Annual report 2014 - Option Trading Company

Annual report 2014
Option Trading Company N.V.
Brussel
Table of contents
Page
4
1.
Report of the Board
2.
Financial overview and company information
2.1
Core figures
5
2.2
Balance headlines
5
2.3
Profit & Loss headlines
6
2.4
Other
7
3.
Annual accounts
3.1
Balance sheet at 31 December 2014
10
3.2
Statement of income and expenses for the year 2014
11
3.3
Notes to the financial statements
12
3.4
Notes to the balance sheet
15
3.5
Notes to the statement of income and expenses
17
4.
Other information
3.1
Audit statement
19
3.2
Statutory provision regarding appropriation of Proposal
19
3.3
Proposal result
19
2
1. Report of the Board
3
1.1 Report of the Board
Business
Developments during the year and outlook
The year 2014 was a difficult year for OTC.
For the whole year there has been one trader active.
Last year we expected to hire a second trader whereby the idea was that the continuity of OTC
would be improved. By adding new trading strategies to our business and having our trading team
redundant the continuity, and also direct results, should have improved. Unfortunately we eventually
decided not to enter into a relationship with the new trader because new insight showed that the
strategies didn’t work anymore.
The financial markets have stabilized with rising prices. Unfortunately the rise in prices was not
accompanied with rising volumes. On top of the general market conditions some of our trading
strategies ceased to exist. Nearly no new strategies were developed to fill up the gap.
The above mentioned developments have drastically changed our outlook on the company’s future.
Till last year we strongly believed that we could turn OTC in a steady stable profitable trading
company. Now we are considering all options whereby terminating the business is a serious one.
At this moment there has not been taken any definite decision but when new information is available
we will make this public and follow the procedures.
The financial results over 2014 were not that bad. Net result amounted euro 128.000.
On the general shareholders meeting we propose to add the results to the general reserves and plan
not to pay out a dividend.
On the operational front the first three months of 2015 have not been good. As mentioned some of
our strategies ceased to exist and others are not working that good for the moment.
In line with our policy we don’t give any outlook for the whole year but expect the markets to remain
stable and quiet.
We understand that the above mentioned is not what people want to hear but unfortunately there is
no better information to share.
Maurizio Scrocca
Chairman of the Board
Option Trading Company N.V.
4
2.
Financial overview and company information
2.1 Core figures
Option Trading Company N.V.
Comparative figures
31.12.2014
31.12.2013
31.12.2012
Company result
128
49
1
272
(268)
Result from ordinary activities before tax
128
49
1
272
(238)
Result for the period before taxes
128
49
1
272
(238)
Result of the year
128
49
1
272
(238)
0,04
0,02
0,000
0,088
(0,077)
INCOME in 000's Euro
EPS
31.12.2011 31.12.2010
2.2 Balance headlines
Option Trading Company N.V.
Comparative balance sheet figures
ASSETS in EUR 000's
31.12.2014
31.12.2013
31.12.2012
31.12.2011
31.12.2010
2
7
15
FIXED ASSETS
-
-
ACQUISITION EXPENSES
-
-
III. TANGIBLE ASSETS
-
-
IV. FINANCIAL ASSETS
-
-
-
-
-
10.163
9.622
8.269
4.105
466
571
516
3.997
9.696
9.051
7.696
91
-
-
57
17
-
-
-
1.586
10.163
9.624
8.276
4.120
I.
CURRENT ASSETS
VII. RECEIVABLES DUE WITHIN ONE YEAR
VIII
.
INVESTMENTS
1.578
-
IX. CASH
X.
ACCRUALS
TOTAL ASSETS
8
-
2
7
12
4
5
Option Trading Company N.V.
Comparative balance sheet figures
31.12.2014
31.12.2013
31.12.2013
31.12.2011
31.12.2010
EQUITY
1.559
1.477
1.383
1.382
1.109
CAPITAL
Issued shares
1.906
1.906
1.906
1.906
1.906
1.906
1.906
1.906
1.906
1.906
LIABILITIES in EUR 000's
I.
II.
