Quarterly Report • Sep 28, 2023
Quarterly Report
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| Financial highlights 3 |
|---|
| Interim condensed statement of comprehensive income 4 |
| Interim condensed statement of financial position 5 |
| Interim condensed statement of changes in equity 6 |
| Interim condensed statement of cash flows 7 |
| Notes to the interim condensed financial statements 8 |
| 1. Basis of accounting used in preparing the interim condensed financial statements 8 1.1. Compliance statement 8 1.2. Accounting policies and data presentation 9 |
| 2. Selected additional information and notes 13 2.1. Business segment reporting 13 2.2. Impairment testing 18 2.3. Execution of Waiver and Amendment Letters 19 2.4. Impact of the war in Ukraine20 2.5. Information on sanctions 21 2.6. Other information 21 2.7. Notes 22 Note 1. Revenue from contracts with customers 22 Note 2. Operating expenses 25 Note 3. Other income26 Note 4. Other expenses 26 Note 5. Finance income 26 Note 6. Finance costs 27 Note 7. Income tax28 Note 7.1. Income tax expense disclosed in the statement of profit or loss28 Note 7.2. Effective tax rate 28 Note 7.3. Income tax expense disclosed in other comprehensive income 28 Note 7.4. Deferred tax assets and liabilities 29 Note 8. Property, plant and equipment30 Note 9. Right-of-use assets 31 Note 10. Intangible assets31 Note 11. Financial assets31 Note 11.1. Shares 31 Note 11.2. Other financial assets 32 Note 12. Property rights32 Note 12.1. CO2 emission allowances32 Note 13. Trade and other receivables33 Note 14. Cash 33 Note 15. Borrowings 33 Note 16. Other financial liabilities36 Note 17. Employee benefit obligations36 Note 18. Trade and other payables 37 Note 19. Provisions37 |
| Note 20. Grants37 Note 21. Other information38 Note 22. Financial instruments38 |
| Note 23. Contingent liabilities, contingent assets, sureties and guarantees 42 Note 24. Related-party transactions43 Note 25. Investment commitments 45 |
| Note 26. Events after the reporting date 46 |
| (PLN '000) | (EUR '000) | ||||
|---|---|---|---|---|---|
| For the period Jan 1 − |
For the period Jan 1 − |
For the period Jan 1 − |
For the period Jan 1 − |
||
| Jun 30 2023 unaudited |
Jun 30 2022 unaudited |
Jun 30 2023 unaudited |
Jun 30 2022 unaudited |
||
| Revenue | 1,161,365 | 2,073,197 | 251,759 | 446,550 | |
| Operating (loss)/profit | (261,671) | 279,757 | (56,725) | 60,257 | |
| (Loss)/profit before tax | (145,038) | 560,800 | (31,441) | 120,792 | |
| Net (loss)/profit Comprehensive income for the |
(105,246) | 512,977 | (22,815) | 110,491 | |
| period | (80,760) | 511,200 | (17,507) | 110,108 | |
| Number of shares Earnings/(loss) per ordinary share |
99,195,484 | 99,195,484 | 99,195,484 | 99,195,484 | |
| (PLN) | (1.06) | 5.17 | (0.23) | 1.11 | |
| Net cash from operating activities | 381,424 | 189,730 | 82,685 | 40,866 | |
| Net cash from investing activities | 46,244 | 14,976 | 10,025 | 3,226 | |
| Net cash from financing activities | (699,469) | (1,451,552) | (151,630) | (312,653) | |
| Total net cash flows Cash and cash equivalents at |
(271,801) | (1,246,846) | (58,921) | (268,561) | |
| beginning of period Cash and cash equivalents at end of |
1,341,688 | 1,816,416 | 290,849 | 391,241 | |
| period | 1,069,782 | 569,781 | 231,906 | 122,726 | |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
||
| Non-current assets | 8,738,019 | 8,752,737 | 1,963,467 | 1,866,295 | |
| Current assets | 2,373,581 | 2,606,300 | 533,353 | 555,726 | |
| Non-current liabilities | 230,870 | 2,487,605 | 51,877 | 530,417 | |
| Current liabilities | 5,493,160 | 3,403,102 | 1,234,335 | 725,624 | |
| Equity | 5,387,570 | 5,468,330 | 1,210,608 | 1,165,980 | |
| Share capital | 495,977 | 495,977 | 111,448 | 105,754 |
Selected items of the statement of comprehensive income, statement of financial position and statement of cash flows were translated into the euro using the generally applicable method described below:
• Items of assets and equity and liabilities in the statement of financial position were translated at the exchange rate effective for the last day of the reporting period: the exchange rate as at June 30th 2023 was EUR 1 = PLN 4.4503 (table No. 125/A/NBP/2023);
the exchange rate as at December 30th 2022 was EUR 1 = PLN 4.6899 (table No. 252/A/NBP/2022);
• Items of the statement of comprehensive income and statement of cash flows were translated using the arithmetic average of the EUR/PLN rates quoted by the National Bank of Poland as effective for the last day of each month in the reporting period:
in the period January 1st–June 30th 2023, the average exchange rate was EUR 1 = PLN 4.6130;
in the period January 1st–June 30th 2022, the average exchange rate was EUR 1 = PLN 4.6427.
The translation was made using the exchange rates specified above by dividing amounts expressed in thousands of the złoty by the exchange rate.
| Note | For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|---|
| Profits and losses | |||||
| Revenue | 1 | 1,161,365 | 2,073,197 | 509,488 | 963,184 |
| Cost of sales | 2 | (1,321,107) | (1,601,285) | (668,559) | (763,520) |
| Gross (loss)/profit | (159,742) | 471,912 | (159,071) | 199,664 | |
| Selling and distribution expenses | 2 | (53,251) | (72,500) | (25,579) | (37,232) |
| Administrative expenses | 2 | (97,124) | (107,398) | (51,768) | (59,071) |
| Other income | 3 | 59,606 | 6,777 | 3,968 | 4,168 |
| Other expenses | 4 | (11,160) | (19,034) | (7,195) | (12,796) |
| Operating (loss)/profit | (261,671) | 279,757 | (239,645) | 94,733 | |
| Finance income | 5 | 277,754 | 362,487 | 237,755 | 320,453 |
| Finance costs | 6 | (161,121) | (81,444) | (89,709) | (46,134) |
| Net finance income | 116,633 | 281,043 | 148,046 | 274,319 | |
| (Loss)/profit before tax | (145,038) | 560,800 | (91,599) | 369,052 | |
| Income tax | 7 | 39,792 | (47,823) | 60,741 | (14,441) |
| Net (loss)/profit | (105,246) | 512,977 | (30,858) | 354,611 | |
| Other comprehensive income Items that will not be reclassified to profit or loss Actuarial (losses)/gains from defined benefit plans Losses on remeasurement of equity |
(11,095) | 10,518 | (11,095) | 10,518 | |
| instruments at fair value through other comprehensive income Tax on items that will not be |
- | (2,569) | - | (2,569) | |
| reclassified to profit or loss | 7.3 | 2,108 | (1,510) | 2,108 | (1,510) |
| Total items that will not be reclassified to profit or loss Items that are or will be reclassified to |
(8,987) | 6,439 | (8,987) | 6,439 | |
| profit or loss Cash flow hedges – effective portion of fair-value change Income tax relating to items that are or will be reclassified to profit or loss |
7.3 | 41,325 (7,852) |
(10,143) 1,927 |
36,025 (6,845) |
(2,132) 405 |
| Total items that are or will be | |||||
| reclassified to profit or loss | 33,473 | (8,216) | 29,180 | (1,727) | |
| Total other comprehensive income | 24,486 | (1,777) | 20,193 | 4,712 | |
| Comprehensive income for the period | (80,760) | 511,200 | (10,665) | 359,323 | |
| (Loss)/earnings per share: Basic (PLN) Diluted (PLN) |
(1.06) (1.06) |
5.17 5.17 |
(0.31) (0.31) |
3.57 3.57 |
| unaudited audited Non-current assets Property, plant and equipment 1,709,848 1,715,567 Right-of-use assets 74,016 47,445 Investment property 26,264 19,688 Intangible assets 42,907 44,122 Shares 5,719,622 5,719,622 Other financial assets 1,078,051 1,155,408 Other receivables 28,817 29,189 Deferred tax assets 58,494 21,696 Total non-current assets 8,738,019 8,752,737 Current assets Inventories 364,276 497,333 Property rights 237,621 225,725 Derivative financial instruments 1,487 981 Other financial assets 167,095 141,405 Trade and other receivables 533,320 399,168 Cash and cash equivalents 1,069,782 1,341,688 Total current assets 2,373,581 2,606,300 Total assets 11,111,600 11,359,037 Equity Share capital 495,977 495,977 Share premium 2,418,270 2,418,270 Hedging reserve (10,185) (43,658) Retained earnings 2,483,508 2,597,741 Total equity 5,387,570 5,468,330 Liabilities Borrowings - 2,291,834 Lease liabilities 71,293 39,308 Other financial liabilities 14,802 23,340 Employee benefit obligations 68,743 55,930 Provisions 28,359 28,358 Grants 47,673 48,835 Total non-current liabilities 230,870 2,487,605 Borrowings 4,547,905 2,245,834 |
|---|
| Lease liabilities 15,295 14,677 |
| Other financial liabilities 328,091 192,339 |
| Employee benefit obligations 6,157 5,987 |
| Current tax liabilities 10 19,532 |
| Trade and other payables 463,159 898,085 |
| Provisions 13,971 24,127 |
| Grants 118,572 2,521 |
| Total current liabilities 5,493,160 3,403,102 |
| Total liabilities 5,724,030 5,890,707 |
| Total equity and liabilities 11,111,600 11,359,037 |
| Share capital | Share premium | Hedging reserve | Retained earnings | Total equity | |
|---|---|---|---|---|---|
| As at Jan 1 2023 | 495,977 | 2,418,270 | (43,658) | 2,597,741 | 5,468,330 |
| Profit or loss and other comprehensive income | |||||
| Net loss | - | - | (105,246) | (105,246) | |
| Other comprehensive income | - | - | 33,473 | (8,987) | 24,486 |
| Comprehensive income for the period | - | - | 33,473 | (114,233) | (80,760) |
| Balance as at Jun 30 2023 (unaudited) | 495,977 | 2,418,270 | (10,185) | 2,483,508 | 5,387,570 |
| As at Jan 1 2022 | 495,977 | 2,418,270 | (39,268) | 2,246,437 | 5,121,416 |
| Profit or loss and other comprehensive income | |||||
| Net profit | - | - | - | 512,977 | 512,977 |
| Other comprehensive income | - | - | (8,216) | 6,439 | (1,777) |
| Comprehensive income for the period | - | - | (8,216) | 519,416 | 511,200 |
| Balance as at Jun 30 2022 (unaudited) | 495,977 | 2,418,270 | (47,484) | 2,765,853 | 5,632,616 |
| For the period | For the period | |
|---|---|---|
| Jan 1 − Jun 30 2023 |
Jan 1 − Jun 30 2022 |
|
| unaudited | unaudited | |
| Cash flows from operating activities | ||
| (Loss)/profit before tax | (145,038) | 560,800 |
| Depreciation and amortisation | 72,808 | 67,513 |
| Impairment losses | 195 | 479 |
| Loss on investing activities | 377 | 459 |
| Interest, foreign exchange gains or losses | 54,804 | 35,137 |
| Dividends | (183,862) | (273,501) |
| Loss/(gain) on change in fair value of financial assets | 6,980 | (32,352) |
| Decrease/(increase) in trade and other receivables | 49,709 | (134,599) |
| Decrease/(increase) in inventories and property rights | 121,161 | (158,396) |
| Increase in trade and other payables | 322,361 | 38,582 |
| Increase/(decrease) in provisions | (10,156) | 9,175 |
| Increase/(decrease) in employee benefit obligations | 1,888 | (408) |
| Increase in grants | 114,736 | 99,470 |
| Other adjustments | (2,267) | (3,000) |
| Income tax paid | (22,272) | (19,629) |
| Net cash from operating activities | 381,424 | 189,730 |
| Cash flows from investing activities | ||
| Proceeds from sale of intangible assets, property, plant and | ||
| equipment, and investment property Acquisition of intangible assets, property, plant and equipment, |
562 | 961 |
| and investment property | (64,866) | (86,544) |
| Acquisition of other financial assets | - | (12,005) |
| Interest received | 49,001 | 19,848 |
| Repayments of loans | 62,482 | 93,626 |
| Other investing proceeds/(disbursements) | (935) | (910) |
| Net cash from investing activities | 46,244 | 14,976 |
| Cash flows from financing activities | ||
| Proceeds from borrowings | 1,447,420 | - |
| Repayment of borrowings | (1,380,244) | (821,615) |
| Interest paid | (145,365) | (57,453) |
| Commission fees on bank borrowings | (2,114) | (2,220) |
| Payment of lease liabilities | (9,254) | (7,148) |
| Payment of reverse factoring liabilities | (608,831) | (564,133) |
| Other financing proceeds/(disbursements) | (1,081) | 1,017 |
| Net cash from financing activities | (699,469) | (1,451,552) |
| Total net cash flows | (271,801) | (1,246,846) |
| Cash and cash equivalents at beginning of period | 1,341,688 | 1,816,416 |
| Effect of exchange rate fluctuations on cash held | (105) | 211 |
| Cash and cash equivalents at end of period | 1,069,782 | 569,781 |
Grupa Azoty Spółka Akcyjna (the "Company") is a joint stock company with its registered office in Tarnów, Poland. The Company shares are publicly traded on the Warsaw Stock Exchange.
