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Atlantis SE

Quarterly Report Feb 22, 2023

5518_ir_2023-02-22_7df80086-c4ff-417d-8219-9063177e53a2.pdf

Quarterly Report

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A T L A N T I S SE CONDENSED FINANCIAL STATEMENT FOR 6 MONTHS

ENDED ON DECEMBER 31 2022

PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS

Tallinn, 22/02/2023

CORPORATE PROFILE

Company's name: ATLANTIS SE

Beginning of the financial year: July 1, 2022 End of the financial year: June 30, 2023

Registry code: 14633855

Address: Harju maakond, Tallinn, Kesklinna linnaosa, Tornimäe tn 5, 10145

E-mail: [email protected]

Website: www.atlantis-sa.pl

The main economic activity: As at 31/12/2022 the main economic activity registered in the Republic of Estonia is 'holding company activities'.

Supervisory Board:

    1. Małgorzata Patrowicz,
    1. Jacek Koralewski,
    1. Martyna Patrowicz,
    1. Wojciech Hetkowski

Management Board: 1.Damian Patrowicz

The duration of the company is unlimited.

Financial statement ATLANTIS SE for the period since 01/07/2022 to 31/12/2022 have been prepared in accordance with the International Financial Reporting Standards, which was approved by the European Union and related interpretations published in the form of European Commission regulations.

Table of contents

STATEMENT OF FINANCIAL POSITION

INCOME STATEMENT

STATEMENT OF CHANGES IN EQUITY

CASH FLOW STATEMENT

RANSACTIONS WITH RELATED ENTITIES

REPORT OF THE MANAGEMENT BOARD ON THE COMPANY'S ACTIVITY

SELECTED FINANCIAL DATA

STATEMENT OF FINANCIAL POSITION

INTERIM CONDENSED STATEMENT
OF FINANCIAL POSITION
December 31, 2022
unaudited
in thous. EUR
June 30, 2022
audited
in thous. EUR
A s s e t s
Fixed assets 814 3 330
Long-term financial assets 814 3 330
Current assets 6 135 3 452
Short-term receivables 89 82
Short-term financial asset 6 029 3 368
Cash and cash equivalents 17 0
Short-term accruals and prepayments 0 2
A s s e t s t o t a l 6 949 6 782
L i a b i l i t i e s
Equity 6 942 6 771
Share capital 33 750 33 750
Supplementary capital 0 0
Other reserve capital 292 292
Exchange differences -1 006 -959
Profit / (loss) from the previous years and
the current year -26 094 -26 312
Short-term liabilities 7 11
Trade liabilities 6 5
Other liabilities 1 1
Short-term provisions 0 5
L i a b i l i t i e s t o t a l 6 949 6 782
Book value 6 942 6 771
Number of shares 337 500 000 337 500 000
Book value per share (in PLN) 0,02 0,02
Diluted number of shares 337 500 000 337 500 000

INCOME STATEMENT Diluted book value per share (in PLN) 0,02 0,02

INTERIM CONDENSED INCOME STATEMENT 6 months
ended on
31/12/2022
(unaudited)
In thous. EUR
6 months
ended on
31/12/2021
(unaudited)
In thous. EUR
Net revenues from sales of products, goods and materials 229 61
Gross profit (loss) on sales (I-II) 229 61
General and administrative expenses 11 30
Profit (loss) on operating activities 218 31
Pre-tax profit 218 31
Income tax 0 0
Net profit (loss) 218 31
Net profit (loss) 218 31
Weighted average number of ordinary shares 322 304 795 68 647 260
Profit (loss) per one ordinary share (PLN) 0,00 0,00
Weighted diluted average number of ordinary shares 322 304 795 68 647 260
Diluted profit (loss) per one ordinary share (PLN) 0,00 0,00
STATEMENT OF COMPREHENSIVE INCOME 6 months
ended on
31/12/2022
(unaudited)
In thous. EUR
6 months
ended on
31/12/2021
(unaudited)
In thous. EUR
Profit/loss for the period 218 31
Other comprehensive income, including -47 45
Elements which could be transferred to the income statement
in the next periods: -47 45
- differences from conversion into EURO -47 45
Comprehensive income for the period 171 76

