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REG - Ukrproduct Group Ltd - Interim Results

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RNS Number : 2867G  Ukrproduct Group Ltd  30 September 2024

 

30 September 2024

 

UKRPRODUCT GROUP LIMITED

("Ukrproduct", the "Company" or, together with its subsidiaries, the "Group")

UNAUDITED INTERIM FINANCIAL RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2024

 

Ukrproduct Group Limited (AIM: UKR), one of the leading Ukrainian producers
and distributors of branded dairy foods and beverages (kvass), today announces
its unaudited interim financial results for the six months ended 30 June 2024.

 

The unaudited interim financial results for the six months ended 30 June 2024
will shortly be made available on the Company's website at www.ukrproduct.com.
 

 

 

 

For further information, contact:

 

 Ukrproduct Group Limited
 Rinat Abdrasilov, Non-Executive Chairman            Tel: +44 1534 507000
     Oleksandr Slipchuk, Chief Executive Officer     www.ukrproduct.com (http://www.ukrproduct.com/)
 Strand Hanson Limited
 Nominated Adviser and Broker                        Tel: +44 20 7409 3494

 Rory Murphy, Richard Johnson                        www.strandhanson.co.uk (http://www.strandhanson.co.uk)

 

 

 

 

Chairman and Chief Executive Statement

 

Ukrproduct, one of the leading Ukrainian producers and distributors of branded
dairy foods and beverages (kvass), is pleased to announce its interim results
for the half year ended 30 June 2024           ("1H 2024" or the
"Period") and outlook for the remainder of 2024.

2024 Half-Year Highlights

Ukrproduct Group's consolidated revenue decreased by 8.9% to £16.6 million in
the first half of 2024 compared to the half year ended 30 June 2023 ("1H
2023"). This decline in GBP was mainly due to a significant devaluation of the
Ukrainian Hryvnia exchange rate during the Period. However, Ukrproduct's
revenue in local currency was only marginally lower (0.3%) compared to 1H
2023. On a nominal basis, total volumes of sales were 6.4% lower in 1H 2024
than the prior period, due to increased competition in Ukraine, deteriorating
financial conditions of some clients, and a focus on improving
profitability.

In the processed cheese and processed cheese product category, sales amounted
to £10.7 million, reflecting a revenue decrease of 2.2% in local currency
compared with 1H 2023, with a 10.8% decrease in volume. This was mainly driven
by the financial challenges among some clients and a shift of focus towards
profitability.

In 1H 2024 butter sales amounted to £1.8 million, reflecting a revenue
increase of 25.6% in local currency, compared with 1H 2023, with a growth in
volume of 9.5%. The Group took a flexible approach by prioritizing key sales
channels, such as retailers, major distributors and exports.

Sales of spreads decreased to £1.7 million in 1H 2024 compared with £2.2
million in the prior period. This constituted a decrease in sales of 14.1% in
local currency and reduction of 13.1% in volume. The decrease was principally
due to the increased competition in the market.

Sales generated from skimmed milk powder decreased by 14.2% in local currency
to £0.5 million, compared with £0.5 million in the previous year. In terms
of volume, skimmed milk powder sales decreased by 14.7%, which continues the
decline seen in the previous period. Due to low prices for skimmed milk
powder, the Group minimized its output of this product, opting instead to use
semi-processed milk protein as an ingredient in the production of processed
cheese.

Sales of kvass and other beverages amounted to £1.1 million in 1H 2024,
representing a significant growth of 42.5% in local currency and a 13.1%
increase in volume compared with the 1H 2023. This growth was due to a
combination of price increases, launches of new products, expansion of sales
distribution and favourable weather conditions for sales.

The Group's gross profit in 1H 2024 increased by 7.5% compared to 1H 2023, to
£3.4 million, reflecting its focus on improving profitability.

In 1H 2024 the Group's administrative expenses increased by 15.7%, compared to
1H 2023. This was mainly due to attracting additional external consulting
services, growth in bank charges and rising costs due to inflation. In 1H 2024
the Group's selling expenses decreased by 11.4% compared to 1H 2023. This was
mainly due to a decrease in the expenses for transport services as a result of
lower sales, lower marketing expenses as a result of transferring some
marketing activities and replacing them with price discounts.