These interim condensed financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. These interim condensed financial statements of the Company cover the six months ended June 30th 2023 and contain comparative data for the six months ended June 30th 2022 and as at December 31st 2022.
The Company is entered in the Register of Businesses in the National Court Register maintained by the District Court in Kraków, 12th Commercial Division of the National Court Register, under No. KRS 0000075450. The Company's REGON number for public statistics purposes is 850002268.
The Company has been established for an indefinite period.
Grupa Azoty's business includes in particular:
These interim condensed financial statements of the Company for the six months ended June 30th 2023 were authorised for issue by the Management Board on September 27th 2023.
The interim condensed financial statements do not include all the information and disclosures required to be included in full-year financial statements and should be read in conjunction with the full-year financial statements of Grupa Azoty Spółka Akcyjna for the 12 months ended December 31st 2022, prepared in accordance with International Financial Reporting Standards as endorsed by the European Union and authorised for issue on March 30th 2023.
The Company's interim financial results may not be indicative of its potential full-year financial results.
All amounts in these interim condensed financial statements are presented in thousands of złoty.
These interim condensed financial statements have been prepared on the assumption that the Company will continue as a going concern for the foreseeable future.
As at the date of authorisation of these condensed interim financial statements, the Company's Management Board did not identify any circumstances which could indicate any uncertainty as to the ability of the Company and the Grupa Azoty Group ("Grupa Azoty", "Grupa Azoty Group", the "Group") to continue as a going concern in a substantially unchanged manner in the foreseeable future, i.e., for a period of at least 12 months from the date of these financial statements.
In assessing circumstances which could indicate a threat to the Group companies continuing as a going concern, the Company's Management Board took into account, among other things, the impact of the war in Ukraine and the effect of exceeding, as at June 30th 2023, the Net Debt to EBITDA ratio cap permitted under the Grupa Azoty Group Financing Agreements.
For information on the signed Waiver and Amendment Letters (the "Waiver and Amendment Letters") and on the reclassification of a portion of liabilities under borrowings to current liabilities, see Section 2.3 and Note 15. For information on the impact of the war in Ukraine on the Company's situation, see Section 2.4 and the discussion of the individual areas of the Group's business contained in the Directors' Report on the Group's operations.
Furthermore, the Company and the other Group companies have implemented various measures to uphold their market position and ensure the necessary level of sales and financial performance. These measures include in particular:
The accounting policies applied to prepare these interim condensed financial statements are consistent with those applied to draw up the Company's full-year financial statements for the year ended December 31st 2022.
The following standards effective as of 2023 have no material impact on the Company's operations or its financial reporting:
| Standard | Description of amendments | Effect on financial statements |
|---|---|---|
| IFRS 17 Insurance Contracts |
The new standard was issued on May 18th 2017 and subsequently amended on June 25th 2020, and is effective for annual periods beginning on or after January 1st 2023. Early application is permitted as long as IFRS 15 and IFRS 9 are also applied. The standard supersedes earlier regulations on insurance contracts (IFRS 4). On June 25th 2020, IFRS 4 was also amended to defer the effective date of IFRS 9 Financial Instruments for insurers until January 1st 2023. |
The amendment has no material effect on the financial statements. |
| IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current |
Amendments to IAS 1 were issued on January 23rd 2020 with its effective date subsequently modified in July 2020, and are effective for annual periods beginning on or after January 1st 2023. The amendment redefines the criteria for classifying liabilities as current. The amendment may affect the presentation of liabilities and their reclassification between current and non-current. |
The amendment has no material effect on the financial statements. |
| IAS 1 Presentation of Financial Statements: Disclosure of Accounting Policies IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates |
The amendments were issued on February 12th 2021, and are effective for annual periods beginning on or after January 1st 2023. The purpose of these amendments is to place greater emphasis on the disclosure of material accounting policies and to clarify how companies should distinguish between changes in accounting policies and changes in accounting estimates. |
The amendments have no material effect on the financial statements. |
| IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction |
The amendment to IAS 12 was issued on May 7th 2021 and is effective for annual periods beginning on or after April 1st 2023. The amendments clarify that the exemption relating to initial recognition of deferred tax does not apply to transactions that, on initial recognition, give rise to equal amounts of taxable and deductible temporary differences and entities are required to recognise deferred tax on such transactions. The amendments thus address the emerging doubts as to whether the exemption applies to transactions such as leases and decommissioning obligations. |
The amendment has no material effect on the financial statements. |
| IFRS 17 Insurance Contracts: Initial Application of IFRS 17 and IFRS 9 — Financial Instruments Comparative Information |
The amendment to IFRS 17 was issued on December 9th 2021 and is effective for annual periods beginning on or after April 1st 2023. It provides a transition option for comparative information on financial assets presented on initial application of IFRS 17. The amendment is intended to help entities avoid temporary accounting |
The amendments have no material effect on the financial statements. |
mismatches between financial assets and insurance contract liabilities.
The standards and interpretations which have been issued but are not yet effective as they have not been endorsed by the EU, or have been endorsed but the Company has not elected to apply them early:
| Standard | Description of amendments | Effect on financial statements | ||
|---|---|---|---|---|
| IFRS 16 Leases: Lease liability in a sale and leaseback |
The amendments to IFRS 16 was issued on September 22nd 2022 and are effective for annual periods beginning on or after January 1st 2024. The amendments require the seller-lessee to determine "lease payments" or "revised lease payments" in such a way that the seller-lessee does not recognise any amount of profit or loss that relates to the right of use retained by the seller-lessee. |
The Company is analysing the effect of the amendment on its financial statements. |
Since January 1st 2023, the Company has applied hedge accounting in accordance with IFRS 9 Financial Instruments ("IFRS 9"). Before that date, the Company applied hedge accounting in accordance with IAS 39 Financial Instruments: Recognition and Measurement ("IAS 39").
The transitional provisions of IFRS 9 allow entities to choose their accounting policies and continue to apply hedge accounting requirements of IAS 39 instead of IFRS 9 until the International Accounting Standards Board has completed work on the project concerning fair value hedges of the interest rate exposure of a portfolio of financial assets or financial liabilities (macro hedging).
As at the date of implementation of IFRS 9, the Company decided to continue applying the principles of hedge accounting set out in IAS 39. As of January 1st 2023, the Company designated IFRS 9 to be applied to hedge accounting in accordance with its requirements. The Company expects that the changes introduced by IFRS 9 with respect to hedge accounting will better align hedge accounting with the entity's risk management activities.
IFRS 9 for hedge accounting has been implemented prospectively. As at the date of transition to IFRS 9, the Company had updated documentation for all existing hedging relationships under IAS 39 that continue to qualify for hedge accounting under the new standard, in order to comply with the IFRS 9 documentation requirements. The update involved mainly the inclusion in the documentation of the hedge ratio and expected sources of ineffectiveness (not required by IAS 39) as well as the removal of the retrospective effectiveness test (no longer required under IFRS 9). The introduction of IFRS 9 had no significant effect on the classification of hedging instruments, hedged items and hedge relationships designated before January 1st 2023.
The preparation of these interim condensed financial statements requires the Management Board to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates and underlying assumptions are based on historical experience and other factors deemed reasonable under the circumstances, and their results provide a basis for judgements regarding the net carrying amounts of assets and liabilities, where they are not directly available from other sources. Actual results may differ from these estimates.
Estimates and the underlying assumptions are subject to ongoing verification. A change in accounting estimates is recognised in the period in which the change is made or in current and future periods if the change in estimates affects both the current period and the future periods.
The key judgements and estimates made by the Management Board in preparing these interim condensed financial statements were the same as those made in preparing the financial statements for the financial year ended December 31st 2022, subject to measurement revisions resulting from the passage of time or a change of market parameters.
The Company identifies operating segments based on internal reports for each line of business. Operating results of each segment are reviewed on a regular basis by the Company's chief operating decision maker, who decides about the allocation of resources to different segments and analyses their results. Separate information prepared for each segment is available.
The identified operating segments are presented in the table below.
