FACTIS
Reg. no: 17154818 Tax reg. no: 101821905
Tel: (+ 381 11) 323 20 30, (+ 381 11) 323 10 55, (+ 381 11) 322 51 72 Fax: (+ 381 11) 323 46 77 E-mail: [email protected] http: www.factis.rs
FACTIS Consulting 54/II Dzordza Vasingtona st. 11000 Belgrade, Serbia C o n s u l t i n g
COMPANY PROFILE
STOCK COMPANY "PPT-TMO" TRSTENIK
- IN RESTRUCTURING
May, 2013
PPT TMO AD – Company Profile
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TABLE OF CONTENTS
1. Basic Data.......................................................................................................... 3
2. Business Activity ............................................................................................... 3
3. Location ............................................................................................................. 4
4. Facilities............................................................................................................. 6
5. Equipment.......................................................................................................... 7
6. Employment....................................................................................................... 8
7. Sales Structure ................................................................................................... 8
8. Financial Statements for 2012 and 2011 ............................................................. 9
9. Restructuring of the Company ..........................................................................11
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Notice to Recipients
This document has been prepared by FACTIS d.o.o., as adviser to the Privatization Agency of the Republic of Serbia in the process of privatization of preduzeće za tehnološko-metaluršku obradu "PPT-TMO" ad Trstenik - u restrukturiranju ("PPT-TMO" or “Company”). This document is being delivered to potential investors for the sole purpose of assisting them in deciding whether they wish to consider involving themselves in the privatization of the Company. Although reasonable care has been taken to ensure that the facts stated in this document are accurate and the opinions expressed are fair and reasonable, the information in this document is not to be relied on for any purpose whatsoever. The information in this document is subject to change, completion or amendment without notice. This information is not intended to form any offer to buy, i.e. sell the Company, nor shall it form the basis for contract constitution.
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1. Basic Data
The Company for technological-metallurgical processing "PPT TMO" was established on January 1st 1976 within the system of IHP “Prva petoletka”, and, at that time, functionally belonged to the factories of hydraulics, pneumatics, special production, appliances, tools, material preparations and industrial repair and overhaul. The core businesses were galvanic protection, thermal treatment, paint protection and technical laboratory operations. The management bodies of "PPT-TMO" made a decision on disengaging from Holding Company in October 2005, and since than “PPT–TMO” has operated as independent legal entity. The structure of the Company’s equity is as follows: minority shareholders account for 0.84% of total equity, socially owned for 98.23%, while Holding IHP PPT Trstenik holds 0.93% of total equity of the Company. Basic information about the company is presented in the following table:
Company’s full name: Company for technological-metallurgical processing “PPT-TMO” AD Trstenik – in restructuring
Company’s short name: "PPT-TMO" AD Trstenik – in restructuring Address: Cara Dusana 101, Trstenik ID Number: 07624034 Main activity: Processing and metal coating, Code: 2561 Organizational type: Joint stock company General manager: Časlav Kljajic Legal status: Independent legal entity Employees: 178 Year of foundation: 1976
During the last 9 years, the privatization of IHP "Prva petoletka" and its separated companies was attempted in 3 public tenders for the joint sale of capital, but none of them was successfully completed. Given the duration of the privatization process, the Company's indebtedness increased considerably “PPT TMO” cannot be sold without previous restructuring, and the Company was given the restructuring status in September 2010.
2. Business Activity
“PPT – TMO” AD provides galvanic protection, thermal processing and paint and varnish protective treatment services, both to other IHP PPT Group companies and to external clients. The following table lists individual services, which comprise a series of processing techniques and treatments.
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The Company’s Services
Service
description
Type of treatment
Galvanic
protection
Chroming Anode oxidation Zinc-plating Nickel-plating Phosphate treatment Browning Chromate treatment Production of inscription plates
Thermal
treatment
Cementing Tempering Correcting Nitrating Carbon-nitrating Burning Thermal vacuum treatment Induction tempering and soldering
Paint and varnish
protection
treatment
Paint and varnish protection
Services are tailor-made, depending on the equipment capacity, but in line with domestic and international norms and standards.
