Unaudited bussines report of the TSG and TS for the 1 H 2015

Transcription

Unaudited Business Report of the
Telekom Slovenije Group and
Telekom Slovenije, d. d.
for the period January to June 2015
Ljubljana, 26 August 2015
Contents
1.
1.1.
Introductory note ..................................................................................................................................1
Statement of responsibility of the Management Board ..........................................................................1
2.
2.1.
2.3.
Vision, mission, values and strategic policies of the Telekom Slovenije Group ..........................2
Vision, mission and values .....................................................................................................................2
Key strategic policies ..............................................................................................................................3
3.
3.1.
3.2.
3.3.
3.4.
3.5.
3.6.
3.7.
Telekom Slovenije Group ....................................................................................................................4
Markets and companies of the Telekom Slovenije Group .....................................................................4
Operating highlights ...............................................................................................................................5
Key financial indicators for the Telekom Slovenije Group......................................................................5
Overview by company and key market ..................................................................................................6
Ownership structure and share trading ..................................................................................................9
Market and market shares in key service segments ........................................................................... 12
Risk management ............................................................................................................................... 13
4.
Corporate governance ...................................................................................................................... 15
5.
Significant events in the period January to June 2015 ................................................................. 17
6.
Significant events after the balance-sheet date ............................................................................. 21
7.
Condensed interim accounting report of the Telekom Slovenije Group and Telekom Slovenije,
d. d. for the period January to June 2015 ....................................................................................... 23
Introductory notes ................................................................................................................................ 23
Condensed interim accounting report of the Telekom Slovenije Group ............................................. 25
Condensed interim financial statements of the Telekom Slovenije Group ......................................... 25
Condensed interim accounting report of Telekom Slovenije, d. d. ..................................................... 36
Condensed interim financial statements of Telekom Slovenije, d. d. ................................................. 36
7.1.
7.2.
7.2.1.
7.3.
7.3.1.
Unaudited Business Report of the Telekom Slovenije Group and Telekom Slovenije, d. d.
1.
Introductory note
Pursuant to the law and the Rules of the Ljubljana Stock Exchange, Telekom Slovenije, d. d.
(hereinafter: Telekom Slovenije), with its registered office at Cigaletova 15, Ljubljana, hereby publishes
the Unaudited Business Report of the Telekom Slovenije Group and Telekom Slovenije for the period
January to June 2015.
The condensed interim financial statements for the period ending 30 June 2015 were prepared in
accordance with IAS 34 Interim Financial Reporting, and must be read in conjunction with the annual
financial statements compiled for the financial year ending 31 December 2014. The financial statements
for the period January to June 2015 have not been audited.
Telekom Slovenije’s Supervisory Board discussed the Unaudited Business Report of the Telekom
Slovenije Group and Telekom Slovenije for the aforementioned period at its session on 26 August 2015.
Any significant changes to the data contained in the prospectus for listing on the stock exchange are
regularly published by the Company on the Ljubljana Stock Exchange's SEOnet website and on the
Company's website at www.telekom.si.
The Unaudited Business Report for the period January to June 2015 is also available on the Company's
website at www.telekom.si.
1.1.
Statement of responsibility of the Management Board
The members of the Management Board of Telekom Slovenije responsible for compiling the report of
the Telekom Slovenije Group and Telekom Slovenije for the period January to June 2015, hereby
confirm that to the best of our knowledge:
•
•
the condensed financial statements have been compiled in accordance with international
accounting standards on interim financial reporting, and give a true and fair picture of the
assets, liabilities, financial position and operating results of the Telekom Slovenije Group and
Telekom Slovenije, and
the interim Business Report presents a fair picture of information regarding major
transactions with related parties, in accordance with regulations.
Management Board of Telekom Slovenije, d. d.
Rudolf Skobe, MSc,
President of the
Management Board
Tomaž Seljak, MSc,
Vice-President of the
Management Board
Mateja Božič, MSc
Member of the
Management
Board
Zoran Janko,
Member of the
Management
Board
Vesna Lednik,
Member of the
Management
Board and
Workers
Director
1
2. Vision, mission, values and strategic policies of the
Telekom Slovenije Group
2.1.
Vision, mission and values
Vision
The Telekom Slovenije Group is a trustworthy partner to its users, with whom it creates a society of
opportunities.
Mission
The Telekom Slovenije Group inspires its users with innovative technologies. We open up new
professional and personal avenues for them, and together cultivate an environment for the development
of a community of opportunities. With open, flexible, and scalable products and services, and attractive
content, we continuously provide our users with effective, useful, reliable, entertaining and constantly
evolving tools for business and leisure.
Values
We live with the user.
Our guiding principle is a satisfied customer. We understand and respect their wishes and needs, and
provide services that are simple, useful and tailored to those needs. Whenever they need information,
advice or assistance, we are there to provide it.
We are reliable and innovative.
Through quality, reliability, innovation and flexibility, we offer our users the freedom to combine and
intertwine our services, packages, content and products.
We act responsibly.
Our actions are ethical, heartfelt, responsible and sustainable with respect to the society and
environment in which we operate. We encourage the development of knowledge, the exchange of
experiences, the creation of innovative solutions, and operations that are people and environmentally
friendly.
We create connections.
Telekom Slovenije Group employees work in a creative environment. We achieve excellent results
because we are connected to one another, proactive, experienced and value an entrepreneurial
mindset. We respect our agreements and keep our promises.
2
2.3.
Key strategic policies
Consolidation on individual markets
The Telekom Slovenije Group’s strategy is to be the leader in Slovenia and a profitable alternative
operator in terms of market share on markets outside of Slovenia.
Maintaining the number of users in Slovenia
Like the majority of incumbent operators in Europe, Telekom Slovenije is faced with a declining number
of users as the result of stiffer competition and regulation. We will maintain the number of users while
maintaining the highest possible level of profitability: through cross-sales of services, the development
of new services and new subscriber models, through differentiation and a range of exclusive content,
by improving the user experience, by providing standardised cloud computing services. We will also
offer business users a comprehensive range of ICT services that will focus on individual vertical markets.
New revenue sources at Telekom Slovenije
The Group will search for opportunities for growth in revenues in the following areas: mobility (e-call
service in the event of a traffic accident and vehicle telematics), connected home services (safe and
secure home), security (security ecosystems), financial services, energy and healthcare.
Growth in number of users and EBITDA in South-Eastern Europe
All subsidiaries in South-Eastern Europe will continue to optimise costs, which will have a positive impact
on EBITDA. Future growth in the latter will derive primarily from growth in the scope of operations. In
Kosovo, Ipko will increase the number of mobile users and market share by exploiting the opportunities
presented by the 3G network, through the expansion of geographical coverage and by offering services
that will continue to be the best on the market.
Financial stability
The Telekom Slovenije Group will achieve financial stability by ensuring a long-term sustainable
structure of financing, by fulfilling financial commitments in loan agreements, through the effective
management of working capital, by investing cash in line with risk criteria for investments, and by
maintaining an appropriate level of liquidity reserves.
Restructuring of personnel
The Group will ensure the optimal number of employees, taking into account the needs of the work
process at individual companies, and will optimise labour costs.
Quality
Quality is the primary advantage of the services provided to users by Telekom Slovenije Group
companies. We will continue to ensure continued development and provide a range of the most stateof-the-art services and solutions.
Social responsibility
The Telekom Slovenije Group actively identifies opportunities where it can contribute to the development
of the social and economic environment through its knowledge and financial and other sources. The
principles of sustainable development will continue to be built into our operations, products, services
and content, while we will responsibly manage the economic, social and environmental impacts of our
operations.
Key business expectations of the Telekom Slovenije Group for 2015
•
•
•
Investments: up to EUR 107 million.
EBITDA: up to EUR 198 million.
Net operating profit: EUR 66 million
3
3. Telekom Slovenije Group
3.1.
Markets and companies of the Telekom Slovenije Group
The Telekom Slovenije Group comprises the parent company Telekom Slovenije, d. d. (hereinafter:
Telekom Slovenije) and the subsidiaries, associates and joint ventures shown in the figure below with
corresponding participating interests.
Situation as at 30 June 2015
GVO, d.o.o. 100%
GVO Telekommunikation GmbH 100%
AVTENTA, d.o.o. 100%
TSmedia, d.o.o. 100%
Antenna TV SL 49%
Germany
SOLINE, d.o.o. 100%
M-Pay, d.o.o. 50%
SETCCE d.o.o. 36
36%
Slovenia
Slovenija
SIOL d.o.o. 100%
Croatia
Hrvaška
Croatia
BLICNET d.o.o. Banja Luka 100%
Bosnia and
Herzegovina
SIOL d.o.o. Beograd 100%
Serbia
SIOL d.o.o. Sarajevo 100%
IPKO Telecommunications LLC 93.11%
SIOL d.o.o. Podgorica 100%
Kosovo
Montenegro
SIOL DOOEL Skopje 100%
ONE DOOEL Skopje 100%
DIGI PLUS MULTIMEDIA DOOEL Skopje 100%
Macedonia
Makedonija
Makedonija
Macedonia
Albanija
Subsidiary
Company, owned by subsidiary
Associated company
Joint venture
Fixed and mobile service provider
International point of presence
Network construction and maintenance
Changes in the composition of the Group:
•
•
•
In Macedonia, Telekom Slovenije established SIOL DOOEL Skopje, and became the latter’s 100%
owner. In June Telekom Slovenije increased the capital of the aforementioned company via a new
cash contribution, and thus secured a new participating interest in the amount of EUR 1,000,000.
Telekom Slovenije transferred its 100% participating interest in the subsidiary DIGI PLUS
MULTIMEDIA DOOEL Skopje to the subsidiary ONE DOOEL Skopje.
In Serbia, Telekom Slovenije established SIOL DOO Beograd, and became the latter’s 100% owner.
In April Telekom Slovenije increased the capital of the aforementioned company via a new cash
contribution, and thus secured a new participating interest in the amount of EUR 100,000.
4
3.2.
Operating highlights