STATEMENT OF CHANGES IN EQUITY

INTERIM CONDENSED STATEMENT OF CHANGES IN
EQUIY
6 months
ended on
31/12/2022
(unaudited)
In thous. EUR
6 months
ended on
31/12/2021
(unaudited)
In thous. EUR
Opening balance of equity (OB) 6 771 6 655
Opening balance of equity (OB) after reconciliation to
comparable data
6 771 6 655
Opening balance of share capital 33 750 1 125
Closing balance of share capital 33 750 1 125
Opening balance of supplementary capital 0 32 444
Closing balance of supplementary capital 0 32 444
Opening balance of other reserve capital 292 473
Closing balance of other reserve capitals 292 473
Opening balance of retained profit/not settled loss of
previous years
-26 312 -26 481
Changes of other reserve capitals 218 31
a) increases (due to) 218 31
- profit/loss for the period 218 31
Closing balance of retained profit/not settled loss of
previous years
-26 450 -26 450
Opening balance of exchange differences -959 -906
Change in exchange differences -47 45
a) increase 0 45
b) decrease 47 0
Closing balance of exchange differences -1 006 -861
Closing balance of equity (CB) 6 942 6 731

CASH FLOW STATEMENT

CASH FLOW STATEMENT 6 months
ended on
31/12/2022
(unaudited)
In thous. EUR
6 months
ended on
31/12/2021
(unaudited)
In thous. EUR
Operating activity
Gross profit (loss) 218 31
Total adjustments -201 -31
Interest and dividends -126 -38
Loans granted -5 272 -1 155
Received repayments of the loans 5 206 1 164
Change in other provisions -5 -3
Change in receivables and in accrued expenses -7 0
Change in liabilities 1 0
Change in accruals 2 1
Other adjustments 0 0
Net cash flow from operating activities 17 0
Investment activity
Inflows from investment activity 0 0
Expenses due to investment activity 0 0
Net cash flow from investment activity 0 0
Financial activity
Inflows due to financial activity 0 0
Expenses due to financial activity 0 0
Net cash flow from financial activities 0 0
Net cash flow, total 17 0
Balance sheet change in cash 17 0
Cash opening balance 0 0
Cash closing balance 17 0

TRANSACTIONS WITH RELATED ENTITIES

Personal ties of ATLANTIS SE:

Personal ties of Management Board:

Damian Patrowicz – Member of the Supervisory Board of Elkop SE, Member of the Management Board of FON SE, Investment Friends Capital SE, Atlantis SE, Patro Inwestycje Sp. z o.o., and PATRO INVEST OÜ

Personal ties of the Supervisory Board of ATLANTIS SE:

  • Wojciech Hetkowski Member of the Supervisory Board of Elkop SE, Alantis SE, FON SE, Investment Friends Capital SE, Investment Friends SE,
  • Małgorzata Patrowicz Member of the Supervisory Board of Elkop SE, Atlantis SE, Fon SE, Investment Friends Capital SE, Investment Friends SE

  • Martyna Patrowicz Member of the Supervisory Board of Elkop SE, Atlantis SE, FON SE, Investment Friends CapitaL SE,

  • Jacek Koralewski Chairman of Elkop SE, Member of the Supervisory Board of Atlantis SE, Fon SE, Investment Friends SE, Investment Friends Capital SE

Credits/Loans with related entities:

As at December 31, 2022 the following loans granted for related entities are in the Company:

Borrower During 12
months
(thous.
EUR)
1-5
years
(thous.
EUR)
Interest rate Currency Repayment
date
Collaterals
DAMAR PATRO
UU
5 412 623 2,5%
-
9%
EUR 02.2023 –
10.2023
Blank
promissory note
with note
agreement
DAMAR PATRO
UU
617 0 8%
-
9%
PLN 06.2023 Blank
promissory note
with note
agreement
FON SE 0 191 WIBOR 1M +
0,5%
PLN 12.2024 Blank
promissory note
with note
agreement
Total 6 029 814

As at December 31, 2022 in the Company there are not any loans received from related entities. The Issuer did not grant warranties for any entities.