| Name | Scope |
|---|---|
| Agro | Manufacture or sale of: • Nitrogen fertilizers with sulfur (solid: ammonium sulfate, ammonium sulfonitrite, urea ammonium sulfate, calcium nitrate with sulfur; ), • Ammonia, • Technical-grade and concentrated nitric acid, • Industrial gases. |
| Plastics | Manufacture or sale of: • Caprolactam (an intermediate product used to manufacture polyamide 6 (PA6)), • Natural engineering plastics (PA 6), • Plastic products (PA pipes, PE pipes, polyamide casings). |
| Energy | Production of energy carriers: • (electricity, heat, water, process and instrument air, nitrogen) for the purposes of chemical units and, to a lesser extent, for resale to external customers (mainly electricity). As part of its operations, the segment also purchases and distributes natural gas for process needs. |
| Other Activities |
• Research and Development Centre, • Laboratory services, • Catalyst production (iron-chromium catalyst, copper catalysts, iron catalysts), • Rental of real estate, and • Other activities not allocated to any of the segments specified above. |
Operating segments' income, expenses and financial results for the six months ended June 30th 2023 (unaudited)
| Agro | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| External revenue | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Intersegment revenue | 320,346 | 302,338 | 752,066 | 24,356 | 1,399,106 |
| Total revenue | 932,346 | 743,624 | 789,111 | 95,390 | 2,560,471 |
| Operating expenses, including: (-) | (1,088,297) | (881,233) | (824,930) | (76,128) | (2,870,588) |
| selling and distribution expenses (-) | (43,291) | (9,455) | (93) | (412) | (53,251) |
| administrative expenses (-) | (68,197) | (25,138) | (1,719) | (2,070) | (97,124) |
| Other income | 45,168 | 7,857 | 549 | 6,032 | 59,606 |
| Other expenses (-) | (1,937) | (1,442) | (1,904) | (5,877) | (11,160) |
| Segment's EBIT | (112,720) | (131,194) | (37,174) | 19,417 | (261,671) |
| Finance income | - | - | - | - | 277,754 |
| Finance costs (-) | - | - | - | - | (161,121) |
| Loss before tax | - | - | - | - | (145,038) |
| Income tax | - | - | - | - | 39,792 |
| Net loss | - | - | - | - | (105,246) |
| EBIT | (112,720) | (131,194) | (37,174) | 19,417 | (261,671) |
| Depreciation and amortisation | 29,443 | 21,338 | 8,150 | 13,877 | 72,808 |
| Impairment losses | - | 187 | - | 7 | 194 |
| EBITDA | (83,277) | (109,669) | (29,024) | 33,301 | (188,669) |
| Agro | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| External revenue | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Intersegment revenue | 457,254 | 398,175 | 781,587 | 22,017 | 1,659,033 |
| Total revenue | 1,565,135 | 1,259,133 | 811,674 | 96,288 | 3,732,230 |
| Operating expenses, including: (-) | (1,381,970) | (1,196,433) | (812,205) | (49,608) | (3,440,216) |
| selling and distribution expenses (-) | (55,533) | (16,000) | (86) | (881) | (72,500) |
| administrative expenses (-) | (71,949) | (33,434) | (548) | (1,467) | (107,398) |
| Other income | 320 | 376 | 1,759 | 4,322 | 6,777 |
| Other expenses (-) | (1,956) | (2,691) | (4,462) | (9,925) | (19,034) |
| Segment's EBIT | 181,529 | 60,385 | (3,234) | 41,077 | 279,757 |
| Finance income | - | - | - | - | 362,487 |
| Finance costs (-) | - | - | - | - | (81,444) |
| Profit before tax | - | - | - | - | 560,800 |
| Income tax | - | - | - | - | (47,823) |
| Net profit | - | - | - | - | 512,977 |
| EBIT | 181,529 | 60,385 | (3,234) | 41,077 | 279,757 |
| Depreciation and amortisation | 26,086 | 22,114 | 6,463 | 12,850 | 67,513 |
| Impairment losses | 1 | 69 | 10 | 398 | 478 |
| EBITDA | 207,616 | 82,568 | 3,239 | 54,325 | 347,748 |
Operating segments' assets and liabilities as at June 30th 2023 (unaudited)
| Agro | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Segment's assets | 836,318 | 826,976 | 642,098 | 347,904 | 2,653,296 |
| Unallocated assets | - | - | - | - | 8,458,304 |
| Total assets | 836,318 | 826,976 | 642,098 | 347,904 | 11,111,600 |
| Segment's liabilities | 148,216 | 163,107 | 605,553 | 140,921 | 1,057,797 |
| Unallocated liabilities | - | - | - | - | 4,666,233 |
| Total liabilities | 148,216 | 163,107 | 605,553 | 140,921 | 5,724,030 |
Operating segments' assets and liabilities as at December 31st 2022 (audited)
| Agro | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Segment's assets | 1,128,658 | 896,122 | 465,722 | 311,761 | 2,802,263 |
| Unallocated assets | - | - | - | - | 8,556,774 |
| Total assets | 1,128,658 | 896,122 | 465,722 | 311,761 | 11,359,037 |
| Segment's liabilities | 321,324 | 159,009 | 614,991 | 115,364 | 1,210,688 |
| Unallocated liabilities | - | - | - | - | 4,680,019 |
| Total liabilities |
321,324 | 159,009 | 614,991 | 115,364 | 5,890,707 |
Other segmental information for the six months ended June 30th 2023 (unaudited)
| Agro | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Expenditure on property, plant and equipment | 35,057 | 21,201 | 3,371 | 6,965 | 66,594 |
| Expenditure on intangible assets | - | - | 469 | - | 469 |
| Unallocated expenditure | - | - | - | - | 12,012 |
| Total expenditure | 35,057 | 21,201 | 3,840 | 6,965 | 79,075 |
| Segment's depreciation and amortisation | 29,443 | 21,338 | 8,150 | 13,877 | 72,808 |
| Total depreciation and amortisation | 29,443 | 21,338 | 8,150 | 13,877 | 72,808 |
Other segmental information for the six months ended June 30th 2022 (unaudited)
| Agro | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Expenditure on property, plant and equipment | 32,785 | 15,773 | 21,053 | 20,327 | 89,938 |
| Expenditure on intangible assets | 53 | - | - | - | 53 |
| Unallocated expenditure | - | - | - | - | 2,379 |
| Total expenditure | 32,838 | 15,773 | 21,053 | 20,327 | 92,370 |
| Segment's depreciation and amortisation | 26,086 | 22,114 | 6,463 | 12,850 | 67,513 |
| Total depreciation and amortisation | 26,086 | 22,114 | 6,463 | 12,850 | 67,513 |
Impairment testing of property, plant and equipment, intangible assets, investment property, and rights-ofuse assets
As at June 30th 2023, two indications referred to in paragraph 12d of IAS 36 Impairment of Assets were identified: the carrying amount of the Company's net assets was higher than the Company's market capitalisation and during the reporting period there occurred adverse market changes related to a drop in demand for the Company's products, leading to a deterioration in its financial performance. The risk-free interest rate (yield on 10-year Treasury bonds) fell from 6.85% at the end of 2022 to 5.76% at the end of June 2023. This drove down the weighted average cost of capital for the Grupa Azoty Group. The decrease in discount rates led to an increase in the recoverable amount of individual cash generating units (CGUs), that is the Fertilizers CGU and Plastics CGU, relative to the test conducted as at the end of 2022. An analysis of the impact of lower discount rates and projected revenue and expenses for 2023 updated as at June 30th 2023 relative to the plan included in the test conducted at the end of 2022 was performed. In the case of the Fertilizers CGU, the impact of lower discount rates and projected revenue and expenses for 2023 did not reduce its recoverable amount to below the carrying amount, while in the case of the Plastics CGU the analysis showed that its recoverable amount was below the carrying amount.
Accordingly, the Company performed an impairment test for the Plastics CGU as at June 30th 2023.
The assets of the Plastics CGU were tested for impairment. Other Segments' expenses (Energy and Other Activities), mainly costs of utilities and general overheads, were charged to operating profit/loss of the tested CGU, while the segments' assets were fully allocated to the tested CGU based on:
The tests showed that there was no need to recognise an impairment loss on assets of the Plastics CGU and no rationale for reversing impairment losses recognised in prior periods.
| Item | Description | |||
|---|---|---|---|---|
| Plastics CGU: | ||||
| CGU/Nominal weighted average | 10.57% for the detailed projection period, | |||
| cost of capital (WACC) (%) | 8.92% for the residual period | |||
| Recognition of impairment loss | None | |||
| Reversal of impairment loss | None | |||
| Key assumptions | Indefinite period of operation of the CGU. | |||
| The prices of key raw materials in the projection period were based | ||||
| on the best knowledge and market prices available as at the reporting | ||||
| date. | ||||
| The EBITDA margin for the Plastics CGU was assumed at market levels | ||||
| close to those observed in the past, based on forecast price trends. | ||||
| Administrative expenses were allocated pro rata to the margin earned | ||||
| by a CGU on variable costs. | ||||
| Cash flow projections reflect the impact of the war in Ukraine to the | ||||
| extent possible based on past experience and available forecasts. | ||||
| The growth rate during the residual period was assumed at the level | ||||
| of the long-term inflation target of the National Bank of Poland. |
As at June 30th 2023, asset impairment tests were performed at Grupa Azoty Zakłady Chemiczne Police S.A. ("Grupa Azoty POLICE"), Grupa Azoty Zakłady Azotowe Puławy S.A. ("Grupa Azoty PUŁAWY") and Grupa Azoty ATT Polymers GmbH ("Grupa Azoty ATT POLYMERS"). The tests took into account available information regarding the impact of the war in Ukraine on the results and financial flows at the subsidiaries. The Company believes that the war in Ukraine, as further described in Section 0 of these financial statements, has not materially affected financial performance and cash flows of the subsidiaries and impairment charges are required to reflect the impact of the hostilities. However, no assurance can be given that the situation will not deteriorate in the future.
As the tests did not identify any need to recognise impairment losses on non-current assets at the companies, no impairment losses on shares in the companies specified above need to be recognised in the Company's financial statements. In the case of the companies in which the recoverable amount of the individual CGUs was below the carrying amount (the Plastics CGU at Grupa Azoty PUŁAWY and the Fertilizers CGU at Grupa Azoty POLICE) there was no need to write down the value of shares in the Company's financial statements either, due to the fact that the sum of the recoverable amounts of the CGUs identified at these companies was positive and exceeded the carrying amount of the shares held.
A detailed summary of the aggregate recoverable amount of the CGUs identified at the subsidiaries compared with the carrying amounts of the shares held by the Company is set out in the table below.
| Ownership interest | Carrying amount | Recoverable amount of shares attributable to the Company |
|
|---|---|---|---|
| Grupa Azoty PUŁAWY | 95.98 | 2,496,673 | 5,263,477 |
| Grupa Azoty POLICE | 62.86 | 860,475 | 1,096,148 |
| Grupa Azoty ATT POLYMERS | 100.00 | 16,057 | 312,240 |
In the case of Grupa Azoty Zakłady Azotowe Kędzierzyn S.A., Grupa Azoty Kopalnie i Zakłady Chemiczne Siarki Siarkopol S.A., COMPO EXPERT Holding GmbH, Grupa Azoty Koltar Spółka z o.o. and Grupa Azoty Polyolefins S.A., Grupa Azoty Compounding Spółka z o.o., Grupa Azoty PKCh Sp. z o.o. and Grupa Azoty Energia Sp. z o.o., no evidence of impairment was found, therefore no impairment tests were carried out both for non-current assets and shares in these subsidiaries presented in the Company's statement of financial position.
In view of the risk of exceeding, as at June 30th 2023, the Net Debt to EBITDA ratio cap permitted under the Grupa Azoty Group Financing Agreements (the "Agreements"), as announced in Current Report No. 18/2023 of May 15th 2023, the Company's Management Board entered into talks with the institutions providing financing to the Grupa Azoty Group, namely: Powszechna Kasa Oszczędności Bank Polski S.A., Bank Gospodarstwa Krajowego, ING Bank Śląski S.A., Santander Bank Polska S.A., Caixabank S.A. (Spółka Akcyjna) Branch in Poland, BNP Paribas Faktoring Sp. z o.o., ING Commercial Finance Polska S.A., Pekao Faktoring Sp. z o.o., BNP Paribas Bank Polska S.A., Santander Factoring Sp. z o.o. and Banco Santander S.A., as well as the European Bank for Reconstruction and Development and the European Investment Bank (the "Financing Parties").
As a result of the negotiations conducted to obtain consent for the Group to waive some of the lending terms, including in particular waiver of the ratio specified above and waiver by the Financing Parties of the rights arising from the possible breach of the required ratio cap, on June 1st 2023 the Company's Management Board provided the Financing Parties with Waiver and Amendment Letters containing a proposal of the provisions agreed upon by the parties.
The Waiver and Amendment Letters were signed by the Financing Parties, the Company (acting also for the other Grupa Azoty Group companies which are party to the Agreements) and Grupa Azoty POLICE (as party to the bilateral credit facility agreements signed with Bank Gospodarstwa Krajowego) on August 31st 2023, and the effective date of the Waiver and Amendment Letters was set at June 30th 2023.
Under the Waiver and Amendment Letters, the Financing Parties waived their rights arising from the occurrence of Events of Default as defined in the Agreements, including, without limitation, in the event of exceeding the Net Debt to EBIDTA ratio cap as at June 30th 2023. The Grupa Azoty Group agreed to maintain, as at the end of each calendar month starting from June 30th 2023, the minimum levels of the Available Cash Ratio (being the sum of cash and available and undrawn confirmed limits under credit and loan agreements of the Group, excluding Grupa Azoty POLYOLEFINS) and the Liquidity Ratio (being the sum of the Available Cash Ratio and available undrawn non-confirmed limits under Factoring Agreements and other agreements of the Group, excluding Grupa Azoty POLYOLEFINS). At the same time, in accordance with the requirements of the Waiver and Amendment Letters, on August 31st 2023 additional security was created with respect to liabilities under the Agreements through the execution by the Company's subsidiary Compo Expert Holding GmbH, acting as the guarantor, of a guarantee agreement with the Financing Parties. The guarantor's potential liability towards the Financing Parties is limited by German law to the value of its net assets.
The terms of the Waiver and Amendment Letters do not differ from standard terms used in such agreements.
Pursuant to the Waiver and Amendment Letters, the Financing Parties maintained the limits available to the Group under the Agreements at an unchanged level. The Group consistently fulfils all its obligations to service and repay its debt as per the Agreements, ensuring timely payments. The limits made available to the Group companies provide them with full financial liquidity, secure the financing for the Group and its suppliers, and enable it to continue operations in a substantially unchanged manner.
Further negotiations are being conducted with the Financing Parties in order to develop, as soon as practicable, a mutually satisfactory solution enabling the Group to operate and fulfil its obligations under the Agreements in accordance with their terms, also in subsequent periods, subject to such changes as the Financing Parties deem required or desirable considering the change in circumstances under which the Group currently operates and under which it will operate in the coming years, reflecting the resulting change in the risk profile of the Group, the Company and its subsidiaries.
For information on the impact of the war in Ukraine on the Company's and the Group's operations, see Note 34, presented both in Grupa Azoty Spółka Akcyjna's financial statements for the 12 months ended December 31st 2022 and in the Grupa Azoty Group's consolidated financial statements for the 12 months ended December 31st 2022, published on March 30th 2023.
In the first six months of 2023, there were no new factors, risks or events with material bearing on the Company's or the Group's operations.
The key identified risks arising from the war in Ukraine that may materially affect future financial results, together with an assessment of their potential impact on the situation of the Company and Grupa Azoty Group subsidiaries, are presented below.