The Telekom Slovenije Group achieved the following in the period January to June 2015:
•
•
•
•
The Telekom Slovenije Group generated EBITDA of EUR 104.4 million over the first six months of
this year, which is 7% more than planned. Excluding the effects of Gibtelecom and One on the
Telekom Slovenije Group’s operations, EBITDA in the second quarter of this year was at the same
level achieved during the same period last year.
Net sales revenues were down 4% or EUR 17.0 million on the same period in 2014, to stand at EUR
364.6 million, primarily due to lower revenues from fixed and mobile services on the end-user market
and the effect of lower call termination prices on the wholesale market. The reasons for declining
revenues lie in declining revenues from traditional voice telephony in line with the declining number
of traditional connections and their replacement by IP and mobile telephony. Driving down revenues
in the mobile segment are lower revenues from services outside subscriber packages with included
quantities, while the declining prices of call termination in network interconnection are driving down
revenues on the wholesale market.
Operating profit amounted to EUR 25.9 million, down EUR 8.3 million or 24% on the same period in
2014 (share in Gibtelecom 2.4 million EUR for I-VI 2014).
The Telekom Slovenije Group's net profit amounted to EUR 20.6 million, down EUR 10.5 million on
the net profit achieved in the same period in 2014.
3.3.
Key financial indicators for the Telekom Slovenije Group
EUR thousand / %
Revenue
I - VI 2015
/ 30.6.2015
I - VI 2014 /
31.12.2014
Index
15/14
364,604
381,571
96
3,033
3,300
92
Operating revenues
367,637
384,871
96
EBITDA
104,372
113,374
92
EBITDA margin
28.6%
29.7%
96
EBIT
25,935
34,263
76
7.1%
9.0%
79
20,554
31,014
66
Assets
1,306,106
1,343,421
97
Equity
649,779
693,901
94
49.7%
51.7%
96
407,671
344,057
118
Other operating income
Return on sales ( ROS)
Net profit
Equity ratio
Net financial debt
5
3.4.
Overview by company and key market
Operating revenues
EUR thousand
Telekom Slovenije
I - VI 2015
Index
15/14
I - VI 2014
313,922
328,985
95
Other companies in Slovenia
21,103
24,952
85
Ipko - Kosovo-
33,122
32,130
103
One and Digi Plus Multimedia
38,671
36,848
105
Other companies abroad
10,224
12,115
84
Total - unconsolidated
417,042
435,030
96
Eliminations and adjustments
-49,405
-50,159
-
367,637
384,871
96
EBITDA – earnings before interest, taxes, depreciation and amortisation
EUR thousand
Telekom Slovenije
I - VI 2015
Index
15/14
I - VI 2014
86,793
95,169
91
788
489
161
11,037
12,152
91
4,726
4,437
106
2,333
1,384
169
0
2,386
0
105,677
116,017
91
-1,305
-2,643
-
104,372
113,374
92
Ipko - Kosovo
Share in Gibtelecom
EBIT – earnings before interest and taxes
EUR thousand
Telekom Slovenije
Ipko - Kosovo
Share in Gibtelecom
I - VI 2015
Index
15/14
I - VI 2014
26,333
32,634
81
-780
-805
-
1,544
2,723
57
-2,071
-1,627
-
791
117
676
0
2,386
0
25,817
35,428
73
118
-1,165
-
25,935
34,263
76
6
Net profit or loss
EUR thousand
Telekom Slovenije
I - VI 2015
Index
15/14
I - VI 2014
29,457
40,942
72
-868
-940
-
Ipko - Kosovo
-1,665
-736
-
-3,661
-4,374
-
521
-109
-
0
2,386
0
23,784
37,169
64
Share in Gibtelecom
-3,230
-6,155
-
20,554
31,014
66
TELEKOM SLOVENIJE GROUP CONNECTIONS AND SERVICES BY TYPE AND MARKET
Broadband connections
Number of retail connections as at
30.6.2015
Index
15/14
31.12.2014
Slovenia
198,193
199,542
99
SE Europe
154,758
153,445
101
Macedonia
38,030
38,552
99
Kosovo
91,952
90,219
102
Bosnia and Herzegovina
24,776
24,674
100
352,951
352,987
100
Fixed and mobile telephony connections
Slovenia, mobile telephony
30.6.2015
Index
15/14
31.12.2014
1,106,568
1,125,365
98
390,276
401,599
97
1,140,105
1,186,660
96
Macedonia
545,454
558,090
98
Kosovo
592,570
626,817
95
2,081
1,753
119
36,152
41,068
88
2,673,101
2,754,692
97
165,164
162,042
102
38,655
36,576
106
203,819
198,618
103
Slovenia, fixed voice telephony
SE Europe, mobile telephony:
SE Europe, fixed voice telephony
VoIP services
Slovenia
SE Europe
7
Number of mobile and fixed telephony connections / services
Total mobile telephony
Total fixed voice telephony services*
30.6.2015
Index
15/14
31.12.2014
2,246,673
2,312,025
97
630,247
641,285
98
2,876,920
2,953,310
97
* Sum of fixed voice telephony connections and VoIP services.
Capex
EUR thousand
Telekom Slovenije
I - VI 2015
Index
15/14
I - VI 2014
31,121
101,111
31
858
584
147
Ipko - Kosovo
3,671
5,211
70
2,389
3,480
69
3,080
1,478
208
-1,151
-2,475
-
39,968
109,390
37
Employees
number of employees at
Telekom Slovenije
30.6.2015
Index
15/14
31.12.2014
2,771
2,749
101
593
617
96
Ipko - Kosovo
524
524
100
411
420
98
117
121
97
4,416
4,431
100
8
3.5.
Ownership structure and share trading
General information regarding Telekom Slovenije shares as at 30 June 2015
General information regarding shares
Ticker symbol
Listing
TLSG
Ljubljana Stock Exchange, prime market
Share capital (EUR)
272,720,664.33
Number of ordinary registered no-par value shares
6,535,478
Number of treasury shares
30,000
Number of shareholders as at 30 June 2015
11,170
Ownership structure and largest shareholders
As at 30 June 2015 there were 11,170 shareholders entered in Telekom Slovenije’s register of
shareholders, a decrease of 328 on the end of 2014. The most significant decline (of 322) was recorded
by the category of individual shareholders.
The ownership structure was unchanged during the first half of 2015, as there was no change exceeding
0.30 percentage points in any category. Domestic corporates decreased their stake slightly, by 0.28
percentage points, while individual shareholders decreased their stake by 0.03 percentage points.
Foreign corporates and mutual funds increased their respective stakes by 0.30 percentage points and
0.01 percentage points. Other categories were unchanged. The Company’s largest shareholder remains
the Slovenian government, together with Kapitalska družba, Slovenski državni holding and Modra
zavarovalnica. Collectively, 73.82% of the Company’s shares were directly or indirectly held by the
government.
Situation as at 30 June 2015
Republic of Slovenia 62,54%
Slovenian Sovereign Holding , d.d. 4,25%
Individual shareholders 11,63%
Domestic corporations 8,12%
Kapitalska družba d.d. (pension fund manager; KAD) 5,59%
Institutional investors 2,97%
Foreign corporations 4,34%
Brokerage houses 0,10%
Treasury shares 0,46%
Ten largest shareholders
As at 30 June 2015 the ten largest shareholders held 77.84% of the Company’s share capital, up 0.01
percentage points on the end of 2014. Deželna banka Slovenije became one of the ten largest
shareholders during the first half of 2015.
9
Shareholder as at 30. 6. 2015
1 Republika Slovenija
%
Shareholder as at 31 Dec. 2014
%
62.54 Republic of Slovenia
62.54
2 Kapitalska družba, d. d.
5.59 Kapitalska družba, d. d.
5.59
3 Slovenski državni holding, d. d.
4.25 Slovenski državni holding, d. d.
4.25
4 Perspektiva FT, d. o. o.
1.51 Perspektiva FT, d. o. o.
1.51
5 Modra zavarovalnica, d. d. - PPS
1.44 Modra zavarovalnica, d. d. (PPS)
1.44
6 NLB, d. d.
0.55 NLB, d. d.
0.55
7 Triglav vzajemni skladi - delniški Triglav
0.51 Triglav vzajemni skladi – delniški Triglav steber
0.51
8 DBS d.d.
9 KD Galileo, fleksibilna struktura naložb
0.51 KD Galileo, fleksibilna struktura naložb
0.51
10 The Bank of New York Mellon - fiduciarni
0.47 The Bank of New York Mellon – fiduciary
0.47
0.47 Telekom Slovenije, d. d.
0.46
77.84 Total
Skupaj
77.83
Shares held by the Management Board and the Supervisory Board of Telekom Slovenije
Members of the Management Board and Supervisory Board held 1,549 TLSG shares as at 30 June
2015 (see table below). Other members of the aforementioned bodies did not hold the Company’s
shares.
Name
Management Board
Rudolf Skobe, MSc
Zoran Janko
Tomaž Seljak, MSc
Supervisory Board
Adolf Zupan, MSc
Matej Golob Matzele
Samo Podgornik
Primož Per
Dean Žigon
Total
Office
No of shares
President of the Management Board
Member of the Management Board
Vice-President of the Management Board
Vice-President of the Supervisory Board
Member of the Supervisory Board
% of equity
300
31
4
0.00459
0.00047
0.00006
1,094
22
92
5
1
1,549
0.01674
0.00034
0.00141
0.00008
0.00001
0.02370
Share trading and key share-related financial data
Movement in the TLSG share price
The share price closed at EUR 90.00 on the last trading day of June 2015. The share price fell by 37.9%
during the first half of 2015. The SBI TOP index, which represents the largest and most liquid shares on
the regulated market of the Ljubljana Stock Exchange, declined by 5.4% over the same period.
Market capitalisation stood at EUR 588.2 million as at 30 June 2015, ranking TLSG shares second on
the market in this regard.
Trading statistics for TLSG shares on the Ljubljana Stock Exchange
Standard price in EUR
Highest daily price
Lowest daily price
Average daily price
Volume in EUR thousand
Total volume for the year
Highest daily volume
Lowest daily volume
Average daily volume
I - VI 2015
150.00
87.10
127.40
I - VI 2015
17,273.87
46,494.00
1.154.94
0.29
140.44
I - VI 2014
152.45
77.50
124.40
I - VI 2014
23,618.05
1,047.26
0.91
193.59
10
Movement in the TLSG share price compared to the SBI TOP index and volume of trading in
TLSG shares
EUR
Index
160
900
150
850
140
SBITOP
800
130
120
750
110
TLSG
700
100
650
90
80
600
TLSG in EUR
1,200,000
SBITOP
EUR
1,000,000
800,000
600,000
400,000
200,000
0
Volume in EUR
Source: Ljubljana Stock Exchange, archive of share prices
Key financial data relating to shares
30. 6. 2015 /
I - VI 2015
90.00
30. 6. 2014 /
I - VI 2014
149.00
106.89
112.36*
Earnings per share (EPS)2 in EUR
4.53
6.29
P/BV
0.84
1.33*
Standard price (P) of one share on the last trading day of the period in EUR
Book value (BV)1 of one share in EUR
Capital return per share during the year3
-37.93 %
19.77 %
Notes:
* The comparable data for 2014 derives from the statement of financial position as at 31 December 2014.
1
The book value of one share is calculated as the ratio of the book value of Telekom Slovenije's equity on the last
day of the period to the weighted average number of ordinary shares during the accounting period excluding
treasury shares.
2 Earnings per share is calculated as the ratio of Telekom Slovenije's net operating profit for the accounting period
to the weighted average number of ordinary shares during the accounting period excluding treasury shares.
3 The capital return per share is calculated as the ratio of the share price on the final trading day of the period minus
the share price on the first trading day of the period to the share price on the first trading day of the period.
11
3.6.
Market and market shares in key service segments
Number of connections in Slovenia
2.500.000
2,060,825
2,101,661
2,129,837
2,165,636
831,906
819,622
790,151
480,640
503,441
2,302,574
2,326,258
767,983
743,201
726,229
517,979
543,286
558,347
2,240,938
2.000.000
1.500.000
1.000.000
843,900
500.000
422,836
454,755
0
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1
2009
2010
2011
mobile telephony
2012
2013
fix telephony
2014
2015
BB connections
Source: Report for the first quarter of 2015, SORS.
Telekom Slovenije Group market shares at the end of 2014 in key segments
other operators
Telekom Slovenije
IP TV
fixed broadband
access
52.1
%
34.5% market share
Annual change: - 1.4 perc.points
52.1 % market share
34.5
%
65.5
%
198,248 connections
Annual change: - 1.4 %
137,242 connections
Annual change: + 4.1 %
47.9
%
64.7
%
35.3 % market share
162,990 connections
Annual change: + 4.1 %
52.2
%
47.8
%
1,112,064 connections
Annual change: -1.6%
35.3
%
VoIP
47.8 % market share
mobile telephony
Sources: Report on the development of the electronic communications market for the first quarter of 2015, AKOS,
Junij 2015; internal data Telekom Slovenije.
12
3.7.
Risk management
Key risks are presented below by individual company and market.
Key risks for Telekom Slovenije
•
•
•
•
•
•
•
•
•
•
•
Regulatory risks continue to be assessed as high. The proposed Regulation of the European
Parliament and of the Council laying down measures concerning the European single market for
electronic communications and to achieve a Connected Continent, which was drafted by the European
Commission, must be officially ratified by the European Parliament and EU Member States. If the
regulation is adopted, legislative changes will be introduced significantly faster compared with
directives that must be transposed to national legislation.
Among the market risks and risks linked to the competition, the risk of business and residential users
migrating to competitor networks remains elevated. Competition and market risks are managed by