As at June 30, 2022 the following loans granted for related entities are in the Company:

Borrower During 12
months
(thous.
EUR)
1-5
years
(thous.
EUR)
Interest rate Currency Repayment
date
Collaterals
PATRO
ADMINISTRACJ
A SP. Z O.O.
559 0 2,5% PLN 05.2022 -
05.2023
Blank
promissory note
with note
agreement
PATRO
ADMINISTRACJ
A SP. Z O.O.
0 302 WIBOR 1M +
0,5%
PLN 12.2024 Blank
promissory note
with note
agreement
PATRO INVEST
OU
1 398 0 2,5% -
8%
PLN 09.2022 –
06.2023
Blank
promissory note
with note
agreement
PATRO INVEST
OU
0 3 WIBOR 1M +
0,5%
PLN 12.2024 Blank
promissory note
Strona 7 z 19
with note
agreement
Blank
DAMAR PATRO 02.2023 – promissory note
UU 1 351 283 2,5% EUR 10.2023 with note
agreement
06.2023 Blank
DAMAR PATRO 60 0 8% PLN promissory note
UU with note
agreement
Blank
WIBOR 1M + promissory note
FON SE 0 2 742 0,5% PLN 12.2024 with note
agreement
Total 3 368 3 330

As at June 30, 2022 all loans are granted to related entities.

As at June 30, 2022 there are not loans received from related entities in the Company.

The Issuer did not grant warranties for any entities.

Transactions with related entities::

Transactions with
related entities
for
the period
ended on
31/12/2022
(in thous.
euro)
Revenue
from
interest
Granted
loans
Repayments
of granted
loans
Receivables
from loans
and interest
Trade
liabilities
and other
liabilities
FON SE 38 0 2 531 191 0
Damar Patro UU 178 4 789 0 6 652 0
Patro Invest OU 10 483 1 844 0 0
Patro
Administracja
Sp. z
3 0 831 0 0
o.o.
Total 229 5 272 5 206 6 843 0
Transactions with
related entities
for
the period
ended on
30/06/2022
(in thous. euro)
Revenue
from
interest
Granted
loans
Repayments
of granted
loans
Receivables
from loans
and interest
Trade
liabilities
and other
liabilities
FON SE 96 0 1 374 2 742 0
Damar Patro UU 39 69 0 1 694 0
Patro Invest OU 29 1392 0 1401 0
Patro 0 0 0
Administracja
Sp. z
23 861
o.o.
Total 187 1
454
1 374 6 698 0

MAIN FINANCIAL RATIOS

RATIOS December 31, 2022
unaudited
in thous. EUR
June 30, 2022
audited
in thous. EUR
EBITDA 218 169
ROA 3,14% 2,49%
ROE 3,14% 2,5%

EBITDA- earnings before interest, taxes, depreciation and amortization

(EBIT+ amortization)

ROA – return on assets, net profit of the Company to value of the assets

(net profit/value of assets*100)

ROE – return on equity, net profit of the Company to equity

(net profit/equity*100)

Tallinn, 2023-02-22 Signatures of all Management Board Members

Damian Patrowicz Member of the Board First and last name position/function

II. REPORT OF THE MANAGEMENT BOARD ON THE COMPANY'S ACTIVITY

1. The main areas of activity, product and service groups. Information concerning the existence of branches of the accounting entity registered in a foreign state.

he main business activity of the Company is financial activity, including lending activities. The Company realizes its basic profile activity connected with lending activities. The Company concluded agreements with polish and Estonian business entities. In the reporting period, the Company obtained revenues mainly from its financial service activity, i.e., interest on loans granted. and interests from funds deposited in bank accounts and term deposits.