Despite concerns about the continuity of natural gas supplies to Europe following the outbreak of the war in Ukraine, until the date of authorisation of these interim financial statements for issue, gas supplies to the Company and the other Group companies continued without any disruptions.
Therefore, the Company assesses the risk of disruption of natural gas supplies in 2023 as low.
This risk relates primarily to the availability of key raw materials (such as potassium carbonate, potassium chloride, propylene and hard coal) and to price volatility – especially the prices of energy carriers (natural gas and electricity).
The Company and its subsidiaries keep monitoring the prices and availability of strategic raw materials.
In the first six months of 2023 and until the date of authorisation of these financial statements and the interim consolidated financial statements for issue, the Group companies did not observe any significant impact of this risk on their capital investment and maintenance projects.
An important direct consequence of the war in Ukraine was higher volatility and uncertainty in the financial markets resulting, inter alia, in a significant appreciation of the US dollar and euro exchange rates against the currencies of developing markets, including Poland, and a concurrent rise in inflation leading to major interest rate hikes.
Those factors increased the currency risk and the cost of debt service in the złoty.
However, the appreciation of the złoty to the US dollar and the euro observed in the first half of 2023, the declining domestic inflation, the end of the monetary policy tightening cycle, and the expected interest rate cuts implemented by the Monetary Policy Council gradually mitigate the above risks by curtailing the volatility in financial performance driven by changes in Grupa Azoty Group's currency exposure and by stabilising, and then reducing, as expected, the market interest rates on Grupa Azoty Group's financial debt.
The Grupa Azoty Group has in place a policy for the management of the currency and interest rate risks. A decrease in debt following repayment of working capital and term facilities and repayment of reverse factoring was accompanied by the utilisation by Grupa Azoty POLYOLEFINS of special-purpose credit facilities to finance the Polimery Police project and financing costs rose significantly compared with the corresponding period of 2022 in the wake of material interest rate hikes.
It should also be noted that the Company and its subsidiaries do not hold any material assets in Ukraine, Russia and Belarus and sales to these markets before the outbreak of war in Ukraine were immaterial, accounting for less than 2.5% of total sales. Since the outbreak of war in Ukraine, sales of products by the Company and its subsidiaries to customers in Russia and Belarus have been suspended and sales to the Ukrainian market have been substantially limited.
Accordingly, the outbreak of war in Ukraine did not have a material effect on the Group's sales or the value of its assets.
On April 6th 2022, Mr Viatcheslav Moshe Kantor, holding a controlling equity interest in the Russian chemical company ACRON, was placed on the United Kingdom sanctions list, on April 8th 2022 – on the European Union sanctions list, and on April 25th 2022, together with the subsidiaries Norica Holding S.à.r.l. of Luxembourg, Opansa Enterprises Limited of Cyprus and Rainbee Holdings Limited of Cyprus, through which he controls 19.82% of Grupa Azoty S.A. shares – on the Polish sanctions list. Mr Kantor is a minority shareholder who has no influence over the activities of Grupa Azoty or the right to nominate members of the Company's governing bodies, and therefore, despite his shareholding, Mr. Kantor does not own or control the Company within the meaning of Council Regulation (EU) No. 269/2014 of March 17th 2014 on restrictive measures with regard to actions undermining or threatening the territorial integrity, sovereignty and independence of Ukraine.
None of the prerequisites for Grupa Azoty S.A. and its subsidiaries to be directly or indirectly subjected to any sanctions are met. Grupa Azoty S.A. and its subsidiaries comply with all sanctions regulations, condemn the Russian aggression and any actions directed against Ukraine and have no relations with the government of the Russian Federation.
On July 12th 2023, Mr Radosław Leszek Kwaśnicki obtained control, including voting rights, of the Company shares following the appointment of Mr Radosław Leszek Kwaśnicki for a period of six months:
in order to take over the title to these entities' shareholdings in the Company.
As the administrator of Norica, Opansa and Rainbee (collectively, the "Companies under Administration"), under Art. 6a.11.2 and Art. 6a.11.3 in conjunction with Art. 6b.3 of the Act on Special Measures to Prevent Supporting Aggression against Ukraine and Protect the National Security of April 13th 2022 (the "Sanctions Act"), Mr Radosław Leszek Kwaśnicki (the "Administrator") has the right to pass resolutions and make decisions on all matters relating to the Company shares held by the Companies under Administration which fall within the remit of the governing bodies of each Company under Administration, including the right to vote the Company shares held by them.
The Companies under Administration hold a total of 19,657,350 shares in the Company, representing approximately 19.82% of the Company's share capital and 19,657,350 voting rights at the Company's General Meeting, accounting for approximately 19.82% of the total voting rights in the Company.
The acquisition of control over the aforementioned Company shares by Radosław Leszek Kwaśnicki effectively took place on July 12th 2023 (the "Control Acquisition Date"). According to the Sanctions Act, a decision to appoint an administrator is immediately enforceable and takes effect on the day following the day on which the decision is published in the Public Information Bulletin on the website of the Minister of Development and Technology (Art. 6b.2 in conjunction with Art. 6a.2 and Art. 4.3 of the Sanctions Act). All of the decisions referred to in items 1–3 above were published in the Public Information Bulletin on July 11th 2023 and are enforceable as of July 12th 2023.
In the opinion of the Minister of Development and Technology, the appointment of an administrator for the Companies under Administration with respect to the Company shares held by them is necessary as a means of protecting important public interest and economic interest and ensuring national security.
Update on aid received under the Act on the Rules of Implementation of Business Support Programmes in View of the Situation on the Energy Market in 2022-2024
In the three months ended March 31st 2023, the Company received PLN 52,285 thousand in financial support from the National Fund for Environmental Protection and Water Management ("NFOŚiGW"), granted based on the governmental programme 'Aid to energy-intensive sectors related to sudden increases in natural gas and electricity prices in 2022' (the "Programme"), approved by the Council of Ministers' Resolution No. 1/2023 of January 3rd 2023.
The aid received was included in other income, in the amount credited to the bank account. Under the Programme, use of the aid was to be accounted for by June 30th 2023.
In a letter of June 30th 2023 sent to the Management Board of the Company, NFOŚiGW stated that the Company failed to satisfy the criteria or conditions for receiving state aid dedicated to supporting energy-intensive sectors in connection with sudden increases in natural gas and electricity prices, and, therefore PLN 52,285 thousand in aid granted to the Company was awarded illegitimately and, as such, must be repaid with interest.
The claims asserted by NFOŚiGW are based on a different interpretation of the codes of the Polish Classification of Activities which the Company registered with the National Court Register and to which the Company's revenue is assigned.
In the Company's opinion, the Company's business activities, i.e. manufacture of basic chemicals, fertilisers and nitrogen compounds, plastics and synthetic rubber in primary forms, clearly satisfy the prerequisites for receiving financial support under the state aid programme dedicated to supporting energy-intensive sectors in connection with sudden increases in natural gas and electricity price Accordingly, based on an external legal analysis, the Company is convinced that NFOŚiGW's claims are without merit.
The Company has requested NFOŚiGW for clarification of its assertions and has taken all measures available under law to retain the aid it has received.
The market trends observed since the end of 2022, including in particular a gradual decline in natural gas prices and falling prices of agricultural crops, as well as unfavourable weather conditions delaying the start of field work, caused the demand for mineral fertilizers in the Agro Segment to fall significantly below the level normally observed in the first quarter of each year. The result was a significant decrease in sales volumes and selling prices of mineral fertilizers. Unfavourable market developments are also seen in other business segments of the Company and key subsidiaries, that is in Plastics and Chemicals.
In view of the situation, in the first quarter of 2023 the Company and the key subsidiaries decided to reduce the utilisation of their production capacities to match the market demand. In addition, on March 10th 2023 Grupa Azoty PUŁAWY stopped the production of melamine on the only operating melamine unit and halted the production of caprolactam.
The sale of stocks of these products is continued.
On May 17th 2023 and June 2nd 2023, Grupa Azoty PUŁAWY decided to resume production at two melamine units. The units' daily capacities account for approximately two-thirds of the rated capacity of all melamine units operated by the subsidiary. Their output is aligned with the current supply and demand situation.
The Company and its subsidiaries are monitoring the market situation. Production volumes are being gradually raised, as announced in current reports on the level of production regularly issued by the Company.
In the Management Board's opinion, the current situation is temporary and the optimisation measures being taken and planned will enable the Group to maintain production potential and return to full capacity utilisation if the market conditions change.
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Revenue from sale of products and services Revenue from sale of merchandise |
1,152,988 | 2,046,096 | 504,507 | 948,911 |
| and materials | 8,377 | 27,101 | 4,981 | 14,273 |
| 1,161,365 | 2,073,197 | 509,488 | 963,184 |
In the six months ended June 30th 2023, the Company earned revenue of PLN 1,161m, a decrease of 912m year on year.
The main reason behind the decline in the Company's performance was low demand for Grupa Azoty products, leading to decreases in both sales volumes and product prices.
| Description | Agro | Plastics | Energy | Other Activities | Total |
|---|---|---|---|---|---|
| Main product lines | |||||
| Revenue from sale of products and services | 612,000 | 441,259 | 31,475 | 68,254 | 1,152,988 |
| Revenue from sale of merchandise and materials | - | 27 | 5,570 | 2,780 | 8,377 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Geographical regions | |||||
| Poland | 373,828 | 90,231 | 37,045 | 69,759 | 570,863 |
| Germany | 59,023 | 187,428 | - | 1,001 | 247,452 |
| Other EU countries | 83,703 | 141,389 | - | 274 | 225,366 |
| Asia | - | 213 | - | - | 213 |
| South America | - | 3,268 | - | - | 3,268 |
| Other countries | 95,446 | 18,757 | - | - | 114,203 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Customer type | |||||
| Legal persons | 611,899 | 441,286 | 36,525 | 71,022 | 1,160,732 |
| Individuals | 101 | - | 520 | 12 | 633 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Agreement type | |||||
| Fixed-price contracts | 612,000 | 441,286 | 31,901 | 71,034 | 1,156,221 |
| Other | - | - | 5,144 | - | 5,144 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Customer relations | |||||
| Long-term | 479,545 | 253,839 | 18,530 | 58,672 | 810,586 |
| Short-term | 132,455 | 187,447 | 18,515 | 12,362 | 350,779 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Revenue recognition timing | |||||
| Revenue recognised at a point in time | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Sale channels | |||||
| Direct sales | 209,797 | 432,315 | 18,530 | 70,518 | 731,160 |
| Intermediated sales | 402,203 | 8,971 | 18,515 | 516 | 430,205 |
| Total | 612,000 | 441,286 | 37,045 | 71,034 | 1,161,365 |
| Description | Agro | Plastics | Energy | Other Activities | Total |
|---|---|---|---|---|---|
| Main product lines |
|||||
| Revenue from sale of products and services | 1,107,780 | 847,057 | 18,803 | 72,456 | 2,046,096 |
| Revenue from sale of merchandise and materials | 101 | 13,901 | 11,284 | 1,815 | 27,101 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Geographical regions | |||||
| Poland | 727,221 | 131,810 | 30,087 | 68,956 | 958,074 |
| Germany | 139,597 | 286,397 | - | 3,215 | 429,209 |
| Other EU countries | 163,020 | 378,246 | - | 201 | 541,467 |
| Asia | - | 4,228 | - | 1,898 | 6,126 |
| South America | 23,249 | 6,045 | - | - | 29,294 |
| Other countries | 54,794 | 54,232 | - | 1 | 109,027 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Customer type | |||||
| Legal persons | 1,107,402 | 860,958 | 29,573 | 74,266 | 2,072,199 |
| Individuals | 479 | - | 514 | 5 | 998 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Agreement type | |||||
| Fixed-price contracts | 1,107,881 | 860,958 | 19,571 | 74,271 | 2,062,681 |
| Other | - | - | 10,516 | - | 10,516 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Customer relations | |||||
| Long-term | 916,364 | 616,342 | 9,845 | 53,809 | 1,596,360 |
| Short-term | 191,517 | 244,616 | 20,242 | 20,462 | 476,837 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Revenue recognition timing | |||||
| Revenue recognised at a point in time | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
| Sale channels | |||||
| Direct sales | 95,886 | 840,090 | 9,845 | 72,173 | 1,017,994 |
| Intermediated sales | 1,011,995 | 20,868 | 20,242 | 2,098 | 1,055,203 |
| Total | 1,107,881 | 860,958 | 30,087 | 74,271 | 2,073,197 |
As a rule, revenue from sale of products, merchandise and materials is recognised by the Company at a specific point in time, in accordance with the Incoterms rules set forth in the agreement (usually upon release from the warehouse or upon delivery to the point indicated by the customer). For deliveries under selected Incoterms (CIF, CIP, CFR, CPT), the Company identifies the transport service or the transport and insurance service as a separate performance obligation towards a customer after passing control of the good/product to the customer. Revenue from sale of services is recognised when the performance of the service is completed.