adapting the range of products and services, and by carrying out activities to promote sales and
maintain existing subscribers. A great deal of attention is given to improving user support processes.
Activities aimed at managing market shares also increase the risk of diminishing profitability for
subscribers. Measures to manage these risks include optimising the range of products and services in
terms of content and price, and clear rules regarding the allocation of benefits and discounts to
subscribers.
The risk that the optimisation of human resources and labour costs will not be carried out by the
planned deadline and to the planned extent is diminishing. An agreement on the arrangement of mutual
relations was reached with employee representatives in July.
Despite implemented measures (consistent adherence with internal rules regarding legal reviews and
the formalisation of cooperation in the preparation of defence strategies in open proceedings, and the
appropriate setting of priorities), legal risks linked to lawsuits and legislation and risks associated with
procedures before the regulatory body remain.
Revenue-loss risk from centralised data capture to the “switch to bill” calculation is managed using an
established system to prevent the outflow of revenues.
Special attention is given to managing operational risks associated with ICT networks, services and
devices. Key measures for managing risks related to the functioning and security of ICT include the
implementation of preventive measures to identify potential problems and critical points, and the
testing and training of personnel for appropriate action. We are implementing an information security
management system (ISMS) for the regular functioning and upgrading of business continuity
management (BCM) and procedures for implementing measures if extraordinary events occur. We are
planning updates and an increase in capacities through redundancy in those network segments where
we have identified increased functional and security-related risks.
Risks associated with the outsourcing of services were successfully mitigated through the following
measures: the definition of processes to manage IT needs, the definition of procedures for managing
partners in the development of solutions, the standardisation of requirements and the drafting of a
strategy to optimise the ratio of insourcing to outsourcing. We will further mitigate risks through the
establishment of internal competences to manage content and systems, and by managing outsourcing.
The risks associated with the malfunctioning of connections and services provided by other entities
are managed by introducing processes to monitor and report on SLA indicators on leased networks,
and by standardising requirements demanded from network providers for newly leased networks.
Continuous notification regarding planned works on the networks of operators has been established.
Exposure to financial risks is monitored regularly. The most significant source of credit risk (the risk of
failure by subscribers and operators to fulfil obligations) is default by subscribers (retail segment) and
operators (wholesale segment). The credit risk associated with subscribers is assessed as high.
Measures to manage the aforementioned risk include the regular collection of debt and ultimately the
exclusion of those in default, taking into account a subscriber's credit rating in sales and the monitoring
of shifts in a subscriber's traffic relative to average use, and the resulting measures. The credit risk
associated with operators is assessed as moderate, while the introduction of a credit risk management
system has contributed to appropriate risk management. Telekom Slovenije is also exposed to certain
credit risk from loans approved to its subsidiaries and issued guarantees or sureties, in particular for
the liabilities of subsidiaries. Telekom Slovenije mitigates the risk of default via collateral in loan and
guarantee agreements, the amount of which must at least be equal to the loan amount.
There was a slight decrease in exposure to financial risks. Liquidity risk is still assessed as moderate,
while interest-rate risk and currency risk are deemed low. To manage risks associated with short-term
solvency, Telekom Slovenije has established an effective system for managing and planning cash
flows that facilitates the timely identification of potential shortfalls in liquid funds and decisions
13
regarding measures. Unused short-term and long-term revolving loans and credit lines at domestic
banks also provide a high level of financial flexibility to balance liquidity.
Key risks in the development of digital content and media (TSmedia)
•
•
The risk of a decline in leased advertising space is managed by investing in the technical and creative
development of products.
The risk associated with the stability and continued development of the Najdi.si web product will be
mitigated by strengthening administrator and development teams, and through the development of a
new generation product on a new platform.
Key risks for Avtenta
•
Revenue risks associated with public administration projects are managed by strengthening efforts to
secure new projects on the external market.
Key risks for Soline
•
•
•
The risk associated with a drop in salt production and thus the loss of revenue due to unfavourable
weather conditions has declined significantly. We expect actually quantities of salt produced to be in
line with forecasts.
The risk associated with the concession agreement on the management of the Sečovlje Saltpans
Regional Park (SSRP) and the draining of the natural assets of the Sečovlje saltpans to the detriment
of the concession holder is assessed as medium. Negotiations on potential changes to the agreement
are expected to continue.
The risk of the potential repayment of funds from the European Commission should the project not be
completed has decreased. The aforementioned funds were earmarked for the project to protect
endangered species and habitats in the SSRP. The project is in the completion phase.
Key risks in Macedonia
•
•
•
The risk associated with unfavourable legislative changes in the area of electronic communications
derives primarily from the introduction of additional obligations regarding minimum standards of the
quality of services.
We have identified operational risks associated with the effectiveness of processes due to
consolidation on the Macedonian market.
The risk of obsolescence is present in individual segments of the network. We are therefore taking
steps to gradually upgrade the network.
Key risks for Kosovo
•
The risk associated with additional frequency capacities in the 1800 MHz band is very high. The local
regulator envisages the direct allocation of frequencies at an extremely high price, with additional
obligations regarding coverage and achieving transfer speeds. Several coordinated activities are being
carried out simultaneously with the aim of improving the bases for the adoption of the regulator’s
decision. A comprehensive analysis is being carried out of the regulator’s bases, while scenarios are
being drawn up.
• The law governing copyrights sets out the obligation to pay a copyright fee for the transfer of
programmes via a cable-based platform. Risk derives from a difference in understanding of the amount
of the fee, which will be resolved in negotiations with the VAPIC, the collective organisation for
copyrights.
Key risks in Bosnia and Herzegovina
•
•
•
Liquidity risk is managed by planning and managing cash flows, and through short-term and long-term
financing within the Group.
Legal risks are assessed as high. There is a risk that the broadcasting of certain channels will be
terminated due to the disorganised legal environment in the area of programme rights.
Competitive pressure, both in terms of price and the range of services, remains a significant risk factor.
The company regularly monitors the operations of the competition and regularly updates its own range
of services.
14
4. Corporate governance
Management Board
Telekom Slovenije is managed by a five-member Management Board, comprising the following
members as at 30 June 2015:
-
Rudolf Skobe, MSc, President
Tomaž Seljak, MSc, Vice-President
Mateja Božič, MSc, member
Zoran Janko, member
Vesna Lednik, member and Workers Director
Members of the Management Board are appointed for a term of office of four years, which begins on
the day of appointment.
Supervisory Board
The Supervisory Board has nine members, six of whom are shareholder representatives and three of
whom are employee representatives. The members of the Supervisory Board submitted a statement of
compliance with the criteria of independence in accordance with the Corporate Governance Code.
Telekom Slovenije’s Supervisory Board comprised the following members as at 30 June 2015:
Shareholder representatives, whose four-year term of office began on 27 April 2013 due to the expiry
of the term of office of previous members of the Supervisory Board:
- Borut Jamnik, President
- Adolf Zupan, MSc, Vice-President
- Tomaž Berločnik, MSc, member
- Bernarda Babič, MSc, member
Shareholder representatives, elected by the General Meeting of Shareholders on 1 July 2013, with a
term of office that began on the day they were elected by the General Meeting of Shareholders and that
runs until the term of office of the current Supervisory Board expires:
- Dr Marko Hočevar, member
- Matej Golob Matzele, member
Employee representatives:
- Dean Žigon, Vice-President
- Primož Per, member
- Samo Podgornik, member
The term of office of employee representatives ends on 14 November 2017.
Composition of management and supervisory bodies at subsidiaries of the Telekom Slovenije Group as
at 30 June 2015
Slovenia
GVO, d. o. o.
Managing Director: Borut Radi
Avtenta, d. o. o.
Managing Director: Miha Praunseis
15
TSmedia, d. o. o.
Managing Director: Tomaž Pernovšek, MSc
Soline, d. o. o.
Managing Director: Klavdij Godnič
M-Pay, d. o. o.
Managing Director: Janez Stajnik
SETCCE, d. o. o.
Managing Director: Aleksej Jerman Blažič
Other countries
IPKO Telecommunications LLC, Kosovo
Board of Directors: Rudolf Skobe, MSc (President), Bujar Musa (Vice-President), Artan Lahaj, Dr Ciril
Kafol and Robert Erzin, MSc
CEO: Robert Erzin, MSc
ONE DOOEL Skopje, Macedonia
Managing Director: Dr Ciril Kafol
DIGI PLUS MULTIMEDIA DOOEL Skopje, Macedonia
Managing Director: Metodija Mirčev
Blicnet d. o. o. Banja Luka, Bosnia and Herzegovina
Managing Director: Igor Bohorč, MSc
GVO Telekommunikation GmbH, Germany
Managing Directors: Roman Mazi, Borut Radi and Darko Gradišnik
SIOL d. o. o., Zagreb, Croatia
Managing Director: Igor Rojs, MSc
The company's Managing Director was Janez Marovt until 31 January 2015.
SIOL, d. o. o., Podgorica, Montenegro
The company's Managing Director was Igor Bohorč, MSc until 31 January 2015.
SIOL, d. o. o., Sarajevo, Bosnia and Herzegovina
The company's Managing Director was Igor Bohorč, MSc until 31 January 2015.
SIOL DOOEL Skopje, Macedonia
The company was entered in the companies register on 14 January 2015.
SIOL DOO BEOGRAD-PALILULA, Serbia
The company was entered in the companies register on 13 February 2015.
16
5. Significant events in the period January to June 2015
First quarter
January
• As the defendant in the commercial dispute involving the plaintiff Akton, Telekom Slovenije
(previously Mobitel, d. d.) receives a decision from the Ljubljana District Court deriving from an
amended claim for the payment of EUR 2,604,506.36 with appertaining amounts. The district
court rejects the plaintiff’s claim in full. Akton files an appeal against the aforementioned decision,
to which Telekom Slovenije submits its response in a timely manner.
• As the defendant in the commercial dispute involving the plaintiff T2, Telekom Slovenije receives
a motion for retrial with respect to a previous final ruling from the Ljubljana District Court in which
the court rejects the plaintiff’s claim for the payment of damages of EUR 129,556,756.00 with
appertaining amounts. Telekom Slovenije responds to the motion by the legally prescribed
deadline and will prove in the course of proceedings that the plaintiff’s lawsuit is completely
baseless.
• Telekom Slovenije receives a ruling from the Administrative Court of the Republic of Slovenia in
the administrative matter involving Telekom Slovenije as plaintiff and the CPA as defendant with
respect to the reversal of the CPA’s decision of 25 October 2013, under which it found Telekom
