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Ciech S.A.

Quarterly Report Sep 9, 2020

5563_rns_2020-09-09_a0de877f-1c1f-42f6-b8e1-a90e5f980e2c.pdf

Quarterly Report

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EXTENDED CONSOLIDATED REPORT

of the CIECH Group for the first half of 2020

We are providing a courtesy English translation of our reviewed financial statements which were originally written in Polish. We take no responsibility for the accuracy of our translation. For an accurate reading of our reviewed financial statements, please refer to the Polish language version of our reviewed financial statements.

CIECH GROUP — SELECTED CONSOLIDATED FINANCIAL DATA

in thousand PLN in thousand EUR
6 months 6 months 6 months 6 months
SELECTED FINANCIAL DATA ended ended ended ended
30.06.2020 30.06.2019 30.06.2020 30.06.2019
Sales revenues 1,477,923 1,733,810 332,768 404,340
Operating profit/(loss) 116,679 145,233 26,271 33,870
Profit/(loss) before tax 77,960 116,678 17,553 27,210
Net profit / (loss) for the period 34,017 79,722 7,659 18,592
Net profit/(loss) attributable to shareholders of the parent 34,698 79,991 7,813 18,655
company
Net profit/(loss) attributed to non-controlling interest (681) (269) (154) (63)
Other comprehensive income net of tax (22,213) (7,014) (5,001) (1,636)
Total comprehensive income 11,804 72,708 2,658 16,956
Cash flows from operating activities 313,917 106,907 70,681 24,932
Cash flows from investment activities (379,616) (157,132) (85,474) (36,645)
Cash flows from financial activities 446,902 37,859 100,624 8,829
Total net cash flows 381,203 (12,366) 85,831 (2,884)
Earnings (loss) per ordinary share (in PLN/EUR) 0.66 1.52 0.15 0.35
as at as at as at as at
30.06.2020 31.12.2019 30.06.2020 31.12.2019
Total assets 5,422,630 5,046,545 1,214,203 1,185,052
Non-current liabilities 2,144,852 1,947,307 480,262 457,275
Current liabilities 1,289,158 1,122,459 288,661 263,581
Total equity 1,988,620 1,976,779 445,280 464,196
Equity attributable to shareholders of the parent 1,990,116 1,977,796 445,615 464,435
Non-controlling interest (1,496) (1,017) (335) (239)
Share capital 287,614 287,614 64,401 67,539

CIECH S.A. — SELECTED SEPARATE FINANCIAL DATA

in thousand PLN in thousand EUR
SELECTED FINANCIAL DATA 6 months 6 months 6 months 6 months
ended ended ended ended
30.06.2020 30.06.2019 30.06.2020 30.06.2019
Sales revenues 837,545 1,131,873 188,581 263,963
Operating profit 19,392 14,045 4,366 3,275
Profit before tax 31,723 21,443 7,143 5,001
Net profit for the period 32,768 13,434 7,378 3,133
Other comprehensive income net of tax (26,417) 3,012 (5,948) 702
Total comprehensive income 6,351 16,446 1,430 3,835
Cash flows from operating activities (90,418) 32,036 (20,358) 7,471
Cash flows from investment activities (89,677) (52,320) (20,192) (12,201)
Cash flows from financial activities 467,050 51,456 105,161 12,000
Total net cash flows 286,955 31,172 64,611 7,270
as at as at as at as at
30.06.2020 31.12.2019 30.06.2020 31.12.2019
Total assets 4,210,337 3,889,932 942,753 913,451
Total non-current liabilities 1,833,007 1,632,936 410,436 383,453
Total current liabilities 907,773 793,790 203,263 186,401
Total equity 1,469,557 1,463,206 329,054 343,597
Share capital 287,614 287,614 64,401 67,539

The above selected financial data were converted into PLN in accordance with the following principles:

  • items in the statement of financial position were converted using the average exchange rate determined by the National Bank of Poland on the last day of the reporting period,
  • items in the statement of profit or loss, statement of other comprehensive income and statement of cash flows were converted using the exchange rate constituting the arithmetic mean of rates determined by the National Bank of Poland on the last day of each calendar month of the reporting period.
as at 30.06.2020 as at 31.12.2019 6 months
ended 30.06.2019
EUR 1 = PLN 4.4660 EUR 1 = PLN 4.2585 EUR 1 = PLN 4.4413 EUR 1 = PLN 4.2880

SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP FOR 6-MONTH PERIOD ENDED 30 JUNE 2020

PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ENDORSED BY THE EUROPEAN UNION

TABLE OF CONTENTS

1. SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP PREPARED IN ACCORDANCE WITH INTERNATIONAL
FINANCIAL REPORTING STANDARDS AS ENDORSED BY THE EUROPEAN UNION 6
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS OF THE CIECH GROUP 6
CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME OF THE CIECH GROUP 7
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION OF THE CIECH GROUP 8
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS OF THE CIECH GROUP 9
CONDENSED STATEMENT OF CHANGES IN CONSOLIDATED EQUITY OF THE CIECH GROUP 10
2. EXPLANATORY NOTES TO THE SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP 11
2.1. BASIS FOR PREPARATION OF THE SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP 11
2.2. ADOPTED ACCOUNTING PRINCIPLES 11
2.2.1. ADJUSTMENTS OF PRIOR PERIOD ERRORS 12
2.3. FUNCTIONAL AND REPORTING CURRENCY 14
2.4. SEASONALITY AND CYCLICALITY OF ACTIVITY OF THE CIECH GROUP 14
2.5. CIECH GROUP'S SEGMENT REPORTING 15
2.6. PROVISIONS AND IMPAIRMENT ALLOWANCES ON ASSETS 20
2.7. INCOME TAX, DEFERRED TAX ASSETS AND LIABILITY 23
2.8. INFORMATION ON FAIR VALUE OF FINANCIAL INSTRUMENTS 24
2.8.1. FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE 25
2.8.2. FINANCIAL INSTRUMENTS NOT MEASURED AT FAIR VALUE 26
2.9. INFORMATION ON PURCHASE AND DISPOSAL OF PROPERTY, PLANT AND EQUIPMENT AND CONTRACTUAL COMMITMENTS FOR THE ACQUISITION OF
PROPERTY, PLANT AND EQUIPMENT 27
2.10. INFORMATION ON LOAN AGREEMENTS, INCLUDING OVERDUE DEBTS OR OTHER VIOLATIONS OF DEBT-RELATED AGREEMENTS 27
2.11. INFORMATION ON TRANSACTIONS WITH RELATED ENTITIES 28
2.12. ISSUE, REDEMPTION AND REPAYMENT OF DEBT SECURITIES AND EQUITY SECURITIES IN THE CIECH GROUP 28
2.13. CONTINGENT ASSETS AND CONTINGENT LIABILITIES INCLUDING GUARANTEES AND SURETIES 28
2.14. INFORMATION ON DIVIDENDS PAID (OR DECLARED), IN TOTAL AND PER SHARE, BROKEN DOWN INTO ORDINARY SHARES AND PREFERENCE SHARES 35
2.15. INFORMATION ON DISCONTINUED OPERATIONS AND NON-CURRENT ASSETS HELD FOR SALE IN THE FIRST HALF OF 2020 35
2.16. INFORMATION ON IMPORTANT EVENTS IN THE CIECH GROUP IN THE FIRST HALF OF 2020 36
2.17. INFORMATION ON POST-BALANCE-SHEET EVENTS 36
3. SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING
STANDARDS AS ENDORSED BY THE EUROPEAN UNION 38
CONDENSED SEPARATE STATEMENT OF PROFIT OR LOSS OF CIECH S.A. 38
CONDENSED SEPARATE STATEMENT OF OTHER COMPREHENSIVE INCOME OF CIECH S.A. 39
CONDENSED SEPARATE STATEMENT OF FINANCIAL POSITION OF CIECH S.A. 40
CONDENSED SEPARATE STATEMENT OF CASH FLOWS OF CIECH S.A. 41
CONDENSED SEPARATE STATEMENT OF CHANGES IN EQUITY OF CIECH S.A. 42
4. EXPLANATORY NOTES TO THE SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A. 43
4.1. BASIS OF PREPARATION OF THE SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A. 43
4.2. ADOPTED ACCOUNTING PRINCIPLES 43
4.3. FUNCTIONAL AND REPORTING CURRENCY 44
4.4. SEASONALITY AND CYCLICALITY OF ACTIVITY OF CIECH S.A. 44
4.5. CIECH S.A.'S SEGMENT REPORTING 44
4.6. PROVISIONS AND IMPAIRMENT ALLOWANCES ON ASSETS 49
4.7. INCOME TAX, DEFERRED TAX ASSETS AND LIABILITY 50
4.8. INFORMATION ON FAIR VALUE OF FINANCIAL INSTRUMENTS 51
4.9. INFORMATION ON PURCHASE AND DISPOSAL OF PROPERTY, PLANT AND EQUIPMENT AND COMMITMENTS FOR THE ACQUISITION OF PROPERTY, PLANT
AND EQUIPMENT 51
4.10. INFORMATION ON LOAN AGREEMENTS, INCLUDING OVERDUE DEBTS OR OTHER VIOLATIONS OF DEBT-RELATED AGREEMENTS 51
4.11. INFORMATION ON TRANSACTIONS WITH RELATED ENTITIES 51
4.12. ISSUE, REDEMPTION AND REPAYMENT OF DEBT AND EQUITY SECURITIES AT CIECH S.A. 52
4.13. CONTINGENT ASSETS AND CONTINGENT LIABILITIES INCLUDING GUARANTEES AND SURETIES 52
4.14. INFORMATION ON DIVIDENDS PAID (OR DECLARED), IN TOTAL AND PER SHARE, BROKEN DOWN INTO ORDINARY SHARES AND PREFERENCE SHARES 53
4.15. INFORMATION ON POST-BALANCE-SHEET EVENTS 53
5. MANAGEMENT BOARD REPORT ON THE CIECH GROUP'S ACTIVITIES 55
5.1. DESCRIPTION OF THE CIECH GROUP'S ORGANISATION 55
5.2. INFORMATION ON NON-CONSOLIDATED SUBSIDIARIES AND ASSOCIATES 58
5.3. SIGNIFICANT EFFECTS OF CHANGES TO THE ORGANISATIONAL STRUCTURE OF THE CIECH GROUP IN THE FIRST HALF OF 2020 58
5.4. THE MOST IMPORTANT EVENTS IN THE CIECH GROUP IN THE FIRST HALF OF 2020 60
5.5. REVIEW OF KEY ECONOMIC AND FINANCIAL FIGURES CONCERNING THE CIECH GROUP 62
5.5.1. BASIC FINANCIAL DATA 62
5.5.2. SALES REVENUES 62
5.5.3. PROFIT/(LOSS) ON SALES AND OPERATING PROFIT/(LOSS) 64
5.5.4. FINANCING ACTIVITIES AND NET PROFIT/LOSS 64
5.5.5. ASSET POSITION OF THE CIECH GROUP 65
5.5.6. CASH POSITION OF THE CIECH GROUP 67
5.5.7. WORKING CAPITAL AND SELECTED FINANCIAL RATIOS OF THE CIECH GROUP 67
5.6. SIGNIFICANT RISK FACTORS 70
5.7. FULFILMENT OF PROFIT FORECASTS PREVIOUSLY PUBLISHED FOR A GIVEN YEAR IN THE LIGHT OF THE RESULTS DISCLOSED IN THE REPORT AGAINST THE
FORECAST RESULTS 74
5.8. FACTORS AFFECTING THE CIECH GROUP'S RESULTS WITH PARTICULAR FOCUS ON THE NEXT SIX MONTHS 74
5.9. CIECH S.A.'S SHAREHOLDERS HOLDING AT LEAST 5% OF SHARES/VOTES AT THE GENERAL SHAREHOLDERS' MEETING 77
5.10. CHANGES IN THE NUMBER OF SHARES IN CIECH S.A. HELD BY THE MEMBERS OF THE MANAGEMENT BOARD AND SUPERVISORY BOARD OF CIECH S.A. 77
5.11. LITIGATION PENDING BEFORE A COURT, COMPETENT ARBITRATION AUTHORITY OR PUBLIC ADMINISTRATION AUTHORITY 78
5.11.1. SIGNIFICANT DISPUTED LIABILITIES OF THE CIECH GROUP 78
5.11.2. SIGNIFICANT DISPUTED RECEIVABLES OF THE CIECH GROUP 78
5.12. LOAN OR BORROWING SURETIES OR GUARANTEES GRANTED BY CIECH S.A. OR ITS SUBSIDIARY 78
5.13. INFORMATION ON TRANSACTIONS BETWEEN THE KEY MANAGEMENT PERSONNEL OF CIECH S.A. AND RELATED PARTIES 78
RATIO CALCULATION METHODOLOGY 79
REPRESENTATION BY THE MANAGEMENT BOARD 80

1. SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ENDORSED BY THE EUROPEAN UNION

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS OF THE CIECH GROUP

1

01.01.-30.06.2020 01.01.-30.06.2019* 01.04.-30.06.2020 01.04.-30.06.2019*
Data not reviewed
CONTINUING OPERATIONS
Sales revenues 1,477,923 1,733,810 689,016 860,507
Cost of sales (1,145,348) (1,339,472) (534,297) (653,132)
Gross profit/(loss) on sales 332,575 394,338 154,719 207,375
Other operating income 18,926 39,562 7,744 24,163
Selling costs (76,912) (129,990) (29,886) (65,720)
General and administrative expenses (102,420) (101,448) (45,928) (57,122)
Other operating expenses (55,490) (57,229) (31,457) (47,713)
Operating profit/(loss) 116,679 145,233 55,192 60,983
Financial income 12,049 79 (12,740) (3,076)
Financial expenses 691 (5,038) (833) (3,969)
Profit/(loss) from financial instruments (51,650) (24,359) (29,027) (11,593)
Net financial income/(expenses) (38,910) (29,318) (42,599) (18,638)
Share of profit / (loss) of equity-accounted
investees
191 763 (130) 441
Profit/(loss) before tax 77,960 116,678 12,463 42,786
Income tax (44,636) (32,995) (17,441) (22,332)
Net profit/(loss) on continuing operations 33,324 83,683 (4,978) 20,454
DISCONTINUED OPERATIONS
Net profit/(loss) on discontinued operations 693 (3,961) (426) (2,562)
Net profit / (loss) for the period 34,017 79,722 (5,404) 17,892
including:
Net profit/(loss) attributable to shareholders of
the parent company
34,698 79,991 (4,977) 18,216
Net profit/(loss) attributed to non-controlling
interest
(681) (269) (427) (324)
Earnings per share (in PLN):
Basic 0.66 1.52 (0.09) 0.35
Diluted 0.66 1.52 (0.09) 0.35
Earnings/(loss) per share (in PLN) from
continuing operations:
Basic 0.65 1.59 (0.09) 0.39
Diluted 0.65 1.59 (0.08) 0.39
*Restated data.

The condensed consolidated statement of profit or loss of the CIECH Group should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME OF THE CIECH GROUP

01.01.-30.06.2020 01.01.-30.06.2019* 01.04.-30.06.2020 01.04.-30.06.2019*
Data not reviewed
Net profit / (loss) for the period 34,017 79,722 (5,404) 17,892
Other comprehensive income before tax that
may be reclassified to the statement of profit
or loss
(34,444) (3,779) 57,411 23,155
Currency translation differences (foreign
companies)
27,044 (11,057) (13,346) 3,931
Cash flow hedge reserve (61,697) 3,919 71,293 18,988
Costs of hedging reserve 212 3,359 (533) 236
Other components of other comprehensive
income
(3) - (3) -
Other comprehensive income before tax that
may not be reclassified to the statement of
profit or loss
- - - -
Income tax attributable to other
comprehensive income
12,231 (3,235) (14,600) (5,369)
Income tax attributable to other
comprehensive income that may be reclassified
to the statement of profit or loss
12,231 (3,235) (14,600) (5,369)
Other comprehensive income net of tax (22,213) (7,014) 42,811 17,786
Comprehensive income including attributable
to:
11,804 72,708 37,407 35,678
Shareholders of the parent company 12,320 72,977 37,886 36,006
Non-controlling interest (516) (269) (479) (328)

*Restated data.

The condensed consolidated statement of other comprehensive income of the CIECH Group should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION OF THE CIECH GROUP

30.06.2020 31.12.2019* 01.01.2019*
ASSETS
Property, plant and equipment 2,964,158 2,891,207 2,857,199
Rights to use an asset 185,557 194,792 148,735
Intangible assets, including: 477,297 486,472 458,158
- goodwill 145,464 139,545 140,713
Investment property 36,625 36,717 37,766
Non-current receivables 60,366 57,624 64,603
Investments in associates and jointly-controlled entities measured under
the equity method 6,441 5,958 5,556
Long-term financial assets 14,355 17,787 28,774
Deferred income tax assets 55,006 43,734 73,210
Total non-current assets 3,799,805 3,734,291 3,674,001
Inventory 360,106 455,704 438,518
Short-term financial assets 2,979 17,282 29,832
Income tax receivables 8,336 11,816 16,116
Trade and other receivables 429,633 527,082 595,163
Cash and cash equivalents 673,406 299,580 192,139
Non-current assets held for sale 148,365 790 790
Total current assets 1,622,825 1,312,254 1,272,558
Total assets 5,422,630 5,046,545 4,946,559
EQUITY AND LIABILITIES
Share capital 287,614 287,614 287,614
Share premium 470,846 470,846 470,846
Cash flow hedge reserve (32,971) 17,678 17,553
Costs of hedging reserve (4) (216) (4,625)
Actuarial gains (360) (360) 119
Other reserve capitals 425,021 78,521 78,521
Currency translation reserve (47,882) (75,944) (63,242)
Retained earnings 887,852 1,199,657 1,089,297
Equity attributable to shareholders of the parent 1,990,116 1,977,796 1,876,083
Non-controlling interest (1,496) (1,017) 288
Total equity 1,988,620 1,976,779 1,876,371
Loans, borrowings and other debt instruments 1,754,799 1,583,799 1,340,742
Lease liabilities 111,330 115,866 117,849
Other non-current liabilities 105,848 74,183 112,631
Employee benefits reserve 12,742 12,848 11,851
Other provisions 106,336 102,197 79,080
Deferred income tax liability 53,797 58,414 74,828
Total non-current liabilities 2,144,852 1,947,307 1,736,981
Loans, borrowings and other debt instruments 367,344 61,601 291,924
Lease liabilities 25,418 28,068 24,780
Trade and other liabilities 686,322 870,199 789,561
Income tax liabilities 72,586 47,501 53,041
Employee benefits reserve 3,212 15,465 877
Other provisions 116,912 99,625 173,024
Liabilities related to non-current assets classified as held for sale 17,364 - -
Total current liabilities 1,289,158 1,122,459 1,333,207
Total liabilities 3,434,010 3,069,766 3,070,188
Total equity and liabilities 5,422,630 5,046,545 4,946,559

*Restated data.

The condensed consolidated statement of financial position of the CIECH Group should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS OF THE CIECH GROUP

Cash flows from operating activities
Net profit/(loss) for the period
34,017
79,722
Adjustments
Amortisation/depreciation
163,388
153,832
Recognition of impairment allowances
48
36,408
Foreign exchange (profit) /loss
(18,550)
6,282
Investment property revaluation
(115)
(311)
(Profit) / loss on investment activities
(388)
(143)
(Profit) / loss on disposal of property, plant and equipment
(1,801)
107
Dividends and interest
26,550
24,928
Interest from lease liabilities
1,245
1,250
Income tax
45,095
32,907
(Profit) / loss on the settlement of construction contracts (caverns)
-
(2,787)
Share of (profit) / loss on equity accounted investees
(191)
(763)
Change in liabilities due to loan arrangement fee
1,085
(226)
Valuation of derivatives
10,829
2,400
Ineffective portion of hedge accounting
-
483
Other adjustments
5,128
(926)
Cash from operating activities before changes in working capital and provisions
266,340
333,163
Change in receivables
84,683
(70,834)
Change in inventory
71,288
15,335
Change in current liabilities
(58,169)
(65,553)
Change in provisions and employee benefits
(3,493)
2,015
Cash generated from operating activities
360,649
214,126
Interest paid
(28,966)
(45,796)
(Profit) / loss on the settlement of construction contracts (caverns)
-
8,782
Income tax (paid)/returned
(15,624)
(68,810)
Expenses for reserch
(2,142)
(1,395)
Net cash from operating activities
313,917
106,907
Cash flows from investment activities
Disposal of intangible assets and property, plant and equipment
773
1,055
Dividends received
114
736
Interest received
2,344
1,726
Interest received from lease
-
5
Subsidies received
558
1,695
Acquisition of intangible assets and property, plant and equipment
(267,476)
(134,291)
Expenditure on the purchase of emission rights
(107,741)
(28,058)
Net cash from investment activities
(379,616)
(157,132)
Cash flows from financial activities
Proceeds from loans and borrowings
473,493
301,667
Repayment of loans and borrowings
(10,908)
(252,328)
Payments of lease liabilities
(15,683)
(11,480)
Net cash from financial activities
446,902
37,859
Total net cash flows
381,203
(12,366)
Cash and cash equivalents as at the beginning of the period
299,567
192,139
Impact of foreign exchange differences
24
(1,942)
Cash and cash equivalents as at the end of the period
680,794**
177,831

*Restated data.

**The difference in relation to cash and cash equivalents presented in the consolidated statement of financial position results from the presentation of cash held by CIECH Żywice Sp. z o.o. as assets held for sale.

The condensed consolidated statement of cash flows of the CIECH Group should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed consolidated financial statements.

CONDENSED STATEMENT OF CHANGES IN CONSOLIDATED EQUITY OF THE CIECH GROUP

Attributable to shareholders of the parent company
Share
capital
Share
premium
Cash flow hedge
reserve
Costs of
hedging
reserve
Other
reserve
capitals
Actuarial
gains
Currency
translation
reserve
Retained
earnings
Equity
attributable to
shareholders of
the parent
Non
controlling
interest
Total equity
01.01.2020 287,614 470,846 17,678 (216) 78,521 (360) (75,944) 1,199,657 1,977,796 (1,017) 1,976,779
Transactions with the owners - - - 346,500 - - (346,500) - 37 37
Change in the Group's structure - - - - - - - - 37 37
Reserve fund for the purchase of
own shares
- - - - 346,500 - - (346,500) - - -
Total comprehensive income for
the period
- - (50,649) 212 - - 28,062 34,695 12,320 (516) 11,804
Net profit / (loss) for the period - - - - - - - 34,698 34,698 (681) 34,017
Other comprehensive income - - (50,649) 212 - - 28,062 (3) (22,378) 165 (22,213)
30.06.2020 287,614 470,846 (32,971) (4) 425,021 (360) (47,882) 887,852 1,990,116 (1,496) 1,988,620
31.12.2018 287,614 470,846 3,115 (4,625) 78,521 119 (63,242) 1,126,491 1,898,839 288 1,899,127
Adjustments of prior period errors - - 14,438 - - - - (37,194) (22,756) - (22,756)
01.01.2019* 287,614 470,846 17,553 (4,625) 78,521 119 (63,242) 1,089,297 1,876,083 288 1,876,371
Total comprehensive income for
the period
- - 958 3,359 - - (11,331) 79,991 72,977 (269) 72,708
Net profit / (loss) for the period - - - - - - - 79,991 79,991 (269) 79,722
Other comprehensive income - - 958 3,359 - - (11,331) - (7,014) - (7,014)
30.06.2019* 287,614 470,846 18,511 (1,266) 78,521 119 (74,573) 1,169,288 1,949,060 19 1,949,079

*Restated data.

The condensed statement of changes in consolidated equity of the CIECH Group should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed consolidated financial statements.

2. EXPLANATORY NOTES TO THE SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP

2.1. BASIS FOR PREPARATION OF THE SEMI-ANNUAL CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE CIECH GROUP

These semi-annual condensed consolidated financial statements were prepared in compliance with International Accounting Standard ("IAS") 34 "Interim Financial Reporting" as approved by the European Union and the Regulation of the Minister of Finance dated 29 March 2018 on current and periodical information submitted by issuers of securities and on conditions for deeming equivalent information required by the law of a Non-Member State (Journal of Laws 2018.757 of 2018). These financial statements present the financial position of the CIECH Group as at 30 June 2020 and as at 31 December 2019, results of the Group's operations and cash flows for the period of 6 months ended 30 June 2020 and 30 June 2019, and were approved by the Management Board of CIECH S.A. on 8 September 2020.

These semi-annual condensed consolidated financial statements cover the financial statements of the parent company, CIECH S.A., and its significant subsidiaries, as well as interests in significant associates.

These semi-annual condensed consolidated financial statements were prepared under the assumption that the CIECH Group will continue as a going concern in the foreseeable future. As at the date of approval of these semi-annual condensed consolidated financial statements, no facts or circumstances are known that would indicate any threat to the Group continuing as a going concern.

The Management Board of CIECH S.A. represents that to the best of its knowledge these semi-annual consolidated financial statements, including corresponding figures, have been prepared in accordance with the generally acceptable accounting principles and that they represent a true, accurate and fair reflection of the CIECH Group's financial position and the results of operations. Furthermore, the Management Board of CIECH S.A. represents that the Directors' Report for the period of 6 months ended 30 June 2020 contains a true image of the Group's developments, achievements, and condition, including the description of major risks and threats.

Preparation of financial statements in accordance with International Financial Reporting Standards ("IFRS") requires the Management Board to make professional judgements, estimates and assumptions which affect the adopted principles and presented values of assets, equity and liabilities, income and expenses. The estimates and assumptions associated with them are based on historical accuracy and various other factors that are considered to be reasonable under the specific circumstances, and their results provide a basis for professional judgement about the value of assets and liabilities that are not directly apparent from other sources. Actual value may differ from the estimated value. The estimates and the underlying assumptions are reviewed on a continuous basis. Revisions of accounting estimates are recognised in the period in which the changes were made, only if it affects that period or the present and future in case they concern both the current and future periods. The Management Board's professional judgements which have a significant impact on the consolidated financial statements, and the estimates bearing a risk of significant changes in future years have been presented in Sections 2.2.1, 2.6, 2.7, 2.8 and 2.13 hereof. Information on the impact of the COVID-19 pandemic on the operations of the CIECH Group is presented in sections 5.5.6 and 5.6 hereof. During the current semi-annual period there were no significant revisions to the estimates presented in previous reporting periods.

The Management Board of CIECH S.A. represents that Deloitte Audyt Spółka z ograniczoną odpowiedzialnością Sp. k. with its registered office in Warsaw, entered into the list of entities authorised to audit financial statements under the registry No 73 kept by the National Chamber of Statutory Auditors was chosen in accordance with the binding legal regulations to review the semi-annual condensed consolidated financial statements for the period from 1 January to 30 June 2020.