When recognising revenue, the Company takes into account specific issues, such as: determination whether the Company is acting as the principal or an agent in the transaction, product return rights, recognition of discounts being part of variable consideration, recognition of discounts representing a material right, bill-and-hold arrangements, and recognition of revenue from take-or-pay contracts. For most of the contracts containing discounts that are part of variable consideration, the estimated amount of the discount is fully recognised in liabilities under bonuses, a component of trade and other payables.
The Company also enters into comprehensive contracts with customers for the sale of electricity and electricity distribution services, where the Group purchases high-voltage electricity and sells it after conversion over medium and low-voltage grids. Also in this case the Company believes that under such contracts, which contain two performance obligations, the Group acts as the principal, and recognises both the sale of electricity and the distribution service under revenue from sale of products and services.
| For the period Jan 1 − |
For the period Jan 1 − |
For the period Apr 1 − |
For the period Apr 1 − |
|
|---|---|---|---|---|
| Jun 30 2023 unaudited |
Jun 30 2022 unaudited |
Jun 30 2023 unaudited |
Jun 30 2022 unaudited |
|
| Depreciation and amortisation | 72,212 | 66,962 | 36,486 | 33,802 |
| Raw materials and consumables used | 941,275 | 1,464,907 | 352,059 | 734,793 |
| Services | 128,607 | 137,693 | 64,478 | 73,109 |
| Taxes and charges | 58,804 | 51,855 | 21,616 | 23,915 |
| Salaries and wages | 114,214 | 117,357 | 56,551 | 63,157 |
| Social security and other employee benefits |
28,789 | 28,240 | 13,922 | 14,134 |
| Other | 15,102 | 14,066 | 8,457 | 9,890 |
| Costs by nature of expense | 1,359,003 | 1,881,080 | 553,569 | 952,800 |
| Change in inventories of finished goods (+/-) Work performed by the entity and |
105,498 | (121,110) | 186,728 | (103,465) |
| capitalised (-) | (1,241) | (1,372) | (369) | (584) |
| Selling and distribution expenses (-) | (53,251) | (72,500) | (25,579) | (37,232) |
| Administrative expenses (-) Cost of merchandise and materials |
(97,124) | (107,398) | (51,768) | (59,071) |
| sold | 8,222 | 22,585 | 5,978 | 11,072 |
| Cost of sales | 1,321,107 | 1,601,285 | 668,559 | 763,520 |
| including excise duty | 271 | 1,000 | 25 | 121 |
Changes in costs:
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Reversed impairment losses on investment property and other |
||||
| receivables Income from lease of investment |
180 | 18 | 174 | 6 |
| property | 4,186 | 3,798 | 2,142 | 1,962 |
| Received compensation | 434 | 1,218 | 222 | 1,217 |
| Provisions reversed | 369 | - | 369 | - |
| Grants Compensation as part of state aid programme for energy-intensive sectors related to sudden increases in |
1,244 | 1,312 | 626 | 686 |
| natural gas and electricity prices | 52,285 | - | - | - |
| Other | 908 | 431 | 435 | 297 |
| 59,606 | 6,777 | 3,968 | 4,168 |
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Loss on disposal of property, plant | ||||
| and equipment | 377 | 84 | 212 | 84 |
| Loss on sale of right-of-use assets, Recognised impairment losses – property, plant and equipment, |
- | 314 | - | 70 |
| investment property Recognised impairment losses – other |
204 | 478 | 18 | 70 |
| receivables Investment property maintenance |
63 | 74 | 61 | 74 |
| costs | 2,983 | 2,525 | 1,325 | 1,283 |
| fines and compensations | 142 | 119 | 3 | 24 |
| Downtime costs | 257 | 258 | 129 | 128 |
| Failure recovery costs | 5,892 | 6,227 | 4,731 | 2,526 |
| Recognised provisions | 433 | 4,946 | 433 | 4,946 |
| Other expenses | 809 | 4,009 | 283 | 3,591 |
| 11,160 | 19,034 | 7,195 | 12,796 |
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Interest on cash pooling, bank | ||||
| deposits | 22,345 | 8,855 | 13,871 | 5,192 |
| Interest on non-bank borrowings | 60,320 | 37,157 | 46,575 | 30,227 |
| Other interest income Gains on measurement of financial assets and liabilities at fair value |
76 | 66 | 49 | 23 |
| through profit or loss | 9,670 | 39,970 | (6,748) | 10,036 |
| Dividends received | 183,862 | 273,501 | 183,862 | 273,501 |
| Other | 1,481 | 2,938 | 146 | 1,474 |
| 277,754 | 362,487 | 237,755 | 320,453 |
The increase in interest earned on loans was mostly due to the accrual and capitalisation of interest on the longterm loan to Grupa Azoty POLYOLEFINS granted at the end of 2020.
Dividends received for the six months ended June 30th 2023 totalled PLN 183,862 thousand and comprised dividends due from Grupa Azoty Zakłady Azotowe Kędzierzyn Spółka Akcyjna ("Grupa Azoty KĘDZIERZYN"). Dividends received for the six months ended June 30th 2022 totalled PLN 273,501 thousand and comprised dividends due from the following companies:
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Interest on bank borrowings | 94,412 | 51,603 | 53,812 | 29,867 |
| Interest on cash pooling Interest on factoring, receivables |
35,736 | 13,952 | 15,893 | 9,619 |
| discounting and leases | 12,796 | 2,103 | 6,033 | 693 |
| Other interest expense Loss on measurement of financial assets at fair value through profit or |
2,064 | 912 | 2,004 | 838 |
| loss | 10,832 | - | 10,832 | - |
| Foreign exchange losses | 2,206 | 10,377 | (278) | 3,714 |
| Other | 3,075 | 2,497 | 1,413 | 1,403 |
| 161,121 | 81,444 | 89,709 | 46,134 |
Losses on measurement of financial assets and liabilities included the effect of valuation of the call and put options over shares in Grupa Azoty POLYOLEFINS, totalling PLN 10,832 thousand (first half of 2022: total gain on valuation of PLN 27,722 thousand).
Foreign exchange losses of PLN 2,206 thousand (first half of 2022: foreign exchange losses of PLN 10,377 thousand) comprised:
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Current income tax: | ||||
| Current income tax expense Adjustments to current income tax |
62 | 42,472 | 30 | 16,659 |
| for previous years | 2,688 | (1,771) | 2,822 | (1,771) |
| 2,750 | 40,701 | 2,852 | 14,888 | |
| Deferred income tax: Deferred income tax associated with origination and reversal of |
||||
| temporary differences | (42,542) | 7,122 | (63,593) | (447) |
| (42,542) | 7,122 | (63,593) | (447) | |
| Income tax expense disclosed in the statement of profit or loss |
(39,792) | 47,823 | (60,741) | 14,441 |
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Profit before tax | (145,038) | 560,800 | (91,599) | 369,052 |
| Tax calculated at the applicable tax rate |
- | 106,552 | - | 70,120 |
| Effect of tax-exempt income (+/-) Effect of non tax-deductible |
(33,240) | (55,511) | (34,867) | (52,511) |
| expenses (+/-) | 110 | (520) | (937) | (2,450) |
| Other (+/-) | (6,662) | (2,698) | (24,937) | (718) |
| Income tax expense disclosed in the | ||||
| statement of profit or loss | (39,792) | 47,823 | (60,741) | 14,441 |
| Effective tax rate | 27.44% | 8.53% | 66.31% | 3.91% |
The high effective tax rate of 66.31% in the second quarter of 2023 is attributable to the recognition of a tax loss asset to be deducted in subsequent periods and an asset for debt financing costs.
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Jun 30 2022 unaudited |
For the period Apr 1 − Jun 30 2023 unaudited |
For the period Apr 1 − Jun 30 2022 unaudited |
|
|---|---|---|---|---|
| Tax on items that will not be | ||||
| reclassified to profit or loss (+/-) | (2,108) | 1,510 | (2,108) | 1,510 |
| Actuarial gains from defined benefit plans Other |
(2,108) - |
1,998 (488) |
(2,108) - |
1,998 (488) |
| Tax on items that are or may be reclassified to profit or loss (+/-) |
7,852 | (1,927) | 6,845 | (405) |
| Measurement of hedging instruments through hedge accounting |
7,852 | (1,927) | 6,845 | (405) |
| Income tax expense disclosed in other comprehensive income |
5,744 | (417) | 4,737 | 1,105 |
| Assets (-) | Liabilities (+) | ||||
|---|---|---|---|---|---|
| Jun 30 2023 unaudited |
Dec 31 2022 audited |
Jun 30 2023 unaudited |
Dec 31 2022 audited |
||
| Property, plant and equipment | (9,278) | (9,212) | 61,410 | 52,298 | |
| Right-of-use assets | - | - | 16,105 | 9,648 | |
| Investment property | - | - | 733 | 671 | |
| Intangible assets | (90) | 5,276 | 5,492 | ||
| Financial assets | (796) | (796) | 105 | 551 | |
| Inventories and property rights | (23,483) | (14,616) | 44,734 | 41,832 | |
| Trade and other receivables | (557) | (1,114) | 4,564 | 2,421 | |
| Trade and other payables | (52,100) | (51,718) | 348 | 407 | |
| Employee benefits | (19,782) | (20,606) | - | - | |
| Provisions | (10,026) | (9,970) | 215 | 137 | |
| Borrowings | (13,074) | (13,582) | 14,702 | 7,018 | |
| Lease liabilities | (16,069) | (9,814) | - | - | |
| Other financial liabilities | (147) | (207) | - | - | |
| Measurement of hedging instruments through hedge accounting | (2,389) | (10,241) | - | - | |
| Tax losses | (31,951) | - | - | - | |
| Debt financing costs | (27,817) | - | - | - | |
| Other | (741) | (860) | 1,524 | 655 | |
| Deferred tax assets (-)/liabilities (+) | (208,210) | (142,826) | 149,716 | 121,130 | |
| Offset | 149,716 | 121,130 | (149,716) | (121,130) | |
| Deferred tax assets (-)/liabilities (+) recognised in the statement of financial position |
(58,494) | (21,696) | - | - |
Property, plant and equipment by type
| Land | Buildings and structures |
Plant and equipment |
Vehicles | Other property, plant and equipment |
Property, plant and equipment under construction |
Total | |
|---|---|---|---|---|---|---|---|
| Net carrying amount as at Jan 1 2023 | 667 | 451,505 | 901,625 | 2,531 | 60,208 | 299,031 | 1,715,567 |
| Increase, including: | - | 73,849 | 74,060 | 309 | 3,315 | 55,523 | 207,056 |
| Purchase, production, commissioning | - | 73,570 | 74,060 | 151 | 3,315 | 55,523 | 206,619 |
| Reclassification from investment property | - | 279 | - | - | - | 279 | |
| Reclassification from other items | - | - | - | 158 | - | - | 158 |
| Decrease, including: (-) | - | (12,203) | (45,565) | (246) | (3,665) | (151,096) | (212,775) |
| Depreciation and amortisation | - | (12,127) | (45,440) | (246) | (3,659) | - | (61,472) |
| Disposal or retirement | - | - | (3) | - | - | - | (3) |
| Commissioning | - | - | - | - | - | (151,096) | (151,096) |
| Recognition of impairment loss | - | (76) | (122) | - | (6) | - | (204) |
| Net carrying amount as at Jun 30 2023 (unaudited) | 667 | 513,151 | 930,120 | 2,594 | 59,858 | 203,458 | 1,709,848 |
| Land | Buildings and structures |
Plant and equipment |
Vehicles | Other property, plant and equipment |
Property, plant and equipment under construction |
Total | |
|---|---|---|---|---|---|---|---|
| Net carrying amount as at Jan 1 2022 | 667 | 484,935 | 957,304 | 2,105 | 56,914 | 243,097 | 1,745,022 |
| Increase, including: | - | 17,222 | 95,744 | 798 | 10,908 | 179,655 | 304,327 |
| Purchase, production, commissioning | - | 16,911 | 95,744 | 157 | 10,908 | 179,655 | 303,375 |
| Reversal and use of impairment losses | - | 311 | - | - | - | - | 311 |
| Reclassification from other items | - | - | - | 641 | - | - | 641 |
| Decrease, including: (-) | - | (50,652) | (151,423) | (372) | (7,614) | (123,721) | (333,782) |
| Depreciation and amortisation | - | (23,050) | (90,220) | (371) | (7,608) | - | (121,249) |
| Disposal or retirement | - | - | (2) | (1) | - | - | (3) |
| Commissioning | - | - | - | - | - | (123,721) | (123,721) |
| Recognition of impairment loss | - | (26,894) | (61,200) | - | (6) | - | (88,100) |
| Reclassification to investment property | - | (708) | (1) | - | - | - | (709) |
| Net carrying amount as at Dec 31 2022 (audited) | 667 | 451,505 | 901,625 | 2,531 | 60,208 | 299,031 | 1,715,567 |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Perpetual usufruct of land | 52,193 | 21,524 |
| Land | 15 | - |
| Buildings and structures | 966 | 1,284 |
| Vehicles | 20,785 | 24,529 |
| 73,959 | 47,337 | |
| Right-of-use assets under construction | 57 | 108 |
| 74,016 | 47,445 |
The Company applies the following depreciation periods for right-of-use assets:
Carrying amount
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Patents and licences | 26,624 | 27,841 |
| Software | 5,343 | 4,921 |
| Development costs | 1,860 | 140 |
| Other intangible assets | 1,608 | 1,707 |
| 35,435 | 34,609 | |
| Intangible assets under development | 7,472 | 9,513 |
| 42,907 | 44,122 |
Shares include shares in subsidiaries and other entities. Shares in subsidiaries are recognised in the statement of financial position at cost less impairment losses recognised in accordance with IAS 36 Impairment
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Shares in subsidiaries | 5,711,623 | 5,711,623 |
| Shares in other entities | 7,999 | 7,999 |
| 5,719,622 | 5,719,622 | |
| including | ||
| Long-term | 5,719,622 | 5,719,622 |
| 5,719,622 | 5,719,622 |
For information on shares held, see Note 13 to the financial statements of Grupa Azoty Spółka Akcyjna for the 12 months ended December 31st 2022.