383
SHARE PREMIUM
IV. RESERVES
legal reserve
V. RETAINED EARNINGS RESERVE
383
383
129
129
129
129
129
129
129
129
129
129
(859)
(895)
(1.036)
(1.309)
8.686
8.241
6.894
3.011
8.732
8.241
6.895
3.001
-
-
-
-
1.586
10.163
9.624
8.276
4.120
31.12.2013
31.12.2012
31.12.2011
31.12.2010
-
207
(62)
(47)
(47)
248
-
-
-
-
IX. AMOUNTS PAYABLE WITHIN ONE YEAR
27
ACCRUALS
TOTAL LIABILITIES
383
(1.035)
LIABILITIES
X.
383
10
2.3 Profit & Loss headlines
Option Trading Company N.V.
Comparative income statement figures
Statement of income and expenses in 000's Euro
I.
Operating income and expeses
Gross margin
Other revenues
Remuneration, social security costs and pensions
Depreciation and amounts written off acquisition
expenses, intangible and tangible fixed assets
Other operating expenses
Operating Income
31.12.2014
(57)
-
-
(123)
(174)
(248)
(165)
(2)
(5)
(5)
(53)
(105)
(55)
(2)
(3)
(3)
86
27
(243)
(303)
(268)
42
21
593
790
205
Financial expenses
-
(1)
349
215
175
Result from ordinary activities before tax
128
49
1
272
(238)
Result for the period before taxes
128
49
1
272
(238)
Result of the year
128
49
1
272
(238)
Profit for the year
128
49
1
272
(238)
II. Financial income
6
2.4 Other
Share information
ISIN
BE0003834513
Mnemo
OTCB
Introduction
24 May 2006
Market
Euronext Brussel – Vrije Markt
No. issued shares
3.088.091
Free float on 31/12/2013
380.000 shares
Closing
0.70 €
High
0.70 €
Market capitalization
2.161.664 €
Shareholders’ and company address
Scrocca Trading Group B.V. holds 93% of the shares; 7% of the shares are traded on the Brusselse
Vrije Markt.
Option Trading Company N.V. has its offices at Regentschapstraat 43, 1000 Brussel. We can be
contacted on phone no. +32.2.503.45.54
Option Trading Company N.V has no branch offices in Belgium or any other country.
7
Trade information
Further information can be found on the website of NYSE Euronext:
https://www.euronext.com/nl/products/equities/BE0003834513-MLXB/quotes
8
3. Annual accounts
9
3.1
Balance sheet
Company balance sheet as of December 31, 2014
(after appropriation of result)
12.31.2014
EUR
12.31.2013
EUR
Assets
Fixed assets
Tangible fixed assets
Computers
1
0
-
-
Current assets
Receivables group companies
Other accounts receivable
2
3
1.538.496
39.045
380.578
75.622
1.577.541
456.200
Securities
4
-
9.696.527
Cash at bank and in hand
5
8.002
9.840
1.585.543
10.162.567
12.31.2014
EUR
12.31.2013
EUR
Liabilities
Shareholders' equity
Issued share capital
Share premium
Other reserves
Retained earnings reserves
6
1.905.572
382.929
128.850
-858.428
1.905.572
382.929
128.850
-986.794
1.558.923
Short-term-liabilities
Amounts owed to credit institutions
Wage tax & social securities
Other payables
7
0
0
26.620
1.430.557
8.668.652
5.341
58.017
26.620
8.732.010
1.585.543
10.162.567
10
3.2 Statement of income and expenses for the year 2014
Statement of income and expenses for the year 2014
2014
EUR
Trading income
Other revenues
Total income
Personnel expenses
Depreciaton of tangible fixed assets
Other operating expenses
Total operating expenses
248.800
248.800
8
9
10
Operating result
Other income and similar income
Other expenses and similar costs
Financial income and expense
Result from operational activities before taxation
Taxation
Net result after taxation
2013
EUR
11
56.984
105.480
207.338
207.338
122.844
1.863
55.186
162.464
179.893
86.336
27.445
42.030
42.030
-
128.366
21.150
19
21.131
48.576
-
-
128.366
48.576
11
3.3 Notes to the financial statements
General
The activities of Option Trading Company N.V. having its legal seat in Brussel, primarly consist of
executing and processing trades in securities, futures and options on electronic exchanges and
trading venues.
Changes in accounting policies
Compared with previous year, there have been no changes in the accounting policies applied.
Translation of foreign currency
Receivables, liabilities and obligations denominated in foreign currency are translated at the
exchange rates prevailing at balance sheet date.