The Group's operations recorded an EBITDA of £1.8 million, representing a
strong increase of 16.0% compared to 1H 2023. The Group's EBITDA margin
improved from 8.4% to 10.7%.

Finance costs in 1H 2024 decreased by 13.1% to £0.3 million compared to 1H
2023 due to a significantly lower interest rate on the new commercial loan
that the Group received in January 2024.

Net profit after tax increased by 37.4% to £0.9 million, compared to 1H 2023.

Financial position

As at 30 June 2024, Ukrproduct had net assets of £4.9 million, including
£0.5 million in cash, compared to £5.0 million, including £0.3 million in
cash, as at 30 June 2023.

For the six months ended 30 June 2024, the Group continued to be in breach of
several provisions of the loan agreement with the European Bank for
Reconstruction and Development ("EBRD"). The Groupfailed to repay Tranche A
(in aggregate, EUR 2.1 million principal, equivalent to £1.8 million) by the
maturity date of 1 December 2022, and has missed interest payments since 1
March 2022. In June 2023 the EBRD notified the Group about a recalculation and
an increased interest rate in respect of the aggregate EUR 5.7 million
(equivalent to £4.9 million) principal and interest of Tranche A and Tranche
B, effective from 1 September 2021.

The Group has been negotiating with the EBRD since June 2021 to potentially
restructure the loan repayment and active negotiations are ongoing but have
been slowed down owing to the ongoing war in Ukraine. At present, the EBRD has
taken no action to accelerate repayment of the loan. The Group resumed
repayment of interest to EBRD starting from December 2023.

In January 2024, the Group fully repaid a previous working capital loan of UAH
63.8 million (GBP 1.3 million) and arranged a new facility of UAH 70.0 million
(GBP 1.4 million), with the same Ukrainian bank, for general working capital
purposes. The new facility has a significantly lower interest of 9% (against
20% on the repaid previous facility).

Outlook for 2024

The development of the business in the second half of 2024 remains highly
uncertain due to the ongoing war in Ukraine. The Group continues to make every
effort to navigate its strategy in a very challenging business environment,
not least ensuring a stable power supply and responding to new challenges. In
the next six months the Group expects to focus on maintaining existing
production facilities, sustaining sales volumes and ongoing improvement of
operational efficiency.

On 1 September 2024 Rinat Abdrasilov was appointed to the Board as independent
Non-Executive Chairman.

 

 

 Rinat Abdrasilov              Oleksandr Slipchuk
 Non-Executive Chairman        Chief Executive Officer

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 JUNE 2024

(in thousand GBP, unless otherwise stated)

 

                                                                Note      Six months ended                Six months ended
                                                                          30 June 2024      30 June 2023
                                                                          £ '000            £ '000

 Revenue                                                        9         16 645                          18 273
 Cost of sales                                                            (13 211)                        (15 078)
 GROSS PROFIT                                                             3 434                           3 195
 Administrative expenses                                                  (797)                           (689)
 Selling and distribution expenses                                        (1 156)                         (1 305)
 Other operating expenses                                                 (10)                            (35)
 PROFIT FROM OPERATIONS                                                   1 471                           1 166
 Net finance expenses                                                     (337)                           (388)
 Net foreign exchange loss                                                (159)                           (124)
 PROFIT BEFORE TAXATION                                                   975                             654
 Income tax expense                                                       (78)                            (1)
 PROFIT FOR THE SIX MONTHS                                                897                             653
 Attributable to:
 Owners of the Parent                                                     897                             653
 Non-controlling interests                                                -                               -

 Earnings per share from continuing and total operations:
 Basic (in pence)                                               10        2.26                            1.65
 Diluted (in pence)                                             10        2.26                            1.65

 OTHER COMPREHENSIVE INCOME:
 Items that may be subsequently reclassified to profit or loss
 Currency translation differences                                         (489)                           (295)
 OTHER COMPREHENSIVE INCOME, NET OF TAX                                   (489)                           (295)
 TOTAL COMPREHENSIVE INCOME FOR THE SIX MONTHS                            408                             358
 Attributable to:
 Owners of the Parent                                                     408                             358
 Non-controlling interests                                                -                               -