3. Location
“PPT-TMO” Company is located in Trstenik in central Serbia, some 230 kilometers from Belgrade and 40 kilometers from the highway E75 (Koridor 10). The Company is situated on Krusevac-Kraljevo road, about 28 kilometers from Krusevac. The head office of the company is located in Trstenik, 101 Cara Dusana Street. Production plants of the Company are also placed within facilities of other companies that belong to IHP "Prva petoletka" Group in Trstenik. The layouts of Company's location are given below:
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4. Facilities
The Company owns the following facilities:
Parcel 3787/1: Painting facility and preparation area – hall 1 667 m2 Machinery installations of painting facility 1 (basement) 204 m2 Joint wardrobe (basement – hall 1) 16 m2 Offices 315 m2 “Degussa” plant 522 m2 Old tempering facility 738 m2 Preparation area 254 m2 Water tower and ammonia station (assembled) 264 m2 Storage (assembled) 108 m2 Painting facility 3 (hall 2) 1.247 m2 CO2 storage house (next to the facility) 14 m2 Storage (Industrial pneumatics) 62 m2 Painting facility 2 (tools warehouse) 180 m2 Parcel 4891:
Old propane-butane gas station 4.144 m2 Parcel 4810: Head office of PPT-TMO 545 m2 Porters lodge 4 m2 Facility for galvanic protection 2.220 m2 Waste water 551 m2 New facility for galvanic protection (ground floor) 1.500 m2 New facility for galvanic protection (floor) 250 m2 Facility for long cylinder chroming (assembled) 230 m2 Old facility – zinc 112 m2 Old facility for galvanic protection (ground floor) 3.074 m2 Old facility for galvanic protection (floor) 301 m2 Parcel 4736: Painting facility 635 m2 Parcel 4719: New thermal treatment, extension (ground floor) 705 m2 New thermal treatment, extension(floor) 705 m2 Thermal treatment facility (ground floor) 3.002 m2 Thermal treatment facility (gallery) 316 m2 Water tower 147 m2 Porters lodge 6 m2 Gas station 4.063 m2 Parcel 5119/2 (Medvedja) Galvanic protection plant 480 m2 Storage and waste water 80 m2
The Company uses total 6 ha 10 a 27 m2 land (5 ha 81a 07 m2 in Trsteniku and 29 a 20 m2 in suburb Medvedja), of which 5ha 42 a 53 m2 is owned by PPT-TMO, and the rest 67 a 74 m2 is state owned land, on which the Company has the right of land use.
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5. Equipment
The Company’s equipment is consisted of as follows:
Equipment for galvanic protection
Equipment Producer The year
of produc. Process-Function
Semi- automatic line for Cr Riedel D-CO Bielefel
1982. Chroming (out of function)
Automatic line for Zn Riedel D-CO Bielefel
1982. Zinc plating (out of function)
Semi-automatic line for Cr Own production 1976. Chroming Line for hemical Ni Blasberg 1980. Nickel plating (out of function) Semi-automatic line for Ni M+T Chemicals 1967. Hemical nickel plating Small dimension line for Cr Own production 1965. Chroming of small parts Line for browning Own production 1985. Browning Large dimension line for Cr Astra and own
produc. 1985. Chroming of large cilindars
Semi- automatic line CER - Čačak 1982. Eliminating corrosion (out of function) Manual line for Zn i Cd Own production 1985. Zinc plating and Cd plating Semi- automatic line for ZnAl CER - Čačak 1982. Chroming of Zn Al and ZnAl alloys Semi- automatic line for Al CER - Čačak 1982. Chroming Al and Al alloys (out of function) Semi- automatic line CER - Čačak 1982. Electro-polishing, phosphate treatment (out of