Following an analysis of the validity of the estimate of impairment of shares held, consistent with an analysis of impairment of property, plant and equipment of subsidiaries as at June 30th 2023, no need to recognise or reverse impairment of shares held was identified. For a detailed description, see Section 2.2.
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Loans | 1,192,216 | 1,227,709 |
| Other | 52,930 | 69,104 |
| 1,245,146 | 1,296,813 | |
| including | ||
| Long-term | 1,078,051 | 1,155,408 |
| Short-term | 167,095 | 141,405 |
| 1,245,146 | 1,296,813 |
The amount of other financial assets comprises mainly loans advanced by the Company to subsidiaries and the valuation of the call option over shares in Grupa Azoty POLYOLEFINS in the amount of PLN 52,930 thousand (as at December 31st 2022: PLN 69,104 thousand). See Note 22 for a detailed description of this financial instrument.
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| CO2 emission allowances |
237,102 | 223,901 |
| Energy certificates | 519 | 1,824 |
| Total property rights | 237,621 | 225,725 |
CO2 emission allowances held (number of units)
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Balance at beginning of period (units held) | 764,377 | 759,207 |
| Allocated | 492,427 | 510,685 |
| Purchased | 203,078 | 369,668 |
| Surrendered | (17,022) | - |
| Redeemed | (849,380) | (875,183) |
| Balance at end of period (units held) | 593,480 | 764,377 |
| Emissions in the reporting period | 397,528 | 846,983 |
As at June 30th 2023, the Company did not have a sufficient surplus (taking into account the executed futures contracts) of CO2 emission allowances necessary to redeem allowances for 2023. The number of missing allowances as at June 30th 2023 is 69,870.
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Trade receivables – related parties | 218,892 | 186,933 |
| Trade receivables – other entities | 35,241 | 113,660 |
| Receivables from state budget, except for income tax Prepayments for deliveries of property, plant and equipment – |
47,950 | 79,715 |
| related parties | 27,775 | 28,848 |
| Prepayments for deliveries of property, plant and equipment – | ||
| other entities | 1,042 | 341 |
| Prepayments for deliveries of materials, goods and services | 5,612 | 1,579 |
| Accrued expenses | 19,827 | 4,827 |
| Other receivables | 185,264 | 1,147 |
| Receivables under the Act on Compensation Scheme for Energy | ||
| Intensive Sectors and Subsectors | 20,534 | 11,307 |
| 562,137 | 428,357 | |
| including | ||
| Long-term | 28,817 | 29,189 |
| Short-term | 533,320 | 399,168 |
| 562,137 | 428,357 |
Other receivables from related parties include dividend receivable of PLN 183,862 thousand.
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Cash in hand | 51 | 58 |
| Bank balances in PLN Bank balances in foreign currencies |
4,295 | 33,572 |
| (translated to PLN) | 438,978 | 128,801 |
| Bank deposits − up to 3 months | 213 | 743,693 |
| Cash and cash equivalents under cash pooling | 626,245 | 435,564 |
| 1,069,782 | 1,341,688 | |
| Cash and cash equivalents in the statement of financial position | 1,069,782 | 1,341,688 |
| Cash and cash equivalents in the statement of cash flows | 1,069,782 | 1,341,688 |
As at June 30th 2023 and December 31st 2022, the Company held no restricted cash.
As at June 30th 2023, the amount of funds in the VAT account (split payment) was PLN 605 thousand (December 31st 2022: PLN 521 thousand).
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Bank borrowings | 3,974,192 | 2,853,697 |
| Loans | 573,713 | 1,683,971 |
| 4,547,905 | 4,537,668 | |
| including | ||
| Long-term | - | 2,291,834 |
| Short-term | 4,547,905 | 2,245,834 |
| 4,547,905 | 4,537,668 |
Further to Section 2.3 of these financial statements, with respect to the Waiver and Amendment Agreements signed on August 31st 2023, as at June 30th 2023 the Company reclassified borrowings of PLN 3,075,382 thousand from non-current to current borrowings, which will have a significant effect on the calculation of liquidity ratios.
In the six months ended June 30th 2023, the Company incurred a revolving credit facility of PLN 1,100m and a PLN 348m overdraft facility to finance the physical cash pool mechanism.
In the first half of 2023, all liabilities under borrowings were paid when due. The Company has access to umbrella limits under PLN, EUR and USD overdraft facilities linked to physical cash pooling arrangements and under a multi-purpose credit facility which may be used as directed by the Company in accordance with changes in funding requirements of any of the Group's subsidiaries.
The aggregate amount of the Company's undrawn overdraft and multi-purpose credit facilities as at June 30th 2023 was PLN 635m. At the same time, the Company had undrawn limits under corporate credit facilities of PLN 30m.
As at June 30th 2023, under the agreements specified above the Company had access to total credit limits of approximately PLN 665m.
As at June 30th 2023, the Company's and the Group's Agreements package was secured through harmonised sureties and guarantees granted by key subsidiaries, i.e., Grupa Azoty PUŁAWY, Grupa Azoty POLICE and Grupa Azoty KĘDZIERZYN. Each of the above-mentioned subsidiaries provided sureties/guarantees up to one third of 120% of the value of each credit facility agreement, including:
On August 31st 2023, under the Waiver and Amendment Letters, additional security was created with respect to liabilities under the Agreements through the execution by the Company's subsidiary Compo Expert Holding GmbH, acting as the guarantor, of a guarantee agreement with the Financing Parties. The guarantor's potential liability towards the Financing Parties is limited by German law to the value of its net assets.
| Credit agreements of Grupa Azoty S.A. and maturities of the facilities as at June 30th 2023 | ||
|---|---|---|
| -- | -- | --------------------------------------------------------------------------------------------- |
| Credit facility/loan | Curren cy |
Rate of interest |
Amount as at the reporting date in foreign currency |
Amount as at the reporting date in PLN |
Up to 1 year |
1−2 years | 2−5 years | Over 5 years |
|---|---|---|---|---|---|---|---|---|
| Syndicated Credit Facility | PLN | variable | - | 1,098,081 | 1,098,081 | - | - | - |
| Syndicated Credit Facility | EUR | variable | 83,188 | 369,484 | 369,484 | - | - | - |
| Syndicated Term Loan Facility | PLN | variable | - | 1,087,288 | 1,087,288 | - | - | - |
| Overdraft facility with PKO BP S.A. | PLN | variable | - | 349,949 | 349,949 | - | - | - |
| Term loan facility with EIB | EUR | fixed | 36,324 | 161,616 | 161,616 | - | - | - |
| Term loan facility with EBRD | PLN | variable | - | 46,225 | 46,225 | - | - | - |
| Term loan facility II with EIB | EUR | fixed | 109,583 | 487,501 | 487,501 | - | - | - |
| Term loan facility II with EBRD | PLN | variable | - | 374,049 | 374,049 | - | - | - |
| Liabilities under cash pooling arrangements | PLN | variable | - | 288,214 | 288,214 | - | - | - |
| Liabilities under cash pooling arrangements | EUR | variable | 54,001 | 240,320 | 240,320 | - | - | - |
| Liabilities under cash pooling arrangements | USD | variable | 11,001 | 45,178 | 45,178 | - | - | - |
| 4,547,905 | 4,547,905 | - | - | - |
| Credit facility/loan | Curren cy |
Rate of interest |
Amount as at the reporting date in foreign currency |
Amount as at the reporting date in PLN |
Up to 1 year |
1−2 years | 2−5 years | Over 5 years |
|---|---|---|---|---|---|---|---|---|
| Syndicated Credit Facility | PLN | variable | - | 297 | 297 | - | - | - |
| Syndicated Credit Facility | EUR | variable | 83,178 | 386,539 | 56 | - | 386,483 | - |
| Syndicated Term Loan Facility | PLN | variable | 1,227,372 | 285,989 | 277,440 | 663,943 | - | |
| Overdraft facility with PKO BP S.A. | PLN | variable | 1,163 | 1,163 | - | - | - | |
| Term loan facility with EIB | EUR | fixed | 45,405 | 212,888 | 85,144 | 85,158 | 42,586 | - |
| Term loan facility with EBRD | PLN | variable | - | 57,790 | 23,193 | 23,062 | 11,535 | - |
| Term loan facility II with EIB | EUR | fixed | 119,272 | 559,162 | 90,435 | 89,172 | 274,819 | 104,736 |
| Term loan facility II with EBRD | PLN | variable | - | 408,486 | 75,586 | 66,511 | 199,739 | 66,650 |
| Liabilities under cash pooling arrangements | PLN | variable | - | 1,541,144 | 1,541,144 | - | - | - |
| Liabilities under cash pooling arrangements | EUR | variable | 23,200 | 108,806 | 108,806 | - | - | - |
| Liabilities under cash pooling arrangements | USD | variable | 7,729 | 34,021 | 34,021 | - | - | - |
| 4,537,668 | 2,245,834 | 541,343 | 1,579,105 | 171,386 |
The amount in PLN includes adjustments for the measurement of credit facilities at adjusted cost, i.e., inclusive of facility commission fees.