 

 

 

 

 

 

 

 

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2024

(in thousand GBP, unless otherwise stated)

 
 

                                              Note      As at                           As at             As at
                                                        30 June 2024  31 December 2023  30 June 2023
                                                        £ '000        £ '000            £ '000
 ASSETS
 Non-current assets
 Property, plant and equipment                          6 964                           7 158             7 454
 Intangible assets                                      415                             501               583
                                                        7 379                           7 659             8 037
 Current assets
 Inventories                                  6         3 734                           2 783             3 463
 Trade and other receivables                  7         5 124                           5 400             4 740
 Current taxes                                          680                             471               172
 Other financial assets                                 100                             38                34
 Cash and cash equivalents                              474                             436               295
                                                        10 112                          9 128             8 704
 TOTAL ASSETS                                           17 491                          16 787            16 741

 EQUITY AND LIABILITIES
 Equity attributable to owners of the parent
 Share capital                                          4 282                           4 282             4 282
 Treasury shares                                        (315)                           (315)             (315)
 Share premium                                          4 562                           4 562             4 562
 Translation reserve                                    (16 475)                        (15 986)          (15 832)
 Revaluation reserve                                    5 711                           5 797             5 901
 Retained earnings                                      7 177                           6 194             6 353
                                                        4 942                           4 534             4 951
 TOTAL EQUITY                                           4 942                           4 534             4 951
 Non-current Liabilities
 Deferred tax liabilities                               354                             392               456
                                                        354                             392               456
 Current liabilities
 Bank loans                                             5 840                           5 777             5 965
 Short-term payables                                    438                             609               447
 Trade and other payables                               5 791                           5 212             4 724
 Current income tax liabilities                         12                              64                39
 Other taxes payable                                    114                             199               159
                                                        12 195                          11 861            11 334
 TOTAL LIABILITIES                                      12 549                          12 253            11 790
 TOTAL EQUITY AND LIABILITIES                           17 491                          16 787            16 741

 

 

 

 

 

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 JUNE 2024

(in thousand GBP, unless otherwise stated)

                                                               Attributable to owners of the parent
                                                               Share capital     Treasury shares  Share premium  Revaluation reserve  Retained earnings  Translation reserve  Total        Non-con-trolling interests      Total Equity
                                                               £ '000            £ '000           £ '000         £ '000               £ '000             £ '000               £ '000       £ '000                          £ '000

 As at 31 December 2022                                        4 282    (315)                     4 562          6 005                5 596              (15 537)             4 593  -                     4 593
 Profit for the six months                                     -        -                         -              -                    653                -                    653    -                     653
 Currency translation differences                              -        -                         -              -                    -                  (295)                (295)  -                     (295)
 Total comprehensive income                                    -        -                         -              -                    653                (295)                358    -                     358
 Depreciation on revaluation of property, plant and equipment  -        -                         -              (104)                104                -                    -      -                     -
 As at 30 June 2023                                            4 282    (315)                     4 562          5 901                6 353              (15 832)             4 951  -                     4 951
 Loss for the six months                                       -        -                         -              -                    (263)              -                    (263)  -                     (263)
 Currency translation differences                              -        -                         -              -                    -                  (154)                (154)  -                     (154)
 Total comprehensive loss                                      -        -                         -              -                    (263)              (154)                (417)  -                     (417)
 Depreciation on revaluation of property, plant and equipment  -        -                         -              (104)                104                -                    -      -                     -
 As at 31 December 2023                                        4 282    (315)                     4 562          5 797                6 194              (15 986)             4 534  -                     4 534
 Profit for the six months                                     -        -                         -              -                    897                -                    897    -                     897
 Currency translation differences                              -        -                         -              -                    -                  (489)                (489)  -                     (489)
 Total comprehensive income                                    -        -                         -              -                    897                (489)                408    -                     408
 Depreciation on revaluation of property, plant and equipment  -        -                         -              (86)                 86                 -                    -      -                     -
 As at 30 June 2024                                            4 282    (315)                     4 562          5 711                7 177              (16 475)             4 942  -                     4 942