2.2. ADOPTED ACCOUNTING PRINCIPLES

2

The CIECH Group's accounting principles are described in the Consolidated Financial Statements of the CIECH Group for the year 2019, published on 31 March 2020. The aforementioned Financial Statement include detailed information regarding the principles and methods of valuation of assets, equity and liabilities and measurement of the financial result as well as the method of preparing the financial statements and comparative information. These principles have been applied on a continuous basis with relation to currently published data, the last annual financial statements and comparative data presented, except for the changes described in point 2.2.1.

The CIECH Group intends to adopt amendments to the IFRS that are published but not effective as at the date of publication of this report in accordance with their effective date. The estimated impact of amendments and impact of new IFRSs on the consolidated financial statements of the CIECH Group was presented in the Consolidated Financial Statements of the CIECH Group for the year 2019, published on 31 March 2020.

2.2.1. ADJUSTMENTS OF PRIOR PERIOD ERRORS

As a result of the analysis, an incorrect approach to the recognition of the valuation of the hedging instruments held by the Group was identified. After consulting with the Advisor, the Company decided to change its approach to:

a) the accounting recognition of the CCIRS transaction designated as a hedging instrument in two hedge relationships under cash flow hedge accounting - with the change relating to the settlement of a series of FX Forward transactions, which constitute a hedge of sales revenues.

The Group applies hedge accounting in accordance with the provisions of IFRS 9 for the hedging of currency risk and interest rate risk, using CCIRS fix-to-float transactions. CCIRS derivative has been decomposed to two instruments: series of synthetic F/X Forwards to hedge expected sales revenues in EUR and Interest Rate Swap (IRS).

The company corrected the previously applied approach to the settlement of the F/X forward component. In the former approach, the Company settled the hedged sales revenues according to the exchange rates of cash flows included in the hedging instrument (despite the fact that the exchange rate values were non-market).

In corrected approach, the amount recognized in OCI as at the balance sheet date will constitute the effective part of the change in valuation of cash flows falling after the balance sheet date, occurring between the balance sheet date and the date of these cash flows designation to hedge accounting. The amount accumulated in this way in equity (OCI) will be transferred to sales revenues at the moment when the hedged item is recognized to the profit and loss account - which is in line with economic sense of the hedge transaction and in line with IFRS 9 . Moreover if the hedged item occurs in several points in time - the value accumulated in other comprehensive income is recognized in sales revenues proportionally to the value of the hedged item realized in the relevant periods. The changed approach also assumes that the hedge effectiveness will be measured not only as at the balance sheet date (as in the former approach) but also as at the hedge settlement date so that only effective part will be transferred to profit and loss account.

Therefore in the changed approach, the settlement of valuation accumulated in OCI is made using forward rates determined as at the date of concluding the instrument and establishing the hedge relationship, and in consequence the settlement of forward transactions will result in an adjustment of the hedged item (designated sales revenues in a given period) by the difference between the valuation of a given forward transaction as at the designation date and as at the moment of its settlement (with any adjustment for an ineffective part of the instrument).

b) recognition of futures transactions hedging the purchase price of CO2 emission allowances.

The futures transactions concluded so far for the purchase of CO2 emission allowances have been assigned by the Company for hedge accounting. After re-analysis, the Company concluded that IFRS 9 should not be applied in this respect as the allowances are purchased for the Group's own needs and therefore the exception specified in the standard applies in this situation (own use exemption). Therefore, the amounts resulting from settlements with the Clearing House for particular balance sheet dates should not be included in the item Cash flow hedge reserve and in the item Settlement with the Clearing House (shown in the item Trade and other liabilities).

In connection with the above, the Group corrected an error from previous years in the consolidated financial statements. In order to ensure comparability of data concerning the presented periods, a retrospective approach was applied in the first reporting period after identifying errors from previous years, transforming the data relating to the comparative periods. The impact of the adjustments on the previously presented consolidated data is presented below.

CONSOLIDTED STATEMENT OF FINANCIAL
POSITION
01.01.2019
after adjustment
FUTURES CIRS 01.01.2019
before adjustment
ASSETS
Deferred income tax assets 73,210 5,338 - 67,872
Total non-current assets 3,674,001 5,338 - 3,668,663
CONSOLIDTED STATEMENT OF FINANCIAL 01.01.2019 01.01.2019
POSITION after adjustment FUTURES CIRS before adjustment
Total current assets 1,272,558 - - 1,272,558
Total assets 4,946,559 5,338 - 4,941,221
EQUITY AND LIABILITIES
Cash flow hedge reserve 17,553 (22,756) 37,194 3,115
Retained earnings 1,089,297 - (37,194) 1,126,491
Equity attributable to shareholders of the parent 1,876,083 (22,756) - 1,898,839
Non-controlling interest 288 288
Total equity 1,876,371 (22,756) - 1,899,127
Total non-current liabilities 1,736,981 - - 1,736,981
Trade and other liabilities 789,561 28,094 - 761,467
Total current liabilities 1,333,207 28,094 - 1,305,113
Total liabilities 3,070,188 28,094 - 3,042,094
Total equity and liabilities 4,946,559 5,338 - 4,941,221
CONSOLIDTED STATEMENT OF FINANCIAL 31.12.2019 after FUTURES CIRS 31.12.2019 before
POSITION adjustment adjustment
ASSETS
Deferred income tax assets 43,734 103 - 43,631
Total non-current assets 3,734,291 103 - 3,734,188
Total current assets 1,312,254 - - 1,312,254
Total assets 5,046,545 103 - 5,046,442
EQUITY AND LIABILITIES
Cash flow hedge reserve 17,678 (438) 44,524 (26,408)
Retained earnings 1,199,657 - (44,524) 1,244,181
Equity attributable to shareholders of the parent 1,977,796 (438) - 1,978,234
Non-controlling interest (1,017) - - (1,017)
Total equity 1,976,779 (438) - 1,977,217
Total non-current liabilities 1,947,307 - - 1,947,307
Trade and other liabilities 870,199 541 - 869,658
Total current liabilities 1,122,459 541 - 1,121,918
Total liabilities 3,069,766 541 - 3,069,225
Total equity and liabilities 5,046,545 103 - 5,046,442
CONSOLIDATED STATEMT OF PROFIT
OR LOSS
01.01.-30.06.2019
after adjustmets
Presentation change
due to discontinued
operations
CIRS 01.01.-30.06.2019
previously presented
Sales revenues 1,733,810 (162,134) (1,406) 1,897,350
Cost of sales (1,339,472) 151,836 - (1,491,308)
Gross profit/(loss) on sales 394,338 (10,298) (1,406) 406,042
Other operating income 39,562 (243) - 39,805
Selling costs (129,990) 6,443 - (136,433)
General and administrative expenses (101,448) 2,444 - (103,892)
Other operating expenses (57,229) 3,667 - (60,896)
Operating profit/(loss) 145,233 2,013 (1,406) 144,626
Financial income 2,738 (1,070) - 3,808
Financial expenses (32,056) 3,106 - (35,162)
Net financial income/(expenses) (29,318) 2,036 - (31,354)
Share of profit / (loss) of equity
accounted investees
763 - - 763
Profit/(loss) before tax 116,678 4,049 (1,406) 114,035
CONSOLIDATED STATEMT OF PROFIT
OR LOSS
01.01.-30.06.2019
after adjustmets
Presentation change
due to discontinued
operations
CIRS 01.01.-30.06.2019
previously presented
Income tax (32,995) (88) 267 (33,174)
Net profit / (loss) 83,683 3,961 (1,139) 80,861
Net profit/(loss) on discontinued
operations
(3,961) (3,961) - -
Net profit / (loss) for the period 79,722 - (1,139) 80,861
including:
Net profit/(loss) attributable to
shareholders of the parent company
79,991 - (1,139) 81,130
Net profit/(loss) attributed to non
controlling interest
(269) - - (269)
Earnings per share (in PLN):
Basic 1.52 - (0.02) 1.54
Diluted 1.52 - (0.02) 1.54
Earnings/(loss) per share (in PLN) from
continuing operations:
Basic 1.59 0.07 (0.02) 1.54
Diluted 1.59 0.07 (0.02) 1.54

2.3. FUNCTIONAL AND REPORTING CURRENCY

The Polish zloty (PLN) is the functional currency of the parent company, CIECH S.A., and the reporting currency of these consolidated financial statements. Unless stated otherwise, all financial data in these consolidated financial statements have been presented in thousands of Polish zlotys (PLN '000).

The functional currencies for the significant foreign subsidiaries are as follows: SDC Group, Ciech Group Financing AB, Proplan Plant Protection Company S.L. and CIECH Salz Deutschland GmbH – EUR, CIECH Soda Romania S.A. – RON. For the purpose of conversion into PLN, the following foreign exchange rates determined on the basis of quotations announced by the National Bank of Poland ("NBP") have been applied for consolidation purposes:

NBP exchange rate as at the end day of the
reporting period
30.06.20201 31.12.20192
EUR 4.4660 4.2585
RON 0.9220 0.8901
Average NBP rate for the reporting period 6 months ended 30.06.20203 6 months ended 30.06.20194
EUR 4.4413 4.2880
RON 0.9205 0.9031

1NBP's average foreign exchange rates table applicable as at 30 June 2020.

2NBP's average foreign exchange rates table applicable as at 31 December 2019.

4According to the exchange rate constituting the arithmetic mean of average exchange rates quoted by NBP on the last day of each month of the period from 1 January 2019 to 30 June 2019.

2.4. SEASONALITY AND CYCLICALITY OF ACTIVITY OF THE CIECH GROUP

Seasonality associated with periodic demand and supply fluctuations has little impact on the CIECH Group general sales trends. Products clearly influenced by seasonality are crop protection chemicals. Most crop protection chemicals are used in the first half of the year, during the period of intensive plant growth. However, sales of these products take place mainly in the 4th quarter of the preceding year. For other products, the Group's revenues and financial results are not influenced by any significant seasonal fluctuations over the year.

3According to the exchange rate constituting the arithmetic mean of average exchange rates quoted by NBP on the last day of each month of the period from 1 January 2020 to 30 June 2020.

2.5. CIECH GROUP'S SEGMENT REPORTING

The CIECH Group's operating segments are designated on the basis of internal reports related to the components of the Group and are regularly reviewed by the Management Board, which is responsible for operating decisions aimed at allocating resources to segments and assessing the subsidiaries performance. Information for a given operating segment may include sales of products and goods also included in the core product range of other divisions. Such items, however, are not significant for those divisions' management accounting.

The Group financing is managed (including finance expenses and income with the exception of interest and exchange differences on trade receivables and liabilities) and income tax is calculated on the Group level and they are not allocated to particular segments.

The CIECH Group has been divided into the following geographical areas: Poland, European Union, Other European countries, Africa, Asia, Other regions. Information on the Group geographical areas is established based on the Group's assets location. Reporting segments are identical to operating segments. Revenues and costs, assets and liabilities of segments are recognised and measured in a manner consistent with the method used in the consolidated financial statements.

Operational segments results are assessed by the CIECH S.A's Management Board on the basis of sales revenue, operating profit, level of EBITDA and adjusted EBITDA.

EBITDA should be viewed as a supplement not as a substitute for the business performance presented in accordance with IFRS.

EBITDA is a useful ratio of the ability to incur and service debt. EBITDA and adjusted EBITDA levels are not defined by the IFRS and can be calculated in a different manner by other entities. The reconciliation and definitions applied by the CIECH Group when determining these measures are presented below.

01.01.-30.06.2020 01.01.-30.06.2019*
Net profit/(loss) on continuing operations 33,324 83,683
Income tax 44,636 32,995
Share of profit / (loss) of equity-accounted investees (191) (763)
Financial expenses 55,548 32,056
Financial income (16,638) (2,738)
Amortisation/depreciation 158,149 148,261
EBITDA on continued operations 274,828 293,494
EBITDA on discontinued operations 9,215 3,559
EBITDA on continued and discontinued operations 284,043 297,053

*Restated data.

01.01.-30.06.2020 01.01.-30.06.2019*
EBITDA on continued operations 274,828 293,494
One-offs including: (3,063) 36,834
Impairment (a) (95) 36,407
Cash items (b) (2,826) 2,214
Non-cash items (without impairment) (c) (142) (1,787)
Adjusted EBITDA on continued operations 271,765 330,328
Adjusted EBITDA on discontinued operations 8,442 3,557
Adjusted EBITDA on continued and discontinued operations 280,207 333,885

*Restated data.

For discontinued operations, EBITDA and adjusted EBITDA figures are as follows:

DISCONTINUED OPERATIONS 01.01.-30.06.2020 01.01.-30.06.2019
Operating profit/(loss) 3,976 (2,013)
Amortisation and depreciation 5,239 5,572
One-offs 773 2
EBITDA from discontinued operations 9,215 3,559
Adjusted EBITDA from discontinued operations 8,442 3,557

(a) Impairment losses are associated with the recognition/reversal of impairment write-downs of assets value.

(b) Cash items include, among others, gain/loss of the sale of property, plant and equipment and other items (including costs associated with discontinued operations, fees and compensations).

(c) Non-cash items include: fair value measurement of investment properties, costs of liquidation of inventories and property, plant and equipment, the costs of suspended investments, environmental provisions, provisions for liabilities and compensation, costs of unused production capacity and other items (including extraordinary costs and other provisions).

Additional information on adjustments has been presented under tables presenting the consolidated statement of profit or loss by operating segments.

OPERATING SEGMENTS OF THE CIECH GROUP

Revenue and costs data as well as assets, equity and liabilities data of particular CIECH Group operating segments for periods disclosed in statements are presented in the tables below:

OPERATING SEGMENTS
01.01.-30.06.2020
Soda
segment
Organic
segment
Silicates and
glass segment
Transport
segment
Other operations
segment
Corporate
functions -
reconciliation item
Eliminations
(consolidation
adjustments)
TOTAL
Revenues from third parties 989,946 333,157 114,775 5,827 34,218 - - 1,477,923
Revenue from inter-segment transactions 32,190 816 1 56,024 16,907 - (105,938) -
Total sales revenues 1,022,136 333,973 114,776 61,851 51,125 - (105,938) 1,477,923
Cost of sales (761,642) (271,014) (84,251) (57,078) (37,620) - 66,257 (1,145,348)
Gross profit /(loss) on sales 260,494 62,959 30,525 4,773 13,505 - (39,681) 332,575
Selling costs (68,874) (24,055) (16,479) (1,112) (3,538) - 37,146 (76,912)
General and administrative expenses (30,758) (17,787) (6,279) (2,808) (5,411) (43,936) 4,559 (102,420)
Result on management of receivables (8,451) (273) 10 (152) 193 - - (8,673)
Result on other operating activities (16,688) (5,193) 241 130 (3,339) (595) (2,447) (27,891)
Operating profit /(loss) 135,723 15,651 8,018 831 1,410 (44,531) (423) 116,679
Exchange differences and interest on trade settlements (1,239) (1,896) 29 (201) (793) - - (4,100)
Group borrowing costs - - - - - (33,114) - (33,114)
Result on financial activity (non-attributable to segments) - - - - - (1,696) - (1,696)
Share of profit / (loss) of equity-accounted investees 191 - - - - - - 191
Profit /(loss) before tax 134,675 13,755 8,047 630 617 (79,341) (423) 77,960
Income tax - - - - - - - (44,636)
Net profit /(loss) on continuing operations - - - - - - - 33,324
Net profit /(loss) on discontinued operations - - - - - - - 693
Net profit /(loss) for the period - - - - - - - 34,017
Amortization/depreciation 114,882 16,663 9,493 9,520 344 7,247 - 158,149
EBITDA on continued operations 250,605 32,314 17,511 10,351 1,754 (37,284) (423) 274,828
Adjusted EBITDA on continued operations* 249,146 30,324 17,490 10,465 1,612 (37,188) (84) 271,765

*Adjusted EBITDA for the 6-month period ended 30 June 2020 is calculated as EBITDA adjusted for untypical one-off events: disposal of assets PLN 1.0 million; fines and compensations: PLN 1.8 million; change in provisions: PLN 0.3 million.

OPERATING SEGMENTS
01.01.-30.06.2019
Soda
segment
Organic
segment
Silicates and
glass segment
Transport
segment
Other operations
segment
Corporate
functions -
reconciliation item
Eliminations
(consolidation
adjustments)
TOTAL*
Revenues
from third parties
1,240,156 311,241 123,587 5,810 53,016 - - 1,733,810
Revenue from inter-segment transactions 32,044 180 133 64,618 16,593 - (113,568) -
Total sales revenues 1,272,200 311,421 123,720 70,428 69,609 - (113,568) 1,733,810
Cost of sales (957,196) (231,778) (92,369) (65,154) (52,457) - 59,482 (1,339,472)
Gross profit /(loss) on sales 315,004 79,643 31,351 5,274 17,152 - (54,086) 394,338
Selling costs (120,695) (39,490) (16,643) (2,272) (5,863) (406) 55,379 (129,990)
General and administrative expenses (38,318) (15,215) (3,273) (1,987) (2,743) (41,224) 1,312 (101,448)
Result on management of receivables (165) 531 3 (6) 186 - - 549
Result on other operating activities (11,745) (5,802) 262 (15) 2,939 (201) (3,654) (18,216)
Operating profit /(loss) 144,081 19,667 11,700 994 11,671 (41,831) (1,049) 145,233
Exchange differences and interest on trade settlements (5,976) 165 (71) (52) (194) - - (6,128)
Group borrowing costs - - - - - (23,177) - (23,177)
Result on financial activity (non-attributable to segments) - - - - - (13) - (13)
Share of profit / (loss) of equity-accounted investees 763 - - - - - - 763
Profit /(loss) before tax 138,868 19,832 11,629 942 11,477 (65,021) (1,049) 116,678
Income tax - - - - - - - (32,995)
Net profit /(loss) on continuing operations - - - - - - - 83,683
Net profit /(loss) on discontinued operations - - - - - - - (3,961)
Net profit /(loss) for the period - - - - - - - 79,722
Amortization/depreciation 109,857 15,206 10,488 7,486 784 4,440 - 148,261
EBITDA on continued operations 253,938 34,873 22,188 8,480 12,455 (37,391) (1,049) 293,494
Adjusted EBITDA on continued operations ** 291,046 34,673 22,349 8,458 10,780 (37,488) 510 330,328

*Restated data.

**Adjusted EBITDA for the 6-month period ended 30 June 2019 is calculated as EBITDA adjusted for untypical one-off events: fortuitous events: PLN -1.9 million; change in provisions: PLN 1.8 million; impairment losses: PLN -36.4 million; other: PLN -0.3 million.

ASSETS AND LIABILITIES BY OPERATING SEGMENTS

ASSETS LIABILITIES
30.06.2020 31.12.2019* 30.06.2020 31.12.2019*
Soda segment 3,141,119 3,035,136 146,393 216,795
Organic segment 879,552 951,633 97,948 146,613
Silicates and glass segment 125,534 135,117 19,703 26,917
Transport segment 102,917 107,712 17,289 18,185
Other operations segment 63,855 65,072 26,157 36,846
Corporate functions - reconciliation item 1,149,610 801,177 3,164,573 2,672,341
Eliminations (consolidation adjustments) (39,957) (49,302) (38,053) (47,931)
TOTAL 5,422,630 5,046,545 3,434,010 3,069,766

*Restated data.

INFORMATION ON GEOGRAPHICAL AREAS

ASSETS DIVIDED ON
GEOGRAPHICAL REGIONS
Non-current assets
other than financial
instruments
Deferred income tax
Other assets
assets
Total assets
30.06.2020
Poland 2,296,558 55,006 1,275,091 3,626,655
European Union (excluding Poland) 1,446,802 - 320,549 1,767,351
Other European countries - - 7,915 7,915
Africa - - 5,362 5,362
Asia - - 6,567 6,567
Other regions - - 8,780 8,780
TOTAL 3,743,360 55,006 1,624,264 5,422,630
31.12.2019*
Poland 2,349,617 43,734 938,761 3,332,112
European Union (excluding Poland) 1,336,062 - 333,671 1,669,733
Other European countries - - 13,065 13,065
Africa - - 3,658 3,658
Asia - - 19,022 19,022
Other regions - - 8,955 8,955
TOTAL 3,685,679 43,734 1,317,132 5,046,545
*Restated data.

SALES REVENUES – GEOGRAPHICAL STRUCTURE OF MARKETS

01.01.-30.06.2020 01.01.-30.06.2019 Dynamics 2020/2019
Poland 724,093 706,778 12.9%
European Union (excluding Poland) 677,241 786,624 (10.8%)
Germany 339,069 326,255 3.1%
Romania 13,149 76,116 (82.7%)
Czech Republic 76,858 76,839 0.0%
Italy 15,639 32,837 (52.4%)
The Netherlands 56,341 51,414 9.6%
Finland 25,812 25,615 0.8%
Sweden 10,168 22,022 (53.8%)
Belgium 16,633 13,272 25.3%
United Kingdom 2,376 18,641 (87.3%)
Denmark 20,094 19,574 2.7%
Spain 47,195 36,607 28.9%
Austria 12,353 15,313 (19.3%)
France 3,080 5,322 (42.1%)
Luxembourg 10,517 11,402 (7.8%)
Lithuania 6,463 7,795 (17.1%)
Other EU countries 21,494 47,600 (54.8%)
01.01.-30.06.2020 01.01.-30.06.2019 Dynamics 2020/2019
Other European Countries 37,779 63,632 (40.6%)
Switzerland 1,705 6,765 (74.8%)
Norway 21,575 23,244 (7.2%)
Russia 2,716 849 219.9%
Other European countries 11,783 32,774 (64.0%)
Africa 9,120 50,820 (82.1%)
Asia 19,315 103,061 (81.3%)
India 928 51,157 (98.2%)
Singapore 2,170 106 1947.2%
Bangladesh - 19,202 (100.0%)
Hong Kong - 12,234 (100.0%)
Turkey 6,222 9,394 (33.8%)
Other Asian countries 9,972 10,968 (9.1%)
Other regions 13,995 23,393 (40.2%)
Cash flow hedge adjustment (3,620) (498) 626.9%
TOTAL 1,477,923 1,733,810 (14.8%)

*Restated data.

At the CIECH Group, sales revenues are recognized upon the provision of services or delivery of products or goods. Detailed information on sales revenues broken down by products by operating segments is provided in point 5.5.2 of this report.

2.6. PROVISIONS AND IMPAIRMENT ALLOWANCES ON ASSETS

In the first half of 2020 and in the second quarter of 2020, the following changes in provisions and impairment allowances on assets were recognised in the consolidated financial statements of the CIECH Group.

Opening
balance
Recognition Use and
reversal
Other changes
(including
exchange
differences)
Closing
balance
12,848 149 (75) (180) 12,742
15,465 175 (12,843) 415 3,212
- - - - -
11,851 139 (114) (52) 11,824
877 136 (160) (22) 831
13,145 84 (12) (475) 12,742
4,328 49 (1,151) (14) 3,212
- - - - -
11,839 46 (15) (46) 11,824
748 115 (29) (3) 831

*Data not reviewed.

In addition, other long-term liabilities also include the corresponding part of the estimated value of the three-year Long-term Incentive Plan of the CIECH Group for 2019-2021 for the key management personnel of the CIECH Group. The intention of the Plan introduction is to harmonise activities of the key managers of the CIECH Group with the achievement of objectives contained in the CIECH Group Strategy for 2019–2021. As at 30 June 2020, 749 units were granted out of 1,000 units issued, and the discounted value of the programme as at the end of the first half of 2020 amounted to PLN 23,011 thousand (including PLN 20,077 thousand attributable to CIECH S.A.). The liabilities were measured by the Group using a discount rate of 3.53%. For details of the Programme, see Note 7.2 of the Consolidated financial statements of the CIECH Group for 2019.

CHANGE IN OTHER LONG-TERM PROVISIONS Opening
balance
Recognition Use and
reversal
Other changes
(including
exchange
differences)
Closing
balance
01.01.-30.06.2020
Provision for liabilities and expected losses 8,762 - - - 8,762
Provision for environmental protection 93,435 - - 4,139 97,574
TOTAL 102,197 - - 4,139 106,336
01.01.-30.06.2019
Provision for liabilities and expected losses 3,286 - (2,013) - 1,273
Provision for environmental protection 75,794 - - (312) 75,482
TOTAL 79,080 - (2,013) (312) 76,755
01.04.-30.06.2020*
Provision for liabilities and expected losses 8,762 - - - 8,762
Provision for environmental protection 99,230 (35) - (1,621) 97,574
TOTAL 107,992 (35) - (1,621) 106,336
01.04.-30.06.2019*
Provision for liabilities and expected losses 1,273 - - - 1,273
Provision for environmental protection 76,034 - - (552) 75,482
TOTAL 77,307 - - (552) 76,755
*Data not reviewed.
CHANGE IN OTHER SHORT-TERM PROVISIONS Opening
balance
Recognition Use and
reversal
Other changes
(including
exchange
Closing
balance
01.01.-30.06.2020 differences)
Provision for liabilities and expected losses 98,000 19,038 (2,510) 1,538 116,066
Provision for environmental protection 1,516 - (781) - 735
Provision for restructuring 111 - - - 111
TOTAL 99,627 19,038 (3,291) 1,538 116,912
01.01.-30.06.2019
Provision for liabilities and expected losses 170,495 6,509 (68,000) (124) 108,880
Provision for environmental protection 2,311 - (832) (3) 1,476
Provision for restructuring 218 - (33) - 185
Other provisions - - - 613 613
TOTAL 173,024 6,509 (68,865) 486 111,154
01.04.-30.06.2020*
Provision for liabilities and expected losses 99,986 17,083 (1,613) 610 116,066
Provision for environmental protection 1,136 - (402) 1 735
Provision for restructuring 111 - - - 111
TOTAL 101,233 17,083 (2,015) 611 116,912
01.04.-30.06.2019*
Provision for liabilities and expected losses 173,168 3,656 (67,820) (124) 108,880
Provision for environmental protection 2,062 - (586) - 1,476
Provision for restructuring 218 - (33) - 185
Other provisions - - - 613 613
TOTAL 175,448 3,656 (68,439) 489 111,154

*Data not reviewed.

