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Inpost S.A.
Interim / Quarterly Report • Sep 1, 2022
7329_ir_2022-09-01_b78cba3a-3fe9-4c94-879e-cd8552a55874.pdf
Interim / Quarterly Report
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Report on Review of Interim condensed consolidated Financial Statements
To the Board of Directors of InPost S.A.
We have reviewed the accompanying interim condensed consolidated financial statements of InPost S.A. (the "Company"), which comprise the interim condensed consolidated statement of financial position as at 30 June 2022, and the interim condensed consolidated statement of profit or loss and other comprehensive income, changes in equity and of cash flow for the six-months period ended 30 June 2022, and a summary of significant accounting policies and other explanatory information.
Board of Directors responsibility for the interim condensed consolidated financial statements
The Board of Directors is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of interim condensed consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Responsibility of the "Réviseur d'entreprises agréé"
Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. We conducted our review in accordance with International Standard on Review Engagements (ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity") as adopted for Luxembourg by the "Institut des Réviseurs d'Entreprises". This standard requires us to comply with relevant ethical requirements and conclude whether anything has come to our attention that causes us to believe that the interim condensed consolidated financial statements, taken as a whole, are not prepared in all material respects in accordance with the applicable financial reporting framework.
A review of interim condensed consolidated financial statements in accordance with ISRE 2410 is a limited assurance engagement. The "Réviseur d'entreprises agréé" performs procedures, primarily consisting of making inquiries of management and others within the Company, as appropriate, and applying analytical procedures, and evaluates the evidence obtained.
The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit opinion on these interim condensed consolidated financial statements.
PricewaterhouseCoopers, Société coopérative, 2 rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg T : +352 494848 1, F : +352 494848 2900, www.pwc.lu
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.
PricewaterhouseCoopers, Société coopérative Luxembourg, 31 August 2022 Represented by
Brieuc Malherbe
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS of the InPost S.A. and its subsidiaries
for the period of 6 months ended 30 June 2022
Luxembourg, 31 August 2022
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER | ||
|---|---|---|
| COMPREHENSIVE INCOME 3 | ||
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 4 | ||
| INTERIM CONDENSED CONSOLIDATED CASH FLOW STATEMENT 5 | ||
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 6 | ||
| 1 | Additional information note and explanations 7 | |
| 1.1 General information about InPost Group and its Parents 7 |
||
| 1.2 Information about the parent entity and global ultimate parent 7 |
||
| 1.3 Group's operation 7 |
||
| 1.4 Composition of the Group 7 |
||
| 2 | Basis of preparation and changes to the Group's accounting policies 8 | |
| 2.1 New and amended standards and interpretations 9 |
||
| 3 | Important events within H1 2022 period 10 | |
| 3.1 Russian invasion on Ukraine 10 |
||
| 4 | Information on material accounting estimates 10 | |
| 5 | Segment information 11 | |
| 6 | Alternative performance measures – Gross Profit, Operating EBITDA and Adjusted EBITDA 14 | |
| 7 | Seasonality of operations 15 | |
| 7.1 Net finance cost 15 |
||
| 8 | Income tax 16 | |
| 8.1 Income tax in profit or loss 16 |
||
| 8.2 Unrecognised deferred tax assets 17 |
||
| 9 | Earnings per share (EPS) 18 | |
| 10 Dividends paid and proposed for payment 18 | ||
| 11 | Share capital 18 | |
| 12 | Goodwill 18 | |
| 12.1 Final accounting of acquisition of Mondial Relay 19 |
||
| 12.2 Impact of final settlement of the acquisition of Mondial Relay on the comparable data 19 | ||
| 13 | Intangible assets 22 | |
| 14 Property, plant and equipment 23 | ||
| 15 | Leases 25 | |
| 15.1 Leasing liabilities 25 |
||
| 16 Other assets 25 | ||
| 17 Trade and other receivables 25 | ||
| 18 Cash and cash equivalents 26 | ||
| 19 Loans and borrowings 27 | ||
| 20 Reconciliation of movements of liabilities to cash flows arising from financing activities 29 | ||
| 21 | Contingent liabilities 29 | |
| 22 Provisions and accruals 30 | ||
| 23 Share-based payment 30 | ||
| 23.1 Management Incentive Plan 30 | ||
| 23.2 Long Term Incentive Plan 30 | ||
| 23.3 Performance bonuses 31 | ||
| 24 Other liabilities 32 | ||
| 25 Trade and other payables 32 | ||
| 26 Guarantees and other securities 32 | ||
| 27 Related-party transactions 32 | ||
| 28 Key personnel remuneration 33 | ||
| 29 Financial instruments by category 33 | ||
| 30 Financial risk management objectives 34 | ||
| 31 Events after the balance sheet date 34 |
RESPONSIBILITY STATEMENT
InPost S.A. 70, route d'Esch L-1470 Luxembourg Grand Duchy of Luxembourg R.C.S. Luxembourg: B248669
The Management Board and Supervisory Board confirm that, to the best of their knowledge:
These Interim Condensed Consolidated Financial Statements of InPost Group for the period of 6 months ended on 30 June 2022 prepared in accordance with the International Financial Reporting Standards as adopted by the European Union give a true and fair view of the assets, liabilities, financial position, and profit or loss of the Company and the undertakings included in the consolidation taken as a whole, and that the Director's report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.
Approved by the boards on its behalf by:
Mark Robertshaw
Rafał Brzoska
Chairperson of the Supervisory Board
President of the Management Board
INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
| Note | Period of 6 months ended on 30-06-2022 |
Period of 3 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
Period of 3 months ended on 30-06-2021 |
|
|---|---|---|---|---|---|
| Continued operations | |||||
| Revenue | 5 | 3,221.9 | 1,685.2 | 1,639.0 | 849.6 |
| Other operating income | 16.7 | 11.3 | 11.7 | 8.0 | |
| Depreciation and amortisation | 443.7 | 237.2 | 241.9 | 123.2 | |
| Raw materials and consumables | 80.8 | 40.2 | 24.4 | 13.1 | |
| External services | 1,790.0 | 921.8 | 786.0 | 413.6 | |
| Taxes and charges | 10.0 | 3.8 | 1.1 | 0.6 | |
| Payroll | 300.8 | 149.0 | 197.8 | 83.1 | |
| Social security and other benefits | 85.7 | 43.5 | 32.9 | 16.8 | |
| Other expenses | 31.8 | 19.0 | 15.0 | 5.2 | |
| Cost of goods and materials sold | 20.9 | 9.9 | 10.6 | 7.5 | |
| Other operating expenses | 6.9 | 2.1 | 4.3 | 3.4 | |
| Impairment gain/ (loss) on trade and other receivables |
17 | 2.5 | 1.3 | 5.3 | 4.2 |
| Total operating expenses | 2,773.1 | 1,427.8 | 1,319.3 | 670.7 | |
| Operating profit | 465.5 | 268.7 | 331.4 | 186.9 | |
| Finance income | 7.1 | 48.4 | 46.5 | 0.3 | - |
| Finance costs | 7.1 | 127.5 | 43.2 | 45.9 | 37.5 |
| Profit before tax | 386.4 | 272.0 | 285.8 | 149.4 | |
| Income tax expense | 8 | 100.1 | 55.1 | 97.7 | 59.1 |
| Profit from continuing operations | 286.3 | 216.9 | 188.1 | 90.3 | |
| Profit / (loss) from discontinued operations | (1.0) | (0.4) | (2.1) | 1.9 | |
| Net profit / (loss) | 285.3 | 216.5 | 186.0 | 92.2 | |
| Other comprehensive income | |||||
| Exchange differences from translation of foreign operations, net of tax – Item that may be reclassified to profit or loss |
(44.5) | (30.8) | 8.9 | 6.0 | |
| Other comprehensive income, net of tax | (44.5) | (30.8) | 8.9 | 6.0 | |
| Total comprehensive income1 | 240.8 | 185.7 | 194.9 | 98.2 | |
| Net profit (loss) attributable to owners: | |||||
| From continued operations: | 286.3 | 216.9 | 188.1 | 90.3 | |
| From discontinued operations: | (1.0) | (0.4) | (2.1) | 1.9 | |
| Total comprehensive income attributable to owners: |
|||||
| From continued operations: | 242.8 | 187.1 | 191.4 | 96.2 | |
| From discontinued operations: | (2.0) | (1.4) | 3.5 | 2.0 | |
| Basic/diluted earnings per share (in PLN) | 9 | 0.57 | 0.43 | 0.37 | 0.18 |
| Basic/diluted earnings per share (in PLN) – Continuing operations |
9 | 0.57 | 0.43 | 0.38 | 0.18 |
| Basic/diluted earnings per share (in PLN) – Discontinued operations |
9 | 0.00 | 0.00 | (0.01) | 0.00 |
¹ The Net profit (loss) for the period and Total comprehensive income is attributable to the owners only.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
| ASSETS | Note | Balance as at 30-06-2022 |
Balance as at 31-12-2021 Restated2 |
|---|---|---|---|
| Non-current assets | 6,325.5 | 5,870.8 | |
| Goodwill | 12 | 1,485.3 | 1,459.5 |
| Intangible assets | 13 | 1,060.1 | 1,051.2 |
| Property, plant and equipment | 14 | 3,578.3 | 3,110.0 |
| Other receivables | 24.3 | 31.4 | |
| Deferred tax assets | 117.4 | 157.8 | |
| Other assets | 16 | 60.1 | 60.9 |
| Current assets | 1,358.4 | 1,461.9 | |
| Inventory | 12.1 | 10.9 | |
| Trade and other receivables | 17 | 968.9 | 927.1 |
| Income tax asset | 4.0 | 3.7 | |
| Other assets | 16 | 44.8 | 27.0 |
| Cash and cash equivalents | 18 | 328.6 | 493.2 |
| TOTAL ASSETS | 7,683.9 | 7,332.7 |
| LIABILITIES | Note | Balance as at 30-06-2022 |
Balance as at 31-12-2021 Restated2 |
||
|---|---|---|---|---|---|
| Equity | |||||
| Equity attributable to owners of InPost | 269.1 | 29.1 | |||
| Share capital | 11 | 22.7 | 22.7 | ||
| Share premium | 35,122.4 | 35,122.4 | |||