2. Significant projects in the field of research and development and the related expenditure.

Atlantis SE has not realized any projects in the field of research and development, and therefore has no expenses made in this area. The Company does not exclude this kind of investments.

3. Significant events which have occurred during the period of preparation of the semiannual accounts, and which are not presented in the semi-annual accounts, but which have or may have a material effect on economic performance for the following financial years.

All events having influence on the financial statements and financial result presented in the report, as well as events which may have influence on results of further periods were presented in the report. Significant factors that influenced presented financial results are recoverability of receivables due to granted cash loans and accounts resulting from the contracts concluded by the Company.

4. General (macroeconomic) development of the environment, in which the entity conducts business and influence of this development on the financial efficiency

Considering the specific of the activity, i.e., financial service activities in the field of granting loans to related parties, according to the Company, the following internal and external factors have and will have significant influence on results

  • the general market prosperity on lending market and level of interest rates,
  • the proper realization by the Borrowers of their obligations resulting from concluded loan agreements, as well as course of the execution process and the collection of overdue loans, if such agreements occur,
  • efficiency of administrative and legal procedures,
  • the economic situation and investing circumstances in Poland, Estonia, or in this region,
  • access to external financing sources,
  • cooperation with other financial entities.

The risk related to the possibility of fluctuations in the exchange rate of one currency in relation to another may lead to both deterioration of the financial situation of an entity or its improvement. The Company's income and operating cash flows are dependent of changes in market interest rates because some of the contracts are concluded at variable interest rates.

5. Whether the operating activities of the accounting entity take place on a seasonal basis, or whether their business activities are cyclical.

Activity being conducted by Atlantis SE is neither cyclical nor based on seasonality.

6. Significant environmental and social impacts resulting from the activities of the accounting entity

Activity that is conducted by Atlantis SE does not cause any significant environmental and social impacts. There are not any liabilities resulting from pensions and benefits of a similar nature for prior managers, supervisors or prior members of administrative organs and liabilities incurred in connection with these pensions.

7. Financial instruments financial risk management objectives and policies and risks related to Changes in foreign exchange rates, interest rates and stock exchange rates which have occurred during the financial year or during the period of preparation of the report.

Described in point 6

8. If at the balance-sheet date the owners' equity of the accounting entity does not comply with the requirements established by the Commercial Code, the activities planned for restoration of owners' equity shall be described in the management report.

As at 31/12/2022 the share capital of the Company was: EUR 33 750 000 and was divided into 337 500 000 bearer shares without par value.

As at 18/01/2022 there was the registration of bonus issue. Each shareholder who held one share on 19/01/2022 received 29 new shares.

Since 18/01/2022 the share capital of the Company amounts to: EUR 33 750 000 and is divided into 337 500 000 bearer shares without par value

As at the balance sheet date, 31/12/2022, he Company's equity is less than 50% of the share capital and does not comply with the requirements of § 301 of the Commercial Code of Estonia. The Management Board of Atlantis SE will propose to the general meeting to reduce the share capital of the Company.

9. The structure of the share capital, including the securities, trading in which on the regulated securities market of Contracting States is not permitted and, where possible, also data on the different classes of shares, the rights and obligations related to each class of security and their percentage in the share capital of the company.

No. Shareholder Number
of
shares
% of shares Number
of
votes
%
of votes
1 Patro Invest OU 175
069 000
51,87 175 069 000 51,87
x Total 33
750 000
100 33
750 000
100

Share capital structure 31/12/2022

* Damian Patrowicz holds 100% of shares Patro Invest OU

10. All restrictions, as provided by the articles of association, on the transfer of securities, including restrictions on ownership in securities or the need to obtain agreement from the company or other owners of securities.

There are no restrictions in Atlantis SE on transfer of securities and the need to obtain consent of the company or other shareholders.