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Reverse factoring liabilities | 324,591 | 188,839 |
| Valuation of PUT options on shares in Grupa Azoty POLYOLEFINS | 9,006 | 14,348 |
| Liabilities of the Polish National Foundation | 9,296 | 12,492 |
| 342,893 | 215,679 | |
| including | ||
| Long-term | 14,802 | 23,340 |
| Short-term | 328,091 | 192,339 |
| 342,893 | 215,679 |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Pension benefit obligations | 53,565 | 42,342 |
| Jubilee benefit obligations | 15,174 | 14,257 |
| Pensioner Social Fund benefit obligations | 3,161 | 2,422 |
| Other | 3,000 | 2,896 |
| 74,900 | 61,917 | |
| including | ||
| Long-term | 68,743 | 55,930 |
| Short-term | 6,157 | 5,987 |
| 74,900 | 61,917 |
| For the period Jan 1 − Jun 30 2023 unaudited |
for the period Jan 1 − Dec 31 2022 audited |
|
|---|---|---|
| At beginning of period | 47,660 | 43,067 |
| Current service cost (+) | 1,039 | 1,872 |
| Interest expense (+) | 1,529 | 1,495 |
| Remeasurement of net defined benefit obligation/asset, resulting | ||
| from: | 11,095 | 3,303 |
| - changes in demographic estimates (+/-) | (1) | (289) |
| - changes in financial assumptions (+/-) | 11,096 | 3,592 |
| Benefits paid (-) | (1,597) | (2,077) |
| At end of period | 59,726 | 47,660 |
Changes in other long-term employee benefit obligations
| For the period Jan 1 − Jun 30 2023 unaudited |
For the period Jan 1 − Dec 31 2022 audited |
|
|---|---|---|
| At beginning of period | 14,257 | 17,797 |
| Current service cost (+) | 249 | 668 |
| Interest expense (+) | 462 | 620 |
| Actuarial gains and losses recognised in profit or loss for the period | ||
| (+/-) | 928 | (2,726) |
| Benefits paid (-) | (722) | (2,102) |
| At end of period | 15,174 | 14,257 |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Trade payables - related parties | 37,334 | 91,273 |
| Trade payables - other entities | 167,796 | 396,120 |
| Liabilities to state budget, except for income tax | 17,336 | 25,657 |
| Salaries and wages payable | 11,024 | 10,798 |
| Liabilities under purchases of property, plant and equipment, intangible assets, investment properties - related parties Liabilities under purchases of property, plant and equipment, |
14,869 | 9,089 |
| intangible assets, investment properties - other entities | 10,420 | 28,599 |
| Prepayments for deliveries - other entities | 3,589 | 8,163 |
| Other liabilities - related parties | 1,556 | 3,700 |
| Other liabilities - other entities | 14,403 | 15,291 |
| Accrued expenses | 178,437 | 296,300 |
| Liabilities under bonuses | 5,926 | 12,781 |
| Deferred income | 469 | 314 |
| Total current liabilities | 463,159 | 898,085 |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Provision for litigation | 1,130 | 11,123 |
| Provision for environmental liabilities | 40,499 | 40,499 |
| Other | 701 | 863 |
| 42,330 | 52,485 | |
| including | ||
| Long-term | 28,359 | 28,358 |
| Short-term | 13,971 | 24,127 |
| 42,330 | 52,485 |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Government grants | 166,245 | 51,323 |
| Other | - | 33 |
| 166,245 | 51,356 | |
| including | ||
| Long-term | 47,673 | 48,835 |
| Short-term | 118,572 | 2,521 |
| 166,245 | 51,356 |
The increase in grants as at June 30th 2023 was attributable to the measurement of CO2 emission allowances granted for 2023, of which PLN 116,038 thousand remains to be settled by the end of the year. After the reporting date, the Company received additional 1,177 CO2 emission allowances measured at PLN 465 thousand.
On June 29th 2023, the Annual General Meeting passed a resolution to allocate the entire amount of the Company's net profit for the financial year 2022, of PLN 356,059,831.38, to the Company's statutory reserve funds.
Lease liabilities
In the six months ended June 30th 2023 the Company did not enter into any material lease contracts.
Financial assets
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| At fair value through profit or loss | 54,417 | 70,085 |
| At amortised cost | 2,682,768 | 2,784,532 |
| At fair value through other comprehensive income | 20,947 | 79,823 |
| 2,758,132 | 2,934,440 | |
| Recognised in the statement of financial position as: | ||
| Shares | 7,999 | 7,999 |
| Trade and other receivables | 433,718 | 286,959 |
| Cash and cash equivalents | 1,069,782 | 1,341,688 |
| Derivative financial instruments | 1,487 | 981 |
| Other financial assets | 1,245,146 | 1,296,813 |
| 2,758,132 | 2,934,440 |
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| Financial liabilities at fair value through profit or loss | 9,006 | 14,348 |
| At amortised cost | 5,231,600 | 5,360,527 |
| 5,240,606 | 5,374,875 | |
| Recognised in the statement of financial position as: | ||
| Long-term borrowings | - | 2,291,834 |
| Short-term borrowings | 4,547,905 | 2,245,834 |
| Non-current ease liabilities | 71,293 | 39,308 |
| Current lease liabilities | 15,295 | 14,677 |
| Other non-current financial liabilities | 14,802 | 23,340 |
| Other current financial liabilities | 328,091 | 192,339 |
| Trade and other payables | 263,220 | 567,543 |
| 5,240,606 | 5,374,875 |
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to credit risk principally in connection with its trade receivables, advanced loans, short-term bank deposits, bank accounts, and cash pooling.
| As at Jun 30 2023 unaudited |
As at Dec 31 2022 audited |
|
|---|---|---|
| At fair value through profit or loss | 54,417 | 70,085 |
| At amortised cost | 2,682,768 | 2,784,532 |
| At fair value through other comprehensive income | 12,948 | 71,824 |
| 2,750,133 | 2,926,441 |
The Company's trade receivables from third parties are in the first place insured under a global trade credit insurance policy, which limits the Company's credit risk exposure to the deductible amount (i.e., 5–10% of the amount of insured receivables). The policy ensures that customers' financial condition is monitored on an ongoing basis and enables debt recovery when required. Upon a customer's actual or legal insolvency, the Company receives compensation equal to 90–95% of the amount of the insured receivables.
A part of the Company's trade receivables from third parties not covered by the policy is secured with letters of credit and guarantees or other forms of security acceptable to the Company.
Trade credit limit is granted primarily on the basis of the insurance company's decision, but also taking into account positive trading history with the customer and the customer's creditworthiness (assessed based on business intelligence reports), financial statements and payment history.
If there is no positive history of trading between the Company and a customer, or where transactions are occasional and the credit limit cannot be insured, the customer is required to make a prepayment or provide security.
Credit risk exposure is defined as the total of unpaid receivables, monitored on an ongoing basis by the Company's internal financial staff (individually for each trading partner) and, if a receivable is insured, also by insurance companies' credit analysts.
| Percentage of expected impairment as at Jun 30 2023 unaudited |
Percentage of expected impairment as at Dec 31 2022 audited |
|
|---|---|---|
| Not past due | 0.11% | 0.39% |
| Past due up to 90 days | 0.09% | 7.52% |
| Past due 91−180 days | 3.86% | 5.47% |
| Past due 181-360 days | 88.18% | 60.00% |
| Past due more than 360 days | 99.89% | 99.94% |
Detailed information on the fair value of financial instruments whose fair value can be estimated is presented below:
The table below presents the Company's financial instruments carried at fair value by levels in the fair value hierarchy as at June 30th 2023:
| Hierarchy level | Level 2 | Level 3 |
|---|---|---|
| Financial assets at fair value, including: | 1,487 | 73,877 |
| at fair value through profit or loss – derivative financial instruments measured at fair value through other comprehensive income, |
- | 52,930 |
| including: | 1,487 | 20,947 |
| shares | - | 7,999 |
| trade receivables | - | 12,948 |
| currency futures and forward contracts | 1,487 | - |
| Financial liabilities at fair value, including: | - | 9,006 |
| at fair value through profit or loss – derivative financial instruments |
- | 9,006 |
The table below presents financial instruments of the Company, carried at fair value, by levels in the fair value hierarchy, as at December 31st 2022:
| Hierarchy level | Level 2 | Level 3 |
|---|---|---|
| Financial assets at fair value, including: | 981 | 148,927 |
| at fair value through profit or loss – derivative financial instruments measured at fair value through other comprehensive income, |
- | 69,104 |
| including: | 981 | 79,823 |
| shares | - | 7,999 |
| trade receivables | - | 71,824 |
| currency futures and forward contracts | 981 | - |
| Financial liabilities at fair value, including: | - | 14,348 |
| at fair value through profit or loss – derivative financial instruments |
- | 14,348 |
In the first half of 2023 and in 2022, no financial instruments were transferred between Level 2 and Level 3 of the classification of financial instruments measured at fair value.
The fair value hierarchy presented in the tables above is as follows:
Level 1 – price quoted in an active market for the same asset or liability,
Level 2 – values based on inputs other than quoted Level 1 prices that are either directly or indirectly observable or determined on the basis of market data,
Level 3 – values based on input data that are not based on observable market data.
The fair value of foreign currency contracts presented in Level 2 is determined on the basis of a valuation carried out by banks with which the relevant contracts have been concluded. The valuations are verified by discounting the expected cash flows from the contracts at market interest rates effective as at the reporting date.
The fair value of the shares (equity investments) was measured using the discounted cash flow method.
As at June 30th 2023, the notional amount of open currency derivatives (forwards) was EUR 2.5m, with maturity dates falling in 2023. As at December 31st 2022, the notional amount of open currency derivatives (forwards) was EUR 4.5m.
Such contracts are only entered into with reliable banks under master agreements. All the contracts reflect actual cash flows in foreign currencies. Currency forwards and derivative contracts are executed to match the Company's net currency exposure and their purpose is to limit the effect of exchange rate fluctuations on profit or loss.
Derivatives under Grupa Azoty POLYOLEFINS shareholder agreement
On May 31st 2020, the Company, Grupa Azoty Zakłady Chemiczne Police S.A. ("Grupa Azoty POLICE") (jointly referred to as the "Original Sponsors") and Grupa Azoty POLYOLEFINS entered into agreements with Grupa LOTOS S.A. – currently ORLEN S.A. (as of August 1st 2022 Polski Koncern Naftowy ORLEN S.A. and, following name change, ORLEN S.A. ("ORLEN") assumed all rights and obligations of Grupa LOTOS S.A.), Hyundai Engineering Co. Ltd ("Hyundai") and Korea Overseas Infrastructure & Urban Development Corporation ("KIND") (where ORLEN, Hyundai and KIND are referred to jointly as the "Co-Sponsors", and together with the Original Sponsors and Grupa Azoty POLYOLEFINS as the "Parties") concerning the terms and conditions of an equity investment and subordinated debt financing ("Transaction Documents") in connection with Grupa Azoty's strategic Polimery Police project implemented by Grupa Azoty POLYOLEFINS.
As part of the Transaction Documentation, the Parties signed investment agreements, loan agreements, and a shareholders' agreement (the "Shareholders' Agreement").
In the Shareholders' Agreement, the Parties agreed that the lock-up period during which Hyundai and KIND would not be able, as a rule, to dispose of their Grupa Azoty POLYOLEFINS shares would last until the expiry of three years from the date of the Polimery Police project completion, and in the case of ORLEN – until full repayment of all liabilities under the Debt Financing Agreement, but not longer than until December 15th 2035. The Parties also agreed on a procedure for sale of Grupa Azoty POLYOLEFINS shares by the Co-Sponsors after expiry of the lock-up periods.
The Transaction Documents provide that the Original Sponsors may carry out a public offering of Grupa Azoty POLYOLEFINS shares after the expiry of the lock-up period. In addition, the Parties agreed on a put option for Hyundai and KIND towards the Original Sponsors and a call option for the Original Sponsors towards Hyundai, in each case with respect to Grupa Azoty POLYOLEFINS shares, with a total value (calculated based on the price originally paid by Hyundai and KIND for the shares) of up to USD 70,000,000, for the same amount expressed in USD, and in the case of the put option – additionally reduced by any dividends paid to Hyundai and KIND by the put option exercise date. The Parties agreed that the options would expire on or before December 31st 2035.
Therefore, the put option granted to Hyundai and KIND and the call option granted to the Original Sponsors are, from the Company's perspective, financial derivatives whose value depends on the value of the underlying asset, i.e. the value of Grupa Azoty POLYOLEFINS shares, market parameters and the duration of the options.
The call and put options were remeasured as at June 30th 2023 and the result of the remeasurement was charged to the statement of profit or loss.
Based on the above assumptions, the following valuation results were obtained (PLN '000):
| Instrument | Total valuation | Company's interest (47%) |
Grupa Azoty POLICE's interest (53%) |
|
|---|---|---|---|---|
| Call option (financial asset) | 112,617 | 52,930 | 59,687 | |
| Put option (financial liability) | 19,162 | 9,006 | 10,156 |
In the financial statements, the Company recognised financial assets on account of a derivative instrument (call option), of PLN 52,930 thousand, and financial liabilities on account of a derivative instrument (put option) of PLN 9,006 thousand. The effect on profit or loss was PLN (10,832) thousand.