| Retained earnings/ (accumulated losses) | 720.9 | 435.6 | |||
| Reserves | 11 | (35,596.9) | (35,551.6) | ||
| Non-controlling interests | - | - | |||
| Non-controlling interests | - | - | |||
| Total equity | 269.1 | 29.1 | |||
| Liabilities | |||||
| Loans and borrowings | 19 | 4,714.7 | 4,545.8 | ||
| Employee benefits and provisions | 22 | 27.3 | 33.2 | ||
| Government grants | 1.2 | 1.2 | |||
| Deferred tax liability | 258.5 | 282.4 | |||
| Other financial liabilities | 20 | 889.6 | 835.1 | ||
| Total non-current liabilities | 5,891.3 | 5,697.7 | |||
| Trade payables and other payables | 25 | 751.3 | 785.7 | ||
| Loans and borrowings | 19 | 145.1 | 194.4 | ||
| Current tax liabilities | 7.0 | 43.7 | |||
| Employee benefits and provisions | 22 | 86.7 | 103.2 | ||
| Other financial liabilities | 20 | 422.3 | 357.7 | ||
| Other liabilities | 24 | 111.1 | 121.2 | ||
| Total current liabilities | 1,523.5 | 1,605.9 | |||
| TOTAL LIABILITIES | 7,414.8 | 7,303.6 | |||
| TOTAL EQUITY AND LIABILITIES | 7,683.9 | 7,332.7 |
2 Details described in note 12.2
INTERIM CONDENSED CONSOLIDATED CASH FLOW STATEMENT
| Note | Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|
|---|---|---|---|
| Cash flows from operating activities | |||
| Net profit (loss) | 285.3 | 186.0 | |
| Adjustments: | 684.0 | 410.9 | |
| Income tax expense | 100.1 | 97.7 | |
| Financial (cost)/ income | 7.1 | 126.6 | 1.2 |
| Gain / (loss) on sale of property, plant and equipment | (0.3) | (2.0) | |
| Depreciation and amortisation | 443.7 | 241.9 | |
| Impairment losses | 2.6 | 11.3 | |
| Grants | - | 2.7 | |
| Group settled share-based payments | 23 | 11.3 | 58.1 |
| Changes in working capital: | (152.4) | 34.1 | |
| Trade and other receivables | (71.4) | 57.3 | |
| Inventories | (1.3) | 1.3 | |
| Other assets | (12.1) | (10.1) | |
| Finance liabilities other than loans and borrowings | (35.9) | 42.9 | |
| Employee benefits, provisions and contract liabilities | (22.3) | 2.0 | |
| Other liabilities | (9.4) | (59.3) | |
| Cash generated from operating activities | 816.9 | 630.9 | |
| Interest and commissions paid | (96.1) | (105.7) | |
| Income tax paid | (116.0) | (102.1) | |
| Net cash from operating activities | 604.8 | 423.1 | |
| Cash flows from investing activities | |||
| Purchase of property, plant and equipment | (524.9) | (295.2) | |
| Purchase of intangible assets | (56.9) | (33.8) | |
| Net cash from investing activities | (581.8) | (329.0) | |
| Cash flows from financing activities | |||
| Proceeds from loans and borrowings | 20 | 62.5 | 2,639.8 |
| Repayment of principal portion of loans and borrowings | 20 | (9.9) | (649.5) |
| Proceeds from bonds | 20 | - | 2,215.2 |
| Payment of principal portion of lease liability | 20 | (227.8) | (124.6) |
| Payment to shareholders | - | (1,238.1) | |
| Government grants return | - | (18.7) | |
| Acquisition of treasury shares | (12.1) | - | |
| Net cash from financing activities | (187.3) | 2,824.1 | |
| Net increase/(decrease) in cash and cash equivalents | (164.3) | 2,918.2 | |
| Cash and cash equivalents at 1 January | 493.2 | 144.2 | |
| Effect of movements in exchange rates on cash held | (0.3) | (0.9) | |
| Cash and cash equivalents at the end of the reporting period |
328.6 | 3,061.4 |
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
| Re se rve s |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| ha S re ita l ca p |
ha S re ium pr em |
ita ha l S re ca p d s ha an re ium f pr em o l Int eg er .p |
la Tr an s ion t 3 res erv e |
Re se rve fo r tre as ury ha s res |
Re se rve ita l ca p i (re or g an ion ) t sa |
he Ot r 4 res erv e |
ine d Re ta ing / ea rn s (ac lat d cu mu e los ) se s |
i bu b le At tr ta f t he to ow ne rs o Co mp an y |
i bu b le At tr ta to no n ing l l nt co ro int ts er es |
l To ta ity eq u |
|
| lan Ba 01 -01 -20 21 at ce as |
0.1 | - | 68 6.8 |
( ) 4.7 |
- | - | 11. 8 |
( ) 56 .0 |
63 8.0 |
- | 63 8.0 |
| / f Ne it ( los ) t p ro s |
- | - | - | - | - | - | - | 186 .0 |
186 .0 |
- | 186 .0 |
| Ot he he ive inc fo he r t r c om pre ns om e io d pe r |
- | - | - | 8.9 | - | - | - | - | 8.9 | - | 8.9 |
| ive inc l c he To ta om pr e ns om e io fo he d r t pe r |
- | - | - | 8.9 | - | - | - | 18 6.0 |
19 4.9 |
- | 19 4.9 |
| in he ha ita l du he Inc t e t o t rea se s re ca p i bu ion in k in d nt t co r |
22 .6 |
36 36 0.5 , |
( ) 68 6.8 |
- | - | ( ) 35 65 6.3 , |
- | - | 40 .0 |
- | 40 .0 |
| Re de ion fro ita l t m p m res erv e c ap |
- | ( 1, 23 8.1 ) |
- | - | - | - | - | - | ( 1, 23 8.1 ) |
- | ( 1, 23 8.1 ) |
| S ha ba d p (eq ity le d ) nt tt re- se ay me u se ( fer ) Re 23 to te no |
- | - | - | - | - | - | 58 .1 |
- | 58 .1 |
- | 58 .1 |
| lan Ba 30 -06 -20 21 at ce as |
22 .7 |
35 122 .4 , |
- | 4.2 | - | ( ) 35 65 6.3 , |
69 .9 |
130 .0 |
( ) 30 7.1 |
- | ( ) 30 7.1 |
| 5 lan d Ba 01 -01 -20 22 Re at sta te ce as |
22 .7 |
35 122 .4 , |
- | 0.4 | - | ( ) 35 65 6.3 , |
10 4.3 |
43 5.6 |
29 .1 |
- | 2 9.1 |
| / Ne f it ( los ) t p ro s |
- | - | - | - | - | - | - | 28 5.3 |
28 5.3 |
- | 28 5.3 |
| Ot he he ive inc fo he t r c om pre ns om e r io d pe r |
- | - | - | ( 4 4.5 ) |
- | - | - | - | ( 4 4.5 ) |
- | ( 4 4.5 ) |
| ive inc l c he To ta om pr e ns om e fo he io d r t pe r |
- | - | - | ( ) 4 4.5 |
- | - | - | 28 5.3 |
24 0.8 |
- | 24 0.8 |
| ha ba d p (eq ity le d ) S nt tt re- se ay me u se ( Re fer 23 ) to te no |
- | - | - | - | - | - | 11.3 | - | 11.3 | - | 11.3 |
| Ac is it ion f t ha qu o rea su ry s res |
- | - | - | - | ( 12. 1 ) |
- | - | - | ( 12. 1 ) |
- | ( 12. 1 ) |
| ha de l ive d Tre as ury s res re |
- | - | - | - | 3.4 | - | ( ) 3.4 |
- | - | - | - |
| lan Ba at 30 -06 -20 22 ce as |
22 .7 |
35 122 .4 , |
- | ( ) 44 .1 |
( ) 8.7 |
( ) 35 65 6.3 , |
112 .2 |
72 0.9 |
26 9.1 |
- | 26 9.1 |
3 Translation reserve includes exchange differences from translation of foreign operations.
4 Other reserve includes share-based payment.
5 Details described in note 12.2
1 Additional information note and explanations
1.1 General information about InPost Group and its Parents
InPost S.A. (hereinafter 'the Company') was incorporated on 6 November 2020, and is organised under the laws of Luxembourg as a "société anonyme" for an unlimited period and is registered with the Luxembourg Register of Commerce and Companies under n° B 248669. The address of InPost S.A registered office is 70 route d'Esch, L-1470 Luxembourg.
InPost S.A. is the parent company in the InPost Group (hereinafter 'the Group'). The functional currency of InPost S.A. is Euro (EUR). Polish zloty (PLN) has been used as the presentation currency of this interim condensed consolidated financial statements and is functional currency for most of Group's subsidiaries as indicated in note 1.4.
Since 27 January 2021 InPost S.A. shares are traded on Euronext Amsterdam, where the Company is part of the AEX Index and has a credit rating of Ba2/BB.
1.2 Information about the parent entity and global ultimate parent
As at the date of this report, the Company has no ultimate controlling shareholder. As of the date of these interim condensed consolidated financial statements, the shareholders were:
| Company name | Interest in the share capital as at 30-06-2022 |
|---|---|
| Advent International Corporation | 46.02% |
| A&R Investments LTD | 12.45% |
| The Capital Group Companies Inc | 6.26% |
| GIC Private Limited, Singapore | 5.01% |
| Others | 30.26% |
| Total | 100% |
1.3 Group's operation
InPost Group offers complex logistic solutions mostly for customers from the e-commerce industry. The core business of the InPost Group includes the following operating activities: automatic parcel machines services, courier services, production and sale of automatic parcel machines, research and development works, internet portals, data processing, website management (hosting), and holding activities including management of the InPost Group.
1.4 Composition of the Group
These interim condensed consolidated financial statements of the InPost Group include the financial information of the Parent, which is InPost S.A., and of 3 direct subsidiaries and 9 indirectly controlled subsidiaries of InPost S.A. The list of the Group entities is presented in the below table.
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
| Company name | Country | Functional Currency |
Shareholders as at 30-06-2022 |
Interest in the share capital as at 30-06-2022 |
|
|---|---|---|---|---|---|
| Direct subsidiaries | |||||
| 1 | Integer.pl S.A. | Poland | PLN | InPost S.A. | 100% |
| 2 | InPost Technology | Poland | PLN | InPost S.A. | 100% |
| 3 | Integer France SAS | France | EUR | InPost S.A. | 100% |
| Indirect subsidiaries | |||||
| 4 | Mondial Relay SAS | France | EUR | Integer France SAS | 100% |
| 5 | InPost Sp. z o.o. | Poland | PLN | Integer Group Services Sp. z o.o. 100% | |
| 6 | Locker InPost Italia Srl | Italy | EUR | InPost Paczkomaty Sp. z o.o. | 100% |
| 7 | Granatana Limited in liquidation | Cyprus | EUR | InPost Paczkomaty Sp. z o.o. | 100% |
| 8 | Giverty Holding Limited in liquidation | Cyprus | EUR | Granatana Limited | 100% |
| 9 | InPost UK Limited | United Kingdom |
GBP | InPost Paczkomaty Sp. z o.o. | 100% |
| 10 | InPost Paczkomaty Sp. z o.o. | Poland | PLN | Integer.pl S.A. | 100% |
| 11 | Integer Group Services Sp. z o.o. | Poland | PLN | Integer.pl S.A. | 38.35% |
| InPost Paczkomaty Sp. z o.o. | 61.65% | ||||
| 12 | M.P.S.L. Modern Postal Services Ltd | Cyprus | EUR | Integer.pl S.A. | 100% |
Until the date these interim condensed consolidated financial statements were authorised for issue, there were no changes in the composition of the Group.