11. All restrictions on transfer of securities known to the company as provided by contracts between the company and its shareholders, or contracts between the shareholders.

The Company has not got knowledge about restrictions on transfer of securities resulting from contracts between the company and its shareholders, or contracts between shareholders.

12. Qualifying holding pursuant to the provisions of § 9 of the Securities Market Act.

As at 31/12/2022 according to the Management Board's best knowledge, the structure of direct and indirect shareholders holding at least 5% of the total number of votes at the General Meeting was as follows:

No. Shareholder Number
of
shares
% of shares Number
of
votes
% of votes
1 Patro Invest OU 175
069 000
51,87 175 069 000 51,87
x Total 33
750 000
100 33
750 000
100

* Damian Patrowicz holds 100% of Patro Invest OU shares

As at the date of publication of this report, according to the Management Board's best knowledge the Shareholder of Patro Invest OU holds 175 069 000 shares constituting 51,87% of the share capital and votes at the General Meeting of Shareholders (Damian Patrowicz holds 100% of Patro Invest OU shares).

As at 31/12/2021 according to the Management Board's best knowledge, the structure of direct and indirect shareholders holding at least 5% of the total number of votes at the General Meeting was as follows:

No. Shareholder Number
of
shares
% of shares Number
of
votes
% of votes
1 Patro Invest OU
*
5
804
887
51,60% 5 804
887
51,60%
x Total 11
250 000
100 11
250 000
100

* Damian Patrowicz holds 100% of Patro Invest OU shares

13. Owners of shares granting specific powers of audit, and a description of their powers.

The Company did not issue shares granting specific powers to its Shareholders.

14. An auditing system in case a holding scheme for employees exists where the employees do not directly perform their powers of audit.

Employees of the Company do not own any shares granting audit powers.

15. All restrictions and agreements relating to voting rights, and whether preferred shares have voting rights, including the restriction of voting rights by a certain percentage of the holding or a certain number of votes, the terms set for the use of the voting rights or systems in which the monetary rights related to the securities and ownership of the securities have been separated from each other in cooperation with the company.

Do not occur in Atlantis SE.

16. Provisions and rules for the election, appointment, resignation and removal of the members of the management board of the company established by legislation.

The Management Board of the Company consists of 1 (one) to 4 (four) members elected for 3 (three) years. The term of office of the member of the Management Board may be extended. The members of the Management Board shall be elected and removed by the Supervisory Board that shall also decide on the remuneration of the members of the Management Board. Each member of the Management Board may represent the Company independently in all legal acts unless a resolution of the Supervisory Board prescribes otherwise. In the event that the Management Board has more than 2 (two) members, the chairman of the Management Board shall be appointed by the Supervisory Board by its resolution. A meeting of the Management Board has a quorum if more than one-half of the members of the Management Board are present. The resolutions of the Management Board are adopted by a simple majority of votes. Each member of the Management Board has one vote. The chairman of the Management Board shall have a casting vote upon an equal division of votes.

17. Provisions and rules for amendment of the articles of association of the company established by legislation.

Amendment of the Company's Article of Association is voted by Shareholders. If amendments are included in the agenda of the general meeting shareholders may vote via electronic voting before or during the meeting. The notice on convening the general meeting shall specify whether electronic voting is possible and the manner for casting votes determined by the Management Board. A shareholder who has voted electronically is considered to be present at the general meeting and the number of votes from the shares represented is considered in the quorum, if the applicable legal acts do not state otherwise.

  • 18. Authorization of the members of the management board of the company, including the authorization to issue and repurchase shares Members of the Management Board are obliged to act within applicable provisions of law and authorisations granted by the General Meeting and Supervisory Board
  • 19. All-important agreements to which the company is a party, and which enter into force, are amended or terminated in the case where, as a result of a takeover bid pursuant to the provisions of chapter 19 of the securities market act, another person gains the

qualifying holding in the company, and the effect of such agreements unless, due to the nature thereof, their disclosure would result in significant damage to the company.