CHANGE IN IMPAIRMENT
ALLOWANCES
Opening balance Recognition Use and reversal Other changes
(including
exchange
differences)
Closing
balance
01.01.-30.06.2020
Property, plant and equipment 74,915 - (95) 2,167 76,987
Intangible assets, including: 453,861 - - 19,561 473,422
Goodwill 408,650 - - 18,252 426,902
Long-term receivables 975 - - 48 1,023
Long-term financial assets 1,343 - - - 1,343
Inventories 33,327 2,411 (1,616) (13) 34,109
Short-term financial assets 27,942 - - - 27,942
Trade and other receivables 56,879 12,131 (1,253) (1,951) 65,806
Cash and cash equivalents 200 263 (9) 7 461
TOTAL 649,442 14,805 (2,973) 19,819 681,093
01.01.-30.06.2019
Property, plant and equipment 3,390 36,707 - (577) 39,520
Intangible assets, including: 460,216 - - (6,094) 454,122
Goodwill 414,383 - - (5,635) 408,748
Long-term receivables 1,441 - (111) (17) 1,314
Long-term financial assets 1,343 - - - 1,343
Inventories 40,695 4,236 (11,258) (174) 33,499
Short-term financial assets 27,953 - - - 27,953
Trade and other receivables 58,991 1,787 (5,058) 573 56,293
Cash and cash equivalents 142 35 (28) (9) 140
TOTAL 594,171 42,765 (16,455) (6,298) 614,184
01.04.-30.06.2020*
Property, plant and equipment 78,737 (146) - (1,604) 76,987
Intangible assets, including: 483,136 - - (9,714) 473,422
Goodwill 435,096 - - (8,194) 426,902
Long-term receivables 1,038 - 4 (19) 1,023
Long-term financial assets 1,343 - - - 1,343
Inventories 33,392 1,631 (792) (122) 34,109
Short-term financial assets 27,942 - - - 27,942
Trade and other receivables 58,808 11,304 (642) (3,664) 65,806
Cash and cash equivalents 674 263 (483) 7 461
TOTAL 685,070 13,052 (1,913) (15,116) 681,093
01.04.-30.06.2019*
Property, plant and equipment 3,251 36,655 - (386) 39,520
Intangible assets, including: 458,753 - - (4,631) 454,122
Goodwill 412,906 - - (4,158) 408,748
Long-term receivables 1,329 - - (15) 1,314
Long-term financial assets 1,343 - - - 1,343
Inventories 37,633 2,652 (6,751) (35) 33,499
Short-term financial assets 27,953 - - - 27,953
Trade and other receivables 56,525 815 (878) (169) 56,293
Cash and cash equivalents 114 35 - (9) 140
TOTAL 586,901 32,528 (17,505) (5,245) 614,184

*Data not reviewed.

Detailed information on impairment losses

In connection with the suspension in 2019 of production by a subsidiary, CIECH Soda Romania S.A., resulting from the discontinuation of supplies of process steam by its supplier, S.C. CET Govora S.A., the CIECH Group evaluated the evidence of impairment of assets, based on possible scenarios of actions. Following the analysis, the Group recognised an impairment loss on property, plant and equipment in the total amount of PLN 73,486 thousand as at 31 December 2019. The decision to recognise the impairment loss was made as a result of:

    1. failure to reach agreement between the CIECH Soda Romania S.A. and the sole provider of steam S.C. CET Govora S.A. based in Romania in composition bankruptcy ("CET"), as to the level of the price of process steam, as confirmed by CET in its letter with information on the inability to supply the steam at the price agreed in the terminated contract,
    1. analysis of possible steam delivery options from a new source, the probability of which, as at the date of decision making, was assessed as insufficiently high.

The amount of the impairment loss on property, plant and equipment was determined in accordance with IAS 36 "Impairment of assets". The following assumptions were adopted to determine the value of particular groups of fixed assets:

  • for land the value from market valuations was used as the selling price,
  • for fixed assets and fixed assets under construction that could potentially be used by other CIECH Group companies and relocated there – the book value was used,
  • for vehicles and other fixed assets it was assumed that the book value reflected the market value,

• for other fixed assets not included above – the price of scrap less the costs of disassembly was used as the selling price. The impairment loss was recognised for buildings, premises, civil and marine engineering structures, technical equipment and machinery, fixed assets under construction.

The impairment loss (recognised as other operating expenses in the period from 1 January to 31 December 2019), calculated on the basis of the above assumptions, was PLN 73,486 thousand.

The amount of the impairment loss was allocated to the profit or loss of the industry segments in which CIECH Soda Romania S.A. conducts its operations. The impact on the operating profit or loss of particular segments in 2019 was as follows:

    1. Soda segment: PLN 70,986 thousand;
    1. Silicates and Glass segment: PLN 2,500 thousand.

As at the balance sheet date, the analysis of the situation in CIECH Soda Romania S.A. has been performed. To date, the situation has not changed – possible scenarios are still being analysed.

In addition, the Group analysed the list fixed assets and fixed assets under construction that could potentially be used by other CIECH Group companies and relocated there, and confirmed its validity. In addition, the financial statements for the first half of 2020 include a depreciation charge that takes into account the wear and tear of these fixed assets in the amount of PLN 4,433 thousand, which is presented under other operating costs as the cost of unused production capacity, which, in the opinion of the Management Board, reflects the status of the above-mentioned fixed assets.

At the same time, the Group still continues analyses of the possibility of obtaining a new source of steam at a reasonable cost and long-term cooperation in the supply of other raw materials necessary for production (guaranteeing cost predictability in subsequent years). The result of these analyses may affect the amount of impairment losses recognised in the consolidated financial statements of the CIECH Group for subsequent reporting periods.

2.7. INCOME TAX, DEFERRED TAX ASSETS AND LIABILITY

The main components of tax expense include:

THE MAIN COMPONENTS OF TAX EXPENSE (TAX INCOME) 01.01.-30.06.2020 01.01.-30.06.2019*
Current income tax (42,598) (33,695)
Deferred tax (2,038) 700
INCOME TAX RECOGNISED IN STATEMENT OF PROFIT OR LOSS (44,636) (32,995)

*Restated data.

Deferred income tax is attributable to the following items:

DEFERRED INCOME TAX ASSETS AND DEFERRED
INCOME TAX LIABILITY
30.06.2020 31.12.2019*
Total asset Total
liability
Net value Total asset Total
liability
Net value
Property, plant and equipment 1,524 137,974 (136,450) 1,647 143,006 (141,359)
Intangible assets 5,092 23,214 (18,122) 6,055 23,113 (17,058)
Right of perpetual usufruct - 4,933 (4,933) - 4,933 (4,933)
Investment property 1,573 1,616 (43) 1,573 1,562 11
Financial assets 6,805 4,155 2,650 641 3,677 (3,036)
Inventory 893 492 401 650 3,012 (2,362)
Trade and other receivables 4,489 732 3,757 4,757 1,177 3,580
Provisions for employee benefits 3,120 - 3,120 5,119 - 5,119
Other provisions 20,736 - 20,736 18,553 - 18,553
Tax losses carried forward 28,568 - 28,568 28,627 - 28,627
Foreign exchange differences 2,585 163 2,422 2,620 289 2,331
Liabilities 34,397 - 34,397 30,907 - 30,907
Special economic zone 108,955 - 108,955 109,870 - 109,870
Other 338 (277) 615 272 914 (642)
Net value of lease liabilities 49 - 49 68 - 68
Cash and cash equivalents 107 - 107 105 - 105
Deferred tax assets/liability 219,231 173,002 46,229 211,464 181,683 29,781
Set - off of deferred tax assets/ liability (119,205) (119,205) - (123,269) (123,269) -
Unrecognized deferred tax assets (45,020) - (45,020) (44,461) - (44,461)
Deferred tax assets/liability recognised in the
statement of financial position
55,006 53,797 1,209 43,734 58,414 (14,680)

*Restated data.

In the light of provisions of the General Anti-Avoidance Rule ("GAAR"), applicable as of 15 July 2016 and aimed at preventing the origination and use of factitious legal structures designed to avoid payment of taxes in Poland, the Management Board of the Parent Company considered the impact of transactions which could potentially be subject to the GAAR regulations on the deferred tax, tax value of assets and deferred tax provisions. In the opinion of the Management Board, the analysis conducted did not demonstrate the need to adjust the reported current and deferred income tax items. However, in the opinion of the Management Board, there is an inherent uncertainty arising from GAAR that tax authorities will interpret these provisions differently, will change their approach to their interpretation or the rules themselves will change, which may affect the ability to utilise the deferred tax assets in future periods and the possible payment of an additional tax for past periods.

2.8. INFORMATION ON FAIR VALUE OF FINANCIAL INSTRUMENTS

The following list presents the fair value of financial instruments.

30.06.2020 31.12.2019
Classes of financial instruments Carrying
amount
Fair value Carrying
amount
Fair value Categories of financial instruments
Cash and cash equivalents 673,406 673,406 299,580 299,580 Financial assets at amortised cost
Loans granted 1,800 1,800 1,800 1,800 Financial assets at amortised cost
Trade receivables 205,077 205,077 293,895 293,895 Financial assets at amortised cost
Hedging derivatives with
positive value
2,211 2,211 15,118 15,118 Hedging instruments
Derivatives with positive value 358 358 2,997 2,997 Financial assets valued at fair value
thru profit or loss account
Embedded instruments with
positive value
9 9 2,206 2,206 Hedging instruments
Factoring receivables 39,376 39,376 43,590 43,590 Financial assets at amortised cost
ASSETS 922,237 922,237 659,187 659,187
Loans and borrowings (2,122,143) (2,121,925) (1,645,400) (1,647,439) Financial liabilities at amortised
cost
30.06.2020 31.12.2019
Classes of financial instruments Carrying
amount
Fair value Carrying
amount
Fair value Categories of financial instruments
Trade liabilities (263,381) (263,381) (393,794) (393,794) Financial liabilities at amortised
cost
Hedging derivatives with
negative value
(73,607) (73,607) (22,233) (22,233) Hedging instruments
Derivatives with negative value (7,042) (7,042) (2,787) (2,787) Financial liabilities valued at fair
value thru profit or loss account
Lease liabilities (136,747) (136,747) (143,934) (143,934) Financial liabilities excluded from
IFRS 9
Factoring liabilities (11,811) (11,811) (25,536) (25,536) Financial liabilities at amortised
cost
LIABILITIES (2 614,732) (2,614,513) (2,233,684) (2,235,723)

The fair value of financial assets and liabilities corresponds with the amounts for which these instruments may be exchanged in a market transaction between well informed parties. The following assumptions were made in establishing the fair value:

• cash, trade receivables and liabilities are not measured at fair value – it is assumed that the carrying amount is the closest to fair value due to the short maturities of these instruments,

• fair value of financial assets and liabilities recognised in the statement of financial position at amortised cost for which no active market exists was established as the present value of future cash flows discounted at market interest rate.

Measurement at fair value is grouped according to three-level hierarchy:

• Level 1 – fair value based on market listing stock exchange prices (unadjusted) offered for identical assets or liabilities on active markets.

• Level 2 – the CIECH Group values derivatives at fair value by using measurement models for financial instruments and applying generally available interest rates, currency exchange rates etc.

• Level 3 – fair value estimated on the basis of various evaluation techniques which are not based on observable market inputs.

Assets and liabilities measured at fair value

30.06.2020 31.12.2019
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Assets (13,201) 2,578 36,625 - 20,321 36,717
Investment property - - 36,625 - - 36,717
Hedging instruments - (428) - - 15,118 -
Derivatives with positive value - 2,997 - - 2,997 -
Futures contracts (sales) (13,201) - - - - -
Embedded instruments - 9 - - 2,206 -
Liabilities (13,514) (80,649) - (10,092) (25,020) -
Futures contracts (purchase) (13,514) - - (10,092) - -
Hedging instruments - (73,607) - - (22,233) -
Derivatives with negative value - (7,042) - - (2,787) -
TOTAL (26,715) (78,071) 36,625 (10,092) (4,699) 36,717

2.8.1. FINANCIAL INSTRUMENTS MEASURED AT FAIR VALUE

As at 30 June 2020, the CIECH Group held the following types of financial instruments measured at fair value:

  • futures contracts for the purchase of CO2 certificates concluded by CIECH Soda Polska S.A., hedging the cost of purchase of CO2 units in 2018 and 2019 — Level 1, according to the fair value hierarchy,
  • concluded by the parent company, CIECH S.A.: interest rate swap contracts, CIRS (currency and interest rate swap) contract EUR/PLN — Level 2, according to the fair value hierarchy,
  • isolated option instruments (acquired call options) embedded in the gas supply contract concluded by CIECH Energy Deutschland GmbH on 1 August 2016, hedging the cost of gas purchased in 2016–2020 — Level 2, according to the fair value hierarchy,
  • currency forwards concluded by CIECH S.A. Level 2, according to the fair value hierarchy,
  • gas forward contracts concluded by the SDC Group Level 2, according to the fair value hierarchy,
  • futures contracts for the sale of CO2 certificates concluded by CIECH Soda Romania S.A. Level 1, according to the fair value hierarchy.

In the first half of 2020, there were no transfers within the fair value hierarchy of instruments measured at fair value. There were no changes in the classification of financial instruments, or in business conditions that could affect the fair value of financial assets or liabilities.

As compared to the previous reporting period, the CIECH Group has not made any changes in methods of measurement of financial instruments held. The descriptions of methods of measurement to fair value was presented in Section 8.4 of the Consolidated Financial Statements of the CIECH Group for 2019, published on 31 March 2020.

In the consolidated financial statements, all financial instruments concluded and described above – except for two currency forwards, EUR/PLN and RON/PLN, and one of the CIRS contracts as well as futures transactions for the purchase and sale of CO2 certificates – were designated for hedge accounting, and details of the designation were presented in Section 8.2 of the Consolidated Financial Statements of the CIECH Group for 2019, published on 31 July 2020.

In the separate financial statements, interest rate swaps were designated for hedge accounting, and details of the designation were presented in Section 8.2 of the CIECH S.A.'s Financial Statements for 2019, published on 31 March 2020.

Fair value of derivative instruments and embedded instruments

Cash and cash
equivalents
Long-term
financial assets
Short-term
financial assets
Other long-term
liabilities
Trade and
other
liabilities
TOTAL
30.06.2020
IRS EUR - - - (258) (316) (574)
IRS PLN - - - (18,940) (14,373) (33,313)
CIRS - 1,439 932 (7,042) (36,456) (41,127)
Forward EUR/PLN - - 198 - - 198
Forward SDC (3,265) (3,265)
Embedded derivatives - - 9 - - 9
Futures contracts for
the purchase of CO2
certificates
- - - - (13,514) (13,514)
Futures contracts for
the sale of CO2
certificates
(13,201) - - - - (13,201)
TOTAL (13,201) 1,439 1,139 (26,240) (67,924) (104,787)
31.12.2019
IRS EUR - 118 - (29) (460) (371)
IRS PLN - 3,048 405 (3,711) (815) (1,073)
CIRS - 1,713 12,664 (2,747) (17,217) (5,587)
Forward EUR/PLN - - 167 - - 167
Forward RON/PLN - - - - (6) (6)
Forward USD /RON - - - - (35) (35)
Embedded derivatives - - 2,206 - - 2,206
Futures - - - - (10,092) (10,092)
TOTAL - 4,879 15,442 (6,487) (28,625) (14,791)

2.8.2. FINANCIAL INSTRUMENTS NOT MEASURED AT FAIR VALUE

The CIECH Group has taken out term and revolving credit facilities whose book value, as at 30 June 2020, was PLN 2,122,143 thousand, and whose fair value amounted to PLN 2,121,925 thousand (Level 2 of fair value hierarchy).

In the case of the remaining financial instruments held by the CIECH Group (classified mainly as cash and cash equivalents, financial assets and liabilities measured at amortised cost), the fair value is close to the book value.

2.9. INFORMATION ON PURCHASE AND DISPOSAL OF PROPERTY, PLANT AND EQUIPMENT AND CONTRACTUAL COMMITMENTS FOR THE ACQUISITION OF PROPERTY, PLANT AND EQUIPMENT

In the period from 1 January to 30 June 2020, the CIECH Group carried out the following transactions increasing and decreasing the gross value of property, plant and equipment:

01.01.-30.06.2020 Land Buildings,
premises, civil
and marine
engineering
structures
Machinery
and
equipment
Vehicles Other fixed
assets
Property,
plant and
equipment
under
construction
TOTAL
Gross value of property, plant and
equipment at the beginning of the
period
83,826 1,281,139 3,147,510 79,627 61,134 701,150 5,354,386
Purchase 121 236 1,603 2,740 1,117 220,151 225,968
Reclassifications 102 (54,938) (1,908) 308 (253) (125,000) (181,689)
Capitalised borrowing costs - - - - - 7,116 7,116
Foreign exchange differences 3,837 11,352 42,467 753 556 23,438 82,403
Sale (6) (789) - (202) (36) (3,040) (4,073)
Liquidation - (1,052) (9,419) (487) (149) - (11,107)
Change of the Group's structure - 25 98 10 (3,427) - (3,294)
Other - - (6) - (97) (602) (705)
Gross value of property, plant and
equipment at the end of the period
87,880 1,235,973 3,180,345 82,749 58,845 823,213 5,469,005
01.01.-30.06.2019
Gross value of property, plant and
equipment at the beginning of the
period
82,164 1,258,088 3,131,875 115,384 53,975 400,455 5,041,941
Purchase 1,016 721 7,456 1,420 1,147 122,753 134,513
Reclassifications - 17,110 32,212 (36,137) 666 (68,265) (54,414)
Capitalised borrowing costs - - - - - 4,194 4,194
Foreign exchange differences (1,156) (4,218) (14,902) (481) (197) (3,837) (24,791)
Sale - - (173) (1,424) (101) - (1,698)
Liquidation - (128) (5,110) (173) (116) - (5,527)
Other - (2,305) (3,054) - - (38) (5,397)
Gross value of property, plant and
equipment at the end of the period
82,024 1,269,268 3,148,304 78,589 55,374 455,262 5,088,821

Purchases of property, plant and equipment were made with own financial resources. As at 30 June 2020, contractual commitments to purchase property, plant and equipment amounted to PLN 88,089 thousand (PLN 153,731 thousand as at 31 December 2019). The increase in the value of property, plant and equipment is related to investment projects carried out in the CIECH Group, mainly in the production companies of the Group.

2.10. INFORMATION ON LOAN AGREEMENTS, INCLUDING OVERDUE DEBTS OR OTHER VIOLATIONS OF DEBT-RELATED AGREEMENTS

During the period covered by these financial statements, no loan agreement was called to maturity and there were no violations of payment terms for repayment of principal or interest due in relation to financial liabilities recognised in the statement of financial position.

All information concerning the financing conditions, which results from the agreements and arrangements with the banks, has been presented in the Management Board Report on activities of the CIECH Group and CIECH S.A. in 2019, published on 31 March 2020.

2.11. INFORMATION ON TRANSACTIONS WITH RELATED ENTITIES

Transactions between the parent, CIECH S.A., and its subsidiaries were eliminated during consolidation and have not been presented in this note.

Detailed information about transactions between the CIECH Group and other related entities (i.e. companies controlled by the parent company at the highest level in relation to CIECH S.A. — Kulczyk Investments S.A. and non-consolidated companies of the CIECH Group) is presented below:

TRANSACTIONS BETWEEN CONSOLIDATED ENTITIES AND OTHER RELATED PARTIES 01.01.-30.06.2020 01.01.-30.06.2019
Revenues from sales of products and services, including: 2,389 2,025
associates 962 817
Revenues from sales of goods and materials, including: 25,426 34,425
associates 18,708 24,098
Other operating income, including: 7 11
associates 7 9
Financial income, including: 114 24
associates 114 20
Purchase of services, including: 23,204 17,588
KI One S.A. - 45
associates 8,092 3,817
Other operating expenses, including: - 1
associates - 1
Financial expenses, including: 1 177
associates 1 127
30.06.2020 31.12.2019
Trade receivables, including: 605 15,813
associates 230 5,665
Trade liabilities, including: 3,886 4,452
associates 1,573 1,313

Terms of transactions with related entities

Material sales to and purchases from related entities are carried out on terms which do not differ from arm's length terms. Overdue liabilities and receivables are not secured and are settled through bank transfers. No material non-standard or nonroutine transactions were concluded with related entities in the first half of 2020, except for transactions described in Section 5.3 hereof.

In the presented period, the key management personnel of CIECH S.A. did not conclude any material transactions with members of the CIECH Group.

2.12. ISSUE, REDEMPTION AND REPAYMENT OF DEBT SECURITIES AND EQUITY SECURITIES IN THE CIECH GROUP

In the presented period, the CIECH Group companies did not issue, redeem or repay any debt or equity securities.

2.13. CONTINGENT ASSETS AND CONTINGENT LIABILITIES INCLUDING GUARANTEES AND SURETIES

30.06.2020 31.12.2019
Contingent assets 31,077 31,077
Other contingent receivables* 31,077 31,077
Contingent liabilities 636,611 661,580
Guarantees and sureties granted** 548,900 545,528
Other*** 87,711 116,052

* Including:

Contingent asset in the amount of PLN 18,864 thousand related to the action against GZNF "FOSFORY" Sp. z o.o. for the payment of compensation for making an alleged untrue declaration by GZNF "FOSFORY" Sp. z o.o. to CIECH S.A. about the condition of Agrochem Człuchów Sp. z o.o. with its registered office in Człuchów.

  • As at 30 June 2020, a contingent asset recognised by CIECH Soda Polska S.A. amounted to PLN 12,213 thousand – it is the value of energy efficiency certificates received from the President of the Energy Regulatory Office in 2019 that have not been recorded yet in the account kept by the Polish Power Exchange.
  • ** Including:
  • guarantee granted up to the amount of 125% of liability related to term loan in the amount of PLN 1,212,520 thousand and revolving loan in the amount of PLN 250,000 thousand – contingent liability in the amount of PLN 365,630 thousand,
  • guarantee granted up to the amount of 125% of liability related to term loan in the amount of EUR 30,000 thousand – contingent liability in the amount of PLN 33,495 thousand,
  • guarantee granted up to the amount of 125% of liability related to short-term loan in the amount of EUR 50,000 thousand – contingent liability in the amount of PLN 12,500 thousand,
  • guarantee granted up to the amount of 125% of liability related to short-term loan in the amount of EUR 10,000 thousand – contingent liability in the amount of PLN 11,165 thousand,
  • guarantee granted up to the amount of 125% of liability related to revolving loan in the amount of EUR 25,000 thousand – contingent liability in the amount of PLN 27,913 thousand,
  • guarantee granted up to the amount of 125% of liability related to revolving loan in the amount of PLN 300,000 thousand – contingent liability in the amount of PLN 75,000 thousand,
  • guarantee granted up to the amount of 125% of liability related to revolving loan in the amount of PLN 92,788 thousand – contingent liability in the amount of PLN 23,197 thousand.

*** Including mainly:

  • contingent liability in the SDC Group relating to environmental protection in the amount of PLN 16,265 thousand (EUR 3,642 thousand),
  • contingent liability in CIECH Soda Polska S.A. regarding environmental penalty fees in the amount of PLN 8,732 thousand,
  • contingent liabilities in CIECH Soda Polska S.A. resulting from blank promissory notes for the National Fund for Environmental Protection and Water Management relating to grants received in the amount of PLN 16,927 thousand,
  • contingent liabilities in CIECH Sarzyna S.A. resulting from a grant received for developing and testing a group of agrochemical preparations in the amount of PLN 14,581 thousand,
  • contingent liabilities in CIECH R&D Sp. z o.o. resulting from promissory notes relating to subsidies received for investment projects aimed at developing and optimising production processes in the amount of PLN 13,370 thousand,
  • contingent liabilities in Smart Fluid Sp. z o.o. resulting from promissory notes relating to subsidies received for development projects in the amount of PLN 5,015 thousand.

As at 30 June 2020, contingent liabilities amounted to PLN 636,611 thousand and decreased as compared to 31 December 2019 by PLN 24,969 thousand. The change resulted primarily from the receipt of decisions concerning the reduction of environmental penalty fees at CIECH Soda Polska S.A.

Other guarantees and sureties granted are described in Section 9.2 of the Consolidated Financial Statements of the CIECH Group for 2019, published on 31 March 2020.

Audits of tax settlements at the CIECH Group

In the first half of 2020, the CIECH Group companies were at various stages of proceedings, including inspections, tax proceedings or administrative court cases concerning the settlement of corporate income tax (CIT) and value added tax (VAT).

The CIECH Group companies were subject to CIT proceedings concerning the following years:

  • a) 2012 at CIECH S.A.
  • b) 2013 at CIECH S.A.
  • c) 2014 at CIECH S.A.
  • d) 2015 at CIECH Soda Polska S.A.
    • at CIECH Pianki Sp. z o.o.
    • at CIECH Cargo Sp. z o.o.
    • at CIECH Sarzyna S.A.
    • at CIECH Vitrosilicon S.A.
  • e) 2016 at CIECH Sarzyna S.A.

CIT audit for 2012 at CIECH S.A. was initiated by the Head of the Małopolskie Province Customs and Tax Office in Kraków on 5 April 2018. CIECH S.A. received the outcome of the audit on 4 July 2018. The tax authority challenged the transaction concerning the capital increase in a subsidiary. In the opinion of the authority, making a cash contribution by means of a contractual set-off of mutual receivables gives rise to income on the part of the Company for which, according to the auditors,

the company cannot recognise a cost. The company's management board and its tax advisors do not agree with the findings made by the auditors

In December 2018, the company received a decision of the Head of the Małopolskie Province Customs and Tax Office in Kraków, upholding the previous position of the authority. The Company contested the position and filed an appeal. In April 2019, the Company received a decision of the second instance, upholding the decision of the first instance. The Company paid up the outstanding tax along with interest in three tranches in the total amount of PLN 66.4 million (tax: PLN 43.7 million, interest: PLN 22.7 million). The disputed amount of tax and interest were covered by the provision, which was used as a result of their payment. CIECH S.A. appealed against the decision of the second instance to the Provincial Administrative Court in Cracow. On 9 October 2019, the Provincial Administrative Court issued a ruling in which it confirmed the approach presented by the authority. The court indicated that the company was obliged to recognise the income and did not have the right to recognise the tax deductible cost. After receipt of a written statement of reasons, the company lodged a cassation complaint with the Supreme Administrative Court on 23 December 2019.

CIT audit for 2013 at CIECH S.A. was initiated by the Tax Audit Office in Warsaw on 30 November 2016. The tax audit report was issued on 16 May 2017. The authority claims that the Company has overestimated the tax deductible cost of interest on cash obtained as a result of the issue of bonds and allocated to the reserve capital of CIECH Soda Deutschland GmbH & Co. KG. Moreover, the authority is of the opinion that the fee for the "CIECH" trademark should not be recognised by CIECH S.A. as a tax deductible cost.

The tax base challenged by the authority is PLN 9.4 million (after taking into account the tax loss incurred in the audited year), which translates into a tax of PLN 1.8 million.

The company and its advisors did not agree with the findings of the auditors and as a result of the tax proceedings, the Decision of the First Instance was issued, against which the company filed an appeal in 2017. On 14 March 2018 CIECH S.A. received the decision of the Second Instance in which the auditors upheld their findings contained in the Decision of the First Instance.