2 Basis of preparation and changes to the Group's accounting policies
The interim condensed consolidated financial statements of InPost Group for the six months ended 30 June 2022 have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.
The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements. Thus, these interim condensed consolidated financial statements should be read in conjunction with the InPost Group's annual consolidated financial statements as at 31 December 2021 as they include entirety of information about the Group activities and a full description of accounting policies applied in preparation of these interim condensed consolidated financial statements. The same accounting policies, methods of computation and presentation have been followed.
These interim condensed consolidated financial statements were prepared under the assumption that the InPost Group will continue to operate as a going concern in the foreseeable future. As at the date of the approval of the interim condensed consolidated financial statements there is no evidence indicating that the Group will not be able to continue its business activities on a going concern basis.
2.1 New and amended standards and interpretations
The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Group's interim condensed consolidated financial statements are disclosed below. The Group intends to adopt these new and amended standards and interpretations, if applicable, when they become effective.
| New standard or Amendment | Issued on | Effective for annual periods beginning on or after |
Effective date in EU |
Group's assessment of the regulation |
|---|---|---|---|---|
| IFRS 17 Insurance Contracts and Amendments to IFRS 17 |
18.05.2017/ 25.06.2020 |
01.01.2023 | 01.01.2023 | No impact |
| Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting policies |
12.02.2021 | 01.01.2023 | 01.01.2023 | Assessment in progress |
| Amendments to IAS 8: Definition of Accounting Estimates |
12.02.2021 | 01.01.2023 | 01.01.2023 | Assessment in progress |
| Amendments to IAS 1: Classification of Liabilities as Current or Non-current and Classification of Liabilities as Current or Non current – Deferral of Effective Date |
23.01.2020/ 15.07.2020 |
01.01.2023 | not endorsed yet |
Assessment in progress |
| Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single Transaction |
07.05.2021 | 01.01.2023 | not endorsed yet |
Assessment in progress |
| Amendments to IFRS 17: Initial Application of IFRS 17 and IFRS 9 – Comparative Information |
09.12.2021 | 01.01.2023 | not endorsed yet |
Assessment in progress |
| IFRS 14 Regulatory Deferral Accounts | 30.01.2014 | 01.01.2016 | not endorsed yet |
No impact |
| Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets Between an Investor and its Associate or Joint Venture |
11.09.2014 | deferred indefinitely by IASB |
postponed | No impact |
Standards and interpretations approved by IASB and have come into a force for the financial periods starting from 1 January 2022:
| New standard or Amendment | Issued on | Effective for annual periods beginning on or after |
Effective date in EU |
Group's assessment of the regulation |
|---|---|---|---|---|
| Amendments to IFRS 3 Amendments to IAS 16 Amendments to IAS 37 Annual Improvements to IFRS Standards 2018Ǧ2020 |
14.05.2020 | 01.01.2022 | 01.01.2022 | Insignificant impact |
3 Important events within H1 2022 period
3.1 Russian invasion of Ukraine
On 24 February 2022 Russia launched a large-scale invasion of Ukraine, Poland's neighbour to the east. The Group is taking a number of activities aimed at providing support to its employees of Ukrainian nationality, their families and relatives and all other people in need of help. The Group is actively engaged in helping Ukrainians by using Group's huge transport fleet to help deliver large amounts of products collected as part of campaigns and collections organised throughout Poland to the Ukrainians.
Up until the date of authorisation of these interim condensed consolidated financial statements for issue, the InPost Group has not been directly affected by the military conflict, as the Group does not conduct any operations and does not have any assets located in either Russia, Belarus or Ukraine. At the date of authorisation of these interim condensed consolidated financial statements for issue, the Group does not identify the risk of interrupting continuity of deliveries due to the lack of employees or due to any other reason.
On 28 February 2022 the Group communicated that it will not acquire any goods or services from those companies whose shareholding is above 5% Russian or Belarusian. This decision in itself does not have significant negative impact on the Group's business as the sourcing is focused on mainly local markets and some on China.
It cannot be excluded that situation in Ukraine will have negative effects for the Polish national economy, as well as regional and world economy both in the short and long-term, such as: increase in petroleum prices, change in exchange rates and increase in inflation rate, which may negatively affect Group's financial results in subsequent periods. It cannot be excluded that the situation may cause changes to customers' behaviours resulting in decreased demand for logistics services.
Management Board of the Company constantly monitors the impact of the political and economic situation in Ukraine on the activities of the Group and on the financial results in the perspective of subsequent periods and adjusts the Group's budgets accordingly.
4 Information on material accounting estimates
The preparation of the interim consolidated financial statements in accordance with IAS 34 requires the use of certain critical accounting estimates. It also requires Management to exercise its judgment in the process of applying the Group's accounting policies. Estimations and judgements are being constantly verified and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The significant judgments made by Management in applying the Group's accounting policies were described in detail in the InPost Group's consolidated financial statements for 2021 and remain relevant for preparation of these interim condensed consolidated financial statements.
5 Segment information
For management purposes, the Group presents results in four reportable segments divided into two following geographical regions:
- Segments outside Poland:
- A. Mondial Relay segment, which includes APM business and PUDO points in France, Spain, Belgium, Netherlands and Portugal,
- B. International Other APM segment, which includes APM business (delivery of parcels to automated parcel machines) in the United Kingdom and Italy.
- Segments in Poland:
- C. APM segment, which is focused on the delivery of parcels to automated parcel machines,
- D. To-Door segment, which includes delivery of parcels using door-to-door couriers.
Non reportable segment – other segments in Poland, which consists mainly of fulfilment, fresh, marketing and IT services provided for external customers.
The Management Board is the Chief Operating Decision Maker (CODM) and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is assessed on the basis of revenue and gross profit or loss, measured consistently with those in the consolidated financial statements. Additionally aggregated segments at the geography level are assessed based on Operating EBITDA and Adjusted EBITDA. The accounting policies adopted are uniform for all segments and consistent with those applied for the Group.
Segments' direct costs include among others costs of PUDO points, which are delivery at pick-up dropoff facilities.
Transfer prices between operating segments are on an arm's-length basis in a manner similar to transactions with third parties.
Inter-segment revenues are eliminated upon consolidation and reflected in the Inter-segment eliminations column.
General cost, depreciation, finance costs, finance income and fair value gains and losses on financial assets are not allocated to individual segments as the underlying instruments are managed on a group basis.
Current taxes, deferred taxes and certain financial assets and liabilities are not allocated to those segments as they are also managed on a group basis.
DocuSign Envelope ID: 7451CEFE-0534-4662-AA82-1274EC6A9445
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
| International | Poland | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Period of 6 months ended on 30-06-2022 |
Mondial Relay |
Other6 | APM | To-Door Other |
Inter Total segment elimination |
Total reportable segments |
|||
| A | B | C | D | A+B+C+D | |||||
| Revenue | 1,245.9 | 87.2 | 1,439.2 | 414.3 | 67.0 | (15.0) | 3,238.6 | 3,186.6 | |
| External | 1,245.9 | 76.9 | 1,439.2 | 414.3 | 62.3 | - | 3,238.6 | 3,176.3 | |
| Inter-segment | - | 10.3 | - | - | 4.7 | (15.0) | - | 10.3 | |
| Direct costs: | (970.4) | (144.0) | (560.0) | (298.4) | (51.2) | 15.0 (2,009.0) | (1,972.8) | ||
| Logistic costs | (732.5) | (108.3) | (507.8) | (287.3) | - | 10.3 | (1,625.6) | (1,635.9) | |
| External | (722.2) | (108.3) | (507.8) | (287.3) | - | - | (1,625.6) | (1,625.6) | |
| Inter-segment | (10.3) | - | - | - | - | 10.3 | - | (10.3) | |
| APM network | (4.8) | (21.0) | (25.4) | - | - | 4.7 | (46.5) | (51.2) | |
| External costs | (4.8) | (16.3) | (25.4) | - | - | - | (46.5) | (46.5) | |
| Inter-segment | - | (4.7) | - | - | - | 4.7 | - | (4.7) | |
| PUDO points7 | (183.4) | (2.5) | (7.2) | (2.2) | - | - | (195.3) | (195.3) | |
| Other direct costs | (49.7) | (12.2) | (19.6) | (8.9) | (51.2) | - | (141.6) | (90.4) | |
| Gross profit: | 275.5 | (56.8) | 879.2 | 115.9 | 15.8 | - | 1,229.6 | 1,213.8 |
| Mondial Relay | Other International |
Poland | Total | |
|---|---|---|---|---|
| Gross profit | 275.5 | (56.8) | 1,010.9 | 1,229.6 |
| General costs | (100.7) | (32.3) | (187.4) | (320.4) |
| - Sales & Marketing | (23.3) | (8.8) | (36.3) | (68.4) |
| - Call Centre | (10.5) | (8.4) | (18.7) | (37.6) |
| - IT Maintenance | (28.5) | (1.0) | (29.0) | (58.5) |
| - MIP Valuation | - | - | (2.2) | (2.2) |
| - LTIP Valuation | (1.2) | (0.8) | (2.2) | (4.2) |
| - Restructuring costs | (4.5) | - | - | (4.5) |
| - Other general costs | (32.7) | (13.3) | (99.0) | (145.0) |
| Operating EBITDA | 174.8 | (89.1) | 823.5 | 909.2 |
| Depreciation and amortisation | (97.6) | (32.3) | (313.8) | (443.7) |
| Operating profit | 77.2 | (121.4) | 509.7 | 465.5 |
| Mondial Relay | Other International |
Poland | Total | |
|---|---|---|---|---|
| Operating EBITDA | 174.8 | (89.1) | 823.5 | 909.2 |
| MIP Valuation | - | - | 2.2 | 2.2 |
| LTIP Valuation | 1.2 | 0.8 | 2.2 | 4.2 |
| Restructuring costs | 4.5 | - | - | 4.5 |
| Adjusted EBITDA | 180.5 | (88.3) | 827.9 | 920.1 |
6 In comparative data named as International (APM), however includes analogously APM business in the United Kingdom and Italy. 7 PUDO points – commissions for handling parcels at collection and delivery points.