The Shareholders' Agreement provides for additional exit mechanisms for the Co-Sponsors as shareholders of Grupa Azoty POLYOLEFINS. In particular, these mechanisms include a public issue of Grupa Azoty POLYOLEFINS shares; joint sale of Grupa Azoty POLYOLEFINS shares to third-party investors; first refusal rights over Grupa Azoty POLYOLEFINS shares granted to the Original Sponsors; an option for ORLEN to acquire a majority interest in Grupa Azoty POLYOLEFINS if the co-financing necessary to complete the Polimery Police project is not possible; and the exit mechanism for ORLEN, Hyundai and KIND, with respect to the shares not covered by the put option and the call option, through repurchase of such shares by Grupa Azoty POLYOLEFINS at fair value for subsequent cancellation. The shares should be repurchased using funds generated and accumulated by Grupa Azoty POLYOLEFINS once the senior debt financing has been fully repaid. The share repurchase is expected after 2035, in line with the current financial model adopted for the Polimery Police project. The repurchase price based on the future fair value of Grupa Azoty POLYOLEFINS shares as at the repurchase date, taking into account earlier dividend payments, will ensure that the Co-Sponsors receive the rate of return specified in the Shareholders' Agreement with respect to the contribution made on November 16th 2020 towards the Grupa Azoty POLYOLEFINS share capital increase, covered by the mechanism. If the rate of return is lower than agreed, the Original Sponsors will be jointly and severally obliged to make supplementary payments to the Co-Sponsors so as to increase the rate of return on the Co-Sponsors' investments covered by the share repurchase-based exit mechanism to the agreed level, but in any case by no more than a specified number of percentage points. Similarly, if the rate of return on the Co-Sponsors' investments in the shares covered by the share repurchase-based exit mechanism exceeds the level expected by the Co-Sponsors, they will be obliged to make payments to the Original Sponsors so as to reduce the rate of return on the Co-Sponsors' investments to the agreed level, but in any case by no more than a specified number of percentage points (the same as in the above-mentioned case where the rate of return on the Co-Sponsors' investments is increased by the Original Sponsors).
The mechanism described above, intended to stabilise the rate of return on the Co-Sponsors' investments in Grupa Azoty POLYOLEFINS shares covered by the share repurchase-based exit mechanism, results in the creation of a financial instrument at the Original Sponsors, whose value may be either positive (i.e., may become a financial asset if the Co-Sponsors anticipate a rate of return higher than agreed in the Shareholders' Agreement and, consequently, return payments to be made to the Original Sponsors) or negative (i.e., may become a financial liability if supplementary payments from the Original Sponsors to the Co-Sponsors are anticipated following the share repurchase).
Under the current baseline financial model of the Polimery Police project it is expected that the Co-Sponsors will achieve a rate of return not lower than specified in the Shareholders' Agreement. Therefore, no supplementary payments are currently expected to be made by the Original Sponsors to the Co-Sponsors after the shares are repurchased for cancellation following repayment of the senior debt financing.
At the same time, despite the overall stage of completion of the Polimery Police project, which was 99.69% as at June 30th 2023, a range of micro- and macroeconomic factors affecting the implementation and profitability of the Polimery Police project, including temporary differences in the prices of key raw materials and selling prices of polypropylene relative to the baseline scenario, as well as a very distant date for the exercise of rights or performance of potential obligations under the profitability stabilisation mechanism, the estimation of the expected settlement result is highly uncertain. For this reason, the Parent has decided not to recognise a financial asset in this respect. This decision will be reviewed and revised in subsequent periods as the Polimery Police project is brought to completion.
The Company applies cash flow hedge accounting. The hedged item are highly probable future proceeds from sale transactions in the euro, which will be recognised in profit or loss in the period from July 2023 to March 2029. The hedging covers currency risk. The hedge are two euro-denominated credit facilities of:
As at June 30th 2023, the carrying amount of both credit facilities was PLN 648,005 thousand (December 31st 2022: PLN 770,777 thousand). The hedging reserve includes the effect of valuation as at June 30th 2023 in the amount of PLN (12,574) thousand (December 31st 2022: PLN (53,899) thousand), which entirely represents the effective hedge.
In the six months ended June 30th 2023, the Company offset a hedging relationship with respect to payment of instalments of a foreign currency credit facility against proceeds from sales in the euro for the amount PLN 5,817 thousand (PLN 7,752 thousand in the period ended June 30th 2022).
The Company has no contingent assets.
| As at | As at | ||
|---|---|---|---|
| Jun 30 2023 unaudited |
Dec 31 2022 audited |
||
| Sureties | 8,011 | 8,442 |
The surety provided by the Company is to secure a grant advanced to Grupa Azoty ATT Polymers GmbH by Investitionsbank des Landes Brandenburg (ILB) to finance 20% of capital expenditure on the construction of a logistics centre in Guben, Germany.
The new logistics centre with office facilities provides storage, packaging and distribution services for the Grupa Azoty Group's products.
For information on contingent liabilities under the Shareholders' Agreement of Grupa Azoty POLYOLEFINS related to the Polimery Police project, see Note 22.
Trade transactions with subsidiaries Trade transactions
In the six months ended June 30th 2023 and as at that date (unaudited)
| Revenue | Receivables | Purchases | Liabilities | |
|---|---|---|---|---|
| Related parties of Grupa Azoty S.A. | 490,342 | 421,484 | 164,855 | 31,925 |
| Related parties of Grupa Azoty KĘDZIERZYN | 1 | 1 | - | - |
| Related parties of Grupa Azoty POLICE | 1,600 | 1,036 | 11 | - |
| Related parties of Grupa Azoty PUŁAWY Related parties of Grupa Azoty Polskie Konsorcjum |
22,134 | 7,502 | 891 | 556 |
| Chemiczne Sp. z o.o. ("Grupa Azoty PKCH") Related parties of COMPO EXPERT Holding GmbH ("COMPO |
4,069 | 894 | 40,435 | 21,494 |
| EXPERT") | 991 | 1,014 | - | - |
| 519,137 | 431,931 | 206,192 | 53,975 |
In the six months ended June 30th 2022 and as at that date (unaudited)
| Revenue | Receivables | Purchases | Liabilities | |
|---|---|---|---|---|
| Related parties of Grupa Azoty S.A. | 840,407 | 620,784 | 506,250 | 123,585 |
| Related parties of Grupa Azoty POLICE | 787 | 576 | 16 | 4 |
| Related parties of Grupa Azoty PUŁAWY Related parties of Grupa Azoty Polskie Konsorcjum |
28,411 | 7,064 | 264 | 340 |
| Chemiczne Sp. z o.o. ("Grupa Azoty PKCH") Related parties of COMPO EXPERT Holding GmbH ("COMPO |
2,581 | 640 | 34,409 | 13,424 |
| EXPERT") | 587 | 601 | - | - |
| 872,773 | 629,665 | 540,939 | 137,353 |
In the six months ended June 30th 2023 (unaudited)
| Other income | Other expenses | Finance income | Finance costs | |
|---|---|---|---|---|
| Related parties of Grupa Azoty S.A. | 546 | 19 | 229,408 | 19,946 |
| Related parties of Grupa Azoty POLICE | - | - | 33,195 | 910 |
| Related parties of Grupa Azoty PUŁAWY | 3 | - | 4,265 | 1,271 |
| Related entities of Grupa Azoty PKCh | 1,104 | 1,258 | 5 | 1,153 |
| 1,653 | 1,277 | 266,873 | 23,280 |
| Other income | Other expenses | Finance income | Finance costs | |
|---|---|---|---|---|
| Related parties of Grupa Azoty S.A. | 553 | 112 | 295,460 | 14,078 |
| Related parties of Grupa Azoty POLICE | - | - | 20,639 | 480 |
| Related parties of Grupa Azoty PUŁAWY | 2 | - | 1,607 | 1,208 |
| Related entities of Grupa Azoty PKCh | 981 | 1,274 | - | 905 |
| 1,536 | 1,386 | 317,706 | 16,671 |
In the six months ended June 30th 2023 the value of transactions with jointly-controlled entities was:
In the six months ended June 30th 2022, the amount of purchase transactions with an entity jointly controlled through Grupa Azoty PUŁAWY was PLN 1,365 thousand.
In the six months ended June 30th 2023, the Company did not grant any loans to related parties.
In 2022, the Company advanced a loan of PLN 100,000 thousand to Grupa Azoty POLICE.
The Company capitalised interest and commission fees on a loan granted to Grupa Azoty POLYOLEFINS. As at June 30th 2023, capitalised interest was PLN 86,368 thousand (December 31st 2022: PLN 86,368 thousand), and capitalised fees as at June 30th 2023 were PLN 8,439 thousand (December 31st 2022: PLN 8,439 thousand).
None.
As at June 30th 2023, the Company presented cash provided to other Grupa Azoty Group companies participating in the cash pooling mechanism as cash equivalents of PLN 626,245 thousand (December 31st 2022: PLN 435,564 thousand), whereas cash received by the Company from other Group companies is presented as short-term borrowings of PLN 573,713 thousand as at June 30th 2023 (December 31st 2022: PLN 1,683,971 thousand).
In the six months ended June 30th 2023 and in 2022, the Company did not execute any related-party transactions otherwise than on arm's length terms.
| For the period Jan 1 – Jun 30 2023 (unaudited) |
For the period Jan 1 − Jun 30 2022 (unaudited) |
|
|---|---|---|
| Short-term benefits | 7,959 | 7,165 |
| Termination benefits | 660 | - |
| 8,619 | 7,165 |
| For the period Jan 1 – Jun 30 2023 (unaudited) |
For the period Jan 1 − Jun 30 2022 (unaudited) |
|
|---|---|---|
| Short-term benefits | 1,673 | 1,520 |
In the period ended June 30th 2023, the Company signed contracts relating to the continuation of ongoing and commencement of new projects. The projects involve mainly the provision of construction, mechanical, electrical, and engineering design services. The most important investment projects underway include:
• construction of a unit for drying sludge from the wastewater treatment facility – as at June 30th 2023, the total amount of commitments under executed contracts was PLN 4,252 thousand (December 31st 2022: PLN 4,428 thousand).
As at June 30th 2023, the total amount of investment commitments under the contracts was PLN 195,669 thousand (December 31st 2022: PLN 120,313 thousand).
For a detailed description, see Section 2.3.
The Company signed a new trade agreement with COMPO EXPERT whereby the range of Grupa Azoty fertilizers to be distributed by COMPO EXPERT in foreign markets will be significantly increased and the portfolio of offered products will include all nitrogen and compound fertilizers. The agreement was concluded for an indefinite period and the distribution schedule covers the period from October 1st 2023 to December 31st 2024.
As part of the expanded cooperation, COMPO EXPERT will market Grupa Azoty products internationally, ultimately via its extensive sales network, comprising offices in 22 countries and sales operations spanning over 100 countries, primarily in Europe, but also in South and North America, Africa, and Asia.
The agreement also outlines joint marketing efforts for fertilizer sales and the promotion of the Grupa Azoty brand.
On September 5th 2023, the Company's Management Board was notified by Grupa Azoty KĘDZIERZYN of a failure at the ammonia unit. As a result of the failure, production processes at the subsidiary's key units, which include the production of fertilizers, nitric acid, UAN, urea, and OXO alcohols, have been temporarily suspended.
The production of nitric acid at Grupa Azoty KĘDZIERZYN will be resumed in the 39th week of 2023, followed by the production of mineral fertilizers at minimum loads. The restart of other units and ramp-up of production back to full capacity will continue until around mid-October 2023, when repair work on the ammonia plant's boiler system is scheduled for completion.
The financial impact of the plant failure at the operating level has been provisionally estimated at about PLN 20m, comprising lost profits on sales of products (fertilizers, nitric acid, UAN, urea and OXO alcohols) that would have likely been earned had the units operated at normal rates. The cost of repairing the ammonia plant is estimated at approximately PLN 1.4m.
The amounts presented above are estimates and may be subject to change.
On August 29th 2023, Grupa Azoty POLYOLEFINS received a letter from Hyundai Engineering Co., Ltd, which is the General Contractor on the Polimery Police project, notifying the investor that the duration of the project will be extended by a period of two to three months.
The General Contractor cited unforeseen equipment problems during the commissioning phase of certain units as the reason for the delay in completing the project work.
Signatures of members of the Management Board
________________________ ________________________
Tomasz Hinc Mariusz Grab
President of the Management Board Vice President of the Management Board
Filip Grzegorczyk Grzegorz Kądzielawski Vice President of the Management Board Vice President of the Management Board
________________________ ________________________
________________________ ________________________ Marcin Kowalczyk Marek Wadowski Vice President of the Management Board Vice President of the Management Board
________________________ Zbigniew Paprocki Member of the Management Board Director General
Person responsible for maintaining accounting records
Marek Michalski Head of the Corporate Finance Department
________________________
Tarnów, September 27th 2023
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