This kind of agreements do not occur in the Company.

20. Indication of significant proceedings pending in a court, arbitration body or public administration authority regarding liabilities or receivables of an Issuer or its subsidiary, indicating: the subject of the proceedings, the value of the dispute, the date of initiation of proceedings, parties to proceedings and issuer's position, the value of which exceeds 10% of the Issuer's equity.

There have been conducted some control actions in the reporting period, which are a result of the Issuer's request for return of the tax due to the Company. In the Management Board's opinion after finishing of all official procedures, the fund will be paid out to the Company. In the reporting period ATLANTIS SE has not been a party of any proceeding or proceedings pending in a court, arbitration body or public administration authority the value of which exceeds 10% of the Issuer's equity.

21. Information on capital links of the company with other entities and Description of the main domestic and foreign investments, including capital investments made out of the group of related Entities as well as description of their financing.

As at the balance sheet date 31/12/2022 the Company ATLANTIS SE does not have subsidiaries and it does not create its own capital group. As at 31/12/2022 does not have subsidiaries and it does not create its own capital group.

22. Information about transactions concluded by the company or its Subsidiary with related entities on other than market terms, specifying their values and information describing character of These transactions.

In the period covered by this report, the Company has not concluded significant transactions with related entities on other than market conditions. All-important transactions, including those one with related entities are described in the Financial Statement for the period since 01/07/2022 till 31/12/2022.

23. Information on taken and terminated agreements regarding credits in the financial year, specifying at least their value, Interest rate level, currency and maturity term.

In the presented reporting period, the Company did not have taken and terminated credits.

24. Information on taken and terminated agreements regarding loans in the financial year, specifying at least their value, Interest rate level, currency and maturity term.

Loans granted by the Company were described in note Credits/Loans of Financial Statement of the Company for the period since July 1, 2022 till December 31 2022.

25. Information on granted and received in the financial year Warranties and guaranties, specifying especially guaranties and Warranties granted to the related entities of the company.

The Company, in the reporting period, have not granted or received any warranties and guaranties.

26. In case of the issue of securities in the period covered by the report – description of the usage of revenues from the issue of securities by the Company until the moment of preparation of the report on the activity.

In the reporting period the Company did not issue new securities.

27. Explanation of differences between financial results disclosed in the annual report and previously published forecasts for the Particular year.

The company did not publish forecasts of financial data.

28. Assessment and its justification, regarding management of funds, specifying ability to discharge from taken obligation and Indication of possible threats and action which the issue undertook or intends to undertake in order to prevent those threat.

As at the day of preparation of the periodical report, the Management Board according to their best knowledge, does not recognize any threat in terms of fulfilling his obligations and financial liquidity. The Company systematically settles its liabilities and have not any credits or loans taken and other significant burdens. The Company dedicates owned funds for conducted lending activity and intends to develop this activity gradually. Possible surpluses are located on temporal deposits in safe banks. Because of the fact that the main activity of the Company is lending activity, the significant influence on results and maintaining liquidity of the Company, have the proper and prompt realization of obligations by the Borrowers toward the Company which result from concluded loan agreements.

29. Result from operating for the financial year, specifying level of Influence of these factors or unusual events on achieved result.

According to assessment and the best knowledge of the Management Board, apart from events indicated in the Report of the Company for the period since July 1, 2022 until December 31, 2022 any, especially unusual, factors and event which could significantly influence the assessment and change of the property and financial situation of the Company as well as possibility to realize its obligations did not occur. A material influence on the Company's results has revenues due to lending service activities

30. Information on average employment with division into Professionals

The company did not hire any employees in the financial year lasting since July 1, 2022 until December 31, 2022.

31. Indication of total number and nominal value of all shares (stocks) Of the company and shares in related entities of the company owned by the managing and supervising persons of the company.