DocuSign Envelope ID: 7451CEFE-0534-4662-AA82-1274EC6A9445
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
| International | Poland | ||||||
|---|---|---|---|---|---|---|---|
| Period of 6 months ended on 30-06-2021 |
APM | APM | To-Door | Other | Inter segment elimination |
Total | Total reportable segments |
| A | B | C | A+B+C | ||||
| Revenue | 22.3 | 1,216.1 | 360.0 | 53.5 | (1.2) | 1,650.7 | 1,598.4 |
| External | 22.3 | 1,216.1 | 360.0 | 52.3 | - | 1,650.7 | 1,598.4 |
| Inter-segment | - | - | - | 1.2 | (1.2) | - | - |
| Direct costs: | (30.3) | (435.1) | (238.9) | (17.6) | 0.8 | (721.1) | (704.3) |
| Logistic costs | (23.2) | (401.6) | (231.2) | - | - | (656.0) | (656.0) |
| APM network | (5.7) | (21.2) | - | - | 0.8 | (26.1) | (26.9) |
| External | (4.9) | (21.2) | - | - | - | (26.1) | (26.1) |
| Inter-segment | (0.8) | - | - | - | 0.8 | - | (0.8) |
| PUDO points8 | - | (6.5) | (2.0) | - | - | (8.5) | (8.5) |
| Other direct costs | (1.4) | (5.8) | (5.7) | (17.6) | - | (30.5) | (12.9) |
| Gross profit: | (8.0) | 781.0 | 121.1 | 35.9 | (0.4) | 929.6 | 894.1 |
| International | Poland | Total | |
|---|---|---|---|
| Gross profit | (8.0) | 937.6 | 929.6 |
| General costs | (79.0) | (277.3) | (356.3) |
| - Sales & Marketing | (1.8) | (29.8) | (31.6) |
| - Call Centre | (3.0) | (16.0) | (19.0) |
| - IT Maintenance | - | (17.6) | (17.6) |
| - MIP Valuation | - | (55.4) | (55.4) |
| - LTIP Valuation | (0.2) | (2.5) | (2.7) |
| - IPO costs | - | (23.9) | (23.9) |
| - M&A costs | (39.3) | - | (39.3) |
| - Other general costs | (34.7) | (132.1) | (166.8) |
| Operating EBITDA | (87.0) | 660.3 | 573.3 |
| Depreciation and amortisation | (12.9) | (229.0) | (241.9) |
| Operating profit | (99.9) | 431.3 | 331.4 |
| International | Poland | Total | |
|---|---|---|---|
| Operating EBITDA | (87.0) | 660.3 | 573.3 |
| MIP Valuation | - | 55.4 | 55.4 |
| LTIP Valuation | 0.2 | 2.5 | 2.7 |
| IPO costs | - | 23.9 | 23.9 |
| M&A costs | 39.3 | - | 39.3 |
| Adjusted EBITDA | (47.5) | 742.1 | 694.6 |
Customer concentration / Revenue from major customers
| Percentage of total revenue | Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|---|---|---|
| Allegro Group | 16.6% | 28.9% |
| Vinted UAB | 18.0% | - |
| Others (<10% of total revenue) | 65.4% | 71.1% |
| Total | 100% | 100% |
8 PUDO points – commissions for handling parcels at collection and delivery points.
6 Alternative performance measures – Gross Profit, Operating EBITDA and Adjusted EBITDA
The Group reports on the following financial measures of the Group's performance that are directly derived from the consolidated statement of comprehensive income or statement of cash flows:
Gross Profit represents a margin realised on deliveries to clients which takes into account only revenue and other operating income related to deliveries as well as costs directly attributable to such deliveries. Gross Profit is defined as net profit (loss) for the period adjusted for profit (loss) from discontinued operations, income tax expense, profit on sales of an organised part of an enterprise, the share of profits of equity-accounted investees, finance costs and income, depreciation and amortisation and general costs.
Operating EBITDA facilitates comparisons of the Group's operating results from period to period and between segments by removing the impact of, among other things, its capital structure, asset base and tax consequences. Operating EBITDA is defined as net profit (loss) for the period adjusted for profit (loss) from discontinued operations, income tax expense (benefit), profit on sales of an organised part of an enterprise, share of profits of equity-accounted investees, finance costs and income, and depreciation and amortisation.
Adjusted EBITDA reflects operating profit before amortisation and depreciation adjusted with noncash (Share-based payments) and one-off costs (IPO, Restructuring and acquisition costs). Adjusted EBITDA is removing the impact of expenses arising from the Management Incentive Plan (MIP) or any other employee incentive plans that will follow and costs related to certain material transactions, which the management of the Group considers not related to day to day operations.
The following table reconciles net profit to Adjusted EBITDA for the periods indicated:
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|
|---|---|---|
| Net profit / (loss) from continuing operations | 286.3 | 188.1 |
| Income tax | 100.1 | 97.7 |
| Profit / (loss) from continuing operations before tax | 386.4 | 285.8 |
| adjusted by: | ||
| - net financial costs | 79.1 | 45.6 |
| - depreciation | 443.7 | 241.9 |
| Operating EBITDA | 909.2 | 573.3 |
| - MIP Valuation | 2.2 | 55.4 |
| - LTIP Valuation | 4.2 | 2.7 |
| - IPO costs | - | 23.9 |
| - M&A costs | - | 39.3 |
| - Restructuring costs | 4.5 | - |
| Adjusted EBITDA | 920.1 | 694.6 |
7 Seasonality of operations
Group business is subject to predictable seasonality as the vast majority of our business serves the e-commerce retail industry, which is particularly active during the end-of-year holiday season that runs from mid-November, starting around Black Friday, through the end of December. As a result of these seasonal fluctuations, the Group typically experiences a peak in sales and generates a significant part of sales revenue in the fourth quarter of the year.
| Income and other operating income | Q1 | Q2 | Total |
|---|---|---|---|
| 2022 | 1,542.1 | 1,696.5 | 3,238.6 |
| 2021 | 793.1 | 857.6 | 1,650.7 |
7.1 Net finance cost
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 - |
||
|---|---|---|---|
| Foreign exchange profit | 48.4 | ||
| Other finance income | - | 0.3 | |
| Total finance income | 48.4 | 0.3 |
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
||
|---|---|---|---|
| Foreign exchange losses | - | 1.7 | |
| Interest expense | 121.8 | 41.3 | |
| Deposits, fees and commissions | 2.0 | 1.7 | |
| Other finance costs | 3.7 | 1.2 | |
| Total finance costs | 127.5 | 45.9 |
The increase in foreign exchange gains in 6 months of 2022 ended June 30, is caused by valuation effect of borrowings (bonds and loans) denominated in PLN, incurred by InPost S.A. which functional currency is EUR. Therefore due to the depreciation of PLN vs EUR foreign exchange profit was recognised on those items. These gains were not eliminated on Group level where functional currency is PLN due to technical provisions of IAS 21 which require FX translation difference to be recognised via translation reserve equity position. Described currency translation gains are of a technical accounting nature and differ from typical FX translation gains or losses which typically are an indicator of future profits or losses implied at prevailing exchange rates. In this case should the current exchange EUR/PLN rate prevail, it would in fact not result in any FX profit as PLN denominated liabilities would be repaid by the Group whose functional currency is also PLN.
8 Income tax
8.1 Income tax in profit or loss
Taxation is assessed based on annual results and, accordingly, determining the tax charge for an interim period will involve estimation of the likely effective tax rate for the year. For the period of 6 months ended 30 June 2022 and for comparative data the tax rate for the Company was 24.9%. In 2022, tax rates for the Group's companies ranged from 19% in Poland and Great Britain to 31.4% in Italy.
The management periodically reviews the approach adopted in preparation of tax returns where the applicable tax regulations are subject to interpretation. When justified, a provision is created for the expected tax payable to tax authorities.
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|
|---|---|---|
| Current income tax expense | 87.5 | 93.8 |
| Deferred income tax expense | 12.6 | 3.9 |
| Income tax expense – continued operations | 100.1 | 97.7 |
| Current income tax expense | - | - |
| Income tax expense – discontinued operations | - | - |
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|||
|---|---|---|---|---|
| Profit (loss) before tax | 386.4 | 285.8 | ||
| Tax using the Group's domestic tax rate | 24.9% | 96.2 | 24.9% | 71.2 |
| Effect of tax rates in foreign jurisdictions | (5.4%) | (20.9) | (7.5%) | (21.3) |
| Tax-exempt income | (0.7%) | (2.7) | (1.4%) | (4.1) |
| Non-deductible expenses of which | 1.3% | 4.8 | 8.8% | 25.0 |
| ‐ Share-based payments costs |
0.5% | 2.0 | 3.9% | 11.2 |
| ‐ Other non-deductible expenses |
0.8% | 2.8 | 4.9% | 13.8 |
| Unrecognised net deferred tax asset for tax losses reported during the period |
8.1% | 31.4 | 9.3% | 26.5 |
| Other | (2.3%) | (8.7) | 0.1% | 0.4 |
| Income tax expense | 100.1 | 97.7 | ||
| Effective tax rate | 25.9% | 34.2% |
8.2 Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items. In the Management's judgement, it was assessed that it is not probable that future taxable profit will be available against which the Group will be able to use benefits therefrom.
| 2022 | 2021 | |||
|---|---|---|---|---|
| Unrecognised deferred tax assets | Gross amount | Tax effect (Domestic tax rates) |
Gross amount | Tax effect (Domestic tax rates) |
| Tax losses carried forward (the UK, IT and LU) | 527.1 | 120.3 | 324.9 | 74.9 |
| Total unrecognised deferred tax assets | 527.1 | 120.3 | 324.9 | 74.9 |
| Total losses carried forward for which no deferred tax assets were recognised |
30.06.2022 | Expiry date | 31.12.2021 | Expiry date |
| Never expire | 79.0 | - | 55.7 | - |
| Will expire | 68.0 | 2039 | - | 2039 |
| Will expire | 102.0 | 2038 | 100.2 | 2038 |
| Will expire | 5.9 | 2037 | 5.9 | 2037 |
| Will expire | 107.9 | 2025 | - | 2025 |
| Will expire | 109.2 | 2024 | 108.4 | 2024 |
| Will expire | 55.1 | 2023 | 54.7 | 2023 |
| Total tax losses carried forward for which no deferred tax asset was recognised |
527.1 | 324.9 |
9 Earnings per share (EPS)
The following table reflects the profit and share information used in the basic and diluted EPS calculations:
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|
|---|---|---|
| Profit attributable to ordinary equity holders of the parent: | ||
| Continuing operations | 286.3 | 188.1 |
| Discontinued operations | (1.0) | (2.1) |
| Profit attributable to ordinary equity holders of the parent for basic EPS |
285.3 | 186.0 |
| Effect of dilution | - | - |
| Profit attributable to ordinary equity holders of the parent adjusted for the effect of dilution |
285.3 | 186.0 |
| Total number of shares issued | 500,000,000 | 500,000,000 |
|---|---|---|
| Effect of own shares held | (358,044) | - |
| Weighted average number of ordinary shares for basic EPS9 | 499,968,350 | 500,000,000 |
| Basic / Diluted earnings per share (in PLN) | 0.57 | 0.37 |
| Basic / Diluted earnings per share (in PLN) – Continuing operations |
0.57 | 0.38 |
| Basic / Diluted earnings per share (in PLN) – Discontinued operations |
0.00 | (0.01) |
10 Dividends paid and proposed for payment
In the period of 6 months ended on 30 June 2022 and until the date of authorisation of these interim condensed consolidated financial statements for issue, no dividends were paid or proposed for payment.