The company appealed to the Provincial Administrative Court against this decision. Despite this, the company decided to pay tax in the amount of PLN 1.8 million and interest (PLN 0.3 million) on 10 April 2018. The Court made its decision on 6 June 2019. The Court complied with the CIECH S.A. appeal as regards the costs of trademark fees, repealing the decision of the second instance. However, as regards the costs of consulting and financing of Soda Deutschland, the Court adjudicated that said costs could not constitute tax costs. After receipt of a written statement of reasons, the company lodged a cassation complaint with the Supreme Administrative Court in September 2019.

CIT audit for 2014 at CIECH S.A. was initiated by the Head of the Małopolskie Province Customs and Tax Office in Kraków on 13 November 2019. The Company received the outcome of the audit on 22 May 2020. The authority claims that the Company has overestimated the tax deductible cost by including interest on external financing contributed to the capital reserves of Soda Deutschland Ciech GmbH and the costs of obtaining this financing in tax deductible costs. Moreover, the authority is of the opinion that expenses incurred on account of trade mark fees paid to the CIECH Group company should not be recognised by CIECH S.A. as a tax deductible cost. The taxable amount challenged by the authority is PLN 32.5 million which translates into a potential tax liability of PLN 6.2 million. The Company does not agree with the findings made by the auditors The potential tax liability related to this audit is included in the estimated amount of PLN 144.9 million disclosed below in the paragraph that summarises CIT audits. Tax proceedings are currently underway.

CIT audit for 2015 at CIECH Soda Polska S.A. was initiated by the Head of the Kujawsko-Pomorskie Province Tax Office in Bydgoszcz on 10 October 2016. On 7 March 2017, the tax office issued the tax audit report. The irregularities found result primarily from the fact that the auditors challenged the company's right to settle the loss from participation in a partnership – as was the case for CIECH Pianki Sp. z o.o., CIECH Cargo Sp. z o.o., CIECH Vitrosilicon S.A., CIECH Sarzyna S.A. The Company and its tax advisors do not agree with the position of the auditors. In June 2019, CIECH Soda Polska S.A. received a decision of the Kujawsko-Pomorskie Tax Office Head in Bydgoszcz (decision of the First instance), according to which the company had understated - due to its participation in a partnership - its tax obligations in the amount of PLN 3.9 million. The Company appealed against said decision. On 9 September 2019, the company received a decision (decision of the Second instance) issued by the Head of the Tax Administration Chamber in Bydgoszcz, in which the latter upheld the findings of the decision of the First instance. The decision issued by the second instance authority is enforceable. Therefore, the company was obliged to pay the overdue tax (as per the tax auditors) in the amount of PLN 3.9 million (the tax base challenged by the tax authorities was PLN 20.4 million) plus the interest due in the amount of PLN 1 million. On 9 October 2019, the company appealed to the Provincial Administrative Court in Bydgoszcz against the decision of the Second Instance. At a hearing on 11 December 2019, after considering the appeal filed by the Company, the Provincial Administrative Court issued a ruling annulling the decision issued by the Head of the Tax Administration Chamber in Bydgoszcz in its entirety. In February 2020, Head of the Tax Administration Chamber in Bydgoszcz lodged a cassation complaint with the Supreme Administrative Court. CIT audit for 2015 at CIECH Pianki Sp. z o.o. was initiated by the Head of the Kujawsko-Pomorskie Province Tax Office in Bydgoszcz on 22 November 2016. On 3 March 2017, the tax office issued the tax audit report. As was the case for CIECH Soda Polska S.A., CIECH Cargo Sp. z o.o., CIECH Vitrosilicon S.A., CIECH Sarzyna S.A., the authority challenged the company's right to settle the loss from participation in a partnership.

The Company and its tax advisors do not agree with the position of the auditors. In June 2019, CIECH Pianki S.A. received a decision of the Kujawsko-Pomorskie Tax Office Head in Bydgoszcz (decision of the First instance), according to which the company had understated - due to its participation in a partnership - its tax obligations in the amount of PLN 2.6 million. The Company appealed against said decision. On 9 September 2019, the company received a decision (decision of the Second instance) issued by the Head of the Tax Administration Chamber in Bydgoszcz, in which the latter upheld the findings of the decision of the First instance. The decision issued by the second instance authority is enforceable. Therefore, the company was obliged to pay the overdue tax (as per the tax auditors) in the amount of PLN 2.6 million (the tax base challenged by the tax authorities was PLN 13.8 million) plus the interest due in the amount of PLN 0.7 million. On 9 October 2019, the company appealed to the Provincial Administrative Court in Bydgoszcz against the decision of the Second Instance. At a hearing on 11 December 2019, after considering the appeal filed by the Company, the Provincial Administrative Court issued a ruling annulling the decision issued by the Head of the Tax Administration Chamber in Bydgoszcz in its entirety. In February 2020, Head of the Tax Administration Chamber in Bydgoszcz lodged a cassation complaint with the Supreme Administrative Court. CIT audit for 2015 at CIECH Cargo Sp. z o.o. was initiated by the Head of the Kujawsko-Pomorskie Province Tax Office in Bydgoszcz on 23 January 2017. On 14 June 2017, the tax office issued the tax audit report. As was the case for CIECH Pianki Sp. z o.o., CIECH Soda Polska S.A., CIECH Vitrosilicon S.A., CIECH Sarzyna S.A., the authority challenged the company's right to settle the loss from participation in a partnership. The Company and its tax advisors do not agree with the position of the auditors. In June 2019, CIECH Cargo Sp. o.o. received a decision of the Kujawsko-Pomorskie Tax Office Head in Bydgoszcz (decision of the First instance), according to which the company had understated - due to its participation in a partnership its tax obligations in the amount of PLN 1.7 million. The Company appealed against said decision. On 9 September 2019, the company received a decision (decision of the Second instance) issued by the Head of the Tax Administration Chamber in Bydgoszcz, in which the latter upheld the findings of the decision of the First instance. The decision issued by the second instance authority is enforceable. Therefore, the company was obliged to pay the overdue tax (as per the tax auditors) in the amount of PLN 1.7 million (the tax base challenged by the tax authorities was PLN 8.8 million) plus the interest due in the amount of PLN 0.5 million. On 9 October 2019, the Company appealed to the Provincial Administrative Court in Bydgoszcz against the decision of the Second Instance. At a hearing on 11 December 2019, after considering the appeal filed by the Company, the Provincial Administrative Court issued a ruling annulling the decision issued by the Head of the Tax Administration Chamber in Bydgoszcz in its entirety. In February 2020, Head of the Tax Administration Chamber in Bydgoszcz lodged a cassation complaint with the Supreme Administrative Court.

CIT audit for 2015 at CIECH Vitrosilicon S.A. was initiated by the Head of the Lubuskie Province Customs and Tax Office in Gorzów Wielkopolski on 19 April 2018. The company received the outcome of the audit on 4 January 2019. As was the case for CIECH Soda Polska S.A., CIECH Cargo Sp. z o.o., CIECH Pianki Sp. z o.o., CIECH Sarzyna S.A., the authority challenged the company's right to settle the loss from participation in a partnership. The Company and its tax advisors do not agree with the position of the auditors. If the unfavourable position of the authority is upheld, an obligation may arise to pay tax arrears in the amount of PLN 2.7 million (the tax base challenged by the authority is PLN 14.4 million) plus with interest due. Tax proceedings are currently underway.

CIT audit for 2015 at CIECH Sarzyna S.A. was initiated by the Head of the Podkarpackie Province Tax Office in Reszów on 6 February 2017. On 7 November 2017, the tax office issued the audit report. As was the case for CIECH Pianki Sp. z o.o., CIECH Soda Polska S.A., CIECH Vitrosilicon S.A., CIECH Cargo Sp. z o.o., the authority challenged the company's right to settle the loss from participation in a partnership. In addition, the authority challenged the company's right to include the fee for the trademark and interest on loans paid in advance in tax deductible costs. The Company and its tax advisors do not agree with the position of the auditors.

If the unfavourable position of the authority is upheld, an obligation may arise to pay tax arrears in the amount of PLN 6.9 million (the tax base challenged by the authority is PLN 36.4 million) plus with interest due. Tax proceedings are currently underway.

CIT audit for 2016 at CIECH Sarzyna S.A. was initiated by the Head of the Podkarpackie Province Tax Office in Reszów on 26 February 2018. On 11 January 2019, the tax office issued the audit report. According to the authority, the expenses incurred by the company in 2016 for the use of Chwastox trademarks cannot be classified as tax deductible costs. In addition,

the company should have included interest on loans paid in advance in 2015 in its tax deductible costs in 2016. Additionally, the authority claims that the company may not offset the loss for 2015 in the annual return for 2016. The Company and its tax advisors do not agree with the position of the auditors. If the unfavourable position of the authority is upheld, an obligation may arise to pay tax arrears in the amount of PLN 4.3 million (the tax base challenged by the authority is PLN 22.4 million) plus with interest due. Tax proceedings are currently underway.

Tax proceedings concerning CIT for 2018 at CIECH R&D Sp. z o.o. were initiated by the Head of the First Mazowieckie Province Tax Office in Warsaw. On 20 July 2020, the Company received a letter dated 15 July 2020 informing about tax proceedings conducted with respect to determination of overpayment in corporate income tax for 2018. The proceedings were initiated as a result of the Company's submission of a correction to the CIT return for 2018 (the Company applied for a tax refund of PLN 0.09 million). The proceedings are pending.

The Group estimated that the potential impact on income tax expense (in the form of additional tax liabilities or inability to recover a deferred income tax asset calculated for tax losses), in connection with the above events which are or may continue to be challenged, would amount to PLN 144.9 million if it were no longer probable that the Group would be able to uphold its tax interpretations before the tax authorities. From the above-mentioned amount of PLN 144.9 million, following the decisions of the second instance, regarding CIT (2012 and 2013) in CIECH S.A., and CIT (2015) in CIECH Soda Polska S.A., CIECH Pianki Sp. z o.o. and CIECH Cargo Sp. z o.o., despite the appeals to the Provincial Administrative Court, the total tax amount of PLN 53.7 million was paid, a provision was recognised for potential tax liabilities in the amount of PLN 36.5 million, and an impairment loss on deferred tax asset was recognised in the amount of PLN 26.7 million. The Group also paid interest in the total amount of PLN 25.2 million.

The CIECH Group companies were subject to VAT audits/proceedings concerning the following years:

  • a) Fourth quarter of 2013
    • at Verbis Kappa Sp. z o.o. S.K.A.
    • at Verbis ETA Sp. z o.o. S.K.A.
  • b) December 2014 at Cerium Finance Sp. z o.o.
  • c) January–June 2018 at CIECH Trading S.A.

VAT audit for the fourth quarter of 2013 at Verbis Kappa Sp. z o.o. S.K.A. was initiated by the Head of the Małopolskie Province Customs and Tax Office in Kraków on 6 April 2018. The company received the outcome of the audit on 11 June 2018. The authority challenged the right to deduct VAT on part of the contribution in kind made to the share premium. According to the authority, the taxable amount of the contribution received is the amount equal to the nominal value of the shares acquired. The market value of the in-kind contribution less the amount of VAT was recognised as the taxable amount in the invoice received by the company. Consequently, according to the authority, the company deducted the input tax in the amount to which it was not entitled. The taxable amount challenged by the authority is PLN 35.7 million which translates into a tax of PLN 8.2 million.

The Company and the other party to the transaction, i.e. CIECH Sarzyna S.A., filed motions for tax rulings. The Director of the National Revenue Information agreed with the position of CIECH Sarzyna S.A. presented in the motion that the taxable amount of the in-kind contribution made in 2013 was the value of the contribution, i.e. the market value of the in-kind contribution less the amount of VAT. Taking into account the positive interpretation concerning the taxable amount and the case-law line that existed until the end of 2013, the issuer of the invoice, i.e. CIECH Sarzyna S.A., and its advisors believe that the taxable amount should be the market value of the in-kind contribution less the amount of VAT. Therefore, the company did not make a VAT correction, considering that the tax treatment of the in-kind contribution made in 2013 was correct. On 7 August 2019, the company received the decision of the Head of the Małopolskie Province Customs and Tax Office in Kraków, upholding the previous position of the authority, that the company had no right to deduct VAT in the amount of PLN 8.2 million. The Company and its advisors do not agree with the findings set forth in the Decision and have appealed against it. On 14 November 2019, the company received the Decision of the second instance, where the Head of the Małopolskie Province Customs and Tax Office upheld the decision of the first instance in its entirety. The decision issued by the second instance authority is enforceable. Therefore, the company was obliged to pay the overdue VAT (as per the tax auditors) in the amount of PLN 8.2 million plus the interest due in the amount of approx. PLN 3.9 million. On 13 December 2019, the Company appealed against the decision of the second instance to the Provincial Administrative Court in Cracow. At a hearing on 22 July 2020, after considering the appeal filed by the Company, the Provincial Administrative Court issued a ruling dismissing the complaint filed by the Company, accepting the position of the Małopolskie Province Customs and Tax Office in Kraków. After receipt of a written statement of reasons, the Company intends to lodge a cassation complaint with the Supreme Administrative Court.

VAT audit for the fourth quarter of 2013 at Verbis ETA Sp. z o.o. S.K.A. was initiated by the Head of the Małopolskie Province Customs and Tax Office in Kraków on 5 April 2018. The company received the outcome of the audit on 16 June 2018. The authority challenged the right to deduct VAT on part of the contribution in kind made to the share premium. According to the authority, the taxable amount of the contribution received is the amount equal to the nominal value of the shares acquired. The market value of the in-kind contribution less the amount of VAT was recognised as the taxable amount in the invoice received by the company. Consequently, according to the authority, the company deducted the input tax in the amount to which it was not entitled. The taxable amount challenged by the authority is PLN 133.5 million which translates into a tax of PLN 30.8 million.

The Company and the other party to the transaction, i.e. CIECH S.A., filed motions for tax rulings. The Director of the National Revenue Information agreed with the CIECH S.A.'s position that the company had determined the taxable amount in a correct manner, i.e. the taxable amount of the in-kind contribution made in 2013 should have been the value of the contribution, i.e. the market value of the in-kind contribution less the amount of VAT. Taking into account the positive interpretation concerning the taxable amount and the case-law line that existed until the end of 2013, the Company and its advisors believe that the taxable amount should be the market value of the in-kind contribution less the amount of VAT. Therefore, the company and, accordingly, the other party to the transaction complied with the ruling.

On 17 July 2019, the company received the decision of the Head of the Małopolskie Province Customs and Tax Office in Kraków, upholding the previous position of the authority, that the Company had no right to deduct VAT in the amount of PLN 30.8 million. The Company and its advisors do not agree with the findings set forth in the Decision and have appealed against it. On 6 August 2019, the company received an order of the Head of the Third Tax Office for Warszawa-Śródmieście to make the Decision of the Head of the Małopolskie Province Customs and Tax Office in Krakow, issued in connection with the tax proceedings conducted against the company, immediately enforceable. The Company filed a complaint against said decision. Irrespective of the complaint, the company applied to the Head of the Third Tax Office for crediting the overpaid VAT in the amount of PLN 30.8 million resulting from the correction of the VAT settlement for July 2018 towards the arrears indicated in the Decision of the Małopolskie Province Customs and Tax Office in Krakow, and repaid interest in the amount of PLN 12.4 million. In its decision, the Head of the Third Tax Office agreed to the company's request. Thus, no enforcement proceedings were initiated. On 24 October 2019, the company received the Decision of the second instance, where the Head of the Małopolskie Province Customs and Tax Office upheld the decision of the first instance in its entirety. On 13 November 2019, the company received the decision issued by the Head of the Tax Administration Chamber in Warsaw concerning the upholding of the decision of the Third Tax Office to make the non-final decision of the first-instance authority immediately enforceable Due to the fact that the company had received the decision of the second instance earlier, it did not file a complaint to the Provincial Administrative Court in Warsaw against the decision received. On 25 November 2019, however, the Company appealed against the decision of the second instance to the Provincial Administrative Court in Cracow. At a hearing on 29 July 2020, after considering the appeal filed by the Company, the Provincial Administrative Court issued a ruling dismissing the complaint filed by the Company, accepting the position of the Małopolskie Province Customs and Tax Office in Kraków. After receipt of a written statement of reasons, the Company intends to lodge a cassation complaint with the Supreme Administrative Court.

VAT audit for December 2014 at Cerium Finance Sp. z o.o. was initiated by the Head of the Małopolskie Province Customs and Tax Office in Kraków on 5 April 2018. The company received the outcome of the audit on 19 June 2018. The authority challenged the right to deduct VAT on part of the contribution in kind made to the share premium. According to the authority, the taxable amount of the contribution received is the amount equal to the nominal value of the shares acquired. The market value of the in-kind contribution less the amount of VAT was recognised as the taxable amount in the invoice received by the company. Consequently, according to the authority, the company deducted the input tax in the amount to which it was not entitled. The taxable amount challenged by the authority is PLN 110 million which translates into a tax of PLN 25.3 million. Guided by the outcome of the audit, the other party to the in-kind contribution transaction, i.e. CIECH Soda Polska S.A., issued a correction to the invoice, specifying the taxable amount of the in-kind contribution as the nominal value of the shares acquired. Cerium Finance Sp. z o.o. included the correction of the invoice in the current tax return and paid the tax. CIECH Soda Polska S.A. received a refund of overpaid VAT.

The Company and CIECH Soda Polska S.A. filed motions for tax rulings. The Director of the National Revenue Information agreed with the position of the companies with respect to the recognition of a VAT correction in the current period. In turn, CIECH Soda Polska S.A. received a reply that the taxable amount of the in-kind contribution made in 2014 was the nominal value of the shares acquired. Taking into account the ruling concerning the taxable amount and the regulations, as amended in 2014, according to which the taxable amount should be the value contributed to the share capital, the company is of the opinion that the correction made (included in the current period) is correct.

On 17 July 2019, CIECH Soda Polska S.A. (CSP), as the legal successor of Cerium Finance Sp. z o.o., received the Accounting Books' Audit Report, in which the auditors upheld their position, that the Company had no right to deduct VAT in the amount of PLN 25.3 million, without referring to the correction of VAT submitted by the Company in the current period and payment of this tax.

On 11 September 2019, CSP received the decision of the Head of the Małopolskie Province Customs and Tax Office in Kraków, upholding the previous position of the authority, that Cerium Finance had no right to deduct VAT in the amount of PLN 25.3 million. CSP appealed against the decision of the first instance. On 7 January 2020, the company received the Decision of the second instance, where the Head of the Małopolskie Province Customs and Tax Office in Kraków upheld the decision of the first instance in its entirety. The decision issued by the second instance authority was enforceable. Therefore, despite the fact that the amount of VAT has already been paid to the relevant tax office in connection with the correction of VAT settlement submitted in the current period, according to the received individual ruling, the company decided to pay again the same amount of VAT of PLN 25.3 million and interest of PLN 10 million. The VAT paid again will be recovered by CSP at the latest after the completion of the court and administrative proceedings (for December 2014), if any, or after the completion of the overpayment proceedings for July 2018. On 6 February 2020, the Company appealed against the decision of the second instance to the Provincial Administrative Court in Cracow. At present, the company is waiting for the date of the hearing to be set.

VAT audit for the period from January to June 2018 at CIECH Trading S.A. was commenced by the Head of the Kujawsko-Pomorskie Province Customs and Tax Office in Toruń (for the period from January to April 2018) – commenced on 20 June 2018, and by the Head of the Śląskie Province Customs and Tax Office in Katowice (for the period from May to June 2018) – commenced on 19 September 2018. On 13 September 2019, the Company received a report on the audit of the books and the outcome of the audit from the Kujawsko-Pomorskie Province Customs and Tax Office in Toruń. According to the auditors, the company overstated the input tax by PLN 1.4 million, deducting the tax resulting from invoices issued by two contractors who, according to the authority, committed tax fraud at an earlier stage of trade. According to the authority, the company failed to exercise due diligence when entering into transactions with these entities. The Company does not agree with the position of the auditors. However, given the lack of clear legal guidelines as to the scope of due diligence and following the prudence principle, the company decided to correct the VAT return for the period from January to April 2018 in the amount indicated by the authority, i.e. PLN 1.4 million. In addition, following the prudence principle in order to prevent a possible additional tax liability in the form of VAT sanctions, the company corrected its VAT settlements for 2017 and for the period from July to November 2018, excluding from its settlements the input VAT on invoices issued by the same two counterparties for whom the authority refuses to deduct input VAT for the period from January to June 2018. The amount of the corrected VAT is PLN 7.5 million. As a result of corrections made to VAT returns and their settlement with the tax office, the company paid PLN 0.5 million in interest. On 10 February 2020, the Company received the decision of the Head of the Kujawsko-Pomorskie Province Customs and Tax Office in Toruń concerning the determination of an additional VAT liability in relation to the audit for the period from January to April 2018. The amount of sanctions indicated in the Decision is PLN 1.4 million. The Company lodged an appeal against the Decision received with the Head of the Kujawsko-Pomorskie Province Customs and Tax Office. Regardless of the appeal filed, in order to avoid further accrual of interest, on 5 June 2020 the Company paid the amount of this additional tax liability together with interest. On 21 July 2020, the Company received the decision of the Head of the Kujawsko-Pomorskie Province Customs and Tax Office in Toruń (appeal body). The decision upholds the decision of the first instance authority to set the additional VAT liability in Ciech Trading S.A. at 100%, i.e. in the amount of PLN 1.4 million. This Decision is final. On 19 August 2020, the Company appealed against the decision of the second instance to the Provincial Administrative Court in Bydgoszcz.

The audit carried out by the Silesian Customs and Tax Office in Katowice (i.e. for the period from May to June 2018) is in progress. The company recognised a provision for possible VAT arrears, interest and a sanction for the period of May-June 2018 in the amount of PLN 3.8 million.

The audit at the Ciech Group in Germany concerns income tax settlements. The CIT audit concerns the following companies: Sodawerk Staßfurt Verwaltungs GmbH, CIECH Soda Deutschland GmbH & Co. KG, Sodawerk Holding Staßfurt GmbH, SDC GmbH, CIECH Energy Deutschland GmbH. The audits cover settlements for 2007-2009 and 2010-2015 and concern various factual and legal issues. In case of a different assessment of economic events by audit authorities, an obligation may arise to recalculate and potentially increase the tax liability and to pay interest on tax arrears. As at the balance sheet date, the outcome of the audit is not known – the companies did not receive any reports from the tax authorities. Under the prudence principle, the companies recognised provisions for potential tax liabilities and interest in the total amount of EUR 14.4 million (PLN 64.3 million after conversion into PLN).

2.14. INFORMATION ON DIVIDENDS PAID (OR DECLARED), IN TOTAL AND PER SHARE, BROKEN DOWN INTO ORDINARY SHARES AND PREFERENCE SHARES

On 21 May 2020, the Ordinary General Meeting resolved to distribute CIECH S.A.'s net profit for the financial year 2019, amounting to PLN 60,436 thousand, and to allocate the entire profit to CIECH S.A.'s supplementary capital.

On 22 August 2019, the Ordinary General Meeting resolved to distribute CIECH S.A.'s net profit for the financial year 2018, amounting to PLN 270,612 thousand, in the following manner:

  • the amount of PLN 17,182 thousand was allocated to cover the loss recognized as an adjustment to the opening balance resulting from the application of IFRS 9 Financial Instruments,
  • the amount of PLN 253,430 thousand was allocated to the supplementary capital of CIECH S.A.

2.15. INFORMATION ON DISCONTINUED OPERATIONS AND NON-CURRENT ASSETS HELD FOR SALE IN THE FIRST HALF OF 2020

Discontinued operations

The accounting principles applied in the preparation of the statement of profit or loss for discontinued operations are consistent with the Group's accounting policy. The results of discontinued operations include:

For the period from 1 January to 30 June 2020 and for the period from 1 January to 30 June 2019:

  • results of CIECH Żywice Sp. z o.o. for the period of being in a subsidiary of the Group in connection with the planned sale of the company and the conclusion of the preliminary agreement for the sale of 74,677 shares in CIECH Żywice Sp. z o.o. to LERG S.A. – activities presented in the organic segment,
  • elimination of results on transactions between consolidated entities of the CIECH Group and the entity reported under discontinued operations,
  • results of the CIECH Group companies (including CIECH S.A.) generated from transactions with the entity reported under discontinued operations.

Below are the figures for the first half of 2020 of CIECH Żywice Sp. z o.o. – a company held for sale (for the corresponding period, the figures of CIECH Sarzyna S.A. with respect to the resins business are presented); CIECH S.A. - in the scope of discontinued operations in the area of resins and the consolidated result on discontinued operations for the CIECH Group.

01.01.-30.06.2020 01.01.-30.06.2019
Ciech Żywice
Sp. z o.o.
CIECH S.A. Grupa CIECH Ciech Żywice
Sp. z o.o.
CIECH S.A. Grupa CIECH
Net sales revenues 130,970 67,353 127,242 162,134 111,251 162,134
Cost of sales (113,539) (66,359) (113,048) (147,619) (109,682) (151,836)
Gross profit/(loss) on sales 17,431 994 14,194 14,515 1,569 10,298
Other operating income 912 - 1,686 243 - 243
Selling costs (8,039) (936) (4,147) (9,483) (257) (6,443)
General and administrative
expenses
(3,674) - (4,238) (4,585) - (2,444)
Other operating expenses (3,503) (15) (3,519) (3,667) - (3,667)
Operating profit/(loss) 3,127 43 3,976 (2,977) 1,312 (2,013)
Financial income 2,952 - 2,894 1,076 - 1,070
Financial expenses (5,776) - (5,718) (3,112) - (3,106)
Net financial income/(expenses) (2,824) - (2,824) (2,036) - (2,036)
Profit/(loss) before tax 303 43 1,152 (5,013) 1,312 (4,049)
Income tax (459) - (459) 88 - 88
Net profit/(loss) (156) 43 693 (4,925) 1,312 (3,961)

Analysis of assets and liabilities held for sale – CIECH Żywice Sp. z o.o.:

30.06.2020
ASSETS
Property, plant and equipment 62,165
Right-of-use assets 944
Intangible assets, including: 13,709
Investment properties 199
Deferred tax assets 1,394
Total non-current assets 78,411
Inventories 28,948
Trade and other receivables 33,464
Cash and cash equivalents 7,388
Total current assets 69,800
Total assets 148,211
EQUITY AND LIABILITIES
Share capital 3,734
Retained earnings (937)
Total equity 2,797
Lease liabilities 88
Provisions for employee benefits 377
Deferred tax liabilities 1,630
Total non-current liabilities 2,095
Loans, borrowings and other debt instruments 63,095
Trade and other liabilities 80,185
Provisions for employee benefits 39
Total current liabilities 143,319
Total liabilities 145,414
Total equity and liabilities 148,211

Cash flows from discontinued operations for CIECH Żywice Sp. z o.o.:

01.01.-30.06.2020
Net cash from operating activities (27,536)
Net cash from investing activities 30,248
Net cash from financing activities 4,485
Total net cash flows 7,197
Free cash flows 2,712

2.16. INFORMATION ON IMPORTANT EVENTS IN THE CIECH GROUP IN THE FIRST HALF OF 2020

Information on important events taking place in the CIECH Group in the first half of 2020 has been presented in Sections 5.3 and 5.4 hereof.