Slovenije to have abused its dominant position from 1 December 2002 to 5 September 2005 on
the inter-operator broadband access market with bit-streaming via the copper-based network in
the Republic of Slovenia, and the halting of proceedings before the CPA. The Administrative
Court of the Republic of Slovenia rejects the plaintiff’s request to reverse the decision of the CPA
and halt proceedings before the aforementioned body. Telekom Slovenije files a request for a
review of proceedings before the Supreme Court of the Republic of Slovenia.
• TSmedia redesigns bizi.si, which includes key business, financial and contact data for more than
180,000 legal entities in Slovenia. In addition to an improved user experience, a responsive
design and fresh look, the newly designed bizi.si business directory also offers information
regarding business events, hearings and insolvency proceedings, job vacancies posted on
company profiles, and even more business news and advanced search options.
• Telekom Slovenije receives a ruling and decision from the Higher Court in Ljubljana in the
commercial dispute between Sky Net, d. o. o. as the plaintiff and Telekom Slovenije (previously
Mobitel) as the defendant with respect to the payment of EUR 25,959,896.34 with appertaining
amounts under an amended claim. In its ruling, the aforementioned court rejects the primary claim
of Sky Net (payment of damages) in full (the conclusion of the claim is final in this part), and
upholds the decision of the court of the first instance, which rejected Sky Net’s claim following the
issue of a temporary order. The court of the first instance will rule, in a retrial, on the subordinated
claim relating to the fulfilment of an agreement on the mediation of an order for the construction
of 414 base stations and the drafting of documentation for 434 base stations. Sky Net files a
request for a review of the ruling and decision of the Higher Court, to which Telekom Slovenije
responds in a timely manner. As a result, the court of the first instance halts proceedings on 9
April 2015 for the foreseeable future.
• As part of the consolidation of the Telekom Slovenije Group on the Macedonian market, which
includes the transfer of the regional fibre optic network from the subsidiary ONE DOOEL Skopje,
Telekom Slovenije establishes SIOL DOOEL Skopje, as 100% owner, and transfers its 100%
participating interest in the subsidiary DIGI PLUS MULTIMEDIA DOOEL Skopje to the subsidiary
ONE DOOEL Skopje.
• Telekom Slovenije receives a ruling from the Ljubljana District Court in the commercial dispute
lodged by the plaintiff Simobil, d. d. against the defendant Telekom Slovenije for the payment of
EUR 286,392,223.00 with appertaining amounts. Simobil withdraws its claim, prompting the
Ljubljana District Court to issue a decision to halt proceedings.
February
• Telekom Slovenije receives a ruling and decision from the CPA regarding the determination of
abuse of its dominant position on the inter-operator broadband access market with bit-streaming
via the copper-based network in the Republic of Slovenia and the inter-operator market for access
to the fixed network infrastructure in the Republic of Slovenia The CPA finds that Telekom
Slovenije abused its dominant position on the inter-operator broadband access market with bitstreaming via the copper-based network and on the inter-operator market for access to the fixed
17
•
•
network infrastructure in the Republic of Slovenia in the period from 1 January 2005 to 14 March
2014 through the use of a uniformly complex business practice. Telekom Slovenije files suit with
the Administrative Court of the Republic of Slovenia for the reversal of the CPA’s decision.
For the purpose of managing the regional fibre optic network, Telekom Slovenije establishes SIOL
DOO BEOGRAD, as the latter’s 100% owner.
Telekom Slovenije signs an agreement on the purchase of a 100% participating interest in Debitel
telekomunikacije, d. d. The entire transaction will be completed when consent is received from
the competent competition protection authorities. Telekom Slovenije will not reveal the details of
the transaction, including the amount of consideration, until the transaction is completed.
March
• Telekom Slovenije connects a new LTE/4G base station in Dravsko polje, making Starše the
200th Slovenian town where the most advanced LTE/4G mobile technology and high-speed
mobile internet is available to the Company’s users. Through its LTE/4G mobile network, to which
more than 400 LTE base stations have already been connected, Telekom Slovenije currently
covers more than 80% of the population with an LTE/4G signal, with plans to raise that figure to
92% by the end of 2015.
• Telekom Slovenije becomes the first Slovenian operator to offer users an unlimited mobile
package (Neomejeni D – Unlimited D) for unlimited communication that facilitates the use of up
to five mobile numbers with a single monthly subscription. All mobile numbers included in the
aforementioned package have at their disposal unlimited calling in all Slovenian networks,
unlimited SMS and MMS, and unlimited data transfer in Slovenia.
• Telekom Slovenije offers private and business users looking for completely worry-free
communication the Brezskrbni (Worry-Free) mobile package, which includes unlimited minutes
in all Slovenian networks, an unlimited number of messages, as well as the worry-free use of the
mobile internet in accordance with the user’s needs. Use of the mobile internet is charged
according to the user’s actual usage, where a subscriber to the aforementioned package will
never pay more than EUR 5 a month for data transfer.
• In cooperation with the company Datalab, Telekom Slovenije offers the Mobilna blagajna (Mobile
Petty Cash) package, which provides SMEs simpler and more transparent petty cash operations,
while taking into account changes to legislation that envisage the introduction of fiscal cash
registers. Telekom Slovenije’s Mobilna blagajna provides a comprehensive service for the simple
management of petty cash operations on Android mobile devices, thus ensuring that all invoices
issued and printed as such are in accordance with the law.
• Telekom Slovenije offers its users the first commercial LTE roaming in the network of the operator
Hrvatski Telekom. The users of Telekom Slovenije’s mobile services can take advantage of all
the benefits of the LTE network while roaming in the network of the Croatian operator Hrvatski
Telekom (networks bearing the names HR-CRONET, T-Mobile HR or HT HR). This represents
Telekom Slovenije’s first unilateral international LTE roaming deal. The Company will offer the
same type of service to its users in other countries in the future.
• Telekom Slovenije receives several awards at the Slovenian Advertising Festival for the
campaign Pogasi sovražnost, govori ljubezen. (Put an End to Hate. Speak the Language of Love.)
under the Itak brand. The Itak brand receives more awards than any other brand, including
recognition as Brand of the Year.
• Telekom Slovenije becomes a member of an international consortium that secures the first
European project to develop next generation 5G telecommunication networks, as part of the
European Commission’s Horizon 2020 programme. The consortium of ten partners from six
countries will research the impact of the architecture of the cloud radio access network (C-RAN)
on the capacities of the 5G mobile network, such as communication between devices (D2D) and
the introduction of virtual mobile cloud services. In the scope of the aforementioned project,
Telekom Slovenije is heading the pilot testing of development project solutions and the analysis
of new business models.
Second quarter
April
• The Supervisory Board of Telekom Slovenije approves the annual report of the Telekom Slovenije
Group and Telekom Slovenije for 2014.
• Telekom Slovenije becomes one of the first in Europe and the very first in Slovenia to provide the
Microsoft Cloud Solution Provider. Telekom Slovenije now offers both small and large business
18
•
•
customers a comprehensive range of Office 365 and Windows Intune services, and the direct
set-up and management thereof, including sales support and maintenance services.
Telekom Slovenije opens a new Telekom centre at the Maximus shopping mall in Murska Sobota,
and closes the old Telekom centre located at Cvetkova ulica 2. A renovated Telekom centre is
also opened at the Europark shopping mall in Maribor.
TSmedia launches a mobile 1188 application that makes it even easier and faster for users to
search for contact data for legal entities and natural persons.
May
• On 5 May 2015 Telekom Slovenije receives a decision from the Ljubljana District Court issued on
13 February 2015 in the commercial dispute between the plaintiff Tušmobil, d. o. o. and the
defendant Telekom Slovenije for the payment of EUR 28,176,227.00 with appertaining costs. In
its decision, the Ljubljana District Court rules that Telekom Slovenije is obliged to pay Tušmobil,
d. o. o. EUR 1,709,000.00 plus legally prescribed default interest from 11 September 2007 until
payment, with the amount to be paid within 15 days. The court rejects the exceeding part of the
claim in the amount of EUR 26,467,227.00 plus default interest from 11 September 2007 until
payment. The court rules on the payment of the costs of proceedings in a subsequent
supplementary decision issued on 19 May 2015. Telekom Slovenije files an appeal against the
original decision and the supplementary decision.
• At Telekom Slovenije’s 26th General Meeting of Shareholders of 15 May 2015, shareholders
support the proposal of the Management Board and Supervisory Board regarding the use of
distributable profit for 2014. Shareholders support the proposal that the entire distributable profit
totalling EUR 65,054,780.00 be earmarked for the payment of gross dividends in the amount of
EUR 10 per share. Dividends are to be paid to those shareholders who were entered in the
register of shareholders with the right to dividends two working days following the adoption of the
associated resolution at the Company's General Meeting of Shareholders, and within 90 days
following the adoption of that resolution. Shareholders are briefed on the Supervisory Board's
written report on the approval of the 2014 annual report, and conferred official approval on the
Management Board and Supervisory Board for the 2014 financial year. Shareholders are also
briefed on the rules governing the other rights of members of the Management Board. The
General Meeting of Shareholders appoints the audit firm KPMG Slovenija, d. o. o. to audit the
financial statements of Telekom Slovenije for the 2015 financial year.
• Telekom Slovenije opens a new Telekom centre in Koper, where all Telekom Slovenije services
are available to users in larger renovated premises, with all of the requisite professional support
and advice.
• Piran salt is one of five items representing Slovenia at Expo Milano 2015. In the first part of the
Slovenian pavilion, visitors to the global exposition are greeted by an interesting presentation on
the production of Piran salt, which is collected daily between the ancient embankments of salt
fields in the middle of the protected area of the Sečovlje Saltpans Regional Park. The
aforementioned salt fields, where salt is processed manually according to tradition and processes
from the 14t century, are rare in the world today.
• In May the companies Avtenta and Intenzz organise an exclusive round table discussion on the
topic of SAP HANA, where specific cases of Slovenian and European companies that are already
benefiting from SAP HANA technology are presented. SAP HANA brings advantages and cost
effectiveness for both companies that use SAP solutions and for companies that do not use SAP
solutions.
June
• The spring 2015 edition of the Slovenian telephone directory is released on CD with more than
860,000 telephone numbers and other contact data for legal entities and natural persons. The
search for data using an upgraded algorithm is easier, faster and more precise. New features of
the spring 2015 electronic telephone directory include an upgraded tool for the simple processing
of travel orders and an upgraded data processing program, an upgraded display of companies
on a map and the monthly updating of the database.
• At the annual DIGGIT digital communications conference, a jury of experts chooses from among
50 registered works and awards the projects that stood out most in the area of digital
communication in the last year. The Moč besed (Power of Words) initiative for the Itak brand is