11 Share capital
| Series | Face value | Number of shares as at 30-06-2022 |
Number of shares 31-12-2021 |
|---|---|---|---|
| Normal shares | EUR 0.01 each | 500,000,000 | 500,000,000 |
| 500,000,000 | 500,000,000 |
As at 30 June 2022 InPost S.A. and its subsidiaries held 358,044 of treasury shares, that will be used for settlement of share-based programs in future.
12 Goodwill
Goodwill acquired through business combination is fully allocated to the International Mondial Relay segment. None of the goodwill recognised is expected to be deductible for income tax purposes. The "Mondial Relay" brand is allocated entirely to International Mondial Relay segment.
9 The weighted average number of shares takes into account the weighted average effect of changes in shares during the year.
12.1 Final accounting of acquisition of Mondial Relay
As at 30 June 2022, the Group completed process of purchase price allocation process, final fair value of assets acquired and liabilities assumed were as follows:
| Fair values as at acquisition date | |
|---|---|
| Assets (+) | |
| Intangible assets of which: | 885.5 |
| Brand | 170.8 |
| Customer relationship | 700.4 |
| Property, plant and equipment | 185.9 |
| Right-of-use assets | 196.7 |
| Other long-term receivables | 23.9 |
| Trade and other receivables | 340.3 |
| Other assets | 11.5 |
| Cash and cash equivalents | 59.2 |
| Liabilities (-) | |
| Provision for deferred tax | 213.7 |
| Other financial liabilities | 198.9 |
| Current tax liabilities | 30.2 |
| Trade and other liabilities | 293.9 |
| Employee benefits and other provisions | 80.7 |
| The fair value of identified net assets | 885.6 |
Goodwill recognised at the acquisition date:
| Fair values as at acquisition date | ||
|---|---|---|
| Purchase consideration transferred | 2,319.9 | |
| Minus: | ||
| The fair value of identified net assets | 885.6 | |
| The goodwill arising on the acquisition | 1,434.3 |
Movements in goodwill value:
| 2022 | 2021 | |
|---|---|---|
| Opening Balance | 1,459.5 | - |
| Acquisition | - | 1,434.3 |
| Effect of movements in exchange rates | 25.8 | 25.2 |
| Closing Balance | 1,485.3 | 1,459.5 |
The impairment test will be performed as at 31 December 2022. As at 30 June 2022 there were no events that would indicate impairment possibility for the assets recognised on Mondial Relay acquisition.
12.2 Impact of final settlement of the acquisition of Mondial Relay on the comparable data
As a result of finalisation of purchase price allocation in relation to the acquisition of Mondial Relay, the following adjustments were made to the comparative data in the primary statements.
Consolidated Statement of financial position
| ASSETS | Balance as at 31-12-2021 |
Finalisation of purchase price allocation |
Balance as at 31-12-2021 Restated |
|
|---|---|---|---|---|
| Non-current assets | 5,831.0 | 39.8 | 5,870.8 | |
| Goodwill | 1,434.3 | 25.2 | 1,459.5 | |
| Intangible assets | 1,036.6 | 14.6 | 1,051.2 | |
| Property, plant and equipment | 3,110.0 | - | 3,110.0 | |
| Other receivables | 31.4 | - | 31.4 | |
| Deferred tax assets | 157.8 | - | 157.8 | |
| Other assets | 60.9 | - | 60.9 | |
| Current assets | 1,461.9 | - | 1,461.9 | |
| Inventory | 10.9 | - | 10.9 | |
| Trade and other receivables | 927.1 | - | 927.1 | |
| Income tax asset | 3.7 | - | 3.7 | |
| Other assets | 27.0 | - | 27.0 | |
| Cash and cash equivalents | 493.2 | - | 493.2 | |
| TOTAL ASSETS | 7,292.9 | 39.8 | 7,332.7 | |
| EQUITY AND LIABILITIES | Balance as at 31-12-2021 |
Finalisation of purchase price allocation |
Balance as at 31-12-2021 Restated |
|
| Equity | ||||
| Equity attributable to owners of InPost | (6.9) | 36.0 | 29.1 | |
| Share capital | 22.7 | - | 22.7 | |
| Share premium | 35,122.4 | - | 35,122.4 | |
| Share capital and share premium of combining entities | - | - | - | |
| Retained earnings/ (accumulated losses) | 435.6 | - | 435.6 | |
| Reserves | (35,587.6) | 36.0 | (35,551.6) | |
| Non-controlling interests | - | - | - | |
| Non-controlling interests | - | - | - | |
| Total equity | (6.9) | 36.0 | 29.1 | |
| Liabilities | ||||
| Loans and borrowings | 4,545.8 | - | 4,545.8 | |
| Employee benefits and other provisions | 33.2 | - | 33.2 | |
| Government grants | 1.2 | - | 1.2 | |
| Deferred tax liability | 278.6 | 3.8 | 282.4 | |
| Other financial liabilities | 835.1 | - | 835.1 | |
| Total non-current liabilities | 5,693.9 | 3.8 | 5,697.7 | |
| Trade payables and other payables | 785.7 | - | 785.7 | |
| Loans and borrowings | 194.4 | - | 194.4 | |
| Current tax liabilities | 43.7 | - | 43.7 | |
| Employee benefits and other provisions | 103.2 | - | 103.2 | |
| Other financial liabilities | 357.7 | - | 357.7 | |
| Other liabilities | 121.2 | - | 121.2 | |
| Total current liabilities | 1,605.9 | - | 1,605.9 | |
| Total liabilities | 7,299.8 | 3.8 | 7,303.6 | |
| TOTAL EQUITY AND LIABILITIES | 7,292.9 | 39.8 | 7,332.7 |
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
Consolidated Statement of profit or loss and other comprehensive income
| Period of 12 months ended on 31-12-2021 |
Finalisation of purchase price allocation |
Period of 12 months ended on 31-12-2021 Restated |
|
|---|---|---|---|
| Continued operations | |||
| Revenue | 4,581.9 | - | 4,581.9 |
| Other operating income | 20.3 | - | 20.3 |
| Depreciation and amortisation | 609.7 | - | 609.7 |
| Raw materials and consumables | 89.2 | - | 89.2 |
| External services | 2,407.6 | - | 2,407.6 |
| Taxes and charges | 9.8 | - | 9.8 |
| Payroll | 493.1 | - | 493.1 |
| Social security and other benefits | 100.4 | - | 100.4 |
| Other expenses | 30.2 | - | 30.2 |
| Cost of goods and materials sold | 14.3 | - | 14.3 |
| Other operating expenses | 15.1 | - | 15.1 |
| Impairment gain/ (loss) on trade and other receivables | 6.4 | - | 6.4 |
| Total operating expenses | 3,775.8 | - | 3,775.8 |
| Operating profit | 826.4 | - | 826.4 |
| Finance income | 16.1 | - | 16.1 |
| Finance costs | 129.7 | - | 129.7 |
| Profit before tax | 712.8 | - | 712.8 |
| Income tax expense | 221.5 | - | 221.5 |
| Profit from continuing operations | 491.3 | - | 491.3 |
| Profit / (loss) from discontinued operations | 0.3 | - | 0.3 |
| Net profit / (loss) | 491.6 | - | 491.6 |
| Other comprehensive income | |||
| Exchange differences from translation of foreign operations, net of tax – Item that may be reclassified to profit or loss |
(31.0) | 36.0 | 5.0 |
| Other comprehensive income, net of tax | (31.0) | 36.0 | 5.0 |
| Total comprehensive income | 460.6 | 36.0 | 496.6 |
| Net profit (loss) attributable to owners: | |||
| From continued operations: | 491.3 | - | 491.3 |
| From discontinued operations: | 0.3 | - | 0.3 |
| Total comprehensive income attributable to owners: | |||
| From continued operations: | 454.6 | 36.0 | 490.6 |
| From discontinued operations: | 6.0 | - | 6.0 |
13 Intangible assets
| Cu sto me r ion ip lat h re s |
d Br an |
lop De nt ve me sts co |
de ks Tr a ma r |
So ftw ar e |
i b le Int ts an g as se in pr og res s |
l To ta |
|
|---|---|---|---|---|---|---|---|
| Co st at 01 -01 -20 22 |
713 .0 |
173 .8 |
150 .7 |
6.8 | 16 8.4 |
78 .1 |
1, 29 0.8 |