 

 

 

 

 

 

 

 

CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2024

(in thousand GBP, unless otherwise stated)

 

                                                                   Six months ended                Six months ended
                                                                   30 June 2024      30 June 2023
                                                                   £ '000            £ '000
 Cash flows from operating activities
 Profit before taxation                                            975                             654
 Adjustments for:
 Exchange difference                                               159                             124
 Depreciation and amortization                                     310                             370
 Loss on disposal of non-current assets                            (2)                             -
 (Reversal of) / Provision for bad debt                            (7)                             40
 Impairment / (Reversal of impairment) of inventories              269                             (48)
 Interest income                                                   (1)                             -
 Interest expense on bank loans                                    339                             392
 Operating cash flow before working capital changes                2 042                           1 532
 (Increase) / Decrease in inventories                              (1 220)                         940
 Decrease / (Increase)  in trade and other receivables             82                              (1 306)
 Increase / (Decrease) in trade and other payables                 266                             (580)
 Changes in working capital                                        (872)                           (946)
 Cash generated from operations                                    1 170                           586
 Interest received                                                 1                               4
 Income tax paid                                                   (149)                           (16)
 Net cash generated from operating activities                      1 022                           574

 Cash flows from investing activities
 Purchases of property, plant and equipment and intangible assets  (465)                           (254)
 Proceeds from sale of property, plant and equipment               35                              -
 Repayments of loans issued                                        (66)                            -
 Net cash used in investing activities                             (496)                           (254)

 Cash flows from financing activities
 Interest paid                                                     (139)                           (152)
 Increase in short term borrowing                                  1 418                           -
 Repayments of short term borrowing                                (1 309)                         -
 Repayments of long term borrowing                                 -                               (4)
 Net cash used in financing activities                             (30)                            (156)

 Net increase in cash and cash equivalents                         496                             164
 Effect of exchange rate changes on cash and cash equivalents      (458)                           (272)
 Cash and cash equivalents at the beginning of the six months      436                             403
 Cash and cash equivalents at the end of the six months            474                             295

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2024

(in thousand GBP, unless otherwise stated)

BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES

1.   REPORTING ENTITY

Ukrproduct Group Limited ("the Company") is a public limited liability company
registered in Jersey with a registered office at 26 New Street, St Helier,
Jersey, JE2 3RA, Channel Islands.

The Group's operational management and production facilities are based in
Ukraine, with the headquarters in Kyiv. The Group commands leading positions
in the Ukrainian processed cheese and packaged butter markets and owns a range
of widely recognisable trademarks in Ukraine, including "Nash Molochnik"
(translated as Our Dairyman), "Narodniy Product" (People's Product) "Molendam"
and "Vershkova Dolina" (Creamy Valley).

 

2.   BASIS OF PREPARATION

(a)  Statement of compliance

The unaudited condensed consolidated financial statements have been prepared
in accordance with International Financial Reporting Standards, International
Accounting Standards and Interpretations issued by the International
Accounting Standards Board (IASB), as adopted by the United Kingdom
(collectively "IFRS"). The condensed consolidated financial information in
this half yearly report has been prepared in accordance with International
Accounting Standard 34 'Interim Financial Reporting' (IAS 34), as adopted by
the United Kingdom and the Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority.

The interim financial statements are unaudited but have been reviewed by the
auditors.

The condensed consolidated financial statements have been prepared on a
historical cost basis, except for significant items of property, plant and
equipment which have been measured using revaluation model.

The accounting policies used and the methods of computation are the same as
those disclosed in the Group's recent annual consolidated financial statements
except for the adoption of new and revised accounting standards as disclosed
in Note 3. The interim condensed consolidated financial statements do not
include all the information and disclosures required in the annual financial
statements, and should be read in conjunction with the Group's annual
financial statements as at 31 December 2023.

The preparation of the unaudited condensed consolidated financial statements
requires management to make judgements, estimates and assumptions that affect
the application of policies and reported amounts of assets and liabilities,
income and expenses. Actual results may differ from those estimates.

The Board has reviewed the Group's ongoing commitments for the next twelve
months and beyond.