Transactions in foreign currency during the financial year are recognised in the financial
statements at the exchange rates prevailing at transaction date. The exchange differences
resulting from the translation as of balance sheet date, taking into account possible hedge
transactions, are recorded in the profit and loss account.
Financial instruments
Financial instruments be both primary financial instruments, such as receivables and
payables, and financial derivatives. For the principles of primary financial instruments,
reference is made to the treatment per balance sheet item.
Financial derivatives are valued at fair value:
Upon first recognition, financial derivatives are recognised at fair value and then revalued at
fair value as at balance sheet date.
Risk management
Option Trading Company N.V. has taken a risk- based approach in monitoring and controlling
market, credit and operational risks. Important risks that are recognised and for which control
measures have been implemented are:
- Market risk
The risk of the value of a financial instrument fluctuating because of changes in market prices
caused by specific factors related to the individual instrument or by general factors related to
all the instruments in a market.
- Credit risk
The risk of an issuer of a financial instrument or counterparty failing to meet its obligations:
credit risk is mainly limited to settlement of over the counter transactions.
- Operational risk
Operational risk is the risk of business operations failing due to human error.
12
Accounting policies in respect of the valuation of assets and liabilities
General
The company financial statements have been prepared according with "koninklijk besluit van
30 januari 2001 tot uitvoering van het Wetboek van vennootschappen". The financial
statements are prepared in euro.
Unless presented otherwise at the relevant principle for the specific balance sheet item,
assets and liabilities are presented at face value.
Tangible fixed assets
Tangible fixed assets are presented at cost less accumulated depreciation and, if applicable,
less impairments in value. Depreciation is based on the estimated useful life and calculated as
a fixed percentage of cost, taking into account any residual value. Depreciation is provided
from the date an asset comes into use. Land is not depreciated.
Accounts receivable
Upon initial recognition the receivables are included at fair value and then valued at amortised
cost. The fair value and amortised cost equal the face value. Any provision for doubtful
accounts deemed necessary is deducted. These provisions are determined by individual
assessment of the receivables.
Securities
The listed shares and bonds are valued at quoted market value at balance sheet date.
Realised and unrealized value changes are directly recognised in the profit and loss account.
Bonds held to maturity are valued at amortised cost.
Provisions
Provisions are formed in respect of concrete or specific risks and liabilities existing on the
balance sheet date, which extent is uncertain, but can reasonably be estimated.
For amounts of taxation payable in the future, due to differences between the valuation
principles in the annual report and the valuation for taxation purposes of the appropriate
balance sheet items, a provision has been formed for the aggregate of these differences
multiplied by the current rate of taxation. These provisions are reduced by amounts of taxation
recoverable in the future in respect of the carry-forward of unused tax losses, to the extent
that it is probable that future tax profits will be available for settlement.
13
Accounting policies in respect of result determination
General
Income and expenses are accounted for on accrual basis. Profit is only included when
realized on the balance sheet date. Losses originating before the end of the financial year are
taken into account if they have become known before preparation of the financial statements.
Depreciation and amortization
The calculation of depreciation on fixed assets is based on the purchase price or cost of
manufacture. Depreciation is calculated on a straight-line basis over the estimated useful lives
of the assets. Realized capital gains and losses on the disposal of fixed assets are included
under depreciation and amortization expenses. Realized capital gains and losses on the
disposal of fixed assets which are not used in the operation are included under extraordinary
income and expense.
Other operating expenses
Expenses are based on the historical cost convention and attributed to the financial year to
which they pertain.
Net financial result
Interest income and expenses is the interest received, respectively paid to third parties.
Taxation
Corporate income tax is calculated at the applicable rate on the result for the financial year,
taking into account permanent differences between profit calculated according to the financial
statements and profit calculated for taxation purposes, and with which deferred tax assets (if
applicable) are only valued insofar as their realisation is likely.
14
3.4 Notes to the balance sheet
Fixed Assets
1. Tangible fixed assets
Originally invested
Accumulated depreciation
Balance as at 31 December 2013
Changes in 2014
Investments
Depreciation
Software
Hardware
EUR
13.442
(13.442)
-
14.632
(12.769)
1.863
28.074
(26.211)
1.863
-
(1.863)
(1.863)
(1.863)
(1.863)
Balance as at 31 December 2014
-
Originally invested
Accumulated depreciation
Balance as at 31 December 2014
13.442
(13.442)
-
Depreciation rates
50%
0
14.632
(14.632)
0
Total
EUR
0
28.074
(28.074)
0
33,33%
15
Current assets
31-12-2014
EUR
31-12-2013
EUR
2. Receivables from group companies
Scrocca Trading Group B.V.