| A d d it ion s |
- | - | - | - | - | 58 .7 |
58 .7 |
| las i f ica ion Re t c s |
- | - | 1.6 | - | 8.5 | ( ) 10 .1 |
- |
| Ot he ts r m ov em en |
- | - | - | - | ( 0.1 ) |
- | ( 0.1 ) |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
12. 5 |
3.1 | ( ) 0.1 |
- | 0.6 | 0.1 | 16. 2 |
| Co 30 -06 -20 22 st at |
72 5.5 |
176 .9 |
152 .2 |
6.8 | 177 .4 |
126 .8 |
36 5.6 1, |
| isa ion lat d a Ac 01 -01 -20 22 rt t at cu mu e mo |
37 .5 |
10 3.7 |
1.5 | 87 .6 |
23 0.3 |
||
| - | - | ||||||
| Am isa ion fo he io d ort t r t pe r |
45 .4 |
- | 7.8 | 0.1 | 10 .9 |
- | 64 .2 |
| las i f ica ion Re t c s |
- | - | 1.3 | - | - | - | 1.3 |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
0.3 | - | ( 0.1 ) |
- | 0.2 | - | 0.4 |
| lat d a isa ion Ac 30 -0 6-2 02 2 rt t at cu mu e mo |
83 .2 |
- | 112 .7 |
1.6 | 98 .7 |
- | 29 6.2 |
| irm Im los t 0 1-0 1-2 02 2 t pa en se s a |
- | - | 2.7 | - | 6.6 | - | 9.3 |
| irm los Im t pa en s |
- | - | - | - | - | - | - |
| l o f im irm los Re t ve rsa pa en s |
- | - | - | - | - | - | - |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
- | - | - | - | - | - | - |
| irm los 0- 06 -20 22 Im t t 3 pa en se s a |
- | - | 2.7 | - | 6.6 | - | 9.3 |
| ing Ca 30 -06 -20 22 nt at rry am ou |
64 2.3 |
176 .9 |
36 .8 |
5.2 | 72 .1 |
126 .8 |
1, 06 0.1 |
| Cu sto me r ion ip lat h re s |
d Br an |
lop De nt ve me sts co |
de ks Tr a ma r |
ftw So ar e |
i b le Int ts an g as se in pr og res s |
l To ta |
|
|---|---|---|---|---|---|---|---|
| Co 01 -01 -20 21 st at |
- | - | 153 .7 |
6.0 | 14 6.6 |
14 .4 |
32 0.7 |
| d d it ion A s |
- | - | 13. 3 |
0.6 | 15. 6 |
58 .5 |
88 .0 |
| Ac is it ion f s bs i d iar qu o u y |
70 0.4 |
170 .8 |
- | 0.2 | 9.2 | 5.2 | 88 5.8 |
| isp l D os a |
- | - | ( ) 16. 8 |
- | ( ) 2.9 |
- | ( ) 19. 7 |
| f fec f m E in ha t o ts ate ov em en ex c ng e r s |
12. 6 |
3.0 | 0.5 | - | ( 0.1 ) |
- | 16. 0 |
| Co 31- 12- 20 21 st at |
713 .0 |
173 .8 |
150 .7 |
6.8 | 16 8.4 |
78 .1 |
1, 29 0.8 |
| isa ion Ac lat d a 01 -01 -20 21 rt t at cu mu e mo |
- | - | 97 .1 |
1.1 | 63 .9 |
- | 162 .1 |
| isa ion fo he io d Am ort t r t pe r |
36 .5 |
- | 15. 9 |
0.4 | 24 .3 |
- | 77 .1 |
|---|---|---|---|---|---|---|---|
| isp l D os a |
- | - | ( ) 9.4 |
- | ( ) 0.6 |
- | ( ) 10 .0 |
| f fec f m E in ha t o ts ate ov em en ex c ng e r s |
1.0 | - | 0.1 | - | - | - | 1.1 |
| isa ion lat d a Ac 31 -12 -20 21 rt t at cu mu e mo |
37 .5 |
- | 10 3.7 |
1.5 | 87 .6 |
- | 23 0.3 |
| irm Im los t 0 1-0 1-2 02 1 t pa en se s a |
- | - | 9.6 | - | 7.5 | - | 17. 1 |
| irm los Im t pa en s |
- | - | 0.6 | - | - | - | 0.6 |
| isp l D os a |
- | - | ( ) 7.5 |
- | ( 0.9 ) |
- | ( 8.4 ) |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
- | - | - | - | - | - | - |
| irm Im los t 3 1-1 2-2 02 1 t pa en se s a |
- | - | 2.7 | - | 6.6 | - | 9.3 |
| ing Ca 31 -12 -20 21 nt at rry am ou |
67 5.5 |
173 .8 |
44 .3 |
5.3 | 74 .2 |
78 .1 |
1, 05 1.2 |
14 Property, plant and equipment
| lan d e ipm Pr ert t a t op y, p n qu en |
d bu La d a n n i ing l d s |
ine Ma h d c ry an ipm t eq en u |
h ic les Ve |
he Ot r |
Ro U |
As de ts se un r ion tru ct co ns |
l To ta |
|---|---|---|---|---|---|---|---|
| Co 01 -01 -20 22 st at |
37 .9 |
2, 24 7.1 |
10 .3 |
25 .0 |
1, 69 5.0 |
28 0.1 |
4, 29 5.4 |
| d d it ion A s |
- | 8.5 | - | 3.2 | 32 4.0 |
50 3.3 |
83 9.0 |
| las i f ica ion Re t c s |
4.6 | 5.9 33 |
3.4 | 3.0 | ( 7.0 ) |
( 9.9 ) 33 |
- |
| / ina ion isp l Te D t rm os a |
- | ( ) 4.3 |
( ) 0.4 |
- | ( ) 50 .8 |
- | ( ) 55 .5 |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
0.6 | 5.6 | - | - | 7.5 | 2.6 | 16. 3 |
| Co 30 -06 -20 22 st at |
43 .1 |
2, 59 2.8 |
13. 3 |
31. 2 |
1, 96 8.7 |
44 6.1 |
5, 09 5.2 |
| iat ion lat d de 01 -01 -20 22 Ac at cu mu e pr ec |
7.3 | 58 4.1 |
1.8 | 0 13. |
56 7.1 |
- | 1, 173 .3 |
| iat ion fo he io d De r t pre c pe r |
3.3 | 129 .7 |
0.8 | 4.0 | 24 1.7 |
- | 37 9.5 |
| las i f ica ion Re t c s |
- | 6.4 | - | ( ) 0.8 |
( ) 7.0 |
- | ( ) 1.4 |
| / ina ion isp l Te D t rm os a |
- | ( ) 4.1 |
( ) 0.3 |
- | ( ) 36 .3 |
- | ( ) 40 .7 |
| he Ot ts r m ov em en |
- | - | - | - | ( ) 10 .0 |
- | ( ) 10 .0 |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
0.3 | 1.6 | - | - | 2.2 | - | 4.1 |
| iat ion lat d de Ac 30 -06 -20 22 at cu mu e pr ec |
10 .9 |
717 .7 |
2.3 | 16 .2 |
75 7.7 |
- | 1, 50 4.8 |
| irm los Im t 0 1-0 1-2 02 2 t pa en se s a |
- | 5.1 | - | - | 4.6 | 2.4 | 12. 1 |
| irm los Im t pa en s |
- | - | - | - | - | - | - |
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
| ina ion Te t rm |
- | - | - | - | - | - | - |
|---|---|---|---|---|---|---|---|
| E f fec f m in ha t o ts ate ov em en ex c ng e r s |
- | - | - | - | - | - | - |
| irm los Im t 3 0- 06 -20 22 t pa en se s a |
- | 5.1 | - | - | 4.6 | 2.4 | 12. 1 |
| ing Ca 30 -06 -20 22 nt at rry am ou |
32 .2 |
1, 87 0.0 |
11. 0 |
15. 0 |
1, 20 6.4 |
44 3.7 |
3, 57 8.3 |
| ipm lan d e Pr ert t a t op y, p n qu en |
d bu La d a n n i l d ing s |
ine Ma h & c ry ipm t eq u en |
ic h les Ve |
he Ot r |
Ro U |
As de ts se un r ion tru ct co ns |
l To ta |
|---|---|---|---|---|---|---|---|
| Co 01 -01 -20 21 st at |
.6 14 |
28 0.7 1, |
6.5 | 16 .5 |
94 2.0 |
75 .7 |
2, 6.0 33 |
| d d it ion A s |
5.4 | - | - | 1.5 | 77 2.0 |
86 4.7 |
1, 64 3.6 |
| is it ion f s bs i d iar Ac qu o u y |
10 .2 |
120 .5 |
0.1 | 0.4 | 20 0.8 |
56 .1 |
38 8.1 |
| las i f ica ion Re t c s |
8.5 | 86 0.8 |
3.7 | 7.6 | ( ) 167 .7 |
( ) 712 .9 |
- |
| / Te ina ion D isp l t rm os a |
( 0.8 ) |
( 26 .7 ) |
- | ( 1.0 ) |
( 7.7 ) |
( 3.4 ) |
( 39 .6 ) |
| Ot he ts r m ov em en |
- | - | - | - | ( 45 .4 ) |
- | ( 45 .4 ) |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
- | 11.8 | - | - | 1.0 | ( 0.1 ) |
12. 7 |
| Co 12- 20 21 st at 31- |
.9 37 |
2, 24 7.1 |
10 .3 |
25 .0 |
69 5.0 1, |
28 0.1 |
29 4, 5.4 |
| iat ion Ac lat d de 01 -01 -20 21 at cu mu e pr ec |
3.5 | 35 7.9 |
0.8 | 7.0 | 37 7.5 |
- | 74 6.7 |
| De iat ion fo he io d r t pre c pe r |
4.2 | 186 .2 |
1.0 | 6.6 | 33 4.6 |
- | 53 2.6 |
| las i f ica ion Re t c s |
- | 48 .3 |
- | - | ( 48 ) .3 |
- | - |
| / ina ion isp l Te D t rm os a |
( ) 0.4 |
( ) 11.7 |
- | ( ) 0.6 |
( ) 7.7 |
- | ( ) 20 .4 |
| he Ot ts r m ov em en |
- | - | - | - | ( ) 89 .0 |
- | ( ) 89 .0 |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
- | 3.4 | - | - | - | - | 3.4 |
| iat ion Ac lat d de 31 -12 -20 21 at cu mu e pr ec |
7.3 | 58 4.1 |
1.8 | 13. 0 |
56 7.1 |
- | 1, 173 .3 |
| irm los Im t 0 1-0 1-2 02 1 t pa en se s a |
- | 13. 5 |
- | - | 4.6 | 6.1 | 24 .2 |
| irm los Im t pa en s |
- | 0.1 | - | - | - | - | 0.1 |
| f Re l o im irm los t ve rsa pa en se s |
- | - | - | - | - | ( 3.7 ) |
( 3.7 ) |
| Te ina ion t rm |
- | ( 8.5 ) |
- | - | - | - | ( 8.5 ) |
| f fec f m in ha E t o ts ate ov em en ex c ng e r s |
- | - | - | - | - | - | - |
| irm los Im t 3 1-1 2-2 02 1 t pa en se s a |
- | 5.1 | - | - | 4.6 | 2.4 | 12. 1 |
| ing Ca 31 -12 -20 21 nt at rry am ou |
30 .6 |
1, 65 7.9 |
8.5 | 12. 0 |
1, 123 .3 |
27 7.7 |
3, 110 .0 |
15 Leases
15.1 Leasing liabilities
Leasing liabilities, along with analysis of maturity, are presented in the table below.