  • Members of the Management Board
  • As at the date of publication of the periodical report, the Member of the Management Board Mr. Damian Patrowicz owns indirectly shares of the Company. According to the best knowledge of the Management Board Mr. Damian Patrowicz owns indirectly via his subsidiary Patro Invest OÜ 175 069 000 shares of Atlantis SE constituting 51,87% of the Company's share capital and entitling to cast 175 069 000 votes at the General Meeting of Shareholders.
  • Members of the Supervisory Board

According to the knowledge of the Management Board of Atlantis SE, Members of the Management Board as at the balance-sheet date and as at the date of publication of the periodical report do not own directly and indirectly shares of the Company.

32. Information on known for the company agreements as a result of Which there could occur changes in proportions of owned shares by the current shareholders.

The Company has not any knowledge about this kind of agreements

33. Information on own shares

In the period covered by this report the Company did not have own shares

34. Information on branches of the company

The Company has not any branches.

  • 35. Information on financial instruments in terms of:
  • a) prices' change, credit, significant interruptions of cash flows and loosing of financial liquidity, to which the entity is exposed
  • b) applied by the entity goals and methods of financial risk management, along with securing methods of significant kinds of planned transactions for which hedging accountancy is applied.

The Company has no formalized system of financial risk managements. Decisions on application of securing instruments for planned transactions are made on the basis of current analyse of the Company's situation and its environment.

36. Information regarding an agreement and an entity authorized to Audit financial statements of the company.

The body entitled to choose a certified auditor, according to the Company's Article of Association is the General Meeting of Shareholders No statutory auditor was appointed to audit the presented financial statements.

37. Functional and reporting currency

The functional currency of the Company is Polish zloty (PLN), and reporting (presentational) currency of the Company is EUR. The financial statements are presented in EUR thousand. The financial statements are prepared with assumption that the Company will going concern in the foreseeable future.

RISKS

The Company is exposed to the following types of risk resulting from the use of financial instruments: credit risk, market risk, liquidity risk, interest rate risk. The Management Board is responsible for establishment of risk management in the Company as well as for supervision of its respecting. Risk management principles in the Company aim at identification and analysis of risks to which the Company is exposed, setting out the proper limits and control as well as monitoring of risk and level of limits adjusted to it

Credit risk

Credit risk is the risk of incurring a financial loss by the Company when the customer or the other party to the contract for a financial instrument fails to comply with the obligations arising from the contract. Credit risk is mainly associated with receivables. The Company's exposure to credit risk is mainly due to the individual characteristics of each client. The company monitors its receivables on an ongoing basis. The Company creates impairment losses that correspond to the estimated value of losses incurred on trade and other receivables and on investments. The purpose of the Company's credit policy is to maintain financial liquidity ratios at a safe high level, timely payment of liabilities to suppliers and minimization of costs related to servicing bank liabilities. The policy of managing liabilities and receivables from suppliers and customers is also used to minimize the use of bank loans and related financial costs. Its purpose is to agree the terms of mutual payments in such a way that, while complying with the principle of timely fulfilment of own obligations, also use a trade credit.

Entities to which Company provides financing are related entities, therefore there is no particular type of control. Related entities received loans to invest in the capital market or grant further loans.

Interest rate risk

The Company invests free cash in short-term deposits with a variable interest rate. All such investments have a maturity of up to one year. The Company did not apply interest rate hedges, considering that the interest rate risk is not significant. At the balance sheet date, the interest rate structure of the Company's interest bearing financial instruments were as follows:

Borrower Interest rate Fixed/variable
interest rate
DAMAR PATRO UU 2,5% -
9%
Fixed
FON SE WIBOR 1M + 0,5% Variable

The Company's income and operating cash flows are dependent of changes in market interest rates, because some of the contracts are concluded at variable interest rates If the variable interest rate as at 31/12/2022 was higher/lower by 1 percentage point, the Company's profit for the financial year would have increased/decreased by EUR 25 thous./ EUR 25 thous. (30/06/2022: EUR 41 thous./ EUR 27 thous.), assuming all other variable variables remained constant.