(b)  Going concern

In preparing this financial statement the Group has conducted an analysis of
its ability to continue as going concern, taking into account the
circumstances arising from the ongoing war in Ukraine and its impact on the
financial position and results of the Group.

At the time of publication of this report, the war is ongoing and the
significant general uncertainties inherent to the continued war, which began
on 24 February 2022, remain. The Group's management has analyzed the
observable impact of the war on its business as described below, and has taken
the following actions in response to the current situation:

·    For the period after the Russian invasion of Ukraine, more than 60
employees joined Ukrainian military forces and territorial defense. Personnel
of production facilities and central office remained in their working area or
worked remotely. While personnel-related challenges have been manageable so
far, the anticipated escalation of conscription efforts in Ukraine heightens
operational risks for the Group.

·    No critical assets preventing the Group from continuing operations
are damaged or located in the uncontrolled territories. The Group optimized
utilization of production facilities to meet domestic demand and export
orders.

·    All of the Group's inventories are in good condition and are in safe
storage.

·    Export sales flow via Ukrainian ports was reduced significantly.
Alternative export routes are greater in length and significantly more
expensive in comparison with sea ones. Black Sea ports in Ukraine remain
blocked for export activities.

·    Due to the constant Russian shelling targeting vital Ukrainian energy
infrastructure, the Group has mitigated the possible disruptions to its
operations, by equipping its key assets with diesel generators.

The Group repaid a short-term loan of UAH 63.8 million (GBP 1.3 million) and
signed a new facility with a Ukrainian bank for working capital needs in the
amount UAH 70.0 million (GBP 1.4 million) in January 2024.

For the year ended 31 December 2023, the Group continued to be in breach of
several provisions of the loan agreement with the EBRD. The Group failed to
repay Tranche A (aggregate EUR 2.1 million principal, equivalent to £1.8
million) before the maturity date of 1 December 2022 and has missed interest
payments since 1 March 2022. In June 2023, the EBRD notified the Group about a
recalculation and an increased interest rate in respect of the aggregate EUR
5.7 million (equivalent to £4.9 million) principal and interest of Tranche A
and Tranche B from 1 September 2021.

The Group has been negotiating with the EBRD since June 2021 to potentially
restructure the loan repayment and negotiations are ongoing. At present, the
EBRD has taken no action to accelerate repayment of the loan. The Group
reverted to the payment of interest for the long-term credit from the EBRD
starting from December 2023.

Management acknowledges that future development of military actions and their
duration represent a source of material uncertainty which may cast significant
doubt about the Group's ability to continue as a going concern and, therefore,
the Group may be unable to realize its assets and discharge its liabilities in
the normal course of business. Despite the material uncertainty relating to
the war in Ukraine, management is continuing to take actions to minimize the
impact to the Group and thus believes that the application of the going
concern assumption for the preparation of these consolidated financial
statements is appropriate.

 

(c)  Foreign currency translation

 

Functional and presentation currency

 

Items included in the financial statements of each of the Group's companies
are measured using the currency of the primary economic environment in which
the company operates ("the functional currency"). For the companies operating
in Cyprus and British Virgin Islands, the functional currency is United States
Dollars ("USD"). For the Parent company, which is located in Jersey, the
functional currency is Pound Sterling ("GBP"). For the companies operating in
Ukraine, the functional currency is Ukrainian Hryvnia ("UAH").

 

These condensed consolidated interim financial statements are presented in the
thousands of Pound Sterling ("GBP"), unless otherwise indicated.

 

Foreign currency transactions and balances

 

Transactions in foreign currencies are initially recorded by the Group
entities at their respective functional currency rates prevailing at the date
of the transaction.

 

Monetary assets and liabilities denominated in foreign currencies are
retranslated at the functional currency spot rate of exchange ruling at the
reporting date.

 

Non-monetary items that are measured in terms of historical cost in a foreign
currency are translated using the exchange rates as at the dates of the
initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates at the date when the fair
value is determined.