| Balance as at | 30-06-2022 | 31-12-2021 |
|---|---|---|
| Total | 1,311.9 | 1,192.8 |
| Up to 1 year | 422.4 | 359.8 |
| From 1 to 3 years | 415.8 | 354.5 |
| From 3 to 5 years | 289.8 | 278.0 |
| More than 5 years | 183.9 | 200.5 |
16 Other assets
| 30-06-2022 | 31-12-2021 | |
|---|---|---|
| Non-current | 60.1 | 60.9 |
| Prepaid services | 2.4 | 1.9 |
| Prepayments for property, plant and equipment and intangible assets | 57.7 | 59.0 |
| Current | 44.8 | 27.0 |
| Policies, other insurance | 5.9 | 0.5 |
| Prepaid services | 38.9 | 26.5 |
17 Trade and other receivables
| 30-06-2022 | 31-12-2021 | |
|---|---|---|
| Trade receivables | 815.8 | 799.3 |
| Other receivables | 153.1 | 127.8 |
| Trade and other receivables | 968.9 | 927.1 |
| Trade receivables | 30-06-2022 | 31-12-2021 |
|---|---|---|
| Trade receivables (gross) at amortised cost | 902.0 | 882.7 |
| Expected credit losses – individual approach | (83.7) | (81.4) |
| Expected credit losses – collective approach | (2.5) | (2.0) |
| Total trade receivables | 815.8 | 799.3 |
The movements in the expected credit losses allowance of trade receivables measured at amortised cost are set out in the table below:
| 30-06-2022 | 30-06-2021 | |
|---|---|---|
| Opening balance | 83.4 | 76.8 |
| Expected/incurred credit losses recognised / (reversed) | 2.5 | 5.3 |
| Exchange difference | 0.3 | - |
| Closing balance | 86.2 | 82.1 |
| 30-06-2022 | 30-06-2021 | |
|---|---|---|
| Opening balance | 83.4 | 76.8 |
| Expected/incurred credit losses recognised / (reversed) | 2.5 | 5.3 |
| Exchange difference | 0.3 | - |
| Closing balance | 86.2 | 82.1 |
| 30-06-2022 | 30-06-2021 | |
| Impairment loss (gain) – trade receivables | 2.5 | 5.3 |
| Total impact on profit or loss for the year | 2.5 | 5.3 |
| Of which: | ||
| Continued operations (impairment of trade receivables and other financial assets) | r 2.5 |
r 5.3 |
The expected credit loss (collective approach) is calculated as expected gross carrying amount of the financial asset at default date multiplied by expected credit loss rate, the product of probability of default index (PD) calculated for each ageing bucket (0.95% for current receivables, 3.19% for receivables between 0-60 days and 100% for the receivables over 61 days) and loss given default (LGD) index of 10.39%.
The above expected credit loss does not include the receivables from Allegro Group and Vinted UAB which was calculated separately. For those clients the following indexes were used: probability of default index (PD) calculated for each ageing bucket (0.04% for current receivables, 9.56% for receivables between 0-60 days and 100% for the receivables over 61 days) and loss given default (LGD) index of 1.89%. The gross amount of receivables for those clients as at 30 June 2022 amounted to PLN 111.6 m however as almost all of them are classified as current – the expected credit loss for those clients is below Group materiality.
| Trade receivables | ||||
|---|---|---|---|---|
| 30-06-2022 | Current | 0-60 days | 61-365 days | Total |
| Expected credit loss rate | 0.1% | 0.3% | 10.4% | |
| Estimated gross carrying amount at default | 503.1 | 84.5 | 16.0 | 603.6 |
| Expected credit loss | 0.5 | 0.3 | 1.7 | 2.5 |
| Trade receivables | ||||
|---|---|---|---|---|
| 31-12-2021 | Current | 0-60 days | 61-365 days | Total |
| Expected credit loss rate | 0.1% | 0.3% | 10.4% | |
| Estimated gross carrying amount at default | 698.2 | 113.3 | 9.0 | 820.5 |
| Expected credit loss | 0.7 | 0.4 | 0.9 | 2.0 |
18 Cash and cash equivalents
| 30-06-2022 | 31-12-2021 | |
|---|---|---|
| Cash in bank and on hand, including: | 328.6 | 493.2 |
| Cash in VAT accounts (restricted) | 7.2 | 2.9 |
| Total cash | 328.6 | 493.2 |
| Including in currency: | 159.9 | 336.4 |
| Cash in EUR converted to PLN | 139.6 | 312.0 |
| Cash in GBP converted to PLN | 19.6 | 23.1 |
| Cash in USD converted to PLN | 0.7 | 1.3 |
| Cash in other foreign currencies converted to PLN | - | - |
Cash on bank accounts meets the SPPI test and the business model test "held to collect", therefore it is measured at amortised cost including an impairment loss determined in accordance with the expected credit loss model. Management of the Group has assessed that the provision for expected credit losses related to cash and cash equivalents would not be material in any of the periods presented.
DocuSign Envelope ID: 7451CEFE-0534-4662-AA82-1274EC6A9445
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
| Rating | Amount as at 31-12-2022 | Amount as at 31-12-2021 | |
|---|---|---|---|
| Bank 1 | AAA/baa1 | 139.0 | 171.4 |
| Bank 2 | A+/n/a | 50.0 | 123.8 |
| Bank 3 | AA-/Aa3 | 55.8 | 123.6 |
| Bank 4 | BBB/A2 | 34.0 | 27.6 |
| Bank 5 | A/Baa1 | 19.6 | 22.7 |
| Bank 6 | BBB+/baa1 | 19.1 | 15.2 |
| Bank 7 | BBB+/baa2 | 7.3 | 6.7 |
| Bank 8 | n/a/baa2 | 3.6 | 2.2 |
| Bank 9 | BBB/Baa2 | 0.2 | - |
| Total | 328.6 | 493.2 |
19 Loans and borrowings
| 30-06-2022 | 31-12-2021 | |
|---|---|---|
| Current liabilities | 145.1 | 194.4 |
| Bank loans | 90.1 | 88.9 |
| Bonds | 36.4 | 86.2 |
| Loans secured by fixed assets | 18.6 | 19.3 |
| Non-current liabilities | 4,714.7 | 4,545.8 |
| Bank loans | 1,937.5 | 1,857.0 |
| Bonds | 2,748.3 | 2,650.6 |
| Loans secured by fixed assets | 28.9 | 38.2 |
| Total | 4,859.8 | 4,740.2 |
The most of loans and all bonds are paid as lump sum in due date.
The table below shows the details of loans and borrowings in 2022:
| de Le n rs |
Ty pe |
Cu rre nc y |
Ag nt ree me |
Pu rp os e |
C ha ng es |
Int t er es rat e |
ina l No m lue va |
ing Ca rry nt am ou 20 22 |
Du e da te |
Co nt ve na s |
|---|---|---|---|---|---|---|---|---|---|---|
| 10 ks Ba n |
Te rm i l ity Fa c |
PL N |
f Ag nt ree me o / / 25 01 20 21 IPO i l it ies Fa c |
i f ie d No t s pe c |
On 12 O be r 2 02 1 cto k P ls ka DN B B S. A. an o lac d in he t wa s r ep e ba k c ium by rt n on so d it A ico le k Cr Ba e gr n ls ka Po S. A. |
IBO W R 1M 2% + |
PL N 1, 95 0.0 m |
96 5.0 1, |
28 -01 - 20 26 |
ina ia l co de F nt nc ve na un r he ior fac i l it ies t to se n int in im ma a a m ax um lev io f 4 .25 t era ge ra o × lcu lat d o ba is o f ca e n s de f in it ion in nt s ag ree me |
| lv ing Re vo fac i l ity |
Ag nt ree me |
PL N 80 0.0 m |
62 .6 |
|||||||
| ior Se n d Un se cu re No tes |
EU R |
Ag nt ree me da d te / / 24 06 20 21 – ha Pu rc se Ag nt ree me |
f t he As rt o pa f ina ing for he t nc is it ion f ac qu o d ia l R lay Mo SA S n e |
/ ing BB Ba 2 – t ra |
2.2 5% |
EU R 49 0.0 m |
PL N 2, 27 9.3 ( EU R ) 48 7.0 |
07 15- - 20 27 |
he i l l co in T tes nta no w fo sto nts cu ma ry co ve na r h is t f f ina ing it h t yp e o nc , w he ize f ba ke be t ts to s o s d ju d t f lec he ste t t a o r e 's n ds d t he Iss ue r ee an ke d it ion he t c t t ma r on s a im f p ic ing t e o r |
|
| ior Se n Se d cu re ds Bo n |
PL N |
Ag nt ree me da d te / / 11 05 20 21 – 's P InP l is h t os o bo d p n rog ram |
f t he As rt o pa f for ina ing he t nc is it ion f ac qu o Mo d ia l R lay SA S n e d g l an en era rat co rpo e p ur po se s |
ing Ba 2 – t ra |
2.9 0% + W IBO R 6M |
PL N 5 00 .0 m |
50 5.4 |
29 -07 - 20 27 |
l i da d N Co Le te et ns o ve rag e Ra io x. 4 .25 t ma x |
For the period ended 30 June 2022, InPost S.A. and its subsidiaries complied with all the covenants requirements.
10 Bank Handlowy w Warszawie S.A., Bank Pekao S.A., BNP Paribas Bank Polski S.A., Goldman Sachs Bank Europe SE, JP Morgan AG, mBank S.A., PKO BP S.A., Barclays Bank Ireland PLC, DNB Bank Polska S.A., Erste Group Bank AG, ING Bank Śląski S.A., Credit Agricole Bank Polska S.A. – Term Facility.
20 Reconciliation of movements of liabilities to cash flows arising from financing activities
| 30-06-2022 | Loans and borrowings |
Lease liabilities |
Factoring liabilities |
|---|---|---|---|
| Amount at the beginning of period | 4,740.2 | 1,192.8 | - |
| Changes from financing cash flows | |||
| Proceeds from loans and borrowings | 62.5 | - | - |
| Payment of principal portion of lease liability | - | (227.8) | - |
| Repayment of loans and credits | (9.9) | - | - |
| Repayment of interest and commission | (77.3) | (17.4) | - |
| Total changes from financing cash flows | (24.7) | (245.2) | - |
| Other changes | |||
| Lease additions | - | 324.0 | - |
| Interest cost | 104.8 | 14.3 | - |
| Other changes | - | 11.9 | - |
| Effect of changes in foreign exchange rates | 39.5 | 14.1 | - |
| Total liability-related other changes | 144.3 | 364.3 | - |
| Amount at the end of period | 4,859.8 | 1,311.9 | - |
| 30-06-2021 | Loans and borrowings |
Lease liabilities |
Factoring liabilities |
|---|---|---|---|
| Amount at the beginning of period | 767.1 | 536.6 | 0.1 |
| Changes from financing cash flows | |||
| Proceeds from loans and borrowings | 2,639.8 | - | - |
| Proceeds from bonds | 2,215.2 | - | - |
| Payment of principal portion of lease liability | - | (124.6) | - |
| Repayment of loans and credits | (649.5) | - | - |
| Repayment of interest and commission on the loan | (47.7) | (12.6) | - |
| Repayment of interest and commission on the bond | (45.4) | - | - |
| Total changes from financing cash flows | 4,112.4 | (137.2) | - |
| Other changes | |||
| Lease additions | - | 186.9 | - |
| Interest cost | 33.8 | 12.6 | - |
| Other changes | 2.2 | (14.4) | (0.1) |
| Effect of changes in foreign exchange rates | (45.7) | (7.0) | - |
| Total liability-related other changes | (9.7) | 178.1 | (0.1) |
| Amount at the end of period | 4,869.8 | 577.5 | - |
21 Contingent liabilities
With regard to contingent liabilities there are no significant changes to the information disclosed in the consolidated financial statement of InPost Group for 2021.
