change significantly from 31 December 2007 to 31 March 2008.
 
8. SEGMENT INFORMATION
 
The following is an analysis of revenue, results for the period and gain/(loss) arising on fair value recognition of biological assets and agricultural produce by the Group’s primary basis of segmentation:
 

 
Revenue
 
Segment result
 
Gain / (loss) from recognition at fair value
 
Three months ended
 
Three months ended
 
Three months ended
 
31 March 2008
 
31 March 2007
 
31 March 2008
 
31 March 2007
 
31 March 2008
 
31 March 2007
 
 
 
 
 
 
 
 
 
 
 
 
Poultry and related operations
792,998
 
326,646
 
229,402
 
83,726
 
14,100
 
5,675
Other agricultural operations
88,254
 
47,931
 
15,138
 
339
 
2,312
 
(5,106)
Grain growing
9,123
 
7,633
 
1,780
 
198
 
(16,142)
 
(102)
 
 
 
 
 
 
 
 
 
 
 
 
Unallocated expenses
 
 
 
 
(11,325)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total of continues operations
890,375
 
382,210
 
234,995
 
84,263
 
270
 
467
 
 
9. NET PROFIT FOR THE PERIOD
 
The increase in MHP’s net profit for the three months ended 31 March 2008 as compared to the three months ended 31 March 2007 was primarily caused by an increase of gross profit of poultry and related operations segment. The gross profit increase is attributable to the increase of sale volume and chicken meat price.
 
 
10. CHANGE IN SHAREHOLDERS’ STRUCTURE
 
On May 15, 2008 MHP S.A.’ 10,750,000 new ordinary shares in the form of global depositary receipts has been admitted to trading on the London Stock Exchange.
 
Estimated net proceeds, after deducting estimated expenses, of the MHP S.A. from the offering amounted to USD 149,850 thousand.
 
The selling shareholder has also placed part of existing ordinary shares, including those sold within over-allotment option execution.
As the result of offering approximately 22.32% of the MHP S.A.’ shares are floated on the London Stock Exchange.
 
 
11. SUBSEQUENT EVENTS
 
In June 2008, the Group received the approval of a committed two-year credit facility for the aggregate amount of USD 35,000 thousand from ING Bank to refinance domestic bonds.
 
 
 
 

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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