 

The principal exchange rates used in the preparation of these condensed
consolidated interim financial statements are as follows:

 Currency    30 June 2024     Average rate for the six months ended    31 December 2023    30 June 2023    Average rate for the six months ended

30 June 2024

30 June 2023
             (spot rate)                                               (spot rate)         (spot rate)

 UAH/GBP     51,24            49,35                                    48,49               46,28           45,08
 UAH/USD     40,54            39,01                                    37,98               36,57           36,57
 UAH/EUR     43,35            42,19                                    42,21               40,00           39,52

 

(d) Reclassification

Where applicable, comparatives have been adjusted to present them on the same
basis as current period figures.

 

 

3.     ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS

Application of new standards

In general, the accounting policy is consistent with those applied in the
prior reporting year. Some new standards and interpretations have become
mandatory for adoption beginning on or after January 01, 2023. New and revised
standards and interpretations, adopted by the Group for the first time as
at              January 01, 2023 are provided below.

Amendments to IAS 8 "Accounting policies, changes in accounting estimates and
errors" - "Definition of Accounting Estimates"

These amendments introduce a definition of "accounting estimates". These
amendments clarify the distinction between changes in accounting estimates and
changes in the accounting policies and the correction of errors. Also, they
clarify how entities use measurement techniques and inputs to develop
accounting estimates.

Amendments to IAS 1 "Presentation of Financial Statements" and IFRS Practice
Statement 2 - "Disclosure of Accounting Policies"

In February 2021, the IASB issued amendments to IAS 1 and IFRS Practice
Statement 2 "Making Materiality Judgements", which provide guidance and
examples, which assist entities in applying materiality judgements to
accounting policy disclosures. The amendments aim to assist entities in
providing accounting policy disclosures that are more useful by replacing the
requirement for entities to disclose their "significant" accounting policies
with a requirement to disclose their "material" accounting policies and adding
guidance on how entities should apply the concept of materiality in making
decisions about accounting policy disclosures.

Amendments to IAS 12 "Income Taxes" - "Deferred Tax Related to Assets and
Liabilities Arising from a Single Transaction"

These amendments clarify that the exemption from initial recognition specified
in the Art. 15 and 24 of the standard is not applied to transactions in which
equal amounts of deductible and taxable temporary differences arise on initial
recognition (e.g., leases, decommissioning obligations).

 

4.   ESTIMATES AND JUDGEMENTS

The preparation of the interim financial report requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets, liabilities, income
and expenses. Actual results may differ from these estimates.

 

5.       INVENTORY WRITE OFF TO NET REALISABLE VALUE

Inventories are measured at the lower of cost or net realisable value.

The cost of inventories comprises all costs of purchase, costs of conversion
and other costs incurred in bringing the inventories to their present location
and condition.

The cost of work in progress and finished goods includes costs of direct
materials and labor and other direct productions costs and related production
overheads (based on normal operating capacity).

The cost of inventories is assigned by using the FIFO method.

Net realisable value is the estimated selling price in the ordinary course of
business, less estimated costs of completion and the estimated costs necessary
to make the sale.

The Group periodically analyses inventories to determine whether they are
damaged, obsolete or slow-moving or if their net realisable value has
declined, and makes an allowance for such inventories.

The amount of impairment or reversal of impairment recognised in profit/loss
amounted to:

                                                            Six months ended    Six months ended
                                                            30 June 2024        30 June 2023
                                                            £ '000              £ '000
 (Impairment) / Reversal of impairment of finished goods    (269)               48

 

6.       PROVISION FOR BAD DEBT

The Group had to make an additional bad debt provision for receivables from
customers who have been affected by the hostilities.

The amount of provision for bad debts recognised in profit/loss amounted to:

                                                           Six months ended    Six months ended
                                                           30 June 2024        30 June 2023
                                                           £ '000              £ '000
 Reversal of provision / (Provision) for doubtful debts    7                   (40)

 

 

7.       RELATED PARTY TRANSACTIONS

A related party is a person or an entity that is related to the reporting
entity:

1.       A person or a close member of that person's family is related
to a reporting entity if that person has control, joint control, or
significant influence over the entity or is a member of its key management
personnel.

2.       An entity is related to a reporting entity if, among other
circumstances, it is a parent subsidiary, fellow subsidiary, associate, or
joint venture of the reporting entity, or it is controlled, jointly
controlled, or significantly influenced or managed by a person who is a
related party.