2.17. INFORMATION ON POST-BALANCE-SHEET EVENTS

On 20 July 2020, CIECH S.A. and LERG S.A. entered into a preliminary agreement for the sale of 74,677 shares representing 100% of the share capital in CIECH Żywice Sp. z o.o. On 20 July 2020, the Supervisory Board of the Issuer adopted a resolution approving the conclusion of the Transaction in question. The value of the Transaction, taking into account, among others, the share purchase price, is approximately PLN 160 million. Detailed information on the planned transaction is provided in current report No 27/2020.

SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A. FOR 6-MONTH PERIOD ENDED 30 JUNE 2020

PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ENDORSED BY THE EUROPEAN UNION

3

3. SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ENDORSED BY THE EUROPEAN UNION

CONDENSED SEPARATE STATEMENT OF PROFIT OR LOSS OF CIECH S.A.

01.01.-30.06.2020 01.01.-30.06.2019* 01.04.-30.06.2020 01.04.-30.06.2019*
Data not reviewed
CONTINUING OPERATIONS
Sales revenues 837,545 1,131,873 379,205 566,990
Cost of sales (716,534) (979,835) (320,974) (487,840)
Gross profit on sales 121,011 152,038 58,231 79,150
Other operating income 5,406 3,661 3,875 2,312
Selling costs (50,231) (98,574) (21,253) (49,062)
General and administrative expenses (43,509) (41,919) (22,086) (24,901)
Other operating expenses (13,285) (1,161) (12,377) (555)
Operating profit 19,392 14,045 6,390 6,944
Financial income 65,070 4,358 45,507 (1,393)
Financial expenses (13,788) (27,684) (5,742) (5,430)
Profit/(loss) from financial instruments (38,951) 30,724 28,157 10,752
Net financial income/(expenses) 12,331 7,398 67,922 3,929
Profit before tax 31,723 21,443 74,312 10,873
Income tax 1,002 (9,321) (5,027) (4,780)
Net profit on continuing operations 32,725 12,122 69,285 6,093
DISCONTINUED OPERATIONS
Net profit/(loss) on discontinued operations 43 1,312 465 793
Net profit for the year 32,768 13,434 69,750 6,886
Earnings per share (in PLN):
Basic 0.62 0.25 1.32 0.13
Diluted 0.62 0.25 1.32 0.13
Earnings per share (in PLN) from continuing
operations:
Basic 0.62 0.23 1.31 0.12
Diluted 0.62 0.23 1.31 0.12

*Restated data.

The condensed separate statement of profit or loss of CIECH S.A. should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed separate financial statements.

CONDENSED SEPARATE STATEMENT OF OTHER COMPREHENSIVE INCOME OF CIECH S.A.

01.01.-30.06.2020 01.01.-30.06.2019 01.04.-30.06.2020 01.04.-30.06.2019
Data not reviewed
Net profit / (loss) 32,768 13,434 69,750 6,886
Other comprehensive income before tax
that may be reclassified to the statement of (32,608) 3,707 (6,988) 7,750
profit or loss
Cash flow hedge reserve (32,608) 3,707 (6,988) 7,750
Income tax attributable to other
comprehensive income 6,191 (695) 1,323 (1,321)
Income tax attributable to other
comprehensive income that may be 6,191 (695) 1,323 (1,321)
reclassified to the statement of profit or loss
Other comprehensive income net of tax (26,417) 3,012 (5,665) 6,429
TOTAL COMPREHENSIVE INCOME 6,351 16,446 64,085 13,315

The condensed separate statement of other comprehensive income of CIECH S.A. should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed separate financial statements.

CONDENSED SEPARATE STATEMENT OF FINANCIAL POSITION OF CIECH S.A.

ASSETS
Property, plant and equipment
9,969
Intangible assets
53,852
Long-term financial assets
2,544,416
Deferred income tax assets
13,992
Rights to use an asset
29,944
Total non-current assets
2,652,173
Inventory
17,994
Short-term financial assets
817,537
Trade and other receivables
235,650
Cash and cash equivalents
456,968
Non-current assets held for sale
30,015
Total current assets
1,558,164
Total assets
4,210,337
EQUITY AND LIABILITIES
Share capital
287,614
Share premium
470,846
Cash flow hedge reserve
(27,452)
Actuarial gains
(37)
Other reserve capitals
422,699
Retained earnings
315,887
Total equity
1,469,557
Loans, borrowings and other debt instruments
1,753,254
Lease liabilities
24,939
Other non-current liabilities
53,692
Employee benefits reserve
1,122
Total non-current liabilities
1,833,007
14,131
54,414
2,416,967
2,166
29,336
2,517,014
30,694
794,231
378,010
169,983
-
1,372,918
3,889,932
287,614
470,846
(1,035)
(37)
76,199
629,619
1,463,206
1,580,756
24,405
26,686
1,089
1,632,936
Loans, borrowings and other debt instruments
610,904
301,762
Lease liabilities
6,587
5,035
Trade and other liabilities
255,397
451,356
Employee benefits reserve
807
2,312
Other provisions
34,078
33,325
Total current liabilities
907,773
793,790
Total liabilities
2,740,780
2,426,726
Total equity and liabilities
4,210,337
3,889,932

The condensed separate statement of financial position of CIECH S.A. should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed separate financial statements.

01.01.-30.06.2020 01.01.-30.06.2019 Cash flows from operating activities Net profit for the period 32,768 13,434 Amortisation/depreciation 9,395 6,772 Recognition of impairment allowances 2,505 1,073 Foreign exchange (profit) /loss (13,503) 5,200 (Profit) / loss on disposal of property, plant and equipment (146) 1 Dividends and interest (42,328) 6,523 Income tax (1,002) 9,321 Change in liabilities due to loan arrangement fee 1,085 (226) Value of derivatives 35,337 (10,557) Other - 1,996 Cash from operating activities before changes in working capital and provisions 24,111 33,537 Change in receivables 130,432 (59,267) Change in inventory 12,700 23,371 Change in current liabilities (221,821) 118,792 Change in provisions and employee benefits (719) (1,405) Cash generated from operating activities (55,297) 115,028 Interest paid (31,911) (48,890) Income tax (paid) (3,210) (47,434) Repayment of receivables due to interest on loans - compensation - 13,332 Net cash from operating activities (90,418) 32,036 Cash flows from investment activities Disposal of intangible assets and property, plant and equipment 2,748 21 Dividends received 55,067 227 Interest received 17,722 8,046 Cash pooling inflows 1 939 30,732 Acquisition of intangible assets and property, plant and equipment (6,015) (13,643) Raise capital expenditures and extra charge on capital (4,850) (171) Borrowings paid out (156,288) (77,532) Net cash from investment activities (89,677) (52,320) Cash flows from financial activities Proceeds from loans and borrowings 470,100 298,100 Cash pooling inflows - 5,109 Repayment of loans and borrowings - (250,000) Cash pooling outflows (288) - Payment of lease liabilities (2,762) (1,753) Net cash from financial activities 467,050 51,456 Total net cash flows 286,955 31,172 Cash and cash equivalents as at the beginning of the period 169,984 54,988

CONDENSED SEPARATE STATEMENT OF CASH FLOWS OF CIECH S.A.

The condensed separate statement of cash flows of CIECH S.A. should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed separate financial statements.

Impact of foreign exchange differences 29 (1,942) Cash and cash equivalents as at the end of the period 456,968 84,218

Share capital Share premium Cash flow hedge
reserve
Other reserve
capitals
Actuarial gains Retained earnings Total equity
01.01.2020 287,614 470,846 (1,035) 76,199 (37) 629,619 1,463,206
Transactions with shareholders - - - 346,500 - (346,500) -
Reserve fund for the purchase of own shares - - - 346,500 - (346,500) -
Total comprehensive income for the period - - (26,417) - - 32,768 6,351
Net profit / (loss) for the period - - - - - 32,768 32,768
Other comprehensive income - - (26,417) - - - (26,417)
30.06.2020 287,614 470,846 (27,452) 422,699 (37) 315,887 1,469,557
01.01.2019 287,614 470,846 (1,152) 76,199 11 569,183 1,402,701
Total comprehensive income for the period - - 3,012 - - 13,434 16,446
Net profit / (loss) for the period - - - - - 13,434 13,434
Other comprehensive income - - 3,012 - - - 3,012
30.06.2019 287,614 470,846 1,860 76,199 11 582,617 1,419,147

CONDENSED SEPARATE STATEMENT OF CHANGES IN EQUITY OF CIECH S.A.

The condensed separate statement of changes in equity of CIECH S.A. should be analysed together with the explanatory notes which constitute an integral part of the semi-annual condensed separate financial statements.

4

4. EXPLANATORY NOTES TO THE SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A.

4.1. BASIS OF PREPARATION OF THE SEMI-ANNUAL CONDENSED SEPARATE FINANCIAL STATEMENTS OF CIECH S.A.

On 31 January 2007, the Extraordinary General Meeting of Shareholders of CIECH S.A. adopted resolution No 4, concerning the preparation of separate financial statements in accordance with International Financial Reporting Standards as approved by the European Union. Due to the adopted resolution, since 2007 the reports of CIECH S.A. have been prepared in accordance with the IFRS using the valuation of assets and liabilities and the measurement of net result as defined in the accounting policy.

These semi-annual condensed separate financial statements were prepared in compliance with IAS 34 "Interim Financial Reporting" as approved by the European Union and the Regulation of the Minister of Finance dated 29 March 2018 on current and periodical information submitted by issuers of securities and on conditions for deeming equivalent information required by the law of a Non-Member State (Journal of Laws 2018.757 of 2018). These financial statements present the financial position of CIECH S.A. as at 30 June 2020 and as at 31 December 2019, results of the Company's operations and cash flows for the period of 6 months ended 30 June 2020 and 30 June 2019, and were approved by the Management Board of CIECH S.A. on 8 September 2020.

These semi-annual condensed separate financial statements were prepared under the assumption that CIECH S.A. will continue as a going concern in the foreseeable future. As at the date of approval of these semi-annual condensed financial statements, no facts or circumstances are known that would indicate any threat to CIECH S.A. continuing as a going concern.

The Management Board of CIECH S.A. represents that to the best of its knowledge these semi-annual condensed separate financial statements, including corresponding figures, have been prepared in accordance with the generally acceptable accounting principles and that they represent a true, accurate and fair reflection of CIECH S.A.'s financial position and the results of operations.

Preparation of financial statements in accordance with International Financial Reporting Standards ("IFRS") requires the Management Board to make professional judgements, estimates and assumptions which affect the adopted principles and presented values of assets, equity and liabilities, income and expenses. The estimates and assumptions associated with them are based on historical accuracy and various other factors that are considered to be reasonable under the specific circumstances, and their results provide a basis for professional judgement about the value of assets and liabilities that are not directly apparent from other sources. Actual value may differ from the estimated value. The estimates and the underlying assumptions are reviewed on a continuous basis. Revisions of accounting estimates are recognised in the period in which the changes were made, only if it affects that period or the present and future in case they concern both the current and future periods. The Management Board's professional judgements which have a significant impact on the separate financial statements, and the estimates bearing a risk of significant changes in future years have been presented in Sections 4.6, 4.7, 4.8 and 4.13 hereof. Information on the impact of the COVID-19 pandemic on the operations of the CIECH Group, including CIECH S.A., is presented in sections 5.5.6 and 5.6 hereof. During the current semi-annual period there were no significant revisions to the estimates presented in previous reporting periods.

The Management Board of CIECH S.A. represents that Deloitte Audyt Spółka z ograniczoną odpowiedzialnością Sp. k. with its registered office in Warsaw, entered into the list of entities authorised to audit financial statements under the registry No 73 kept by the National Chamber of Statutory Auditors was chosen in accordance with the binding legal regulations to review the semi-annual condensed separate financial statements for the period from 1 January to 30 June 2020.

4.2. ADOPTED ACCOUNTING PRINCIPLES

The CIECH S.A.'s accounting principles are described in the Financial Statements of CIECH S.A. for 2019, published on 31 March 2020. The aforementioned Financial Statement include detailed information regarding the principles and methods of valuation of assets, equity and liabilities and measurement of the financial result as well as the method of preparing the financial statements and comparative information. These principles have been applied on a continuous basis with relation to currently published data, the last annual financial statements and comparative data presented.

CIECH S.A. intends to adopt amendments to the IFRS that are published but not effective as at the date of publication of this report in accordance with their effective date. The estimated impact of amendments and impact of new IFRSs on the separate financial statements of CIECH S.A. was presented in the Financial Statements of CIECH S.A. for the year 2020, published on 31 March 2020.

4.3. FUNCTIONAL AND REPORTING CURRENCY

The Polish zloty (PLN) is the functional currency of the parent company, CIECH S.A., and the reporting currency of these financial statements. Unless stated otherwise, all financial data in these financial statements have been presented in thousands of Polish zlotys (PLN '000).

CIECH S.A. has Branches (in Romania and Germany) whose accounting records are kept in local currencies (RON and EUR). For the purpose of preparing the financial statements of CIECH S.A., accounting records of the Branch in Romania are translated using the transaction exchange rates and the accounting records of the Branch in Germany – at the average NBP rate for a given period. Due to an insignificant value of transactions, translation at this exchange rate does not result in a material distortion of results.

4.4. SEASONALITY AND CYCLICALITY OF ACTIVITY OF CIECH S.A.

Seasonality associated with periodic demand and supply fluctuations has little impact on CIECH S.A.'s general sales trends. In the soda segment, a seasonal relationship between the sales volume of some products and the course of winter is observable. For calcium chloride and other products (anti-ice salt and chloride mix, waste salt) a mild winter is a reason for decrease of sales, while the influence on the sales of salt is indirect. For other products, CIECH S.A.'s revenues and financial results are not influenced by any significant seasonal fluctuations over the year.

4.5. CIECH S.A.'S SEGMENT REPORTING

CIECH S.A.'s operating segments are designated on the basis of internal reports prepared in the Company and regularly reviewed by the Management Board, which is responsible for operating decisions aimed at allocating resources to segments and assessing the subsidiaries performance.

The data concerning individual segments also includessupport services provided by CIECH S.A. to the CIECH Group companies, such as accounting, controlling, legal, administrative and IT services.

The financing is managed (including finance expenses and incomes with the exception of interest and exchange differences on trade receivables and liabilities) and income tax is calculated on the Company level. The data concerning these areas is not allocated to particular segments.

Information on the Company's geographical areas is established based on the location of its assets.

Reporting segments are identical to operating segments. Revenues and costs, assets and liabilities of segments are recognised and measured in a manner consistent with the method used in the financial statements.

Operational segments results are assessed by the CIECH S.A's Management Board on the basis of sales revenue, operating profit, level of EBITDA and adjusted EBITDA. EBITDA should be viewed as a supplement not as a substitute for the business performance presented in accordance with IFRS. EBITDA is a useful ratio of the ability to incur and service debt. EBITDA and adjusted EBITDA levels are not defined by the IFRS and can be calculated in a different manner by other entities. The reconciliation and definitions applied by CIECH S.A. when determining these measures are presented below.

01.01.-30.06.2020 01.01.-30.06.2019*
Net profit/(loss) on continuing operations 32,725 12,122
Income tax (1,002) 9,321
Financial expenses 79,515 56,542
Financial income (91,846) (63,940)
Amortisation/depreciation 9,395 6,772
EBITDA on continued operations 28,787 20,817
EBITDA on discontinued operations 43 1,312
EBITDA on continued and discontinued operations 28,830 22,129
*Restated data.
01.01.-30.06.2020 01.01.-30.06.2019*
EBITDA on continued operations 28,787 20,817
One-offs including: (651) (2,815)
Cash items (a) (2,984) (97)
Non-cash items (without impairment) (b) 2,333 (2,718)
Adjusted EBITDA on continued operations 28,136 18,002
Adjusted EBITDA on discontinued operations 43 1,312
Adjusted EBITDA on continued and discontinued operations 28,179 19,314

*Restated data.

(a) Cash items include, among others, gain/loss of the sale of property, plant and equipment, as well as fees and compensations received). (b) Non-cash items include: provisions for liabilities, compensation and other items.

CIECH S.A. — OPERATING SEGMENTS

Revenue and costs data as well as assets, equity and liabilities data of particular CIECH S.A.'s operating segments for periods disclosed in statements are presented in the tables below.

OPERATING SEGMENTS
01.01.-30.06.2020
Soda
segment
Organic
segment
Silicates and glass
segment
Transport
segment
Other operations
segment
Corporate functions TOTAL
Total sales revenues 675,806 136,420 5,274 18,115 1,930 - 837,545
Cost of sales (562,428) (131,432) (5,056) (15,761) (1,857) - (716,534)
Gross profit /(loss) on sales 113,378 4,988 218 2,354 73 - 121,011
Selling costs (47,742) (795) (570) (1,112) (12) - (50,231)
General and administrative expenses (1,026) - (9) - - (42,474) (43,509)
Result on management of receivables (8,261) 98 (1) 7 71 - (8,086)
Result on other operating activities 1,034 (47) - (13) (172) (595) 207
Operating profit /(loss) 57,383 4,244 (362) 1,236 (40) (43,069) 19,392
Exchange differences and interest on trade settlements (710) (4,067) - (25) (684) - (5,486)
Borrowing costs - - - - - (8,740) (8,740)
Result on financial activity (non-attributable to segments) - - - - - 26,557 26,557
Profit /(loss) before tax 56,673 177 (362) 1,211 (724) (25,252) 31,723
Income tax - - - - - - 1,002
Net profit /(loss) on continuing operations - - - - - - 32,725
Net profit /(loss) on discontinued operations - - - - - - 43
Net profit /(loss) for the period - - - - - - 32,768
Amortization/depreciation 1,758 20 - 165 205 7,247 9,395
EBITDA on continued operations 59,141 4,264 (362) 1,401 165 (35,822) 28,787
Adjusted EBITDA on continued operations* 57,979 4,679 (362) 1,401 165 (35,726) 28,136

* Adjusted EBITDA for the 6-month period ended 30 June 2020 is calculated as EBITDA adjusted for untypical one-off events: change in provisions: PLN 0.7 million.

OPERATING SEGMENTS Soda Organic Silicates and glass Transport Other operations Corporate functions TOTAL*
01.01.-30.06.2019 segment segment segment segment segment
Total sales revenues 940,265 159,862 5,699 24,678 1,369 - 1,131,873
Cost of sales (796,853) (151,815) (5,083) (24,977) (1,107) - (979,835)
Gross profit /(loss) on sales 143,412 8,047 616 (299) 262 - 152,038
Selling costs (92,972) (2,514) (410) (2,272) - (406) (98,574)
General and administrative expenses (1,421) - (12) - (7) (40,479) (41,919)
Result on management of receivables (37) (9) 2 (1) 10 - (35)
Result on other operating activities 1,564 - - (1) 1,112 (140) 2,535
Operating profit /(loss) 50,546 5,524 196 (2,573) 1,377 (41,025) 14,045
Exchange differences and interest on trade settlements (5,653) 2,321 - 88 (51) 2 (3,293)
Borrowing costs - - - - - (5,091) (5,091)
Result on financial activity (non-attributable to segments) - - - - - 15,782 15,782
Profit /(loss) before tax 44,893 7,845 196 (2,485) 1,326 (30,332) 21,443
Income tax (9,321)
Net profit /(loss) on continuing operations - - - - - - 12,122
Net profit /(loss) on discontinued operations - - - - - - 1,312
Net profit /(loss) for the period - - - - - - 13,434
Amortization/depreciation 1,800 26 3 110 340 4,493 6,772
EBITDA on continued operations 52,346 5,550 199 (2,463) 1,717 (36,532) 20,817
Adjusted EBITDA on continued operations** 50,741 5,550 199 (2,462) 603 (36,629) 18,002

*Restated data.

** Adjusted EBITDA for the 6-month period ended 30 June 2019 is calculated as EBITDA adjusted for untypical one-off events: change in provisions: PLN 2.7 million; other: PLN 0.1 million.

CIECH S.A. — ASSETS AND LIABILITIES BY OPERATING SEGMENTS

ASSETS LIABILITIES
30.06.2020 31.12.2019 30.06.2020 31.12.2019
Soda segment 108,009 140,535 104,057 280,435
Organic segment 85,156 166,208 44,782 71,359
Silicates and glass segment 2,184 1,342 3,254 2,686
Transport segment 8,704 12,293 9,751 9,931
Other operations segment 12,778 5,628 12,454 21,337
Corporate functions 3,993,506 3,563,926 2,566,482 2,040,978
TOTAL 4,210,337 3,889,932 2,740,780 2,426,726

CIECH S.A. — SALES REVENUES BY BUSINESS SEGMENTS

30.06.2020 30.06.2019* Change %
Soda segment, including: 675,806 940,265 (28.1%)
Dense soda ash 391,060 518,440 (24.6%)
Light soda ash 108,262 238,556 (54.6%)
Salt 89,977 98,482 (8.6%)
Sodium bicarbonate 55,400 48,891 13.3%
Calcium chloride 8,459 12,593 (32.8%)
Other goods and services 22,648 23,303 (2.8%)
Organic segment, including: 136,420 159,862 (14.7%)
Raw materials for production of plant protection products 75,417 85,039 (11.3%)
Raw materials for the production of polyurethane foams 55,936 72,135 (22.5%)
Other goods and services 5,067 2,688 88.5%
Silicates and Glass segment, including: 5,274 5,699 (7.5%)
Sodium silicates 4,355 4,977 (12.5%)
Other goods and services 919 722 27.3%
Transport segment, including: 18,115 24,678 (26.6%)
Transport services 18,115 24,678 (26.6%)
Other segment, including: 1,930 1,369 41.0%
Revenues from third parties 1,930 1,369 41.0%
TOTAL 837,545 1,131,873 (26.0%)
*Restated data.

At CIECH S.A., sales revenues are recognized upon the provision of services or delivery of products or goods.

CIECH S.A. — INFORMATION ON GEOGRAPHICAL AREAS

Information on CIECH S.A.'s geographical areas is established based on the location of its assets.

ASSETS Sales revenues
30.06.2020 31.12.2019 01.01.-30.06.2020 01.01.-30.06.2019*
Poland 2,428,205 2,230,288 573,610 591,908
European Union (excluding Poland) 1,778,601 1,639,972 222,493 338,910
Other European countries - 6,665 33,857 58,235
Africa 1,727 911 4,497 45,220
Asia 1,804 12,096 3,029 93,514
Other regions - - 59 1,222
Hedge accounting - - 2,864
TOTAL 4,210,337 3,889,932 837,545 1,131,873

*Restated data.

The Company's non-current assets are located in Poland and the European Union. They include shares in Polish subsidiaries and subsidiaries having their registered offices primarily in Romania and Germany. Trade and other receivables constitute the main component of current assets presented in individual geographical areas.

4.6. PROVISIONS AND IMPAIRMENT ALLOWANCES ON ASSETS

PROVISIONS FOR EMPLOYEE BENEFITS Opening
balance
Recognition Use and reversal Closing
balance
01.01.-30.06.2020
Long-term 1,089 33 - 1,122
Short-term 2,312 - (1,505) 807
01.01.-30.06.2019
Long-term 574 2 - 576
Short-term 421 - (50) 371
01.04.-30.06.2020*
Long-term 1,117 5 - 1,122
Short-term 1,635 - (828) 807
01.04.-30.06.2019*
Long-term 573 2 1 576
Short-term 359 - 12 371

*Data not reviewed.

In addition, other long-term liabilities also include the corresponding part of the estimated value of the three-year Long-term Incentive Plan of the CIECH Group for 2019-2021 for the key management personnel of the CIECH Group (see Section 2.6 hereof for more information on the programme).

CHANGE IN OTHER SHORT-TERM PROVISIONS Opening
balance
Recognition Use and
reversal
Other changes
(including
exchange
differences)
Closing
balance
01.01.-30.06.2020
Provision for liabilities and expected losses 33,325 830 (911) 834 34,078
TOTAL 33,325 830 (911) 834 34,078
01.01.-30.06.2019
Provision for liabilities and expected losses 103,284 1,595 (69,349) - 35,530
TOTAL 103,284 1,595 (69,349) - 35,530
01.04.-30.06.2020*
Provision for liabilities and expected losses 32,986 420 (140) 812 34,078
TOTAL 32,986 420 (140) 812 34,078
01.04.-30.06.2019*
Provision for liabilities and expected losses 104,550 329 (69,349) - 35,530
TOTAL 104,550 329 (69,349) - 35,530

*Data not reviewed.

CHANGE IN IMPAIRMENT
ALLOWANCES
Opening balance Recognition Use and reversal Other changes
(including
exchange
differences)
Closing
balance
01.01.-30.06.2020
Intangible assets 210 - - - 210
Long-term financial assets 159,640 2,030 (2) - 161,668
Short-term financial assets 14,382 480 (4) - 14,858
Trade and other receivables 28,554 10,358 (290) 644 39,266
Cash and cash equivalents 128 191 - - 319
TOTAL 202,914 13,059 (296) 644 216,321
01.01.-30.06.2019
Intangible assets 210 - - - 210
Long-term financial assets 143,061 1,117 - - 144,178
Short-term financial assets 18,126 - (45) - 18,081
CHANGE IN IMPAIRMENT
ALLOWANCES
Opening balance Recognition Use and reversal Other changes
(including
exchange
differences)
Closing
balance
Trade and other receivables 31,491 172 (1,979) (109) 29,575
Cash and cash equivalents 37 34 - - 71
TOTAL 192,925 1,323 (2,025) (109) 192,115
01.04.-30.06.2020*
Intangible assets, including: 210 - - - 210
Long-term financial assets 161,134 536 (2) - 161,668
Short-term financial assets 14,902 (50) 6 - 14,858
Trade and other receivables 29,598 10,208 (194) (346) 39,266
Cash and cash equivalents 489 (170) - - 319
TOTAL 206,333 10,524 (190) (346) 216,321
01.04.-30.06.2019*
Intangible assets 210 - - - 210
Long-term financial assets 143,958 220 - - 144,178
Short-term financial assets 18,117 - (36) - 18,081
Trade and other receivables 30,013 9 (71) (376) 29,575
Cash and cash equivalents 32 34 5 - 71
TOTAL 192,330 263 (102) (376) 192,115

*Data not reviewed.