among the projects receiving awards. Telekom Slovenije receives the grand prize for the Moč
besed campaign in the social media category, and a gold medal for the Moč besed online plugin in the IT and telecommunications category.
19
•
•
•
•
•
•
•
•
•
Telekom Slovenije offers users the new SiOL TopTrio Brezžični (wireless) subscriber package,
which includes internet, fixed telephony and TV via the LTE/4G network. This advanced solution,
which includes unlimited data transfer n Telekom Slovenije’s mobile network, is intended for users
in areas where setting up a fixed connection is not possible but the LTE/4G mobile signal is
available. Telekom Slovenije experts have developed a technological solution that is largely the
result of internal development and places the Company among the first on the global market to
offer such a solution.
The Sečovlje Saltpans Regional Park receives a certificate of excellence from Trip Advisor for
2015. The Sečovlje Saltpans Regional Park receives four out of possible five stars, while visitors
ranked the park first among attractions on the Slovenian coast.
In the scope of activities to modernise its mobile network, Telekom Slovenije exceeds concession
requirements set out in the auction of frequencies for the provision of public mobile
communication services organised by the AKOS in which the Company obtained the following
frequencies last April: 2 x 10 MHz in the 800 MHz band, 2 x 15 MHz in the 900 MHz band, 2 x 25
MHz in the 1800 MHz band, 2 x 35 MHz in the 2600 MHz band and 1 x 25 MHz in the 2600 MHz
TDD band. Telekom Slovenije has already established a functioning mobile signal based on
LTE/4G technology on the aforementioned frequencies.
In addition to the free use of the Deezer service, unlimited calls and messages and 5 GB of data
transfer in Slovenia, the new Džabest Ruzak subscriber package also facilitates the use of 1,000
units of mobile services while roaming in EU countries. The units of mobile services included in
the aforementioned package may be used in EU countries in the networks of all operators with
whom Telekom Slovenije has concluded a roaming agreement.
Users in Kosovo select Ipko as the best provider of mobile telephony, mobile internet, digital TV
and broadband internet services. The aforementioned company thus receives the Best Buy award
for the best quality-to-price ratio in all four categories for the period 2015 and 2016.
Telekom Slovenije offers users the new Modri subscriber package, which combines in one
monthly subscription fee four services that cover all of the communication needs of users: mobile
services, fixed broadband access, TV and fixed telephony. The monthly subscription fee of EUR
59.95 includes fibre optic access to the internet at a speed of up to 100/20, unlimited calls in the
mobile and fixed network, 3 GB of data transfer in Telekom Slovenije’s network, and the Mega
HD programme scheme and unlimited calls via fixed telephony to EU countries as promotional
elements. Telekom Slovenije will give a five-euro discount to all new fixed service subscribers
who enter into a subscription agreement by 31 August.
Avtenta renews its international ISO 9001: 2008 certificate, which defines the requirements for
the quality management system, management responsibility, resource management, the
implementation of the core activity and control (measurement, analysis and improvement). The
aforementioned standard focuses primarily on the effectiveness of the quality management
system and the fulfilment of user requirements. Recommendations received as part of the
external assessment performed by the Slovenian Institute of Quality and Metrology (SIQ) will lead
to improvements in specific processes and procedures, the management and improvement of
operations and increased satisfaction.
At business breakfasts with key business users, Telekom Slovenije and Avtenta present the
transformation of ICT, trends in the ICT sector, the latest developments in the sale of
merchandise, licences and services, and advanced but simple payments via mobile devices using
Moneta. With help of an SAP solution and the establishment of paperless operations, Avtenta is
improving the competitiveness and quality of the operations of Slovenian companies, becoming
the first provider for the management and introduction of SAP solutions and paperless operations
on the Slovenian market.
Telekom Slovenije successfully passes recertification under the ISO 27001 standard and
transitions to the new version of the international standard, ISO 27001:2013. The ISO 27001
certificate represents the standard for a high-quality and secure information security management
system which, in addition to information technology and the security of electronic information,
also focuses on the security information in other forms and on other media, and precisely defines
an organisation’s information security management system. The international standard is
received by organisations that meet the highest information security requirements, which are
increasingly important in the context ever increasing dependence on information technologies
and the growing importance of information in contemporary operations.
20
6. Significant events after the balance-sheet date
Third quarter
July
• Telekom Slovenije receives consent from the Macedonian competition protection commission for
the merger of the operators ONE DOOEL Skopje, a part of the Telekom Slovenije Group, and
VIP OPERATOR DOOEL Skopje, a part of the Telekom Austria Group, on the Macedonian
market. The Supervisory Board of Telekom Slovenije discusses and approves documents that
represent an integral part of the merger agreement.
• Telekom Slovenije opens a renovated centre in Velenje at Kidričeva ulica 2a.
• On 29 July GVO takes all necessary steps to include the ten thousandth user in the networks it
manages. It thus achieves a significant milestone in the management and maintenance of open
broadband networks that were built under the public-private partnership principle. GVO has
managed and maintained open broadband networks in the Mislinja and Drava Valleys, and in the
municipalities of Ormož, Sveti Tomaž and Središce ob Dravi since 2011. It has also managed
and maintained open broadband networks in the Dolenjska region and the municipalities of
Sevnica and Slovenske Konjice since 2014.
• Telekom Slovenije signs an agreement with social partners on the arrangement of mutual
relations with the aim of implementing its human resource restructuring strategy and optimising
the number of employees and labour costs.
Avgust
•
•
•
Slovenski državni holding (SDH) receives notification from Cinven, the only bidder for the
purchase of a 72.75% participating interest in Telekom Slovenije, that it no longer wishes to
continue negotiations to complete the sales process. SDH will study possibilities in the coming
period regarding further steps for managing the aforementioned investment in Telekom Slovenije
in accordance with the capital investment management strategy adopted by the National
Assembly of the Republic of Slovenia. Telekom Slovenije has technically supported the sale of
the government’s participating interest throughout the process, emphasising that it is important
for the Company’s operations that the process does not take too long. Telekom Slovenije has a
clearly outlined development strategy and vision, which it is committed to following in the future.
The Company will continue to provide its users the most state-of-the-art and comprehensive
telecommunication services in superior networks, and make efforts to strengthen the Group’s
market position in all segments of operations.
As part of the modernisation of the network, Telekom Slovenije is working intensively to update
the base station system and is upgrading the mobile network with the LTE/4G technology. In
parallel, it is also making optical upgrades to the cable network, and updating and strengthening
the backbone aggregate and core IP network. By comprehensively renovating the fixed and
mobile networks, Telekom Slovenije will ensure even greater capacities and the gradual migration
to a single “all-IP” network. This will facilitate the continuing integration of the network and various
technologies into a single infrastructure with hybrid coverage that will ensure access to services
using any technology. In this way, Telekom Slovenije will make it possible for users to use the
most state-of-the-art comprehensive communication services in a superior network in the future,
too.
Telekom Slovenije received a decision from the Supreme Court of the Republic of Slovenia under
ref. no. Ips 58/2015-2 issued on 14 July 2014, in which the Supreme Court approves the request
for review filed by Telekom Slovenije against the decision of the Administrative Court of the
Republic of Slovenia I U 1871/2013-30 from 9 December 2014. The decision of the Administrative
Court of the Republic of Slovenia rejected the claim of the plaintiff Telekom Slovenije against the
defendant Slovenian Competition Protection Agency (SCPA) for the annulment of the SCPA’s
decision from 25 October 2013 under the ref. no. 3072-2/2004/132, in which the SCPA
establishes that in the period from 1 December 2002 to 5 September 2005 Telekom Slovenije
abused its dominant position on the bit stream broadband access interconnection market through
copper network in the Republic of Slovenia (ADSL connection with prior purchase of ISDN ) and
for termination of the proceeding at SCPA. In the abovementioned decision the Supreme Court
of the Republic of Slovenia ruled in favour of the request for review filed by Telekom Slovenije
against the decision of the Administrative Court of the Republic of Slovenia ref. no. I U 1871/2013-
21
•
30 from 9 December 2014 due to misapplication of substantive law and that the matter is to be
returned to the Administrative Court of the Republic of Slovenia for a retrial.
Telekom Slovenije’s Management Board adopts a change to the Company’s accounting policy
governing the valuation of land and buildings, resulting in a switch from a revaluation model to
the historical cost model. The change to the aforementioned accounting policy will apply for the
2015 financial year. The financial statements will therefore be recalculated for previous periods
from 1 January 2007 on. Net profit for the period January to June 2015 would have been EUR 37
thousand lower due to the amended accounting policy. The value of equity and reserves would
have been EUR 1,018 thousand higher as at 30 June 2015, while deferred tax liabilities would
have been EUR 1,448 thousand lower. Total assets were down by EUR 430 thousand as at 30
June 2015.
22
7. Condensed interim accounting report of the Telekom
Slovenije Group and Telekom Slovenije, d. d. for the
period January to June 2015
7.1.
Introductory notes
The consolidated financial statements of the Telekom Slovenije Group and the financial statements of
the parent company Telekom Slovenije for the reported period and the comparable period last year were
compiled in accordance with the provisions of the Companies Act, the International Financial Reporting
Standards (IFRS) adopted by the International Accounting Standards Board (IASB), and interpretations
of the International Financial Reporting Interpretations Committee (IFRIC).
The condensed interim financial statements for the period ending 30 June 2015 were prepared in
accordance with IAS 34 Interim Financial Reporting, and must be read in conjunction with the annual
financial statements compiled for the financial year ending 31 December 2014. The financial statements
for the period January to June 2015 and for the comparable period January to June 2014 have not been
audited, while the financial statements for the comparative period ending 31 December 2014 have been
audited.
The accounting policies used in the compilation of the interim condensed financial statements are the
same as those applied in the compilation of the financial statements for the financial year ending 31
December 2014.
The financial statements have been prepared on the historical cost basis, except for available-for-sale
financial assets, which are disclosed at fair value, and land and buildings for which the Group uses the
fair value model.
The compilation of the financial statements requires of management certain estimates, assessments
and assumptions that affect the carrying amount of the assets and liabilities of Group companies, the
disclosure of contingent liabilities as at the balance-sheet date and the amount of revenues and