function) Semi- automatic line CER - Čačak 1982. Electrolitic Nickel, Copper treatment, tin
treatment (out of function) Semi- automatic line CER - Čačak 1982. Anode oxidation Al and Al alloys Semi- automatic line CER - Čačak 1982. Anodne oxidation (out of function) Semi- automatic line CER - Čačak 1982. Phosphate treatment (out of function) Semi- automatic line PLAMA 1990. Phosphate treatment Semi- automatic line PLAMA 1990. Zinc plating Semi- automatic line PLAMA 1990. Zinc plating Manual line PLAMA 1990. Anode oxidation of inscription plates Manual line PLAMA 1990. Painting and varnishing of inscription plates
Equipment for thermal treatment
Equipment Producer The year
of produc. Process-Function
Line for shaft furnace DEGUSSA 1989 Cementing, tempering, burning, nitrating, Carbon-nitrating
Line for vacuum furnace DEGUSSA 1989. Tempering, burning, soldering Line for cylinder furnace DEGUSSA 1975. Cementing, tempering, burning, nitrating,
Carbon-nitrating (out of function) Induction device FDF 1989. Induction tempering, soldering Furnace SAFED 1989. Cementing, tempering, Carbon-nitrating Chamber BRABENDER 1989. Cooling and cycle warming up Chamber furnace CER - Čačak Cementing, tempering, burning Chamber furnace with covered flour CER 1987. Tempering, burning Chamber furnaces (3 peaces.) CER do 1970. Tempering, burning, soldering Line for salt bath DEGUSSA 1972. Nitrating in salt bath Induction device FDF 1967. Induction tempering (out of function) Induction device FDF 1982. Induction tempering, soldering 1Correcting press GALDABINI 1982. Correcting after thermal treatment
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Equipment for paint and varnish protection treatment
Equipment Producer The year of
produc. Process-Function
Paint store (FH) SOP KRŠKO 1988 Painting of hydraulic devices (cylinders, servo steering gears, pump, distributors, valves, aggregates)
Paint store (FA) SOP KRŠKO 1978. Out of function
Paint store 3 (FP) SOP KRŠKO CER ČAČAK
1977 1982
Painting of pneumatic devices (cylinders, compressors)
Paint store 4 (FM) SOP KRŠKO 1978. Painting of tanks
Paint store 5 (FNP) SOP KRŠKO 1984 Painting of devices for production and processing equipment
6. Employment
Currently, the Company employs 178 workers. In 2012, average net monthly salary per employee equalled 33,714 RSD, and average gross monthly salary amounted to 47,158 RSD. 7. Sales Structure
Total sales revenues of the Company were 181.2 million RSD in 2011, i.e. 1.8 million EUR, which is, in RSD value, 18% higher compared to year 2010 (19% higher in EUR counter value). In 2012, total sales revenues amounted to 189.6 million RSD, or 1.7 million EUR., which is, in RSD value, 6% higher compared to year 2011 (6% higher in EUR counter value). Given the Company’s core activity (services), the total sale was realized on domestic market.
The Company is primarily involved in providing technological and metallurgical processing services to other companies inside the IHP PPT Group. The main buyers outside Petoletka's system are Milan Blagojevic, Lucani, Ming, Nis, Zastava oruzje, Kragujevac, RAPP Zastava, Kragujevac. The main buyers from the Prva petoletka system are PPT Hidraulika, PPT Servoupravljači, PPT Kočna tehnika, PPT Industrijska pneumatika, PPT Cilindri and PPT Namenska.
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8. Financial Statements for 2012 and 2011
Bellow are presented the Balance Sheets as of December 31st 2012 and December 31st 2011 and the Income Statements for 2012 and 2011.