4.7. INCOME TAX, DEFERRED TAX ASSETS AND LIABILITY

The main components of tax expense include:

THE MAIN COMPONENTS OF TAX EXPENSE (TAX INCOME) 01.01.-30.06.2020 01.01.-30.06.2019
Current income tax (4,629) (1,178)
Deferred tax 5,631 (8,143)
INCOME TAX RECOGNISED IN STATEMENT OF PROFIT OR LOSS 1,002 (9,321)

Deferred income tax is attributable to the following items:

30.06.2020 31.12.2019
DEFERRED INCOME TAX ASSETS AND DEFERRED
INCOME TAX LIABILITY
Total asset Total
liability
Net value Total asset Total
liability
Net value
Property, plant and equipment 40 74 (34) 40 74 (34)
Financial assets 6,805 10,459 (3,654) 641 9,971 (9,330)
Inventory - 126 (126) - 177 (177)
Trade and other receivables 118 - 118 118 - 118
Provisions for employee benefits 219 - 219 240 - 240
Tax losses carried forward - - - 331 - 331
Foreign exchange differences 2,301 47 2,254 2,593 46 2,547
Liabilities 15,215 - 15,215 8,471 - 8,471
Net value of lease liabilities - - - 20 - 20
Other - - - - 20 (20)
Deferred tax assets/liability 24,698 10,706 13,992 12,454 10,288 2,166
Set - off of deferred tax assets/ liability (10,706) (10,706) - (10,288) (10,288) -
Deferred tax assets/liability recognised in the
statement of financial position
13,992 - 13,992 2,166 - 2,166

In the light of provisions of the General Anti-Avoidance Rule ("GAAR"), applicable as of 15 July 2016 and aimed at preventing the origination and use of factitious legal structures designed to avoid payment of taxes in Poland, the Management Board of the Parent Company considered the impact of transactions which could potentially be subject to the GAAR regulations on the deferred tax, tax value of assets and deferred tax provisions. In the opinion of the Management Board, the analysis conducted did not demonstrate the need to adjust the reported current and deferred income tax items. However, in the opinion of the Management Board, there is an inherent uncertainty arising from GAAR that tax authorities will interpret these provisions differently, will change their approach to their interpretation or the rules themselves will change, which may affect the ability to utilise the deferred tax assets in future periods and the possible payment of an additional tax for past periods.

4.8. INFORMATION ON FAIR VALUE OF FINANCIAL INSTRUMENTS

The information is provided in Section 2.8 hereof.

4.9. INFORMATION ON PURCHASE AND DISPOSAL OF PROPERTY, PLANT AND EQUIPMENT AND COMMITMENTS FOR THE ACQUISITION OF PROPERTY, PLANT AND EQUIPMENT

In the period from 1 January to 30 June 2020, CIECH S.A. carried out the following transactions increasing and decreasing the gross value of property, plant and equipment:

01.01.-30.06.2020 Machinery and
equipment
Vehicles Other fixed
assets
Fixed assets under
construction
TOTAL
Purchase 726 - 3 1,252 1,981
Disposal - - (36) (3,040) (3,076)
01.01.-30.06.2019
Purchase 254 93 - 2,560 2,907
Disposal (122) - (3) - (125)

Purchases in the first half of 2020 were made with own financial resources of the Company. As at 30 June 2020, commitments to purchase property, plant and equipment amounted to PLN 22 thousand (PLN 83 thousand as at 31 December 2019).

4.10. INFORMATION ON LOAN AGREEMENTS, INCLUDING OVERDUE DEBTS OR OTHER VIOLATIONS OF DEBT-RELATED AGREEMENTS

The information is provided in Section 2.10 hereof.

4.11. INFORMATION ON TRANSACTIONS WITH RELATED ENTITIES

Detailed information about transactions between CIECH S.A. and other related entities (i.e. companies controlled by the parent company at the highest level in relation to CIECH S.A. — Kulczyk Investments S.A.as well as subsidiaries and associates of CIECH S.A.) is presented below:

CIECH S.A.'S TRANSACTIONS WITH
RELATED ENTITIES
Subsidiaries Associates Other related parties TOTAL
01.01.-30.06.2020
Sales revenues 221,622 18,708 - 240,330
Financial income, including: 94,502 114 - 94,616
Dividend 55,046 114 - 55,160
Purchases of products, goods,
materials and services
561,112 6,098 2,359 569,569
Financial expenses 8,729 1 - 8,730
30.06.2020
Receivables 183,583 38 - 183,621
Loans granted 1,205,893 - - 1,205,893
Trade and other liabilities 570,879 780 - 571,659
CIECH S.A.'S TRANSACTIONS WITH
RELATED ENTITIES
Subsidiaries Associates Other related parties TOTAL
Loans received 130,651 - - 130,651
01.01.-30.06.2019
Sales revenues 259,314 24,098 - 283,412
Financial income, including: 41,741 20 - 41,761
Dividend 133 135 - 268
Purchases of products, goods,
materials and services, including:
787,438 2,054 1,085 790,577
KI One S.A. - - 45 45
Financial expenses 27,637 127 - 27,764
31.12.2019
Receivables 215,239 5,497 706 221,442
Loans granted 1,020,812 - - 1,020,812
Trade and other liabilities 400,818 428 - 401,246
Loans received 125,753 - - 125,753

Terms of transactions with related entities

Material sales to and purchases from related entities are carried out on terms which do not differ from arm's length terms. Overdue liabilities and receivables are not secured and are settled through bank transfers. No material non-standard or nonroutine transactions were concluded with related entities in the first half of 2020, except for transactions described in Section 5.3 hereof.

In the presented period, the key management personnel of CIECH S.A. did not conclude any material transactions with related parties within the CIECH Group.

4.12. ISSUE, REDEMPTION AND REPAYMENT OF DEBT AND EQUITY SECURITIES AT CIECH S.A.

In the presented period, CIECH S.A. did not issue, redeem or repay any debt or equity securities.

4.13. CONTINGENT ASSETS AND CONTINGENT LIABILITIES INCLUDING GUARANTEES AND SURETIES

30.06.2020 31.12.2019
Contingent assets 18,864 18,864
Other contingent receivables* 18,864 18,864
Contingent liabilities 999,475 739,506
Guarantees and sureties granted** 999,475 739,506

* Contingent asset in the amount of PLN 18,864 thousand related to the action against GZNF "FOSFORY" Sp. z o.o. for the payment of compensation for making an alleged untrue declaration by GZNF "FOSFORY" Sp. z o.o. to CIECH S.A. about the condition of Agrochem Człuchów Sp. z o.o. with its registered office in Człuchów.

** Including:

  • guarantee granted up to the amount of 125% of liability related to term loan in the amount of PLN 1,212,520 thousand and revolving loan in the amount of PLN 250,000 thousand – contingent liability in the amount of PLN 365,630 thousand,
  • guarantee granted up to the amount of 125% of liability related to term loan in the amount of EUR 30,000 thousand – contingent liability in the amount of PLN 33,495 thousand,
  • guarantee granted up to the amount of 125% of liability related to short-term loan in the amount of EUR 50,000 thousand – contingent liability in the amount of PLN 12,500 thousand,
  • guarantee granted up to the amount of 125% of liability related to short-term loan in the amount of EUR 10,000 thousand – contingent liability in the amount of PLN 11,165 thousand,
  • guarantee granted up to the amount of 125% of liability related to revolving loan in the amount of EUR 25,000 thousand – contingent liability in the amount of PLN 27,913 thousand,
  • guarantee granted up to the amount of 125% of liability related to revolving loan in the amount of PLN 300,000 thousand – contingent liability in the amount of PLN 75,000 thousand,
  • guarantee granted up to the amount of 125% of liability related to revolving loan in the amount of PLN 92,788 thousand – contingent liability in the amount of PLN 23,197 thousand.

As at 30 June 2020, contingent liabilities amounted to PLN 999,475 thousand and increased as compared to 31 December 2019 by PLN 259,969 thousand. The change was primarily attributable to a change in the value of guarantees related to loans and to new guarantees related to reverse factoring transactions concluded in the first half of the year.

Other guarantees and sureties granted are described in Section 9.2 of the CIECH S.A.'s Financial Statements for 2019, published on 31 March 2020.

Audits of tax settlements at CIECH S.A.

The information is provided in Section 2.13 hereof.

4.14. INFORMATION ON DIVIDENDS PAID (OR DECLARED), IN TOTAL AND PER SHARE, BROKEN DOWN INTO ORDINARY SHARES AND PREFERENCE SHARES

The information is provided in Section 2.14 hereof.

4.15. INFORMATION ON POST-BALANCE-SHEET EVENTS

On 20 July 2020, CIECH S.A. and LERG S.A. entered into a preliminary agreement for the sale of 74,677 shares representing 100% of the share capital in CIECH Żywice Sp. z o.o. On 20 July 2020, the Supervisory Board of the Issuer adopted a resolution approving the conclusion of the Transaction in question. The value of the Transaction, taking into account, among others, the share purchase price, is approximately PLN 160 million. Detailed information on the planned transaction is provided in current report No 27/2020.

MANAGEMENT BOARD REPORT ON THE CIECH GROUP'S ACTIVITIES

5. MANAGEMENT BOARD REPORT ON THE CIECH GROUP'S ACTIVITIES

5.1. DESCRIPTION OF THE CIECH GROUP'S ORGANISATION

The CIECH Group consists of domestic and foreign manufacturing, distribution and trade companies operating in the chemical industry. The CIECH Group comprises CIECH S.A. as the parent company, and related companies located, inter alia, in Poland, Germany, Romania and Spain.

Parent company CIECH Spółka Akcyjna
Registered office Warsaw
Address Wspólna Str. 62 , 00-684 Warsaw
KRS (National Court Register
number)
0000011687
(District Court for the capital city of Warsaw in Warsaw
12th Commercial Division of the National Court Register)
Statistical identification
number (REGON)
011179878
Tax ID No (NIP) 118-00-19-377
BDO Registry Number 000015168
Website www.ciechgroup.com
Branches held CIECH S.A.'s Branch in Romania
CIECH S.A.'s Branch in Germany
Ultimate parent company KI Chemistry s. à r. l
(a subsidiary of Kulczyk Investments)

As at 30 June 2020, the CIECH Group comprised 40 business entities, including:

  • parent company,
  • 33 subsidiaries, of which:
    • o 23 domestic subsidiaries,
    • o 10 foreign subsidiaries,
  • 3 domestic affiliates,
  • 1 foreign affiliate,
  • 1 jointly controlled domestic entity,
  • 1 jointly controlled foreign entity.

The parent company of CIECH S.A. has a branch in Romania, a branch in Germany, and operates through its offices in Inowrocław and Nowa Sarzyna. CIECH Trading S.A. subsidiary has a branch in Bydgoszcz.

The trading activity is carried out mostly by CIECH S.A., domestic and foreign trading subsidiaries of CIECH S.A., as well as selected manufacturing companies (CIECH Sarzyna S.A., CIECH Żywice Sp. z o.o., CIECH Vitrosilicon S.A., SDC Group, CIECH Pianki Sp. z o.o.) while the manufacturing activity is carried out by production companies, subsidiaries of CIECH S.A. The production is located in 9 plants, with four largest production plants (two in Poland, one in Germany and one in Romania) operate in the soda segment and manufacture soda ash and soda derived products (in the case of CIECH Soda Romania S.A., the plant also manufactured products in the silicates and glass segment, the soda plant in Janikowo also manufactures salt products and the plant in Germany produces electric energy sold to third parties). At present, the production of soda in the Romanian plant has been suspended and details on this are discussed in the Management Board Report on Activities of the CIECH Group and CIECH S.A. in 2019, published on 31 March 2020.

The other 5 plants are dedicated to the organic segment, and to silicates and glass segment, and are located in Poland.

A list of fully consolidated companies and companies accounted for under the equity method is provided below:

Company name Registered
office
Segment Business Share in
equity as at
30.06.2020 /
% of votes at
the GMS
Share in
equity as at
30.06.2019 /
% of votes at
the GMS
Parent company
CIECH S.A. Warsaw Soda, Organic,
Silicates and
Glass,
Transport,
Other
Sales of chemical products manufactured within
the CIECH Group, sales of chemical products
purchased from third-party producers, holding
activities, managing a portfolio of subsidiaries,
provision of support services (in the area of
sales, manufacturing, purchases, finance, IT, HR
and in the legal area) for selected companies in
the Group, financial activities in the form of
direct lending to the companies in the Group.
- -
Fully consolidated direct and indirect subsidiaries
CIECH Trading
Sp. z o.o.
Warsaw Soda, Other Wholesale and distribution of solid inorganic and
organic chemicals, wholesale and distribution of
raw materials for household chemicals,
wholesale and distribution of raw materials for
cosmetic and pharmaceutical products,
wholesale and distribution of fillers, pigments,
raw materials for paints and varnishes,
wholesale and distribution of feed additives and
fodder, wholesale and distribution of acids,
bases and other liquid chemicals.
100% 100%
CIECH Soda Romania S.A. Ramnicu
Valcea,
Romania
Soda, Silicates
and Glass
Manufacture of other basic inorganic chemicals,
wholesale of chemical products.
98.74% 98.74%
CIECH Vitrosilicon S.A.* Iłowa Silicates and
Glass
Production of other basic inorganic chemicals,
manufacture of hollow glass and technical
glassware, manufacture of plastic packaging
goods, manufacture of other plastic products.
100% 100%
CIECH Vitro Sp. z o.o. Iłowa Silicates and
Glass
Production of other basic inorganic chemicals,
manufacture of hollow glass and technical
glassware, manufacture of plastic packaging
goods, manufacture of other plastic products.
100% -
CIECH
Transclean Sp. z o.o.
Bydgoszcz Other Since 2017, the Company has been dormant. 100% 100%
CIECH Pianki Sp. z o.o. Bydgoszcz Organic Manufacture of organic and other inorganic
chemicals.
100% 100%
Ciech Group Financing AB Stockholm,
Sweden
Other Financing activities. 100% 100%
Verbis ETA Sp. z o.o. Warsaw Other General partner of Verbis ETA Sp. z o.o. SKA. 100% 100%
Verbis ETA Sp. z o.o. SKA Warsaw Other Financing activities, direct lending to the CIECH
Group companies.
100% 100%
CIECH Żywice
Sp. z o.o. (formerly: Vasco
Polska
Sp. z o.o.)
Nowa
Sarzyna
Other Manufacture of plastics in primary forms. 100% 100%
CIECH Serwis i Remonty
S.A. (former name:
Bosten S.A.)
Warsaw Other Provision of repair and maintenance services. 100% 100%
CIECH Nieruchomości
S.A.**
Warsaw Other Real property agency, real property
management.
100% 100%
Proplan Plant Protection
Company S.L.
Madrid,
Spain
Organic Production of crop protection chemicals. 100% 100%
CIECH Salz Deutschland
GmbH
Stassfurt,
Germany
Soda Production and sales of salt products. 100% -
CIECH R&D Group
Company name Registered
office
Segment Business Share in
equity as at
30.06.2020 /
% of votes at
the GMS
Share in
equity as at
30.06.2019 /
% of votes at
the GMS
CIECH R&D Sp. z o.o. Warsaw Other Research and developments activities, granting
licenses to the CIECH Group companies to use
the trademarks: "Ciech", "Ciech Trading" and
"Sól Kujawska naturalna czysta".
100% 100%
Smart Fluid Sp. z o.o. Warsaw Other Research & Development 52.83% 52.83%
CIECH Finance Group
CIECH Finance
Sp. z o.o.
Warsaw Other Implementing divestment projects concerning
obsolete fixed assets (property) and financial
assets (shares in companies), carrying out
purchases of selected raw materials.
100% 100%
JANIKOSODA S.A. Warsaw Other Since March 2017, the Company has been
dormant.
100% 100%
CIECH Soda Polska Group
CIECH Soda Polska S.A. Inowrocław Soda Manufacture of other basic inorganic chemicals,
wholesale of chemical products, power
generation and distribution.
100% 100%
CIECH Cargo Sp. z o.o. Inowrocław Transport Freight transport services. 100% 100%
Cerium Sp. z o.o. w
likwidacji (in liquidation)
Warsaw Other Dormant. Company in the process of liquidation. 100% 100%
Gamma Finanse
Sp. z o.o.***
Warsaw Other Financing activities. 100% 100%
El-Pomiar Sp. z o.o. Inowrocław Other Repair and maintenance of electrical equipment. 92.31% -
CIECH Sarzyna Group
CIECH Sarzyna S.A. Nowa
Sarzyna
Organic Manufacture of resins, manufacture of
pesticides and other chemical products.
100% 100%
Verbis KAPPA
Sp. z o.o.
Nowa
Sarzyna
Organic General partner of Verbis KAPPA Sp. z o.o. SKA,
other financial intermediation.
100% 100%
Verbis KAPPA
Sp. z o.o. SKA
Nowa
Sarzyna
Organic Other financial intermediation. 100% 100%
Algete Sp. z o.o. Nowa
Sarzyna
Organic Granting CIECH Sarzyna Group companies the
license for using the trademark of "Chwastox"
for the purpose of business.
100% 100%
SDC Group
SDC GmbH Stassfurt,
Germany
Soda 100% 100%
CIECH Soda Deutschland
GmbH&Co. KG
Stassfurt,
Germany
Soda 100% 100%
Sodawerk Holding
Stassfurt GmbH
Stassfurt,
Germany
Soda Manufacture of other basic inorganic chemicals,
wholesale of chemical products, power
100% 100%
Sodawerk Stassfurt
Verwaltungs GmbH
Stassfurt,
Germany
Soda generation and distribution. 100% 100%
CIECH Energy
Deutschland GmbH
Stassfurt,
Germany
Soda 100% 100%
Kaverngesellschaft
Stassfurt GbmH****
Stassfurt,
Germany
Soda 50% 50%

*Number of shares / votes at the GMS attributable directly to CIECH S.A. — 83.03%, indirect share through CIECH Soda Polska S.A. — the remaining 16.97%.

**Shares in the share capital acquired by CIECH S.A. – 99.18% and CIECH Soda Polska S.A. – 0.82%.

***Shares in the share capital acquired by CIECH S.A. – 1.4% and CIECH Soda Polska S.A. – 98.6%.

****Jointly-controlled company accounted for under the equity method.

5.2. INFORMATION ON NON-CONSOLIDATED SUBSIDIARIES AND ASSOCIATES

When selecting entities for consolidation, the Management Board was guided by the criteria of significance of their financial data (according to the concept assumptions of IFRS), for executing the obligation of an actual and reliable image of the material and financial situation, and the financial result of the Group.

The total share of data of subsidiaries not covered by consolidation under the full method, due to their irrelevance, in relation to the total values of the CIECH Group for the period from 1 January 2020 to 30 June 2020 does not exceed 2% of total consolidated assets of the Group and 2% of consolidated net revenues from sales of goods and products and financial operations.

Aggregated data of associates and jointly-controlled which were not measured under the equity method for the period from 1 January 2020 to 30 June 2020 did not exceed 2% of consolidated total assets of the Group 2% of the total consolidated equity of the CIECH Group.

5.3. SIGNIFICANT EFFECTS OF CHANGES TO THE ORGANISATIONAL STRUCTURE OF THE CIECH GROUP IN THE FIRST HALF OF 2020

CIECH Żywice Sp. z o.o.

The Court registered the increase of the share capital of CIECH Żywice Sp. z o.o. on 2 January 2020 and on this date CIECH S.A. became the holder of all newly created shares whilst remaining the sole shareholder of CIECH Żywice Sp. z o.o. The share capital was increased at the Extraordinary Shareholders' Meeting of CIECH Żywice Sp. z o.o. on 16 December 2019 which adopted a resolution on the demerger of CIECH Sarzyna S.A., following the adoption of the Demerger Plan of CIECH Sarzyna S.A., by deciding on:

  • ✓ CIECH Żywice Sp. z o.o.'s participation in the demerger of CIECH Sarzyna S.A. effected through the spin-off of an organised part of the enterprise on the terms set forth in the Demerger Plan,
  • ✓ approval of the Demerger Plan of CIECH Sarzyna S.A, as agreed by the Management Board of CIECH Sarzyna S.A. on 31 October 2019,
  • ✓ increase the share capital of Ciech Żywice Sp. z o.o. from PLN 56 thousand by PLN 3,678 thousand, i.e. to PLN 3,734 thousand, through the creation of 73,567 new shares with a nominal value of PLN 50 per share and the total value of PLN 3,734 thousand. All newly created shares in the increased share capital of Ciech Żywice Sp. z o.o. were allotted to the sole shareholder of CIECH Sarzyna S.A., i.e. CIECH S.A., in the following manner: 8,490 thousand shares in CIECH Sarzyna S.A. entitle to the receipt of 73,567 shares in CIECH Żywice Sp. z o.o. As a result of the increase, the share capital of CIECH Żywice Sp. z o.o. amounts to PLN 3,734 thousand and is divided into 74,677 shares with a value of PLN 50 per share and a total value of PLN 3,734 thousand.

On 20 July 2020, CIECH S.A. and LERG S.A. with its registered office in Pustków-Osiedle entered into a preliminary agreement for the sale of 74,677 shares representing 100% of the share capital in CIECH Żywice Sp. z o.o. The value of this transaction is approx. PLN 160 million.

BOSTEN S.A. (new company as of 22 April 2020: CIECH Serwis i Remonty S.A.)

On 31 January 2020, the Extraordinary Shareholders' Meeting of BOSTEN S.A. increased the Company's share capital by PLN 450, i.e. from PLN 100 thousand to PLN 550 thousand, by way of issue of 45,000 new C series shares with the nominal value of

PLN 10 per share and total nominal value of PLN 450 thousand. The issue price of C series shares is equal to the nominal price per share and amounts to PLN 10 per share. C series shares were earmarked for acquisition by CIECH S.A. in exchange for a cash contribution of PLN 450 thousand, in a private placement. The Extraordinary General Meeting also changed the name of the company from BOSTEN S.A. to: CIECH Serwis i Remonty S.A. The court registered the share capital increase and change of the company's name on 22 April 2020.

CIECH Salz Deutschland GmbH

On 11 December 2019, the Shareholders' Meeting of CIECH Salz Deutschland GmbH increased the share capital from EUR 25 thousand to EUR 3,025 thousand, by creating 100 new shares with a value of EUR 30 thousand per share and a total value of EUR 3 million. New shares from the increase of the share capital of Ciech Salz Deutschland GmbH were acquired by CIECH S.A. in exchange for cash. The share capital increase was registered on 5 March 2020.

CIECH Vitro Sp. o.o.

On 4 March 2020, the Deed of incorporation of CIECH Vitro Sp. z o.o., with its registered office in Iłowa and a share capital of PLN 5 thousand, divided into 100 equal and indivisible shares with a nominal value of PLN 50 each, was drawn up. The share capital was paid in full in cash of PLN 400 thousand by CIECH SA. The share premium of PLN 395 thousand was transferred to the supplementary capital. The Company was registered by the court on 7 May 2020.

CIECH Trading Sp. z o.o. (former name: CIECH Trading S.A.)

On 27 March 2020, CIECH S.A. sold to BOSTEN S.A. 100 series A registered shares in CIECH Trading S.A. with a total nominal value of PLN 900, for a total price of PLN 300.

On 30 March 2020 the Management Board of CIECH Trading S.A. notified the shareholders of its intention to adopt a resolution on the transformation of CIECH Trading Spółka Akcyjna into a limited liability company under the name of CIECH Trading Spółka z ograniczoną odpowiedzialnością and presented the Transformation Plan prepared on 30 March 2020. The court registered the transformation on 18 June 2020.

Janikowskie Zakłady Sodowe JANIKOSODA Sp. z o.o. (former name: Janikowskie Zakłady Sodowe JANIKOSODA S.A.)

On 16 June 2020, the Extraordinary Shareholders' Meeting of Janikowskie Zakłady Sodowe JANIKOSODA S.A. adopted a resolution on the transformation of Janikowskie Zakłady Sodowe JANIKOSODA Spółka Akcyjna into a limited liability company under the name of Janikowskie Zakłady Sodowe JANIKOSODA Spółka z ograniczoną odpowiedzialnością.

The share capital of JANIKOSODA Sp. z o.o. will amount to PLN 44,330 thousand and will be divided into 2 shares of unequal nominal value, i.e. PLN 36,530 thousand – one share held by CIECH FINANCE Sp. z o.o. and PLN 7,800 thousand – one share held by CIECH S.A. Until the publication of this report, the court has not registered the resolution on the transformation of the Company.

EL-POMIAR Spółka z ograniczoną odpowiedzialnością (indirect subsidiary of CIECH Soda Polska S.A.)

On 9 December 2019, CIECH Soda Polska S.A. concluded with the Shareholders of El-Pomiar Sp. z o.o., holding a total of 67 shares, representing 32.2% of the Company's share capital, a Preliminary Sales Agreement for Shares in the Limited Liability Company. Under this agreement, the Shareholders who are parties to the Preliminary Agreement agreed to sell shares held and to convene a Shareholders' Meeting in order to adopt a resolution on granting consent to the sale of shares held by other shareholders of the Company to CIECH Soda Polska S.A. and to execute the Sales Agreement, provided that the conditions precedent included therein are met. On 18 December 2019, the Extraordinary Shareholders' Meeting of El-Pomiar Sp. z o.o. adopted a resolution to grant consent to all Shareholders of the Company to sell the shares held.

The first shares were acquired under conditional sales agreements of 28 January 2020, with the proviso that the agreements will be effective from the date of acquisition by CIECH Soda Polska S.A. of 110 shares in the Company. On 10 February 2020, CIECH Soda Polska S.A. acquired a total of 110 shares, representing 52.9% of the share capital, thus becoming the majority shareholder in El-Pomiar Sp. z o.o. As at 30 June 2020, CIECH Soda Polska S. A. held 193 shares in El-Pomiar Sp. z o.o. representing 92.8% of the share capital.

CIECH Nieruchomości S.A.

On 28 May 2020, the General Meeting of CIECH Nieruchomości S.A. resolved to increase the share capital by issuing 200,008,926 series E shares with a total nominal value of PLN 4,000 thousand and an issue price equal to the nominal value of the shares. Series E shares were earmarked to and acquired by CIECH S.A. The agreement to take up series E shares was concluded on 2 June 2020. The court registered the increase of the share capital on 2 September 2020.

5.4. THE MOST IMPORTANT EVENTS IN THE CIECH GROUP IN THE FIRST HALF OF 2020

Demerger of CIECH Sarzyna S.A.