The Group enters into transactions with related parties in the ordinary course
of business.

The Group had no commercial relationships with the related parties in 1H 2024
except cash remuneration.

Details of the Directors' remuneration outlined below.

                     Salary/fee      Bonus           Non-cash compensation     Total cash remuneration
                     1h2024  1h2023  1h2024  1h2023  1h2024       1h2023       1h2024        1h2023
                     £ 000   £ 000   £ 000   £ 000   £ 000        £ 000        £ 000         £ 000
 Executive
 Oleksandr Slipchuk  45.0    45.0    -       -       -            -            45.0          45.0
 Sergey Evlanchik    35.0    35.0    -       -       -            -            35.0          35.0
 Yuriy Hordiychuk    25.5    25.2    -       -       -            -            25.5          25.2
                     105.5   105.2   -       -       -            -            105.5         105.2
 Non-Executive
 Jack Rowell         21.1    22.5    -       -       -            -            21.1          22.5
 General manager
 Yuriy Hordiychuk*   4.5     4.8     -       -       -            -            4.8           4.8

 

*This relates to fees paid to Yuriy Hordiychuk for general management services
under a separate contract to his service contract.

There were no guarantees given to or provided by the Group to related parties
and vice versa.

The ultimate controlling owners and beneficiaries of the related parties were
Mr. Oleksandr Slipchuk and Mr. Sergey Evlanchik.

 

 

8.   SEGMENT INFORMATION

IFRS 8 requires segment information to be presented on the same basis as that
used by the Board for assessing performance and allocating resources.

Segment information is presented in respect of the group's key operating
segments. The operating segments are based on the group's management and
internal reporting structure.

At 30 June 2024, the Group was organized internally into four main business
segments:

1)   Branded products - processed cheese, hard cheese, packaged butter and
spreads

2)   Beverages - kvass, other beverages

3)   Non-branded products - skimmed milk powder, other skimmed milk products

4)   Distribution services and other - resale of third-party goods and
processing services

               Branded products  Beverages  Non-branded products  Distribution services and other  Total
               £ '000            £ '000     £ '000                £ '000                           £ '000

 Sales         13 855            1 061      554                   1 175                            16 645
 Gross profit  3 104             553        (547)                 324                              3 434

The segment results for the six months ended 30 June 2024 are as follows:

 

The segment results for the six months ended 30 June 2023 are as follows:

               Branded products  Beverages  Non-branded products  Distribution services and other  Total
               £ '000            £ '000     £ '000                £ '000                           £ '000

 Sales         15 768            815        789                   901                              18 273
 Gross profit  2 735             399        (162)                 223                              3 195

9.   EARNINGS PER SHARE

The earnings per ordinary share are calculated by reference to the profit
attributable to the ordinary shareholders and the weighted average number of
shares in issue during the period.

Basic earnings per share are calculated by dividing the profit attributable to
the ordinary shareholders of the Parent Company by the weighted average number
of ordinary shares in issue during the period, excluding ordinary shares
purchased by various employee share trusts and held as own shares.

Diluted earnings per share are calculated by dividing the profit attributable
to the ordinary shareholders of the Parent Company by the diluted weighted
average number of ordinary shares in issue during the period, excluding
ordinary shares purchased by various employee share trusts and held as own
shares.

                                                      Six months ended      Six months ended
                                                      30 June 2024          30 June 2023
                                                      £ '000                £ '000
 Net profit attributable to ordinary shareholders     897                   653
 Weighted average number of ordinary shares in issue  39 673 049            39 673 049
 Basic earnings per share, pence                      2.26                  1.65
 Diluted weighted average number of shares            39 673 049            39 673 049
 Diluted earnings per share, pence                    2.26                  1.65

 

 

10.       SUBSEQUENT EVENTS

As of the date of this report, the war is ongoing in Ukraine. The Group
continues to operate. The management of the Group controls all of its
operations.

On 1 September 2024 Rinat Abdrasilov was appointed to the Board as independent
Non-Executive Chairman.

There were no other material events after the end of the reporting date, which
have a bearing on the understanding of the condensed consolidated interim
financial statements.

 

 

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