Liquidity risk

Liquidity risk is the risk of difficulties in meeting the obligations of the Company related to financial liabilities, which are settled through the release of cash or other financial assets. The liquidity management by the Company consists in ensuring, to the highest degree possible, that the Company always has sufficient liquidity to settle the required liabilities.

Risk related to related parties

There are interpretations indicating the possibility of risk arising from the negative impact of links

between members of the Company's bodies on their decisions. This applies in particular to the impact of these ties in the scope of ongoing supervision over the Company's operations. When assessing the likelihood of such risk, it should be considered that the supervisory bodies are subject to the control of another body - the General Meeting, and it is in the interest of the members of the Supervisory Board to perform their duties in a reliable and lawful manner.

Risk of shares price's fluctuations and limited liquidity

An inherent feature of market trading is fluctuations in share prices and short-term fluctuations in turnover. It might result in possible sale or purchase of the qualifying holding of the Company's shares will relate to a necessity to accept significantly less favourable price than the reference price. The Company cannot also exclude significant, temporary limitations of liquidity, which may significantly hamper the sale or purchase of the Company's shares.

Risk related to the shareholder structure

As at the balance sheet date (31/12/2022) 51,87% of the share capital and 51,87% of votes at the Company's General Meeting owned directly Patro Invest OU, as a result of which the abovementioned Shareholder has a significant influence on the adopted resolutions at the General Meeting of the Company's Shareholder.

Risk related to the economic situation in Poland and Estonia

The economic situation in Poland and Estonia has a significant impact on the financial results achieved by all entities operating in these countries, including the Company, because the success of the development of companies investing in financial instruments and conducting financial services activities largely depends on the conditions of running a business. Rising inflation may also have an impact on the business situation because it may have an impact on the level of interest rates

Currency risk

The Company do not own significant financial instruments whose fair value and future cash flow related to them may fluctuate due to changes in currency exchange rates. Therefore, the impact of changes in exchange rates on the Company's results was not estimated. There is a currency risk in connection with the loans granted in PLN. The risk related to the possibility of fluctuations in the exchange rate of one currency in relation to another may lead to both deterioration of the financial situation of the entity and its improvement as a result of a decrease in a given receivable or an increase in this receivable. Financial assets and liabilities recognized in euros and polish zloty did not carry considerable risk.

Risk resulting from influence of the SARS-CoV-2 coronavirus epidemic on the Company activity

Due to the type of business, the Company is moderately exposed for negative consequences of the coronavirus SARS-CoV-2 epidemic that causes COVID-19 disease. The Company, after analysing the current situation related to the coronavirus SARS-CoV-2 epidemic, causing COVID-19, and its potential impact on the Company's operations - indicates that as at the date of publication of the report, they do did not notice any impact of above-mentioned situation on the Company's activity.

Risk related to the armed conflict in Ukraine

Due to the ongoing armed conflict in Ukraine, the Company's operations are moderately exposed to the consequences of the war. As at the date of publication of the report, the Company does not anticipate extending the conflict beyond the territory of Ukraine therefore, no impact on the operating activities of the Company is expected.

IV. SELECTED FINANCIAL DATA

In thous. EUR
Six months ended on
December 31, 2022
Six months ended on
December 31, 2021
Revenues from the sale of products, goods and materials 229 61
Profit (loss) from operating activities 218 31
Pre-tax profit (loss) 218 31
Net cash flow from operating activities 17 0
Change in cash and cash equivalents 17 0
Total assets * 6 949 6 782
Short-term liabilities* 7 11
Share capital * 33 750 33 750
Weighted average diluted number of shares (in pcs.) 322 304 795 68 647 260
Book value per share ( EURO)* 0,02 0,60

*For the balance items marked with asterisk the data presented in the second column cover the data as at 30/06/2022

Tallinn, 22/02/2023

Damian Patrowicz – Member of the Management Board Atlantis SE

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