On 2 January 2020, the District Court of Warsaw, 12th Commercial Division of the National Court Register, registered the demerger of CIECH Sarzyna S.A. The demerger was made through the spin-off of BU Resins to CIECH Żywice Sp. z o.o. The Demerger is aimed at achieving the key objective under the Strategy, i.e. creating an effective and diversified chemical holding company that generates positive value for shareholders in the long term. The demerger allows for further steps in the ongoing review of strategic options for BU Resins. At the same time, following the registration of the demerger, the District Court registered the increase of the share capital of CIECH Żywice Sp. z o.o. from PLN 56 thousand by PLN 3,678 thousand, i.e. to PLN 3,734 thousand, through the creation of 73,567 new shares with a nominal value of PLN 50 per share. These shares were allotted to CIECH S.A.

Sale of an organised part of the enterprise

On 7 January 2020 the Extraordinary Shareholders' Meeting of CIECH R&D Sp. z o.o. adopted resolution on the sale to CIECH Żywice Sp. z o.o. of an organized part of the enterprise constituting an organisationally, functionally and financially separated set of tangible and intangible assets (including liabilities) of CIECH R&D Sp. z o.o. intended for the performance of specific economic tasks related to carrying out activities in the area of implementation of new products related to production of unsaturated polyester resin products, saturated polyester resin products, epoxy resin products and a complementary products, as well as the rights resulting from the employment relationships, including working positions related to the above activities. The value of the organized part of the enterprise was measured based on a valuation prepared by an independent appraiser and amounts to PLN 1,988 thousand.

Appointment of a Supervisory Board Member

On 23 January 2020, the Extraordinary Shareholders' Meeting of CIECH S.A. appointed Mr Łukasz Rędziniak as a new member of the Supervisory Board of CIECH S.A.

Cooperation agreement

On 7 February 2020, a term sheet was signed and an agreement with regard to cooperation in the development of design documentation for the water and brine pipelines between CIECH and Operator Gazociągów Przesyłowych GAZ-SYSTEM S.A. The term sheet and the agreement are related to the letter of intent signed on 5 December 2019 by CIECH and GAZ-SYSTEM with regard to their cooperation in the implementation of an investment involving construction by GAZ-SYSTEM of a salt mine, with an underground gas storage facility at the Damasławek salt dump, along with the Linear Infrastructure, and cooperation in the supply of brine to the CIECH Soda Polska S.A. production facilities. The execution of the term sheet and the agreement is yet another step towards ensuring diversified sources of brine supply to the CIECH Soda Polska S.A.'s production facilities in the long term. Detailed information on the agreement is provided in current report No 10/2020.

Signing of letter of intent

On 28 February 2020, a letter of intent was signed between CIECH Soda Polska S.A. and REMONDIS Energy & Services Sp. z o.o. (REMONDIS) on their cooperation in the implementation of the investment project, consisting in the construction by REMONDIS

of an incineration plant for municipal waste or waste of municipal origin. The electricity and heat generated in the process of thermal waste transformation will be supplied by REMONDIS to CIECH Soda Polska S.A. The cooperation is aimed at reducing the heat price and increasing the availability of the heat source at the CIECH Soda Polska S.A.'s plant. CIECH S.A. assumes that the collection of heat and electricity from the Incineration Plant will have a positive impact on the consolidated financial results of the CIECH Group by reducing the price of steam, i.e. a key raw material/ingredient in the production of sodium carbonate. In addition, as a result of the cooperation between the Parties, the CIECH Soda Polska S.A.'s production plant would be able to reduce CO2 emissions. The project will be implemented and fully financed by REMONDIS. However, CIECH Soda Polska S.A. will provide the necessary organisational, technical and formal assistance in implementing the Project. The commencement of the Project and cooperation between the Parties, depends on the fulfilment of certain conditions, including:

    1. entry of the Incineration Plant on the list to be published by the Minister competent for the environment in the form of a regulation;
    1. conclusion by the Parties of an agreement for the receipt of electricity and heat, under which the Parties will define the financial and any other conditions related to supplies.

Upon the execution of the Letter of Intent, the Parties intend to negotiate the Agreement. In the event that the Incineration Plant is not entered on the said List by 31 December 2020, the Letter of Intent shall expire on that date. The objective of the Parties is to commence the supply of heat and electricity to CIECH Soda Polska S.A. by 2026 at the latest. The parties assume that CIECH Soda Polska S.A. will be collecting heat for a period of approximately 25 years. As estimated by CIECH Soda Polska S.A., the minimum value of the Agreement over a 25-year period will be approximately PLN 350 million. CIECH S.A. expects the cooperation consisting in the heat supply from the Incineration Plant to be analogous to solutions already functioning in the CIECH Group, where similar cooperation exists between CIECH Soda Deutschland mbH&Co.KG and a heat supplier from the REMONDIS Group. Detailed information is provided in current report No 11/2020.

Use of available financing

In the first quarter of 2020, all funds available under the revolving credit lines made available to CIECH S.A. under the agreement with the consortium of banks of 9 January 2018 and the facility agreements of 18 April 2019 were disbursed:

  • ✓ 17 February 2020 disbursement of the amount of PLN 60,000 thousand – funds disbursed to finance the Group's current liquidity needs,
  • ✓ 19 March 2020 and 23 March 2020 disbursement of the amount of PLN 442,788 thousand - funds disbursed in order to maximize the level of available liquidity and minimize the risk of unavailability of financing in connection with the growing uncertainty of economic developments due to the COVID-19 epidemic.

Letter of intent concerning the construction of a waste treatment installation

On 23 March 2020, a letter of intent was signed between CIECH S.A., CIECH Soda Polska S.A., Budimex S.A., EEW Energy from Waste GmbH, EEW Energy from Waste Polska sp. z o.o., FBSerwis S.A. and the Municipality of Janikowo, on their cooperation in the implementation of the investment project, consisting in the construction by EEW, EEW Polska and FBSerwis of a thermal waste treatment installation. The primary objective of the installation will be to supply CIECH Soda Polska S.A.'s production plant, located in Janikowo, with thermal energy (process steam). For details on the planned project, see current report No 13/2020.

Voluntary redundancy programme

On 25 March 2020, a decision was made to implement, as of 1 April 2020, the Voluntary Redundancy Programme with regard to employees of CIECH Soda Romania S.A. and the CIECH S.A. Branch in Romania, and to launch, as of 27 March 2020, the collective redundancy procedure with regard to employees of CIECH Soda Romania S.A. For details, see current report No 14/2020.

Agreement for the execution of a significant project

On 2 April 2020, as part of a significant investment project, involving the construction of an evaporated salt production plant in Stassfurt, Germany, a subsidiary of CIECH S.A. – CIECH Salz Deutschland GmbH – signed an agreement with Adamietz Sp. z o.o. with its registered office in Strzelce Opolskie, for the execution of design, construction and assembly works aimed at constructing the facilities making up the Project. The total value of the Agreement is EUR 44,100 thousand. CIECH Salz Deutschland GmbH is a special purpose vehicle and a whollyowned subsidiary of CIECH S.A., which took over the salt business in Germany from CIECH Soda Deutschland GmbH & Co.KG.

Reverse factoring agreements

On 7 April 2020, CIECH S.A. and its subsidiaries: CIECH Sarzyna S.A., CIECH Pianki sp. z o.o., CIECH Soda Polska S.A. and CIECH Vitrosilicon S.A. entered into a supplier financing agreement (reverse factoring agreement) with BNP Paribas Faktoring sp. z o.o. The conclusion of the Agreement fits in well with the CIECH Group's policy aimed at limiting risks related to the current market situation. Reverse factoring is to ensure an improvement in the companies' liquidity. For details on the agreement, see current reports No 17/2020 and 21/2020.

Appointment of a Member of the Management Board

On 20 April 2020, the Supervisory Board of CIECH S.A. appointed Mr Jarosław Romanowski as a Member of the Management Board of CIECH S.A.

Resignation of a Supervisory Board Member

On 20 May 2020, Mr Tomasz Mikołajczak resigned as Member of the Supervisory Board of CIECH S.A. Mr Tomasz Mikołajczak served as Vice-Chairman of the Supervisory Board of CIECH S.A.

Appointment of a Supervisory Board Member

On 21 May 2020, the Annual Shareholders' Meeting of CIECH S.A. appointed Mr Martin Laundenbach as a new member of the Supervisory Board of CIECH S.A.

Consent to raising financing

On 21 May 2020, the Annual General Meeting of CIECH S.A. gave its consent to CIECH S.A. or its subsidiaries raising financing through the issue of bonds by CIECH S.A. or its subsidiaries on international markets or the Polish market, contracting credit facilities, contracting loans, incurring debt in any other form or by combining various financing instruments, provided however that the claims of entities providing such financing may be subordinated to the claims of creditors of CIECH S.A.'s existing debt. The total amount of additional financing will not exceed PLN 500 million or its equivalent in other currencies. For details, see current report No 24/2020.

Authorisation to purchase CIECH S.A.'s treasury shares

On 21 May 2020, the Annual General Meeting of CIECH S.A. authorised the Management Board of CIECH S.A. to purchase fully paid shares issued by CIECH S.A. ("Treasury Shares") from one or more of CIECH S.A.'s shareholders. Treasury Shares may be acquired in particular for the purpose of:

  • ✓ their cancellation by way of reduction of the share capital of CIECH S.A.,
  • ✓ their resale against remuneration;
  • ✓ using them to acquire or exchange shares or interest in any other companies.

The total number of Treasury Shares purchased will not be greater 7.7million shares of CIECH S.A., representing approx. 14.61% of the share capital, provided however that under no circumstances will the total number of Shares purchased be greater 20% of CIECH S.A's share capital, taking into account the nominal value of any other treasury shares that have not been sold by CIECH S.A. The purchase price per a Treasury Share will not be lower than PLN 1 or higher than PLN 45. The maximum amount of remuneration for shareholders will not be higher than PLN 346.5 million for a total of up to 7.7 million Treasury Shares. The authorisation for the Management Board to purchase Treasury Shares covers a period of 2 years. For details, see current report No 24/2020.

5.5. REVIEW OF KEY ECONOMIC AND FINANCIAL FIGURES CONCERNING THE CIECH GROUP

5.5.1. BASIC FINANCIAL DATA

During the first half of 2020, the CIECH Group earned net profit from continuing operations of PLN 33,324 thousand, net profit from discontinued operations of PLN 693 thousand, net cash increased by PLN 381,203 thousand and total assets as at the end of the first half of 2020 amounted to PLN 5,422,630 thousand. The table below presents selected financial data and basic financial ratios for the first half of 2020 and 2019.

Selected financial data

01.01.-30.06.2020 01.01.-30.06.2019 Change
2020/2019
CONTINUING OPERATIONS
Sales revenues 1,477,923 1,733,810 (14.8%)
Cost of sales (1,145,348) (1,339,472) 14.5%
Gross profit/(loss) on sales 332,575 394,338 (15.7%)
Selling costs (76,912) (129,990) 40.8%
General and administrative expenses (102,420) (101,448) (1.0%)
Other operating income/expense (36,564) (17,667) (107.0%)
Operating profit/(loss) 116,679 145,233 (19.7%)
Net financial income/expenses (38,910) (29,318) (32.7%)
Share of profit of equity-accounted investees 191 763 (75.0%)
Income tax (44,636) (32,995) (35.3%)
Net profit/(loss) on continuing operations 33,324 83,683 (60.2%)
DISCONTINUED OPERATIONS
Net profit/(loss) on discontinued operations 693 (3,961) -
Net profit / (loss) for the period 34,017 79,722 (57.3%)
including:
Net profit/(loss) attributed to non-controlling interest (681) (269) (153.2%)
Net profit/(loss) attributable to shareholders of the parent company 34,698 79,991 (56.6%)
EBITDA from continuing operations 274,828 293,494 (6.4%)
Adjusted EBITDA from continuing operations* 271,765 330,328 (17.7%)

* Principles of calculating EBITDA and adjusted EBITDA have been described in section "Ratio calculation methodology". EBITDA and adjusted EBITDA are presented in other sections, and are taken into account when calculating selected financial ratios.

5.5.2. SALES REVENUES

Consolidated net sales revenues from continued operations of the CIECH Group for the first half of 2020 amounted to PLN 1,477,923 thousand. Compared to the corresponding period of the previous year, revenues decreased by PLN 255,887 thousand.

Consolidated net sales revenues from discontinued operations of the CIECH Group for the first half of 2020 amounted to PLN 127,242 thousand, as compared to PLN 162,134 thousand in the corresponding period.

The decrease in revenues in the soda segment is mainly attributable to a decrease in sales volume as a result of hibernation of the Romanian plant. In addition, the negative effects of the COVID-19 pandemic, which entailed a drop in orders for both soda and salt, has a noticeable bearing on revenues. The negative effect of the pandemic was particularly evident in April and May, whereas June saw an improvement in and partial recovery of demand.

The organic segment reported an increase in sales of crop protection products, which was primarily driven by changes in the functioning of this business area: improvement of process quality, change and improvement of relations with key business partners and expansion of the product portfolio. Sales were also affected by the shift of some sales from Q4 2019 to Q1 2020, related to these changes. Revenues of the organic segment, in the area of sales of polyurethane foams, were negatively affected by the COVID-19 pandemic. Trade restrictions and the closing down of shopping centers and furniture stores in Poland and Europe led to a temporary reduction in demand for furniture and mattresses, and ultimately for the foam sold by the CIECH Group.

In the silicates and glass segment, the Group posted a decrease in revenues, mainly due to a decrease in demand for silicates from customers in the automotive value chain (mainly tire manufacturers), particularly affected by the COVID-19 pandemic.

The level of revenues earned in the first half of 2020 was also adjusted for the settlement of foreign exchange differences related to debt issued in EUR, previously designated as a hedge of revenues in EUR as of 2020. This settlement will be continued in subsequent quarters until the accumulated negative principal amount from revenues hedging is fully covered. The total value of principal on this account is PLN -22.5 million, of which PLN -10.2 million was settled for the first half of the year.

In the first half of 2020, the CIECH Group's activities were focused on four business segments: soda, organic, silicates and glass, and on the transport segment. These segments generate in total more than 90% of the Group's sales revenues. The structure of sales revenues, by business segment, has not changed significantly in comparison with 2019. Invariably, the largest share in revenues was attributed to the sales of soda segment products, i.e. 69.1%.

Sales revenues — business segments

01.01.-30.06.2020 01.01.-30.06.2019 Change
2020/2019
Change %
Soda segment, including: 1,022,136 1,272,200 (250,064) (19.7%)
Dense soda ash 563,356 690,278 (126,922) (18.4%)
Light soda ash 130,782 258,163 (127,381) (49.3%)
Salt 90,068 98,647 (8,579) (8.7%)
Sodium bicarbonate 97,146 83,971 13,175 15.7%
Energy 74,171 73,675 496 0.7%
Gas* 640 3,383 (2,743) (81.1%)
Calcium chloride 8,599 12,701 (4,102) (32.3%)
Other products 25,184 19,338 5,846 30.2%
Revenues from inter-segment transactions 32,190 32,044 146 0.5%
Organic segment, including: 333,973 311,421 22,552 7.2%
Resins - - - -
Polyurethane foams 111,659 137,615 (25,956) (18.9%)
Crop protection chemicals 216,754 168,691 48,063 28.5%
Other 4,744 4,935 (191) (3.9%)
Revenues from inter-segment transactions 816 180 636 353.3%
Silicates and Glass segment, including: 114,776 123,720 (8,944) (7.2%)
Sodium silicates 74,790 84,195 (9,405) (11.2%)
Potassium silicates 5,009 3,338 1,671 50.1%
Container glass 34,580 35,680 (1,100) (3.1%)
Other 396 374 22 5.9%
Revenues from inter-segment transactions 1 133 (132) (99.2%)
Transport segment, including: 61,851 70,428 (8,577) (12.2%)
Transport services 5,827 5,810 17 0.3%
Revenues from inter-segment transactions 56,024 64,618 (8,594) (13.3%)
Other segment, including: 51,125 69,609 (18,484) (26.6%)
Revenues from third parties 34,218 53,016 (18,798) (35.5%)
Revenues from inter-segment transactions 16,907 16,593 314 1.9%
Consolidation adjustments (105,938) (113,568) 7,630 6.7%
TOTAL 1,477,923 1,733,810 (255,887) (14.8%)

* Resale of surpluses of the gas purchased.

5.5.3. PROFIT/(LOSS) ON SALES AND OPERATING PROFIT/(LOSS)

After the first half of 2020, gross profit on sales from continuing operations amounted to PLN 332,575 thousand, whereas in the same period of the previous year it amounted to PLN 394,338 thousand. The operating profit for continuing operations amounted to PLN 116,679 thousand, in the comparable period it amounted to PLN 145,233 thousand.

For discontinued operations, these figures were as follows: PLN 14,194 thousand of gross profit on sales for discontinued operations in the first half of 2020, compared to PLN 10,298 thousand in the corresponding period. The operating profit for discontinued operations stood at PLN 3,976 thousand, whereas in the corresponding period it amounted to PLN -2,013 thousand.

The following had a positive impact on the presented results:

  • Maintaining positive dynamics of domestic sales of construction and assembly production increase by 2.3% during first 6 months of 2020 (at constant prices) in comparison to the same period of the previous year (the chemical industry produces many raw materials and semi-finished products used in this production).
  • Generally lower European prices of energy raw materials used in the production of sodium carbonate (compared to the second quarter of 2019).
  • A few percent increase in the prices of sodium carbonate in EUR on the European markets since the beginning of 2020 (compared to the previous year) reflecting the supply-demand relations.
  • Very strong decline in crude oil prices on the global markets (by approx. 50% on average in the second quarter of 2020 compared to the corresponding period of 2019) and, consequently, lower prices of some raw materials for the organic industry – favorable for operations in the organic segment of the CIECH Group.

The following had a negative impact on the presented results:

  • The collapse of domestic industry activity that has been experienced for many years (also in the chemical sector) during the first six months of 2020, caused by the COVID-19 pandemic; confirmed by a drop in total output sold by 6.3% (at constant prices as compared to the corresponding period of the previous year).
  • Strong economic downturn in the European Union in general; particularly in the EURO zone (reflected by rapid drops in PMI readings, decreases to the minimum levels not recorded in this century, reported in April this year; however, a relatively clear rebound was observed in May and June); business climate indicators significantly lower than those recorded in 2009.
  • Decreased demand on the European market for sodium carbonate, particularly in the flat glass segment, caused primarily by the collapse of the automotive industry and slump in construction activity, as a result of the COVID-19 pandemic.
  • Downturn in some segments of the evaporated salt market (especially in the area of electrolysis plants closely related to the plastics industry for construction, automotive and furniture sectors) as a result of the COVID-19 pandemic.
  • A clear return of the downward trend in epoxy resin prices in Europe in the second quarter of 2020 (at levels lower than those of the same period of the previous year); oversupply and decline in demand related to the COVID-19 pandemic.
  • Drop in domestic production of paints and other coating products decrease in volumes by approx. 4% in the period April–June 2020, as compared with the same period of the previous year (the paint industry is a recipient of resins produced by the CIECH Group).
  • A very strong decrease in domestic production of sleeping furniture by approx. 32% in the period April–June 2020 compared to the same period last year (in volume terms). The furniture sector, especially upholstered furniture sector, is a recipient of polyurethane foams manufactured by the Ciech Group.

For continuing operations, the EBIT margin for the first half of 2020 amounted to 7.9% (8.4% in the prior year), and the EBITDA margin amounted to 18.6% (16.9% in the prior year). The EBIT margin (excluding one-off events) for first half of 2020 amounted to 7.7% (10.5% in the prior year), and the EBITDA margin (excluding one-off events) amounted to 18.4% (19.1% in the prior year).

5.5.4. FINANCING ACTIVITIES AND NET PROFIT/LOSS

Financial income for the first half of 2020 amounted to PLN 16,638 thousand and increased compared to the corresponding period of the previous year, when it amounted to PLN 2,738 thousand.

Financial expenses for the first half of 2020 amounted to PLN 55,548 thousand and increased compared to the corresponding period of the previous year, when it amounted to PLN 32,056 thousand. The area of financing activities was mainly affected by higher foreign exchange gains, interest on loans and valuation of financial instruments.

The consolidated net profit for the first half of 2020 (taking into account discontinued operations) amounted to PLN 34,017 thousand (of which PLN 34,698 thousand was a net profit attributable to the shareholders of the parent company and PLN -681 thousand as the loss of non-controlling interest). The decrease in net profit as compared to the corresponding period of 2019 results from lower results from primary activities, negative valuations of financial instruments and numerous tax expenses.

5.5.5. ASSET POSITION OF THE CIECH GROUP

Basic consolidated balance sheet data

30.06.2020 31.12.2019 Change
2020/2019
Total assets 5,422,630 5,046,545 7.5%
Total non-current assets 3,799,805 3,734,291 1.8%
Total current assets 1,622,825 1,312,254 23.7%
Inventory 360,106 455,704 (21.0%)
Current receivables 437,969 538,898 (18.7%)
Cash and cash equivalents 673,406 299,580 124.8%
Short-term financial assets 2,979 17,282 (82.8%)
Non-current assets held for sale 148,365 790 18680.4%
Total equity 1,988,620 1,976,779 0.6%
Equity attributable to shareholders of the parent 1,990,116 1,977,796 0.6%
Non-controlling interest (1,496) (1,017) (47.1%)
Total non-current liabilities 2,144,852 1,947,307 10.1%
Total current liabilities 1,289,158 1,122,459 14.9%

Assets

As at the end of June 2020, the Group's non-current assets amounted to PLN 3,799,805 thousand. As compared to the balance as at 31 December 2019, the value of non-current assets increased by PLN 65,514 thousand. This change was mainly affected by further investments in non-current assets in the companies and, among others, the purchase of CO2 emission certificates.

The Group's current assets amounted to PLN 1,622,825 thousand as at 30 June 2020.

Compared to the end of December 2019, the value of current assets increased by PLN 310,571 thousand.

This change resulted from, among other factors:

  • ✓ higher balance of cash accumulated in companies all funds available under the revolving credit line have been disbursed; funds disbursed in order to maximize the level of available liquidity and minimize the risk of unavailability of financing in connection with the growing uncertainty of economic developments due to the COVID-19 epidemic,
  • lower balance of trade receivables and factoring receivables which have not been settled as at the balance sheet date,
  • lower balance of public-law receivables,
  • decrease in inventories resulting mainly from a decrease in inventories in the organic segment.

Moreover, current assets include assets held for sale in connection with the planned sale of CIECH Żywice Sp. z o.o. On this account, the value of the company's total assets as at 30 June 2020, amounting to PLN 148,211 thousand, was reported in this item. For details of the planned transaction, see Sections 2.15 and 5.4 hereof.

Capital resources

The sources of liquidity include cash flows generated from operating activities, cash from the sale of assets, cash from EU grants for capital expenditure, cash available due to the consortium facilities agreement, revolving credit facility agreement and overdraft. The Group also uses factoring agreements and reverse factoring arrangements.

Liabilities

As at 30 June 2020, the CIECH Group's liabilities (total non-current and current) amounted to PLN 3,434,010 thousand, which is an increase compared to the end of December 2019 by PLN 364,244 thousand (i.e. by 11.9%).

The debt ratio amounted to 63.3% as at 30 June 2020 (at the end of December 2019 to 60.8%). The consolidated net debt of the Group amounted to PLN 1,675,573 thousand as at 30 March 2020 and increased in comparison to the balance as at the end of December 2019 by PLN 153,212 thousand (the figures do not include assets and liabilities disclosed as held for sale).

Debt instruments currently used

The Group's sources of debt financing include: term loan, revolving credit, overdrafts as well as lease liabilities. Additional information about the management of financial resources is provided in Section 4.6. of the Management Board Report on Activities of the CIECH Group and CIECH S.A. in 2019, published on 31 March 2020.

Analysis of the impact of the COVID-19 coronavirus pandemic on the measurement of assets and liabilities of the CIECH Group

Impairment of property, plant and equipment or intangible assets

On the basis of analyses carried out in the CIECH Group companies, no indication of any significant risk of impairment of property, plant and equipment and intangible assets in use or investments in progress was found.

No significant impact of the situation related to COVID-19 on the value of the shares held and goodwill has been found and therefore the amount of impairment losses on these assets has not changed.

Valuation of financial instruments

Increase in the EUR/PLN exchange rate, that took place in the first half of the year, incl. in connection with the COVID-19 pandemic (change in the EUR/PLN exchange rate from 4.2585 as at 31 December 2019 to 4.4660 as at 30 June 2020), caused that there was an increase in the negative valuation of derivatives taking into account EUR/PLN as the underlying instrument, i.e. CIRS EUR/PLN transactions and EUR/PLN forward transactions (including EUR/PLN forward transactions separated as part of CIRS transactions). The total change in the first half of the year in the valuation of EUR/PLN-sensitive derivatives amounted to PLN -30.9 million, while the change in the valuation of PLN -26.3 million related to forward transactions under CIRS transactions, designated as transactions hedging future currency income from sales, therefore, the increase in negative valuation will be compensated by the higher value of future currency income from sales. The analysis of sensitivity of derivatives to the EUR/PLN exchange rate is presented in note 5.6 (table "Exposure to currency risk").

Assessment of credit situation

The CIECH Group analysed the impact of the pandemic on credit risk level which it is exposed to from its contractors. As at the date of publication of this report, no significant deterioration of receivables repayment dates was found. Therefore, no changes were made to the assumptions used for credit loss estimation and calculation models at the moment. Moreover, most of the receivables of the CIECH Group companies are insured and financed through non-recourse factoring.

Liquidity situation

As at the date of publication of this report, the financial standing of the CIECH Group is stable. In the first quarter of 2020, all funds available under the revolving credit lines made available to CIECH S.A. under the agreement with the consortium of banks of 9 January 2018 and the facility agreements of 18 April 2019 were disbursed: The funds were disbursed to finance the Group's current liquidity needs and, to a greater extent, to maximise the level of available liquidity and minimize the risk of unavailability of financing in connection with the growing uncertainty of economic developments due to the COVID-19 epidemic.

The Group does not currently identify any risk of non-performance of credit facility agreements or failure to meet the level of ratios tested under the loan agreements.

5.5.6. CASH POSITION OF THE CIECH GROUP

01.01.-30.06.2020 01.01.-30.06.2019 Change
2020/2019
Net cash from operating activities 313,917 106,907 193.6%
Net cash from investment activities (379,616) (157,132) (141.6%)
Net cash from financial activities 446,902 37,859 1080.4%
Total net cash flows 381,203 (12,366) -
Free cash flow (65,699) (50,225) (30.8%)

Total net cash flows in the first half of 2020 were positive and amounted to PLN 381,203 thousand. Compared to the same period of the previous year, the cash flows generated by the Group were higher by PLN 393,569 thousand. Cash flows from operating activities were positive and amounted to PLN 313,917 thousand. They increased as compared to the same period in 2019 by PLN 207,010 thousand.