Scrocca Option Trading B.V.
Balance as at December
1.354.581
183.915
1.538.496
31-12-2014
EUR
308.147
72.431
380.578
31-12-2013
EUR
3. Other accounts receivables
Amounts receivable from credit institutions
Receivable withholding taxes
Taxes and social security premiums
Other receiveables
Balance as at December
37.616
1.429
39.045
31-12-2014
EUR
74.577
1.045
75.622
31-12-2013
EUR
4. Securities
Long positions
Balance as at December
-
31-12-2014
EUR
9.696.527
9.696.527
31-12-2013
EUR
5. Cash at bank and in hand
ABN AMRO Bank
Balance as at December
8.002
8.002
9.840
9.840
16
Liabilities
Liabilities
6. Shareholder's equity (in EUR)
Share
Issued share premium Legal
capital
reserve
reserve
Balance as at 1 January 2014
Changes:
Issue of ordinary shares
Appropriation of result
Result for the year
Dividend paid
1.905.572
Balance as at 31 December 2014
1.905.572
382.929
382.929
128.850
128.850
Other
reserves
(1.035.370)
Retained
earnings
48.576
48.576
(48.576)
128.366
(986.794)
128.366
Total
2014
1.430.557
128.366
1.558.923
Issued share capital
The issued share capital is 3.088.091 shares, of which 380.000 is free float on the ‘Vrije Markt’
Brussel.
Short-term liabilities
31-12-2014
EUR
31-12-2013
EUR
7. Amounts owed to credit institutions
Securities
Clearing Member
Total current liabilities
-
7.052.820
1.615.955
-
8.668.775
Events after balance sheet and off balance sheet commitments and rights
Rental obligations
The company has a contractual obligation for the payment of rent terms for a total amount of
€ 20.800. The term of the contract ends in September 2019.
.
Warranties/ guarantees
As of year end the company is provided an amount of € 7.426 to warranties and guarantees.
There are no evenst after balance sheet with material influence regarding the presented balance
sheet and statement of income and expenses.
17
3.5 Notes to the statement of income and expenses
31-12-2014
EUR
31-12-2013
EUR
46.297
4.066
6.621
56.984
106.318
16.526
122.844
8. Personnel expenses
Wages & Salaries
Pension premiums
Social security and other personnel expenses
Average number of employees
In the company the average no. of employees is 1.
9. Depreciation of tangible fixed assets
Depreciation of tangible fixed assets
-
1.863
1.863
31-12-2014
EUR
31-12-2013
EUR
10.757
26.162
3.522
65.039
105.480
7.684
26.539
8.113
12.850
55.186
31-12-2014
EUR
31-12-2013
EUR
(40.500)
(1.530)
(42.030)
(17.000)
(4.150)
(21.150)
10. Other operating expenses
Cost of Listing
Housing
Office expenses
General Expenses
11. Interest and similar income
Applied interest Scrocca Trading Group B.V.
Applied interest Scrocca Option Trading B.V.
Brussels, 5 May 2015
M. Scrocca
Chief Executive Officer
18
4. Other information
19
4.1 Audit statement
No audit has been performed in accordance with the statutory size exemption.
4.2 Statutory provision regarding appropriation of Proposal
The company statutory regulations concerning the appropriation of result:
1. The profit shall be at the disposal of the general meeting of shareholders.
2. Distribution of profits takes place after establishment of the annual report that indicates that
distribution is permitted. A loss may only be offset against the reserves which are prescribed by law
to the extent that it is permitted by law.
3. Distribution of profits to shareholders and other entitled persons can only take place as far as
equity exceeds capital paid and called increased by legal reserves.
4. At calculation of distribution of profit, shares that are kept in company's capital are left aside,
unless those shares are charged with usufruct or certificates of those shares have been issued with
cooperation of the company.
4.3 Proposal result
The management of the company proposes to appropriate the profit as follows:
The profit for the year 2014 in the amount of € 128,366 will be attributed in full from the other
reserves.
This proposal needs to be approved by the General Shareholders Meeting.
20