22 Provisions and accruals
| Actuarial Employee benefits |
Performance Bonuses |
Cash Bonus Plan |
Provision for holidays and bonuses |
Other | Total | |
|---|---|---|---|---|---|---|
| Balance as at 31-12-2021 | 72.7 | 16.3 | 24.5 | 11.7 | 11.2 | 136.4 |
| Recognition/ Creation | - | 6.1 | - | 8.7 | 4.5 | 19.3 |
| Reversal | (7.5) | - | (5.7) | - | - | (13.2) |
| Utilisation | - | (12.1) | (5.8) | (11.7) | - | (29.6) |
| Foreign exchange rate impact |
0.8 | - | - | - | 0.3 | 1.1 |
| Balance as at 30-06-2022 | 66.0 | 10.3 | 13.0 | 8.7 | 16.0 | 114.0 |
23 Share-based payment
23.1 Management Incentive Plan
Model of shares valuation of the Management Incentive Plan ("MIP") did not change in the 6 months period ended 30 June 2022 in comparison to year 2021. Management has changed one assumption connected with anticipated exit dates to 2025 (vesting of 50% of remaining program) and 2026 (vesting of 50% of remaining program).
The following table presents the number and change in MIP Shares during the year:
| 30-06-2022 | 31-12-2021 | ||
|---|---|---|---|
| MIP Shares granted | MIP Shares granted | ||
| Outstanding at 1 January | 1,054,759 | 971,976 | |
| Granted during the year | - | 111,328 | |
| Forfeited during the year | - | - | |
| Exercised during the year | - | 28,545 | |
| Expired during the year | - | - | |
| Outstanding at the end of period | 1,054,759 | 1,054,759 |
Accordingly, the Company recognizes an expense over the vesting period along with a corresponding parent contribution recognised in equity (other provisions) for the MIP Shares granted on those dates.
| 30-06-2022 | 30-06-2021 | |
|---|---|---|
| Expense arising from MIP | 2.2 | 55.4 |
| Total expense | 2.2 | 55.4 |
23.2 Long Term Incentive Plan
The conditions for the 2021 Long Term Incentive Plan ("LTIP") realisation are based on a three-year performance period (from 2021 to 2023). Depending on the EBITDA target realisation in 2023 vs. the minimum level of PLN 2.85 bn, the granted shares will either vest in full, vest partially or not vest at all. The Management's assumption is that the shares will vest in 50% on the 3rd anniversary of the grant. As of 30 June 2022 the assumption is also that no Managers will leave the Group before the shares vest. The shares that will vest under plan will not have exercise price.
During Annual General Meeting of Shareholders dated 19 May 2022 it was decided that shares granted will be purchased from the Market by the InPost S.A. or its subsidiaries when programme is settled. The granted shares value is calculated as average price of InPost. S.A. shares on Euronext stock exchange over 60 days period prior granting.
The following table presents the number and change in LTIP Shares during the year:
| 30-06-2022 | 31-12-2021 | ||
|---|---|---|---|
| LTIP Shares granted | LTIP Shares granted | ||
| Outstanding at 1 January | 779,165 | - | |
| Granted during the year | 160,104 | 833,029 | |
| Forfeited during the year | 35,219 | 53,864 | |
| Exercised during the year | - | - | |
| Expired during the year | - | - | |
| Unvested during the year | 389,492 | - | |
| Outstanding at the end of period | 514,558 | 779,165 |
| 30-06-2022 | 30-06-2021 | |
|---|---|---|
| Expense arising from LTIP | 4.2 | 2.7 |
| Total expense | 4.2 | 2.7 |
23.3 Performance bonuses
On 10 June 2022 new remuneration policy was adopted, with changes in policy it was decided that yearly performance bonuses previously paid in cash will be partially paid in shares. Senior Management entitled to receive performance bonuses was divided in 3 groups – 1st and 2nd group participants will receive 50% and 33% respectively of their yearly performance bonuses in shares. Performance Bonuses for year 2021 were settled in June 2022, entitled employees received 141,956 shares with value of 5.17 EUR per share at settlement date.
In calculation of the performance bonus plan of 2022 performance program, the management assumption is that participants will complete all their personal goals on level of 100% (out of maximum 200% realisation) which will entitle them to receive 50% of maximum bonus level. The grant date was assumed at 1 April 2022, with 100% of shares vesting on 31 March 2023.
The following table presents the number and change in Performance Bonus Shares during the year:
| 30-06-2022 | ||
|---|---|---|
| Performance Bonus Shares granted | ||
| Outstanding at 1 January | - | |
| Granted during the year | 356,313 | |
| Forfeited during the year | - | |
| Exercised during the year | 141,956 | |
| Expired during the year | - | |
| Outstanding at the end of period | 214,357 | |
| 30-06-2022 | |
|---|---|
| Expense arising from Performance Bonuses paid in shares | 1.6 |
| Total expense | 1.6 |
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
24 Other liabilities
| Current other liabilities | 30-06-2022 | 31-12-2021 |
|---|---|---|
| Non-financial liabilities | 111.1 | 121.2 |
| Payroll liabilities | 37.3 | 33.0 |
| Advances received | 0.1 | - |
| Liabilities to the state | 73.7 | 88.2 |
| Financial liabilities | - | - |
| Other current liabilities total | 111.1 | 121.2 |
25 Trade and other payables
| 30-06-2022 | 31-12-2021 | |
|---|---|---|
| Financial liabilities | ||
| Trade payables | 669.2 | 665.9 |
| To third parties | 669.2 | 665.9 |
| Other payables | 82.1 | 119.8 |
| Liabilities from settlement of cash-on-delivery option | 6.1 | 10.0 |
| Investment liabilities | 66.1 | 98.8 |
| Other | 9.9 | 11.0 |
| Trade and other liabilities total | 751.3 | 785.7 |
26 Guarantees and other securities
As at 30 June 2022 the total amount of granted bank guarantees on behalf of companies from the Group amounted to PLN 119.5 m (as at 30 June 2021 amounted to PLN 86.2 m). Bank guarantees are a collateral for the obligations from contracts signed by the Group.
27 Related-party transactions
The services rendered to the Group by related parties (Key Management personnel) consist of the following: management, quality control, marketing, distribution, advertising, legal or consulting and are specifically conditioned by remuneration policy which was adopted by Remuneration Committee of Supervisory Board.
As at 30 June 2022, the amount of outstanding balances of receivables and liabilities from related parties amounted to nil.
| Related party transactions | |||
|---|---|---|---|
| Entity's name (Key Management personnel) | 30-06-2022 | 30-06-2021 | |
| Purchases | |||
| Consulting Services Marcin Pulchny | 0.3 | 0.3 | |
| F.H. Fenix Rafał Brzoska | 2.0 | 0.9 | |
| Lidar Management Dariusz Lipiński | 0.5 | 0.4 | |
| FINSTRAT Adam Aleksandrowicz | 1.1 | 0.6 | |
| DAGMARA BRZEZIŃSKA CONSULTING | 0.3 | - | |
| QUANTUM Damian Niewiadomski | 0.3 | 0.3 | |
| Total | 4.5 | 2.5 |
All related party transactions were made on terms equivalent to those that prevail in arm's length transactions.
| Entity's name (shareholder) | 30-06-2022 | 31-12-2021 |
|---|---|---|
| Liabilities | ||
| Advent International Corporation | - | 0.8 |
| Total | - | 0.8 |
| Related party transactions and balances | ||||
|---|---|---|---|---|
| Entity's name | Transactions | Balances | ||
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
As at 30-06-2022 |
As at 31-12-2021 |
|
| AI Prime Bidco S. a r. l. | ||||
| Finance costs | - | 3.7 | - | - |
28 Key personnel remuneration
| Period of 6 months ended on 30-06-2022 |
Period of 6 months ended on 30-06-2021 |
|
|---|---|---|
| Management Board of which: | 9.0 | 5.5 |
| Share-based | 3.0 | 1.3 |
| Short-term employee benefits | 6.0 | 4.2 |
| Executive Committee of which: | 2.6 | 2.2 |
| Share-based | 0.6 | 0.3 |
| Short-term employee benefits | 2.0 | 1.9 |
| Supervisory board of which: | 1.4 | 1.0 |
| Share-based | - | - |
| Short-term employee benefits | 1.4 | 1.0 |
| Total key personnel remuneration | 13.0 | 8.7 |
29 Financial instruments by category
| Category under IFRS 9 | Carrying amount | ||
|---|---|---|---|
| 30-06-2022 | 31-12-2021 | ||
| Financial assets not measured at fair value | |||
| Trade receivables not transferred to non recourse factoring and other receivables |
At amortised cost | 815.8 | 799.3 |
| Other receivables – current | At amortised cost | 133.0 | 104.1 |
| Other receivables – non-current | At amortised cost | 24.3 | 31.4 |
| Cash and cash equivalents | At amortised cost | 328.6 | 493.2 |
| Total financial assets | 1,301.7 | 1,428.0 |
Interim Condensed Consolidated Financial Statements of InPost S.A. and its subsidiaries for the period of 6 months ended on 30 June 2022 (in millions PLN)
| Carrying amount | |||
|---|---|---|---|
| Category under IFRS 9 | 30-06-2022 | 31-12-2021 | |
| Financial liabilities not measured at fair value | |||
| Current loans and borrowings | At amortised cost | 145.1 | 194.4 |
| Non-current loans and borrowings | At amortised cost | 1,929.9 | 1,808.9 |
| Bonds | At amortised cost | 2,784.8 | 2,736.9 |
| Trade and other payables | At amortised cost | 751.3 | 785.7 |
| Non-current lease liabilities | Other financial liabilities | 889.6 | 835.1 |
| Current lease liabilities | Other financial liabilities | 422.3 | 357.7 |
| Total financial liabilities | 6,923.0 | 6,718.7 |
In case of financial assets and financial liabilities not measured at fair value, their carrying amounts are reasonable approximation of their fair values as at 30 June 2022 and 31 December 2021.
30 Financial risk management objectives
With regard to the assessment of financial risk management, there are no significant changes to the information disclosed in the annual consolidated financial statements of the InPost Group for 2021.
31 Events after the balance sheet date
There were no significant events after the balance sheet date.
Luxembourg, 31 August 2022
Rafał Brzoska
President of the Management Board
Adam Aleksandrowicz
Vice President of the Management Board
Michael Rouse
Vice President of the Management Board