The Company's Balance Sheet as of December 31st 2012 and 2011
31-Dec-12 31-Dec-11
000 RSD 000 EUR 000 RSD 000 EUR
ASSETS
A. Fixed assets 121,224 1,066 127,779 1,221
I Non-paid capital - - - II Intangible assets 1 0 13 0 III Property, plant and equipment & biological assets 90,175 793 96,876 926 IV Long-term financial placements 31,048 273 30,890 295 B. Current assets 348,204 3,062 324,609 3,102
I Inventories 6,520 57 4,664 45 II Non-current assets held for sale and discontinued operations assets - - III Short-term receivables, placements and cash equivalents 341,684 3,005 319,945 3,058 IV Deferred tax assets - - C. Operating assets 469,428 4,128 452,388 4,323
D. Loss above equity - - E. TOTAL ASSETS 469,428 4,128 452,388 4,323 F. Off-balance sheet assets 160 1 106,040 1,013 EQUITY AND LIABILITIES
A. Equity 1,943 17 2,944 28
I. Core and other equity 202,686 1,782 202,686 1,937 II Non-paid capital - - III Reserves - - IV Revaluation reserves - - V Unrealized gains on securities - - VI Unrealized losses on securities - - VII Undistributed profit - - VIII Loss 200,743 1,765 199,742 1,909 IX Own shares purchased - - B. Long-term provisions and liabilities 467,485 4,111 449,444 4,295
I Long term provisions 2,681 24 2,681 26 II Long-term liabilities 252,704 2,222 220,161 2,104
1. Long-term loans 250,969 2,207 218,169 2,085 2. Other long-term liabilities 1,735 15 1,992 19 III Short-term liabilities 212,100 1,865 226,602 2,166
1. Short-term financial liabilities 40,837 359 41,007 392 2. Liabilities associated with non-current assets held for sale and discontinued operations - - 3. Operating liabilities 47,322 416 37,851 362 4. Accruals and other short-term liabilities 113,716 1,000 137,293 1,312 5. VAT and other public income liabilities 9,809 86 10,035 96 6. Income tax liabilities 416 4 416 4 IV Deferred tax liabilities - - C. TOTAL LIABILITIES AND EQUITY 469,428 4,128 452,388 4,323
D. Off-balance sheet equity and liabilities 160 1 106,040 1,013
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The Company's Income Statement for 2012 and 2011
2012 2011
000 RSD 000 EUR 000 RSD 000 EUR
OPERATING REVENUES 190,353 1,677 181,723 1,782
Sales revenues 189,601 1,671 181,182 1,777 Revenue from activating output and goods - - Inventory increase - - Inventory decrease - - - Subsidy, rent and other operating revenues 752 7 541 5 OPERATING EXPENSES 226,107 1,992 210,577 2,065
Purchasing price of goods sold 855 8 1,056 10 Material 65,157 574 69,406 681 Salaries 119,029 1,049 102,061 1,001 Depreciation 6,873 61 6,921 68 Other operating expenses 34,193 301 31,133 305 OPERATING PROFIT (LOSS) (35,754) (315) (28,854) (283)
FINANCIAL REVENUES 1,007 9 661 6
FINANCIAL EXPENSES 29,125 257 5,629 55
OTHER REVENUES 63,082 556 16,176 159
OTHER EXPENSES 211 2 83 1
OPERATING PROFIT (LOSS) BEFORE
TAX (1,001) (9) (17,729) (174)
NET PROFIT (LOSS) FROM
DISCONTINUED OPERATIONS - - PROFIT (LOSS) BEFORE TAX (1,001) (9) (17,729) (174)
INCOME TAX EXPENSE - - - - 1. Tax expense - - - - 2. Deferred tax expense - - 3. Deferred tax revenue - - - NET PROFIT (LOSS) (1,001) (9) (17,729) (174)
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9. Restructuring of the Company
On April 04, 2012, the Assembly of the Company "PPT TMO" made the Decision on adopting Restructuring Program of the Company "PPT TMO" in restructuring, which was adopted by the Privatization Agency on June 6, 2012.
Restructuring Program currently envisages application of two restructruring models: 1) financial restructuring and the sale of equity together with parts of assets owned by „PPT- Ishrana“ and “PPT-Remont i energetika”, which together represent logical techno-economic unity and 2) sale of parts of assets defined as four Sale Packages together with parts of assets owned by PPT Cilindri, PPT Zaptivke, PPT Kočna tehnika, PPT Remont i energetika and PPT Ishrana, which toghether represent logical techno-economic unities. It is possible that the Restructuring Program will be amended in the near future, in a manner that provides only sale of assets (Sale Packages) as a method of restructuring and privatization.