expenses of companies in the period ending on the balance-sheet date.
Management's estimates did not change during the accounting period and include the following
assumptions:
• the depreciation/amortisation period and residual value of property, plant and equipment and
intangible assets,
• adjustments to the value of doubtful receivables,
• deferred taxes,
• international links, and
• provisions and contingent liabilities.
There was no authorised capital or conditional share capital increase during the reporting period.
The operations of the Telekom Slovenije Group and Telekom Slovenije are not seasonal.
All items in the financial statements of the Telekom Slovenije Group and Telekom Slovenije are
disclosed in euros, rounded to thousand euro units.
23
The Telekom Slovenije Group comprises the parent company Telekom Slovenije and the following
subsidiaries:
Company
Country
30. 6. 2015
GVO, d.o.o.
Slovenia
100 %
TSmedia, d.o.o.
Slovenia
100 %
AVTENTA, d.o.o.
Slovenia
100 %
SOLINE, d.o.o.
Slovenia
IPKO Telecommunications LLC
Kosovo
100 %
Blicnet d.o.o. Banja Luka
100 %
SIOL d.o.o.
Croatia
100 %
ONE DOOEL Skopje
Macedonia
100 %
SIOL d.o.o. Sarajevo
100 %
SIOL d.o.o. Podgorica
Montenegro
100 %
DIGI PLUS DOOEL MULTIMEDIA Skopje
Macedonia
100 %
GVO Telekommunikation GmbH
Germany
100 %
SIOL DOOEL Skopje
Macedonia
100 %
SIOL d.o.o. Beograd
Serbia
100 %
93.11 %
Telekom Slovenije transferred its 100% participating interest in DIGI PLUS MULTIMEDIA to the
subsidiary ONE. The sales agreement and transfer were concluded on 9 January 2015, while the
transfer was entered in the companies register on 21 January 2015.
In Macedonia, Telekom Slovenije established SIOL DOOEL Skopje, and became the latter’s 100%
owner. The company was entered in the companies register on 14 January 2015.
In Serbia, Telekom Slovenije established SIOL DOO Beograd, and became the latter’s 100% owner.
The company was entered in the companies register in Belgrade on 13 February 2015.
Telekom Slovenije holds a 100% economic ownership in Ipko arising from the agreement on the
purchase of the remaining participating interest signed with minority owners. The Group maintains
economic control over Ipko. Thus liabilities to minority owners are not disclosed in the consolidated
financial statements.
GVO holds a 100% participating interest in the German company GVO Telekommunikation GmbH.
Telekom Slovenije holds a 50% participating interest in M-Pay as a joint venture and a 36% participating
interest in the associate SETCCE. Both companies are included in the consolidated financial statements
according to the equity method.
TSmedia holds a 49% participating interest in the associated company Antenna TV SL. The latter is
included in the Telekom Slovenije Group according to the equity method.
24
7.2.
Condensed interim accounting report of the Telekom
Slovenije Group
7.2.1.
Condensed interim financial statements of the Telekom
Slovenije Group
Consolidated income statement as at 30 June 2015
EUR thousand
Revenue
Share of profit or loss in joint ventures
Cost of goods and materials sold
Cost of materials and energy
I - VI 2015
I - VI 2014 adjusted
Ind
15/14
364,604
381,571
96
3,033
3,300
92
0
2,386
-
-29,720
-34,769
85
-8,304
-8,154
102
-159,648
-159,706
100
Employee benefits expense
-59,668
-67,175
89
Amortisation and depreciation expense
-78,437
-79,111
99
Cost of services
Other operating expenses
-5,924
-4,079
145
-341,702
-352,994
97
25,935
34,263
76
6,222
13,047
48
Finance costs
-8,759
-12,481
70
Share of profit of loss of associates and jointly controlled
entities
-3,042
-2,314
131
Profit or loss before tax
20,356
32,515
63
Income tax expense
-88
-46
191
Deferred tax
286
-1,455
-
20,554
31,014
66
3.16
4.77
66
Total operating expenses
Profit or loss from operations
Finance income
Net profit or loss for the period
Basic and diluted earnings per share (in EUR)
25
Consolidated statement of other comprehensive income as at 30 June 2015
I - VI 2015
Ind
15/14
20,554
31,014
66
341
556
61
Change in revaluation of available-for-sale financial assets
44
298
15
Deferred tax
-7
-50
14
Change in revaluation surplus of available-for-sale
financial assets (net)
37
248
15
378
804
47
20,932
31,818
66
EUR thousand
Other comprehensive income to be reclassified to profit or
loss in subsequent periods:
Translation reserves
Other comprehensive income for the period after tax
Total comprehensive income for the period
26
Consolidated statement of financial position as at 30 June 2015
EUR thousand
ASSETS
Intangible assets
Property, plant and equipment
Investments in joint ventures
Other investments
Other non-current assets
Investment property
Deferred tax assets
Total non-current assets
Assets held for sale
Inventories
Trade and other receivables
Deferred expenses and accrued revenues
Income tax credits
Current financial assets
Cash and cash equivalents
Total current assets
Total assets
EQUITY AND LIABILITIES
Called-up capital
Capital surplus
Revenue reserves
Legal reserves
Reserves for own shares and interests
Own shares and interests
Statutory reserves
Other revenue reserves
Retained earnings
Retain earnings from previous periods
Profit or loss for the period
Revaluation surplus for property, plant and equipment
Revaluation surplus for financial instruments
Revaluation surplus on actuarial deficits and surpluses
Translation reserve
Total capital and reserves
Long-term deffered income
Provisions
Non-current operating liabilities
Interest bearing borrowings
Other non-current financial liabilities
Deferred tax liabilities
Total non-current liabilities
Assets and liabilities held for sale
Trade and other payables
Income tax payable
Interest-bearing borrowings
Other current financial liabilities
Short-term deffered income
Accrued costs and expenses
Total current liabilities
Total liabilities
Total equity and liabilities
30. 6. 2015
31. 12. 2014
178,073
725,183
108
20,504
25,720
4,055
25,479
979,122
89,515
25,521
141,054
45,177
453
3,508
21,756
326,984
1,306,106
187,537
751,307
127
13,440
28,027
4,076
25,232
1,009,746
95,338
29,837
150,888
32,321
69
1,320
23,902
333,675
1,343,421
95
97
85
153
92
99
101
97
94
86
93
140
657
266
91
98
97
272,721
169,459
218,492
51,561
3,671
-3,671
54,854
112,077
-16,917
-37,471
20,554
7,072
991
-1,152
-887
649,779
10,539
58,202
7,474
23,977
309,839
1,652
411,683
18,946
82,952
70
23,729
75,390
8,960
34,597
244,644
656,327
1,306,106
272,721
169,459
218,492
51,561
3,671
-3,671
54,854
112,077
27,391
25,797
1,594
7,264
954
-1,152
-1,228
693,901
11,545
78,299
7,663
35,827
309,589
1,683
444,606
22,592
120,229
161
23,765
98
10,878
27,191
204,914
649,520
1,343,421
100
100
100
100
100
100
100
100
97
104
100
72
94
91
74
98
67
100
98
93
84
69
43
100
82
127
119
101
97
Ind 15/14
27
Consolidated statement of changes in equity as at 30 June 2015
Revenue reserves
EUR thousand
Calledup
capital
Capital
surplus
Balance at 1 Jan 2015
272,721
169,459
Legal
reserves
51,561
Retained
Treasury
Other
earnings
Treasury Statutory
share
revenue
shares
reserves
reserve
reserves
3,671
-3,671
54,854
112,077
Other comprehensive income
for the period
Total comprehensive
income for the period
Dividends paid
Transactions with owners
Transfer to retained earnings
and reserves
27,391
7,264
Revaluation for
available-forsale financial
assets (net)
954
Revaluation
surplus for
actuarial
deficits and
surpluses
Translation
reserve
-1,152
-1,228
20,554
Total
693,901
20,554
37
341
378
0
0
0
0
0
0
0
20,554
0
37
0
341
20,932
0
0
0
0
0
0
0
-65,055
-65,055
0
0
0
0
-65,055
-65,055
192
-192
Other
Balance at 30 June 2015
Revaluation
reserves for
property, plant
and equipment
0
1
272,721
169,459
51,561
3,671
-3,671
54,854
112,077
1
-16,917
7,072
28
991
-1,152
-887
649,779
Consolidated statement of changes in equity as at 30 June 2014
Revenue reserves
EUR thousand
Calledup
capital
Capital
surplus
272,721
169,459
Legal
reserves
51,630
Treasury
Other
Treasury Statutory
share
revenue
shares
reserves
reserve
reserves
3,671
-3,671
54,854
158,726
Retained
earnings
Revaluation
reserves for
property, plant
and equipment
43,126
7,722
0
0
0
0
0
0
0
0
0
0
0
0
0
0
1,128
-1,498
Other
-69
31,014
804
31,818
248
0
556
-65,055
0
0
0
0
183
-183
272,721
169,459
51,561
3,671
-3,671
54,854
3
158,644
9,271
758,582
556
0
-82
Total
31,014
-65,055
and reserves
Balance at 30 June 2014 adjusted
Translation
reserve
248
Dividends paid
714
Revaluation
surplus for
actuarial
deficits and
surpluses
31,014
Other comprehensive income
for the period
Total comprehensive
Revaluation for
assets (net)
-65,055
-65,055
0
-148
7,539
29
962
1,128
-942
725,197
Consolidated statement of cash flows as at 30 June 2015
EUR thousand
Cash flows from operating activities
Profit before tax
Adjustments for:
Depreciation and amortization
Impairment and write-offs of intangible assets, property, plant and equipment
Gain or loss on disposal of property, plant and equipment
Finance income
Finance costs
Change in assets held for sale
Change in trade and other receivables
Change in deferred costs and accrued income
Change in other non-current assets
Change in inventories
Change in provisions
Change in long-term and short-term deferred income
Change in accrued costs and expenses
Change in trade and other payables
Income tax paid
Net cash from operating activities
Cash flows from investing activities
Receipts from investing activities
Sale of property, plant and equipment
Dividends received
Interest received
Disposal of non-current investments
Disposal of current investments
Disbursements from investing activities
Acquisition of property, plant and equipment
Acquisition of intangible assets
Acquisition of investments
Investments in subsidiaries and associates
Interest-bearing loans
Net cash from investing activities
Cash flows from financing activities
Receipts from financing activities
Non-current borrowings
Current borrowings
Issue of short-term commercial papers
Disbursements from financing activities
Maturity of short-term commercial paper
Repayment of current borrowings
Repayment of non-current borrowings
Interest paid
Dividends paid
Net cash from financing activities
Net increase/decrease in cash and cash equivalents
Closing balance of cash
Opening balance of cash
I - VI 2015
I -VI 2014 –
adjusted
20,356
32,515
78,437
1
-32
-6,222
11,801
1,449
9,834
-12,856
2,307
4,316
-20,097
-2,924
7,406
-37,386
-288
56,102
79,111
321
115
-13,047
14,795
266
-7,073
-6,389
-925
-8,713
-3,657
-640
4,014
-9,848
-416
80,429
2,398
1,101
0
394
304
599
-47,944
-31,605
-8,363
-2
-3,200
-4,774
-45,546
10,765
321
1,320
214
463
8,447
-112,469
-27,051
-82,374
-53
-1,226
-1,765
-101,704
70,500
0
70,500
0
-83,202
-44
-70,500
-11,880
-766
-12
-12,702
-2,146
21,756
23,902
58,979
79
10,000
48,900
-30,176
0
-10,000
-17,614
-2,527
-35
28,803
7,528
66,762
59,234
30
Segment reporting
The Group has two operating segments. Segment reporting is based on the internal reporting system used by
management in the decision-making process. Geographical regions are defined as operating segments, namely
Slovenia and other countries. The criterion for segment reporting is the registered office where an activity is
performed.
Segment reporting is based on the basic financial statements of the Telekom Slovenije Group. Sales transactions
between segments are effected at market values. Intra-group transactions are eliminated in the consolidation
process, and included among eliminations and adjustments.
The Group does not disclose finance income and costs by segment, as the Group’s financing is centralised and
conducted at the level of the parent company.
Operating segments I - VI 2015
Slovenia
Other countries
Eliminations and
adjustments
Consolidated
304,879
59,725
0
364,604
27,393
21,122
-48,515
0
332,272
80,847
-48,515
364,604
2,753
1,170
-890
3,033
-309,472
-81,753
49,523
-341,702
Operating profit per segment
25,553
264
118
25,935
Share of profit or loss in associates and jointly
controlled entities
-3,042
EUR thousand
External sales
Intersegment sales
Total segment revenue
Other revenue
-3,042
Finance income
6,222
Finance costs
-8,759
Profit before tax
20,356
Income tax expense
-88
Deferred tax
286
Profit for the period
20,554
Other segment information at 30. 6. 2015
Segment assets
Segment liabilities
1,372,685
262,055
-328,634
1,306,106
653,089
216,846
-213,608
656,327
31
Operating segments I - VI 2014 – adjusted
Slovenia
Other countries
Eliminations and
adjustments
Consolidated
321,512
60,059
0
381,571
29,052
20,813
-49,865
49,865
350,564
80,872
-49,865
381,571
3,373
221
-294
3,300
0
2,386
0
2,386
-322,108
-79,880
48,994
-352,994
