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Company Description Securities Note Company Description Securities Note June 2021 CONTENTS 3 Important legal information 4 Responsible Persons 5 Executive Summary 6 Group Overview 12 Business Overview 23 Financial Overview 28 Listing Disclosures 32 Bond Issue 39 Annexes 2 IMPORTANT LEGAL INFORMATION This document is not and should not be construed as an offer to sell or solicitation of an offer to buy any securities. The statements of fact, information, opinions and estimates contained in this document have been obtained, compiled or arrived at by AS «ELKO Grupa» (the Issuer), its founders and its associated companies from sources believed or to be reliable and in good faith, but no representation or warranty expressed or implied is made as to their accuracy, completeness or correctness. In particular any numbers, valuations and schedules contained in this document are preliminary and are for discussion purposes only. The information contained in this document is published for the assistance of recipients but is not to be relied upon as authoritative or taken in substitution for the exercise of judgement by any recipient and AS «ELKO Grupa» , its founders and its associated companies accept no liability whatsoever for any direct or consequential loss arising from the use of this document or its contents. Expressions of opinion herein are subject to change without notice. AS «ELKO Grupa», its founders and its associated companies and/or their officers, directors or employees may own or have positions in any securities or investments mentioned herein, and may from time to time add to or dispose of any such securities or investments. This document should not be used for advertising, broadcast or as product endorsement purposes or exploit the information available in this document to any third parties in any manner without the written consent of AS «ELKO Grupa». Investing into debt securities involves risks. While every care has been taken to ensure that this Company Description presents a fair and complete overview of the risks related to the Issuer, the operations of the Issuer and its subsidiaries, and to the Notes, the value of any investment in the Notes may be adversely affected by circumstances that are either not evident at the date hereof or not reflected in the Company Description. 3 RESPONSIBLE PERSONS The Issuer and its management board are responsible for the information contained in this Company Description and Securities Note (Terms of the Notes Issue signed on January 29, 2021) in the attachment. The financial data in the Company Description and Securities Note is presented in the US dollars, which is Issuer’s functional currency. Hereby we, members of the board of AS “ELKO Grupa”, Egons Mednis, Svens Dinsdorfs, Vadims Rabša, Mārtiņš Ozoliņš, certify that, by paying sufficient attention to this purpose, the information included in the Company Description and Securities Note is true, in accordance with the facts, and no information which may affect its meaning is concealed therein. _______________ _______________ _______________ _______________ Egons Mednis Svens Dinsdorfs Vadims Rabša Mārtiņš Ozoliņš Chairman of the board Member of the board Member of the board Member of the board 4 EXECUTIVE SUMMARY ELKO OPERATINGMARKETS GROWINGAND PROFITABLE In millions, USD Business Presence HUB 2 185 • ELKO Group was founded in 1993 and is one of Office Regional leader 1 768 1 883 the largest IT distributors in the Northern- 1 593 European region Helsinki • St. Petersburg ELKO Group offers more than 40 000 IT and Stockholm Tallinn Revenue electronics products from more than 400 global Gothenburg manufacturers Riga 78 83 100 130 Gross profit Malmo Moscow Kaunas 2017 2018 2019 2020 Strong financials • The Group’s consolidated turnover has been Amsterdam Rotterdam growing at 11.6% p.a. since 2015 and reached Wroclaw Kiev 63 USD 2bn in Nov 2020 Zlin In millions, USD Banska Bystrica Bratislava • During 2020 the Group reported EBIT of USD 39 63m and net income of USD 35m Ljubljana Bucharest 32 27 • Group’s working capital exceeds USD 200m and 2.9% book equity exceeds USD 100m 2.0% 2.1% EBIT 1.5% • For 27 years ELKO demonstrates perfect EBIT margin creditworthiness record – never defaulted or SALESBY REGION delayed any of its liabilities 2017 2018 2019 2020 Nordic Partnerships ELKO Group is an exclusive regional distributor for 14% COREBRANDS 31 global brand and has strong vendor relations with Baltic its largest suppliers Apple, Huawei, Intel, Samsung 7% and many more CIS 19% 60% CEE 5 GROUP OVERVIEW 6 KEY MILESTONES SINCE ITS LAUNCH, ELKO HAS BECOME ONE OF THE LEADING IT COMPANIES IN NORTHERN AND EASTERN EUROPE, WITH A TURNOVER EXCEEDING $2 BILLION Private equity funds East Capital and Amber Trust acquire 25.5% in EUR 8m bonds listed on the company Nasdaq Baltic Acquires distributor Founded in Opens subsidiaries «Absolut» in Russia Riga, Latvia in Romania and Becomes the largest company in Slovenia Latvia (by consolidated turnover) Acquires distributor «Arašid» in Slovakia Opens subsidiary