Operating profit per segment
31,829
3,599
-1,165
34,263
Share of profit or loss in associates and jointly
controlled entities
-2,314
EUR thousand
External sales
Intersegment sales
Total segment revenue
Other revenue
Share in profit or loss of joint ventures
-2,314
Finance income
13,047
Finance costs
-12,481
Profit before tax
32,515
Income tax expense
-46
Deferred tax
-1,455
Profit for the period
31,014
Other segment information at 31. 12. 2014
Segment assets
Segment liabilities
1,398,721
267,177
-322,477
1,343,421
642,696
218,610
-211,786
649,520
Revenue
I - VI 2015
I - VI 2014
Ind
15/14
Mobile services in end-customer market
149,208
156,203
96
Fixed-line telephone services on end-customer market
119,008
121,584
98
88,057
92,512
95
8,331
11,273
74
364,604
381,571
96
EUR thousand
Wholesale market
Other revenues and other merchandise
Total revenue
Net sales revenue was down 4% or EUR 16,967 thousand during the first half of 2015 relative to the same period
in 2014, to stand at EUR 364,604 thousand. Revenues were down in all service segments: by EUR 6,995
thousand or 4% in the mobile segment of the end-user market, and by EUR 2,576 thousand or 2% in the fixed
segment. Other revenues and revenues from other merchandise were down by EUR 2,942 thousand or 26%,
while revenues on the wholesale market were down by 5% or EUR 4,455 thousand.
Other revenues and revenues from other merchandise include revenue from construction works, maintenance
and the clearance of faults, sales of other merchandise, etc.
32
Cost of services
I - VI 2015
Ind
15/14
63,549
64,728
98
4,691
5,249
89
Multimedia services costs
14,282
13,330
107
Sale incentives
13,217
12,916
102
5,463
4,694
116
14,905
13,931
107
Lease of property, plant and equipment
8,383
8,959
94
Costs of trade fairs, marketing, sponsorships and entertainment
8,067
9,645
84
Professional and personal services
5,112
5,858
87
489
626
78
Insurance premiums
2,158
2,057
105
Cost of postal services and transportation
1,483
1,892
78
924
898
103
16,925
14,923
113
159,648
159,706
100
EUR thousand
Telecommunications services
Cost of leased lines
Sale commissions
Maintenance of property, plant and equipment
Refund of work-related costs
Banking services
Other services
Total cost of services
During the reporting period, costs of services were down EUR 58 thousand on the same period last year. The
costs of the following items were up: sales commissions, other services, maintenance of property, plant and
equipment, multimedia content, insurance premiums, banking services and sales incentives. The costs of the
following items were down: post and transportation services, refunds of work-related costs, trade fairs,
advertising, sponsorship and representation, intellectual and personal services, leased lines, leasing of property,
plant and equipment, and telecommunication services.
Operating profit and net profit
Operating profit (EBIT) was down EUR 8,328 thousand or 24% on the same period in 2014, to stand at EUR
25,935 thousand. A net profit of EUR 20,554 thousand was achieved for the accounting period (a decrease of
34% on the same period in 2014), in the context of a net financial loss of EUR 2,537 thousand.
Intangible assets
Intangible assets were down by the total amount of EUR 9,464 thousand, primarily as the result of amortisation
charged during the accounting period. Commitments for intangible assets totalled EUR 5,164 thousand as at 30
June 2015.
Property, plant and equipment totalled EUR 725,183 thousand as at 30 June 2015, accounting for 56% of total
assets, and were down EUR 26,124 thousand, primarily as a result of depreciation charged during the period.
Commitments for property, plant and equipment totalled EUR 9,980 thousand as at 30 June 2015.
Trade and other receivables amounted to EUR 141,054 thousand as at 30 June 2015, a decrease of EUR 9,834
thousand or 7% compared with the balance at the end of 2014.
Financial instruments
Current financial assets were up EUR 2,188 thousand on the balance as at 31 December 2014 to stand at EUR
3,508 thousand, primarily as the result of an increase in other short-term loans.
33
Non-current financial assets primarily comprise investments in shares and participating interests in companies
and banks that are classified as available-for-sale financial assets. Financial assets listed on the stock exchange
are recognised at fair value, while other financial assets are recognised at historical cost.
Financial liabilities
Financial liabilities totalled EUR 432,935 thousand as at 30 June 2015, representing an increase of EUR 63,656
thousand on the end of the 2014, broken down as follows:
• borrowings received in the amount of EUR 47,706 thousand were down EUR 11,886 thousand;
• liabilities for bonds issued in the amount of EUR 306,878 thousand were up EUR 7,538 thousand on the
balance at the end of the year on account of the associated interest accrued in the period January to June
2015; and
• other financial liabilities totalled EUR 78,351 thousand, representing an increase of EUR 68,004 thousand
on the end of 2014 primarily due to liabilities for the payment of dividends.
Fair value hierarchy
The following hierarchy was used in recognising and disclosing the fair value of financial instruments using a
valuation technique:
1. Level 1: fair value is determined by directly quoting an officially published price on an active market;
2. Level 2: other techniques for determining fair value based on assumptions with a significant impact on fair
value that are in line with current observable market transactions with the same instruments, either directly
or indirectly; and
3. Level 3: other techniques for determining fair value based on assumptions with a significant impact on fair
value that are not in line with current observable market transactions with the same instruments and
investments.
The fair value of financial instruments is compared with their book value in the table below.
Carrying amount and fair value of financial instruments as at 30 June 2015
EUR thousand
Carrying amount
Fair value
Level 1
3,266
3,266
1,511
Loans given
17,236
17,236
Trade receivables
Other non-current financial assets
25,720
25,720
2
2
3,248
3,248
2
2
258
258
22,209
22,209
141,054
141,054
299,757
313,080
23,977
23,977
Other trade payables
10,082
10,082
-572
-572
Level 2
Level 3
Non-current financial assets
Available-for-sale financial assets
17,236
Loans given
Other current financial assets
Bank deposits
Cash, cash equivalents and income tax
receivables
Trade receivables
3,248
Non-current financial liabilities
Bonds
313,080
23,977
Current financial liabilities
Bonds
7,693
7,693
23,729
23,729
Other financial liabilities
68,269
68,269
Trade payables
82,952
82,952
Interest on bonds
23,729
34
Contingent liabilities from legal actions
No new lawsuits were filed against the Group in the period from 1 January 2015 until the day this report was
compiled that could have a significant impact on the financial statements for the first six months of 2015.
Contingent liabilities from guarantees issued
The Group provided the following guarantees as at 30 June 2015:
• performance guarantees and warranty bonds in the amount of EUR 4,146 thousand, and
• other guarantees in the amount of EUR 1,271 thousand.
None of the above stated liabilities meet the conditions for recognition in the statement of financial position, and
the Group does not expect any material consequences as the result thereof.
Related-party transactions
Related parties of the Group companies include the Republic of Slovenia as the majority shareholder of Telekom
Slovenije, other shareholders, members of the Management Board, members of the Supervisory Board and their
family members.
Transactions with natural persons
Natural persons (the President, the Vice-President and members of the Management Board, and the VicePresident and members of the Supervisory Board) held 1,549 shares in Telekom Slovenije as at 30 June 2015,
representing a holding of 0.0237%.
Events after the reporting date
These events are disclosed in section 6. Significant events after the balance-sheet date can be found on pages
21 and 22.
35
7.3.
Condensed interim accounting report of Telekom Slovenije, d. d.
7.3.1.
Condensed interim financial statements of Telekom Slovenije,
d. d.
Income statement of Telekom Slovenije, d. d. for the period ending 30 June 2015
EUR thousand
Revenue
Cost of goods and materials sold
I - VI 2015
Ind
15/14
312,497
326,433
96
1,425
2,552
56
-31,002
-33,614
92
-5,327
-5,166
103
-138,834
-140,474
99
Employee benefits expense
-47,837
-52,496
91
Amortisation and depreciation expense
-60,460
-62,534
97
-4,129
-2,066
200
-287,589
-296,350
97
Profit or loss from operations
26,333
32,635
81
Finance income
11,252
19,064
59
Finance costs
-8,394
-9,327
90
Profit or loss before tax
29,191
42,372
69
0
0
-
266
-1,429
-
29,457
40,943
72
Cost of material and energy
Cost of services
Other operating expenses
Income tax expense
Deferred tax
36
Statement of other comprehensive income of Telekom Slovenije, d. d. for the period ending
30 June 2015
29,457
40,943
Ind
15/14
72
Change in revaluation of available-for-sale financial assets
44
298
15
Deferred tax
-7
-50
14
Change in revaluation surplus of available-for-sale financial assets
(net)
37
248
15
Other comprehensive income for the period
37
248
15
Total comprehensive income for the period
29,494
41,191
72
EUR thousand
I - VI 2015
Other comprehensive income to be reclassified to profit or loss in
subsequent periods:
37
Statement of financial position of Telekom Slovenije, d. d. as at 30 June 2015
EUR thousand
ASSETS
Intangible assets
Investments in joint ventures
Other investments
Investment property
Deferred tax assets
Total non-current assets
Assets held for sale
Inventories
Deferred expenses and accrued revenues
Income tax credits
Cash and cash equivalents
Total current assets
Total assets
EQUITY AND LIABILITIES
Called-up capital
Capital surplus
Revenue reserves
Legal reserves
Reserves for own shares and interests
Own shares and interests
Statutory reserves
Other revenue reserves
Retained earnings
Retain earnings from previous periods
Profit or loss for the period
Revaluation reserves for property, plant and equuipment
Revaluation reserves for financial instruments
Revaluation surplus on actuarial deficits and surplus
Total capital and reserves
Long-term deferred income
Provisions
Non-current operating liabilities
Other non-current financial liabilities
Deferred tax liabilities
Total non-current liabilities
Trade and other payables
Other current financial liabilities
Short-term deferred income
Accrued costs and expenses
Total current liabilities
Total liabilities
Total equity and liabilities
30.6.2015
31.12.2014
Ind 15/14
125,791
621,002
46,951
146,190
30,026
4,055
23,886
997,901
80,521
21,217
136,131
44,164
295
12,884
17,601
312,813
1,310,714
132,276
644,920
45,846
138,048
32,549
4,076
23,659
1,021,374
80,788
25,549
148,172
31,411
22
8,504
19,032
313,478
1,334,852
95
96
102
106
92
99
101
98
100
83
92
141
152
92
100
98
272,721
168,927
217,042
50,434
3,671
-3,671
54,544
112,064
29,649
192
29,457
7,072
991
-1,019
695,383
9,559
54,652
7,474
23,698
299,757
1,652
396,792
79,585
24,614
75,373
5,749
33,218
218,539
615,331
1,310,714
272,721
168,927
217,042
50,434
3,671
-3,671
54,544
112,064
65,055
47,129
17,926
7,264
954
-1,019
730,944
10,572
74,740
7,663
35,547
302,530
1,683
432,735
115,337
23,703
64
7,279
24,790
171,173
603,908
1,334,852
100
100
100
100
100
100
100
100
46
164
97
104
100
95
90
73
98
67
99
98
92
69
104
79
134
128
102
98
38
Statement of changes in equity of Telekom Slovenije, d. d. for the period ending 30 June 2015
Revenue reserves
EUR thousand
Called-up
capital
272,721
Capital
surplus
Legal
reserves
168,927
50,434
Treasury
Treasury
share
shares
reserves
3,671
Statutory
reserves
-3,671
Other
revenue
reserves
Retained
earnings
54,544 112,064
65,055
Revaluation
surplus for
property, plant
and equipment
7,264
0
0
0
0
0
0
0
29,457
-1,019
0
0
0
0
0
0
0
272,721
168,927
50,434
3,671
-3,671
0
0
192
-192
29,649
7,072
39
730,944
37
37
0
29,494
-65,055
-65,055
54,544 112,064
Total
29,457
-65,055
Balance at 30 June 2015
954
37
Dividends paid
Revaluation
surplus on
actuarial
deficits and
surpluses
29,457
Other comprehensive income for
the period
Total comprehensive
Revaluation
surplus for
assets (net)
0
0
-65,055
0
991
-1,019
695,383
Statement of changes in equity of Telekom Slovenije, d. d. for the period ending 30 June 2014
Revenue reserves
EUR thousand
Called-up
capital
272,721
Capital
surplus
Legal
reserves
168,927
50,434
Treasury
Treasury
share