in Achieved turnover Russia EUR 6.5m bonds listed on Riga Stock Exchange of USD 2 billion in November 2020 1993 1994 1995 1998 1999 2000 2005 2007 2008 2015 2016 2017 2018 2020 2021 Enters Nordic-region market by EUR 20m Opens subsidiaries The first Latvian acquiring «Gandalf bonds listed on in Lithuania and company whose Distribution» AB in Nasdaq Riga Estonia turnover exceeds Sweden First North USD 1 billion. Opens subsidiaries Opens Activates sales in Slovakia subsidiary in in Poland by establishing a Czech Republic subsidiary Opens Creates holding company subsidiary in ELKO Grupa AS Acquires «DL Distributors» in Ukraine (ELKO Group) Estonia 7 OWNERSHIP STRUCTURE ELKO IS A JOINT STOCK COMPANY REGISTERED IN LATVIA, OWNED BY LOCAL (MAJORITY) AND INTERNATIONAL INVESTORS Stanislav Matveev Alexander Yamnitskiy Kaspars Viskints Andris Putans Egons Mednis Janis Strods Latvian ownership (Malta) (Israel) (Latvia) (Latvia) (Latvia) (Latvia) ASHINGTON SOLSBURY Solo Investīcijas IT BUSINESS INC. INVENTIONS EUROTRAIL SIA WHITEBARN SIA KRM Serviss SIA Management team SIA LIMITED LIMITED 23.74% 23.66% 13.16% 13.16% 12.87% 12.24% 1.17% ELKO Grupa AS (Latvia) Supervisory Council • Egons Mednis, Eriks Strods, Andris Putans and Kaspars Viskints founded ELKO Riga SIA Andris Putāns - Chairman of the supervisory council in 1993 with a vision of distributing IT products in the Baltic region, a market which Education – Higher education diploma from Riga’s Polytechnic Institute was then still very much in its infancy. Experience – Co-founder of ELKO Grupa, current ultimate beneficiary Holds 1,302,762 A category shares (indirectly) • The success of early regional growth led to subsequent expansion and, in 1995, ELKO began operations in Moscow (Russia), a result of successful collaboration with Kaspars Viškints - Member of the supervisory council a local reseller. With the addition of new partners, the Company expanded business Education – Higher education diploma from Riga’s Polytechnic Institute activities to St. Petersburg (Russia) and Kiev (Ukraine) during the next four years. Experience – Co-founder of ELKO Grupa, current ultimate beneficiary Holds 1,302,762 A category shares (indirectly) • Private equity firms Amber Trust and East Capital made their initial investment into ELKO Group in 2005 acquiring 25.5% stake and providing growth capital supporting Ēriks Strods - Member of the supervisory council the Group’s successful development. Education – Higher education diploma from Riga’s Polytechnic Institute • In 2013, East Capital has successfully exited ELKO Group, 8.8% equity interest was Experience – Co-founder of ELKO Grupa, Does not hold any shares of ELKO Grupa sold to existing ELKO Group’s shareholders. • In 2019, Amber Trust II successfully exited ELKO Group by selling 17.7% equity Edgars Kvālis – Member of the supervisory council interest to existing ELKO Group’s shareholders. Education – Riga, Technical University, SSE Riga, Baltic Institute of Corporate Governance Experience – Former CFO of ELKO Grupa, currently member of the board of ENERGOREMONTS RIGA Does not hold any shares of ELKO Grupa 8 GROUP STRUCTURE ELKO GROUP CONSISTS OF PARENT COMPANY ELKO GRUPA AS AND 21 SUBSIDIARIES ELKO Grupa AS Latvia Baltics CEE CIS ELKO Grupa AS is the parent company of the Group and operates as a trading and holding company. ELKO Lietuva UAB ELKOTEX d.o.o. 100% 51% Lithuania Slovenia Subsidiaries operating as trading companies have local ELKO Rus Limited management that reports to Group HQ. ELKO Eesti OÜ ELKOTech Romania SRL 100% 100% 100% Russia Estonia Romania Trading companies operate with their own stock and use ELKO Trading Switzerland ELKO Polska Sp. z o.o. WESTech spol. s.r.o. Group resources for logistics. 100% 51% 100% AG Poland Slovakia Switzerland Baltic subsidiaries operate as representative offices in each ARAŠID spol. s r.o. TD Absolut Limited 100% 100% Baltic state. Slovakia Russia 100% ELKO Mobile Limited Nordics Cg. Games Distribution 51% Hungary Cyprus 100% Gandalf Distribution AB Sweden WESTech CZ s r.o. ELKO Marketing Limited In July 2017 ELKO Group AS acquired 85% of shareholding in 99% 100% Czech Republic Cyprus Gandalf Distribution AB (Sweden) and in 2019 acquired the 25% ELKO Trading Malta AG remaining 15%. WESTech solutions s r.o. 100% 85% Malta Czech Republic In June 2018 ELKO Group AS established in ELKO Polska Sp. z ELKO Ukraine LLC o.o. in Poland with 100% of shareholding. Logicworks s.r.o. 100% Ukraine Czech Republic In January 2018 ELKO Group AS established ELKO Trading Malta SWISS spol. s r.o. Limited with 100% of shareholding. 51% Slovakia In June 2018 ELKO Group AS acquired 100% of shareholding in Trading company 100% TD Absolut Llc (Russia). SWISS CZ s.r.o. Trading and Holding company Czech Republic 9 Business Presence GROUP PRESENCE HEADQUARTERED IN LATVIA, ELKO HAS SUBSIDIARIES IN HUB 14 COUNTRIES AND SALES IN 31 COUNTRIES Office Nordic Region One of the leading distributors of computer and peripheral products in Sweden Present also in Norway, Denmark, Finland.
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