shares
reserves
3,671
Statutory
reserves
-3,671
Other
revenue
reserves
Retained
earnings
54,544 158,631
65,160
Revaluation
surplus for
property, plant
and equipment
7,721
714
1,112
0
0
0
0
0
0
0
40,943
0
0
0
0
0
0
0
248
0
272,721
168,927
50,434
3,671
-3,671
0
182
-182
41,230
7,539
54,544 158,631
40
41,191
-65,055
-65,055
and reserves
779,964
248
-65,055
Total
40,943
248
Dividends paid
Balance at 30 June 2014 adjusted
Revaluation
surplus of
actuary
deficits and
surpluses
40,943
Other comprehensive income for
the period
Total comprehensive
Revaluation
surplus for
assets (net)
0
0
-65,055
0
962
1,112
756,100
Statement of cash flows of Telekom Slovenije, d. d. for the period ending 30 June 2015
EUR thousand
Cash flows from operating activities
Profit before tax
Adjustments for:
Depreciation and amortisation
Impairment and write-offs of property, plant and equipment
Gain or loss on disposal of property, plant and equipment
Finance income
Finance costs
Change in assets held for sale
Change in trade and other receivables
Change in deferred costs and accrued income
Change in other non-current assets
Change in inventories
Change in provisions
Change in long-term and short-term deferred income
Change in accrued costs and expenses
Change in trade and other payables
Net cash from operating activities
Cash flows from investing activities
Receipts from investing activities
Sale of property, plant and equipment
Dividends received
Interest received
Disposal of non-current investments
Dsiposal of current investments
Disbursements from investing activities
Acquisition of property, plant and equipment
Acquisition of intangible assets
Acquisition of investments
Investments in subsidiaries and associates
Interest-bearing loans
Net cash from investing activities
Cash flows from financing activities
Receipts from financing activities
Current borrowings
Issue of short-term commercial papers
Disbursements from financing activities
Maturity of short-term commercial paper
Repayment of current borrowings
Repayment of non-current borrowings
Interest paid
Dividends paid
Net cash from financing activities
Net increase/decrease in cash and cash equivalents
Closing balance of cash
Opening balance of cash
I - VI 2015
29,191
42,370
60,460
0
-20
-11,252
8,394
267
12,041
-12,753
2,544
4,332
-20,088
-2,542
8,428
-34,441
62,535
241
-20
-19,065
9,327
266
-3,093
-5,331
-1,114
-7,853
-2,572
85
2,536
-6,903
44,561
71,409
8,491
14,279
711
0
4,855
2,764
161
-42,800
-23,830
-7,290
0
-1,105
-10,575
-34,309
0
1,320
3,113
1,779
8,067
-106,923
-19,669
-81,443
-53
0
-5,758
-92,644
71,416
71,416
0
-83,099
-44
-70,500
-11,849
-694
-12
-11,683
-1,431
17,601
19,032
58,900
10,000
48,900
-28,774
0
-10,000
-17,540
-1,199
-35
30,126
8,891
61,785
52,894
41
Revenue
EUR thousand
I - VI 2015
I - VI 2014
Ind 15/14
118,675
126,852
94
Fixed-line telephone services on end-customer market
98,460
101,514
97
Wholesale market
89,275
91,709
97
6,087
6,358
96
312,497
326,433
96
Mobile services on end-customer market
Other revenue and other merchandise
Total revenue
Net sales revenue was down EUR 13,936 thousand or 4% during the period January to June 2015 relative to the
same period last year. The reasons for the aforementioned decline lie in lower revenue generated from mobile
subscribers and prepaid users, sales of merchandise in the mobile segment, broadband services, traditional
voice telephony, the business telephony segment, and convergent services and sales of merchandise in the fixed
segment. New laws regulating the call termination market in the mobile network and the call termination market
in the fixed network were adopted on 1 September 2014 and 1 November 2014 respectively. All comparisons up
to the month of September 2014 will therefore show lower revenues on the wholesale market.
Cost of services
I - VI 2015
Ind 15/14
66,097
67,597
98
Cost of leased lines
5,806
5,956
97
Multimedia services costs
8,765
8,981
98
Sale incentives
8,708
9,498
92
Sale commissions
3,609
2,955
122
15,406
17,780
87
Lease of property, plant and equipment
5,404
6,024
90
Costs of trade fairs, marketing, sponsorship and entertainment
5,658
7,045
80
Professional and personal services
3,442
4,060
85
234
276
85
Insurance premiums
1,754
1,661
106
Cost of postal services and transportation
1,787
1,830
98
574
639
90
11,590
6,172
188
138,834
140,474
99
EUR thousand
Telecommunications services
Maintenance of property, plant and equipment
Refond of work-related costs
Banking services
Other services
Total cost of services
The costs of services were down 1% on the same period last year primarily due to lower costs of the following
items: trade fairs, advertising, sponsorship and representation, intellectual and personal services, refunds of
work-related costs, the maintenance and leasing of property, plant and equipment, banking services, sale
incentives, leased lines, telecommunication services, multimedia content, and post and transportation services.
42
Operating profit
Operating profit (EBIT) was down 19% or EUR 6,302 thousand on the same period last year to stand at EUR
26,333 thousand.
Finance income
Finance income was down 41% on the same period in 2014, primarily owing to a decline in other finance income
and due to lower dividend income.
Finance costs
Finance costs were down 10% on the same period in 2014, primarily as the result of costs associated with
commercial paper issued in March 2014 with a maturity of December 2014, and owing to lower interest expenses.
Net profit
Net profit in the amount of EUR 29,457 thousand was down 28% or EUR 11,486 thousand on the first half of
2014.
Intangible assets
Intangible assets primarily comprise concessions, licences and computer programmes. Intangible assets were
down by the total amount of EUR 6,485 thousand, primarily as the result of amortisation charged during the
accounting period. Commitments for intangible assets totalled EUR 5,583 thousand as at 30 June 2015.
Property, plant and equipment accounted for 47% of the Company’s total assets. The decrease in property, plant
and equipment in the amount of EUR 23,918 thousand was primarily the result of depreciation charged during
the accounting period in the amount of EUR 46,396 thousand, while new acquisitions totalled EUR 23,930
thousand. Commitments for property, plant and equipment totalled EUR 12,374 thousand as at 30 June 2015.
Investments in subsidiaries and joint ventures
Telekom Slovenije increased its investments in subsidiaries and joint ventures during the reporting period,
primarily on account of the establishment and increase in the capital of the new company SIOL DOOEL Skopje
in the amount of EUR 1,005 thousand, and the establishment and increase in the capital of the new company
SIOL DOO Beograd in the amount of EUR 100 thousand.
Other financial assets
Other financial assets were up EUR 8,142 thousand, primarily owing to an increase in loans to subsidiaries.
Other non-current assets were down primarily owing to a decrease in other non-current operating receivables
(instalment sales of merchandise).
Trade and other receivables amounted to EUR 136,131 thousand as at 30 June 2015, a decrease of EUR 12,041
thousand compared with the balance at the end of 2014.
Financial instruments
Current financial assets were up EUR 4,380 thousand, primarily owing to an increase in other short-term loans.
Non-current financial assets primarily comprise investments in shares and participating interests in companies
and banks that are classified as available-for-sale financial assets. Financial assets listed on the stock exchange
are recognised at fair value, while other financial assets are recognised at historical cost.
43
Financial liabilities
Financial liabilities totalled EUR 423,442 thousand as at 30 June 2015, an increase of EUR 61,598 thousand on
the end of 2014, broken down as follows:
•
borrowings received in the amount of EUR 48,312 thousand were down EUR 10,938 thousand;
•
liabilities for bonds issued in the amount of EUR 306,878 thousand were up EUR 7,538 thousand primarily
on account of interest accrued in the period January to June 2015; and
•
other liabilities in the amount of EUR 68,252 thousand were up EUR 64,998 thousand, primarily owing to
liabilities for the payment of dividends.
Fair value hierarchy
The following hierarchy was used in recognising and disclosing the fair value of financial instruments using a
valuation technique:
1. Level 1: fair value is determined by directly quoting an officially published price on an active market;
2. Level 2: other techniques for determining fair value based on assumptions with a significant impact on
fair value that are in line with current observable market transactions with the same instruments, either
directly or indirectly; and
3. Level 3: other techniques for determining fair value based on assumptions with a significant impact on
fair value that are not in line with current observable market transactions with the same instruments.
The fair value of financial instruments is compared with their book value in the table below.
Carrying amount and fair value of financial instruments as at 30 June 2015
EUR thousand
Carrying
amount
Fair value
Level 1
3,266
3,266
1,511
142,924
142,924
30,026
30,026
12,626
12,626
258
258
Level 2
Level 2
Non-current financial assets
Available-for-sale financial assets
Loans given
Trade receivables
142,924
Loans given
Bank deposits
Cash, cash equivalents and income tax receivables
17,601
17,601
136,131
136,131
299,757
313,080
23,698
23,698
-572
-572
7,693
7,693
24,614
24,614
Other financial liabilities
68,252
68,252
Trade payables
79,585
79,585
Trade receivables
12,626
Non-current financial liabilities
Bonds
313,080
23,698
Current financial liabilities
Bonds
Interest on bonds
24,614
Contingent liabilities from legal actions
No new lawsuits were filed against the Company in the period from 1 January 2015 until the day this report was
compiled that could have a significant impact on the financial statements for the first six months of 2015.
44
Contingent liabilities from guarantees issued
The Company provided the following guarantees as at 30 June 2015:
• performance guarantees and warranty bonds in the amount of EUR 3,140 thousand,
• guarantees as security for contractual obligations in the amount of EUR 2,997 thousand, and
• other guarantees in the amount of EUR 65 thousand.
None of the above stated liabilities meet the conditions for recognition in the statement of financial position, and
the Company does not expect any material consequences as the result thereof.
Related parties of the Company include the Republic of Slovenia as the majority shareholder of Telekom
Slovenije, other shareholders, members of the Management Board, members of the Supervisory Board and their
family members.
EUR thousand
Receivables due from Group companies
Subsidiaries
Jointly controlled entities
Associates
Liabilities to Group companies
Subsidiaries
Associates
EUR thousand
Revenue
Subsidiaries
Associates
Purchase of material and services from Group companies
Subsidiaries
Associates
30. 6. 2015
161,978
161,485
0
493
13,257
12,727
2
528
31. 12. 2014
154,422
154,036
18
368
18,666
16,734
2
1,930
I - VI 2015
14,027
13,169
0
858
27,151
26,312
4
835
I - VI 2014
12,204
11,401
25
778
31,230
30,556
2
672
Transactions with natural persons
Natural persons (the President, the Vice-President and members of the Management Board, and the VicePresident and members of the Supervisory Board) held 1,549 shares in Telekom Slovenije as at 30 June 2015,
representing a holding of 0.0237%.
Transactions with the Government of the Republic of Slovenia, and entities and institutions under its
control
The Company provides telecommunication services to the Government of the Republic of Slovenia and to various
bodies, agencies and companies in which the Slovenian state is either the majority or minority shareholder.
Events after the reporting date
These events are disclosed in section 6. Significant events after the balance-sheet date can be found on pages
21 and 22.
45

Unaudited bussines report of the TSG and TS for the 1 H 2015

Transcription

Similar documents

telekom slovenije group

Open Telekom IPTV BB#2E90B9

Unaudited Busi Telekom Slovenia Group for the period

Unaudited business report of Telekom Slovenije and the

2014 annual report - Si.mobil letno poročilo

connected healthcare - Telekom Healthcare Solutions

Registration Form COFRET ` 10

Unaudited business report of the TSG and TS I.

Invest in SANSKI MOST 503 22 13 3,8 75

PURE - Third Circular - IPM Innovation in Europe

2014 YE Investor Presentation April