During the first half of 2020, the net cash flows from investing activities were negative, which was mainly the result of expenses for an investment programme implemented by the Group and of expenses related to the purchase of CO2 certificates. The net cash from financing activities was positive and amounted to PLN 446,902 thousand, as proceeds from credit facilities were higher than their repayments.

01.01.-30.06.2020 01.01.-30.06.2019
Financial surplus ((net profit/(loss) on continuing operations + depreciation) 197,405 233,554
Other adjustments to net profit/(loss) on continuing operations 18,710 (5,595)
Adjusted financial surplus (1+2) 216,115 227,959
Change in working capital 97,802 (121,052)
Net cash from operating activities (3+4) 313,917 106,907
Net cash from investing activities (379,616) (157,132)
Free cash flow (5+6) (65,699) (50,225)

During the first half of 2020, the CIECH Group generated negative free cash flows i.e. it was unable to finance its capital expenditure with cash flows from operating activities.

5.5.7. WORKING CAPITAL AND SELECTED FINANCIAL RATIOS OF THE CIECH GROUP

Liquidity of the CIECH Group

Liquidity ratios as at 30 June 2020 increased as compared to their level as at 31 December 2019. The current ratio, calculated as the ratio of total current assets to total current liabilities, amounted to 1.26 as at 30 June 2020, while the quick liquidity ratio amounted to 0.98.

30.06.2020 31.12.2019
Current ratio 1.26 1.17
Quick ratio 0.98 0.76

Working capital of the CIECH Group

30.06.2020 31.12.2019
1. Current assets, including: 1,622,825 1,312,254
Inventory 360,106 455,704
Trade receivables and services and advances for deliveries 206,914 295,534
2. Cash and cash equivalents and short-term investments 676,385 316,862
3. Adjusted current assets (1-2) 946,440 995,392
4. Current liabilities, including: 1,289,158 1,122,459
Trade liabilities and advances taken 264,369 397,426
5. Short-term credits and other current financial liabilities* 458,981 133,737
6. Adjusted current liabilities (4-5) 830,177 988,722
7. Working capital including short-term credits(1-4) 333,667 189,795
8. Working capital (3-6) 116,263 6,670

* Other short-term financial liabilities include current lease liabilities + current derivative liabilities + factoring liabilities.

The CIECH Group's profitability ratios for continuing operations

During the first half of 2020, profitability ratios of the CIECH Group in respect of the continuing operations were similar to those recorded in the first half of 2019.

THE GROUP'S PROFITABILITY RATIOS

01.01.-30.06.2020 01.01.-30.06.2019 Change
2020/2019
CONTINUING OPERATIONS*
Gross return on sales 22.5% 22.7% (0.2) p.p.
Return on sales 10.4% 9.4% 1.0.0p.p.
EBIT margin 7.9% 8.4% (0.5) p.p.
EBITDA margin 18.6% 16.9% 1.7p.p.
Adjusted EBIT margin 7.7% 10.5% (2.8) p.p.
Adjusted EBITDA margin 18.4% 19.1% (0.7) p.p.
Net return on sales (ROS) 2.3% 4.8% (2.5) p.p.
Return on assets (ROA) 0.6% 1.7% (1.1) p.p.
Return on equity (ROE) 1.7% 4.3% (2.6) p.p.
Earnings/(loss) per share (in PLN) from continued operations 0.65 1.59 (0.94)

*The figures do not include the data of CIECH Żywice Sp. z o.o., since it has been reported as discontinued operations..

PROFITABILITY LEVELS OF THE CIECH GROUP

EBITDA (A) – adjusted EBITDA – excluding one-off events reported in particular quarters. Source: CIECH S.A.

Indebtedness

The debt ratio increased slightly in comparison to December 2019 and amounts to 63.3%. The relative level of net debt (net financial liabilities in relation to EBITDA) increased as compared to the end of 2019. The increase in debt results from:

  • utilisation of available credit limits by CIECH S.A.,
  • significantly negative valuation of derivative financial liabilities.
30.06.2020 31.12.2019
Loans, borrowings and other debt instruments 2,122,143 1,645,400
Lease liabilities 136,747 143,934
Factoring liabilities* 11,811 25,536
Negative net valuation of derivatives 78,278 7,071
Gross debt 2,348,979 1,821,941
Cash and cash equivalents 673,406 299,580
Net debt 1,675,573 1,522,361

* 8%-10% of recourse factoring liabilities.

The CIECH Group's debt ratios

30.06.2020 31.12.2019 Change
2020/2019
Debt ratio 63.3% 60.8% 2.5p.p.
Long term debt ratio 39.6% 38.6% 1.0p.p.
Debt to equity ratio 172.7% 155.3% 17.4p.p.
Equity to assets ratio 36.7% 39.2% (2.5) p.p.
Gross debt 2,348,979 1,821,941 28.9%
Net debt 1,675,573 1,522,361 10.1%
EBITDA annualized* 526,474 545,139 (3.4%)
Adjusted EBITDA (annualised)* 572,134 630,697 (9.3%)
Net debt / EBITDA annualized* 3.2 2.8 14.0%
Net debt / Adjusted EBITDA (annualised)* 2.9 2.4 21.3%
Gross debt / EBITDA annualised* 4.5 3.3 33.5%
Gross debt / Adjusted EBITDA (annualised)* 4.1 2.9 42.1%

*Value taking into account estimated data on discontinued operations for the second half of 2019.

Debt financing of the Group

0

500

1 000

1 500

2 000

The Group's debt financing is secured mainly through loans made available to CIECH S.A. under:

    1. the Facilities Agreement dated 9 January 2018:
    2. o term loan in the amount of PLN 1,212,520 thousand and EUR 30,000 thousand (the total amount of the loan as at 30 June 2020 was PLN 1,346,500 thousand),
    3. o revolving credit facility granted to CIECH S.A. in the amount of up to PLN 250,000 thousand (the amount of used credit as at 30 June 2020 was PLN 250,000 thousand),

0,5 1 1,5 2 2,5 3 3,5 4 4,5 5 5,5 6

    1. overdraft facilities up to PLN 100,000 thousand and EUR 10,000 thousand under agreements dated 28 and 29 August 2018 (as at 30 June 2020, the amount used was PLN 15,221 thousand),
    1. revolving credit facilities up to PLN 300,000 thousand, PLN 92,788 thousand and EUR 25,000 thousand, under three agreements dated 18 April 2019 (as at 30 June 2020, the amount used was PLN 504,438 thousand).

Detailed information about loan liabilities is disclosed in Section 4.6.1 of the Management Board Report on activities of the CIECH Group and CIECH S.A. in 2019, published on 31 March 2020.

Factors and events that may affect future performance

The CIECH Group intends to implement the development strategy adopted, although – as a result of the situation caused by the COVID-19 pandemic – the deadline for its implementation may change. The Group is currently conducting analyses in this respect. Pursuant to the Strategy, the CIECH Group will focus on the following actions conducive to further development:

  • development of the soda business, including through a focus on expanding the range of high-margin specialist products in response to the growing demand of the pharmaceutical industry,
  • optimisation of the cost structure in the soda segment due to the shutdown of the Romanian plant; (for details of impairment losses recognised in connection with the suspension of soda production at CIECH Soda Romania S.A., see note 2.6 hereof),
  • further development of other segments, in particular improvement of the sales network effectiveness, as well as expansion of the Agro product range in CIECH Sarzyna S.A.,
  • further actions aimed at optimising the utilisation level of capacity in all production companies of the Group;
  • optimisation of costs of repairs and maintenance of assets, especially in the area of maintenance in all CIECH Group production plants through the expansion of the range of services provided by internal units,
  • continuous process of improving business and operational processes in all companies of the CIECH Group.
  • optimisation of the corporate and organisational model of the CIECH Group, and possible measures aimed at its optimisation in order to adjust the CIECH Group's structure to the challenges arising from the Strategy.

However, one should keep in mind that the financial performance of the CIECH Group is affected by both the situation on main markets of the Group's operations and the global macroeconomic situation, including by the COVID-19 pandemic.

5.6. SIGNIFICANT RISK FACTORS

In connection with its operations, the CIECH Group is exposed to a number of risks, including financial risks. The most important risk factors are presented in details in Section 3.4 of the Management Board Report on activities of the CIECH Group and CIECH S.A. in 2019, published on 31 March 2020.

There were no significant changes in relation to the Group's risk management policy.

During the first half of 2020, a significant new risk related to the ongoing global coronavirus pandemic COVID -19 emerged. The first information on the impact of the pandemic has already been presented in the Consolidated Financial Statements of the CIECH Group for 2019, published on 31 March 2020.

Information on the current situation in connection with the impact of the COVID-19 coronavirus pandemic on the CIECH Group's activities is provided below

The outbreak of the COVID-19 coronavirus pandemic and the resulting decisions and recommendations of the state authorities affected the operations of the CIECH Group, but did not disrupt its core operating activities. The impact of the COVID-19 pandemic on the CIECH Group's situation is monitored on an ongoing basis. When making decisions related to counteracting the effects of the pandemic, the Management Board is guided by concern for the health of employees and care for the long-term value of the Group.

During the period in which the most severe restrictions announced by the government were in force, the CIECH Group conducted its operations on an ongoing basis and did not record any complete interruptions in production. There were also no cases of supply chain disruptions due to interruptions in transport, availability of raw materials or for other reasons.

As a result of the global freezing of the economy and the recorded global economic slowdown, some segments and areas of the CIECH Group's operations (particularly the production of polyurethane foams) were affected by the pandemic, which required a decision to temporarily reduce production.

The COVID-19 pandemic had no significant impact on the CIECH Group in the first quarter of 2020. It was only at the beginning of the second quarter, after the introduction of restrictions and a partial lockdown in many countries around the world, that the pandemic affected the CIECH Group's operations and performance. Depressed business climate, high level of uncertainty and – in some segments – a drop in customer orders were particularly noticeable in April and May. Starting from June, the CIECH Group has been recording an increase in demand and improved market sentiment. However, there is still a great deal of uncertainty and risk caused by the unknown course of the pandemic, so it is difficult to estimate the scale and sustainability of the improvement.

Soda segment

In the soda segment, as a result of reduced demand for flat glass (mainly in the automotive industry), sales of sodium carbonate have decreased. The Group estimates the decrease in its sales of sodium carbonate to be smaller than that of its main competitors, due to, among other reasons, a favourable geographical location – close to customers from Central and Eastern Europe who have been relatively less affected by the decline in production. The Group also saw a decrease in sales of salt, especially table salt and salt tablets, which was primarily caused by a decline in salt consumption in the HORECA segment. As in the case of sodium carbonate, the decrease in sales was recorded mainly in April and May. In the entire first half of 2020, revenues in the soda segment decreased by PLN 255 million year-on-year to PLN 1,018 million, whereby approximately PLN 200 million of the decrease is due to the hibernation of the Romanian plant.

Organic segment

In the organic segment, the COVID-19 pandemic did not significantly affect the sales of crop protection products, as the demand for them is less sensitive to the current economic situation. Owing to the measures taken in previous periods, including streamlining processes, standardizing agreements and relations with customers and expanding the product portfolio, the performance in the area of crop protection products in the second quarter stabilized the performance of the organic segment, largely compensating for the deterioration in the production and sales of polyurethane foams. The pandemic had a significant impact on foam sales. This was primarily caused by a decline in orders from the furniture industry as a result of closing down shopping centers in Europe and restrictions on the movement of people. The most significant drop in sales was recorded in April, May saw an improvement, and June brought a significant improvement and in this month the sales of foams returned to pre-pandemic levels. In the entire first half of 2020, the organic segment's revenues increased by PLN 23 million year-on-year to PLN 334 million.

Silicates and Glass Segment

In the Silicates and Glass segment, the Group reported a significant decline in the volume of sales of silicates, mainly to customers in the automotive value chain. As in the other segments, the decline was recorded in April and May, whereas in June sales of silicates increased, but have not yet reached pre-pandemic levels. The pandemic did not significantly affect sales in the area of glass packaging. In the entire first half of 2020, the Silicates and Glass segment's revenues decreased by PLN 9 million year-on-year to PLN 115 million.

Cost reduction

Responding to the market situation, the CIECH Group has taken a number of optimization measures on the cost side, in particular in the area of maintenance at the production plants. Extending the scope of services provided by internal entities and reducing the use of outsourced services enabled savings to be generated as early as in the second quarter of 2020, but the effects of these measures will be fully visible in the second half of 2020. These and other savings in fixed costs helped to significantly reduce the negative impact of lower revenues on the Group's EBITDA and cash flows. With respect to variable costs, the Group renegotiated the contracts for strategic raw materials, thereby recovering a portion of the margin that was lost due to the economic slowdown triggered by the COVID-19 pandemic.

Strategy implementation and investment programme

The CIECH Group believes that the COVID-19 pandemic and the related economic slowdown do not significantly affect the objectives and directions of development set out in the Group's Strategy, although their implementation within the previously assumed deadlines may be hindered. Currently, the CIECH Group is carrying out detailed analyses of the impact of the current situation on the timely implementation of strategic objectives.

The COVID-19 pandemic and related restrictions imposed by the authorities (temporary lock-down in economies, disruption in the functioning of authorities and administrative bodies) may affect the timeframe of the Group's investment programme. In particular, the Group expects that the salt work in the production plant in Stassfurt will be launched in the second quarter of 2021, and not as previously assumed in the first quarter of 2021.

There is no indication of a risk of impairment of assets

It should be emphasized that the analyses carried out in the Group for the first half of 2020 did not show any evidence indicating a risk of impairment of property, plant and equipment and intangible assets in use or investments in progress was found. No significant impact of the situation related to COVID-19 on the value of the shares held and goodwill has been found. It should be noted, however, that the pandemic caused great uncertainty in the economy and, depending on further developments, a negative impact on the valuation of the Group's assets in the future cannot be excluded. In the Group's opinion, the COVID-19 pandemic did not affect the value of inventories of both the production raw materials and finished products.

No significant impact on credit risk and level of receivables

In the first half of 2020, the CIECH Group did not identify any impact of the pandemic on the level of credit risk, and the timeliness of payment of receivables by counterparties did not deteriorate. At the end of the first half of the year, the share of receivables past due for more than 7 days in total receivables remained at a level similar to that of the end of the first quarter. Moreover, the vast majority of the company's receivables are insured and financed through non-recourse factoring. The Group's unsecured exposure at the end of the half-year was lower than at the end of the first quarter.

Financial position of the CIECH Group

As at the date of publication of this report, the financial standing of the CIECH Group is stable. The Group does not currently identify any risk of non-performance of credit facility agreements or failure to meet the level of ratios tested under the loan agreements.

Impact of the pandemic on future performance

A comprehensive and accurate assessment of the impact of the COVID-19 pandemic on the CIECH Group's performance, is currently difficult as it will depend mainly on the further development of the pandemic and future economic policies of individual countries. The Group is well positioned to act in different scenarios of developments of the present situation. The first signs of recovery and gradual return to business as usual in, among others, the furniture and automotive industries, observed at the end of the second quarter, are confirmed by the readings of economic indicators in July. In July, both the PMI readings for the Polish manufacturing sector and the PMI readings for the German industrial sector exceeded 50 points, that is the mark of economic recovery, and stood at 52.8 points and 51 points, respectively.

There were no significant changes in relation to the Group's risk management policy.

Exposure to currency risk

The table below presents the estimated currency exposure of the CIECH Group in EUR and USD as at 30 June 2020 due to financial instruments (for EUR – excluding figures of the SDC Group, Ciech Group Financing AB, CIECH Salz Deutschland GmbH and Proplan Plant Protection Company, S.L, because EUR is their functional currency):

Exposure to currency risk EUR ('000) USD ('000) Impact on the
statement of profit or
loss
Impact on the
statement of other
comprehensive income*
Assets
Loans granted sensitive to FX rate changes 138,400 - x
Trade and other receivables 11,598 2,581 x
Cash including bank deposits 29,857 881 x
Liabilities
Trade and other liabilities (5,394) (985) x
Term loan liabilities (30,000) - x
Working capital facility liabilities (25,000) - x
Other liabilities in respect of credits and loans (3,408) - x
Forward (not designated to hedge accounting) (10,000) - x
CIRS (not designated to hedge accounting) (42,000) - x
Hedging instruments: CIRS (forward transactions
isolated as part of decomposition of CIRS)
(172,839) - x
Total exposure (108,787) 2,477

* Measurement of financial instruments designated for hedge accounting is referred to other comprehensive income while ineffectiveness is recognised in the profit or loss statement.

The table contains an analysis of the sensitivity of individual statement of financial position items to exchange rate changes as at 30 June 2020.

(PLN '000)* Impact on the statement of
profit or loss
Impact on the statement of
other comprehensive
income
641 941 (300)
(1,728) - (1,728)
25 25 -

Increase of EUR/PLN or USD/PLN exchange rate by 1 grosz.

The CIECH Group applies hedge accounting. For details on hedging relationships, see Note 8.2 to the Consolidated financial statements of the CIECH Group for 2019, published on 31 March 2020.

Credit risk

Credit risk means a threat of the counterparty not fulfilling the obligations stipulated in the agreement, exposing the lender to financial loss.

From the CIECH Group's point of view, credit risk is linked to:

  • trade receivables from customers,
  • cash and bank deposits.

The CIECH Group is exposed to credit risk connected with the credit rating of customers being parties to products and goods sales transactions. That risk is limited by using internal procedures to establish amounts of credit limits for customers and to manage trade receivables (the Group uses securities in the form of a letter of credit, bank guarantees, mortgages, receivables insurance and non-recourse factoring; approx 14% of receivables is not insured). Customers' creditworthiness is assessed and appropriate collateral is obtained from the customers, allowing for a reduction of potential losses in the case of failure to repay the debt. Credit risk assessment for customers is performed prior to concluding an agreement and periodically at subsequent deliveries of goods in accordance with the binding procedures. On selected markets, where more risky payment deadlines are applied, the Group's companies make use of services provided by companies specialising in insuring receivables.

Credit risk connected with cash in bank and bank deposits is low as the CIECH Group enters into transactions with high-rating banks with stable market position.

According to the CIECH Group's Companies, assets that are not overdue and not covered by a write-down are of high credit quality.

Expected credit losses on: As at 01.01.2020 Increases Decreases Foreign
exchange
differences
As at 30.06.2020
Long-term receivables in relation to caverns (975) - - (48) (1,023)
Trade receivables (39,670) (10,289) 4,223 (664) (46,400)
Factoring receivables (49) (13) - - (62)
Cash and cash equivalents (200) (281) 20 (1) (462)
TOTAL (40,894) (10,583) 4,243 (713) (47,946)

Liquidity risk

The CIECH Group is exposed to risk connected with maintaining liquidity due to the considerable share of external financing (due to the term loan, working capital facilities and lease agreements) in relation to operating results, the limited ability to obtain new financing due to the existing high level of indebtedness and the risk of losing the existing long-term financing as a result of violating covenants stipulated in the bond issue terms and loan agreements.

The following measures are applied to reduce liquidity risk:

  • current monitoring of liquidity of the CIECH Group's companies,
  • monitoring and optimisation of the level of working capital,
  • adjusting the level and schedule of capital expenditure,
  • intragroup borrowings and sureties for the liabilities of the Group's companies,
  • current monitoring of the settlement of liabilities under the loan agreements conditions.

The Group's debt financing is ensured primarily by the term loan. In addition, a revolving credit facility in the amount of PLN 250 million, constituting an additional source of current liquidity and working capital financing (as at 30 June 2020, the facility was drawn down in the amount of PLN 250 million), and overdraft facilities (as at the end of June 2020, they were drown down in the amount of PLN 519,659 thousand) have been made available to the Group.

30.06.2020 Carrying
amount
Contractual
cash flows
Less
than 6
months
up to 12
months
1-2 years 3-5 years More than
5 years
Other financial liabilities: (2,418,984) (2,497,426) (331,032) (21,523) (383,431) (1,761,439) -
Trade liabilities (263,381) (263,381) (263,381) - - - -
Credits and loans (2,122,143) (2,200,584) (34,191) (21,523) (383,431) (1,761,439) -
Factoring (21,649) (21,649) (21,649) - - - -
Reverse factoring (11,811) (11,811) (11,811) - - - -
Lease liabilities (136,747) (246,671) (12,357) (12,548) (34,874) (17,778) (169,115)
Derivatives recognised in financial
liabilities designated as hedging
instruments
(73,607) (70,184) (41,581) (9,408) (14,632) (4,563) -
Derivatives recognised in financial
liabilities
(7,042) (9,789) (3,265) - (6,525) - -

The table below presents financial liabilities at face value grouped by maturity.

Information on the levels of liquidity ratios is provided in point 5.5.7 of this report. A detailed description of information on financial risks is provided in note 8.3 in the Consolidated Financial Statements of the CIECH Group for the year 2019, published on 31 March 2020.

TOTAL (2,636,381) (2,824,071) (388,235) (43,479) (439,462) (1,783,780) (169,115)

5.7. FULFILMENT OF PROFIT FORECASTS PREVIOUSLY PUBLISHED FOR A GIVEN YEAR IN THE LIGHT OF THE RESULTS DISCLOSED IN THE REPORT AGAINST THE FORECAST RESULTS

The CIECH Group did not publish any forecasts for 2020.

5.8. FACTORS AFFECTING THE CIECH GROUP'S RESULTS WITH PARTICULAR FOCUS ON THE NEXT SIX MONTHS

The CIECH Group business is largely based on the production and sales of chemical products used as raw materials and semifinished goods in a wide range of industries, including the glass, detergent, furniture, automotive, construction, food, agricultural, pharmaceutical, chemical and consumer goods industries. The demand for the CIECH Group customers' products depends on a number of factors, including general economic conditions.

Costs of labour and energy, interest rates and other macroeconomic factors also have a significant impact on the Group's operations. Due to the fact that a significant portion of the Group's revenue and expenses is generated in foreign currencies, changes in exchange rates also affect its financial performance.

As a result, the volume and profitability of the CIECH Group companies' sales depend on these variables as well as on the economic situation in Poland, Europe, and worldwide.

Situation in industries of recipients of products of the Group in Poland

Poland is the largest sales market of the CIECH Group. The direct, most important domestic recipients of the Group's products include: glass industry, chemical and plastic products industries, furniture, agriculture, construction, food industry. The development of these sectors of the economy depends on the economic situation in Poland.

According to the data of the Central Statistical Office, the sold industrial output at constant prices during 6 months of 2020 decreased by 6.3% year on year (in 2019 — an increase by 5.1%). After 6 months of 2020, the relevant dynamics of production in the industries of significant importance to the Group's activities (as receiving or target markets) were: construction and assembly production (increase by 2.3%); manufacture of food (decrease by 0.3%), manufacture of chemicals and chemical products (decrease by 1.3%); manufacture of rubber and plastic products (decrease by 5.6%); manufacture of furniture (decrease by 10.2%), including furniture for sleeping – decrease by approx. 18% in terms of volume; manufacture of motor vehicles (decrease by 30.1%).

Last year was marked by a weaker economic situation in the Polish economy compared to the two previous years (GDP growth of about 4.1% vs 5.3% in 2018 according to the Central Statistical Office). In general, Poland's GDP growth rates were, until now, significantly higher than the average rates for the European Union. In view of the uncertainty related to the COVID-19 pandemic, there are many different economic scenarios for Poland for 2020. According to forecasts made at the end of June this year, various analytical centers estimate that Poland's GDP will fall in 2020 year by several percent – between 4% and 5% (by 4.6% according to the European Commission and International Monetary Fund). Similar trends should be expected in the chemical industry which usually develops similarly to the economy as a whole.

Economic situation in Europe and in the world

The activity of the CIECH Group is based, in a considerable part, on the sales of chemical products on foreign markets. The level of profitability on sales depends on the global economic situation in Europe and in the world. Global economic downturn usually results in the fall of the demand for raw materials on global markets and hence on the amount of export turnover of the Group.

In 2019 already, the dynamics of global economic development has weakened significantly year on year (as a result of, among other factors, increased trade barriers between the USA and China and weak situation in the automotive industry). Due to the COVID-19 pandemic, all forecasts for 2020 indicate a global crisis not witnessed in the last few decades. The IMF's projections from the end of June assume that this year will be marked by a much larger fall in global GDP (-4.9%) compared to the 2008-2009 crisis (-0.1% in 2009). According to the IMF, even higher negative GDP growth rates should be expected in highly developed countries (EURO zone – 8.0%; USA – 8.0%; Japan – 5.8%). Of all the large economies, only China is expected to see GDP growth (+1%). In other developing countries that are important for global growth, high GDP declines are projected: India (-4.5%), Russia (-6.6%), Brazil (-9.1%), Mexico (-10.5%). Slightly smaller drops are expected in ASEAN countries (-2%). However, IMF predicts that a visible return to growth can be expected as early as in 2021, with global GDP growth rate of 5.4%.

In turn, for the European Union itself (27), a similar sequence of GDP changes is expected, but with greater fluctuations (according to the European Commission forecast of July this year: -8.3% in 2020; +5.8% in 2021).

The EU chemical industry will probably not resist the general crisis of 2020, as its products are sold to virtually all other industries and branches of the economy. However, given that the efforts to extinguish the COVID-19 pandemic require continuity or increase in the production of, among others, certain chemicals, not all sectors of the chemical industry will necessarily be affected by significant declines.

The year 2020 will probably prove to be very severe for the European construction sector as well. According to Euroconstruct's forecasts from June this year, construction output in Western and Central Europe will fall by about 12% (especially in countries such as the UK, France, Spain and Italy). Relatively smaller declines are expected in Central Europe, and Poland is even expected to maintain a positive growth rate of 2%. In general, a return to a growth path is expected as early as 2021, although not in all countries.

OTHER FACTORS AFFECTING THE CIECH GROUP'S ACTIVITIES

Factors Description
Economic situation on raw material
market
Due to the fact that costs of raw materials account for a large share of total costs of the
Group, the situation on key raw material markets (availability and price) significantly affect
the CIECH Group's activities and financial performance. Price and availability of raw
materials depends largely on economic and political developments across the globe.
Hard coal – situation on the market depends on a number of macroeconomic factors. The
largest producer of hard coal in the European Union is Poland, but EU's import of coal
(primarily from Russia, Columbia, USA, South Africa and Australia) is nearly two times
higher than production. Most of the coal imported to the EU is power coal, i.e. coal used
by the CIECH Group in the production of process steam and electricity in soda plants in
Poland. Despite the fact that the Group buys it usually from Polish mines, the price of
thermal coal for the CIECH Group in a long term depends on the European and global
situation in the area of demand and supply.
Gas – the main energy resource used by the combined heat and power plant at the
Stassfurt plant. The situation on the gas market depends on many factors, such as the price
of oil, demand for gas due to the current weather conditions and the current share of gas
in the energy mix. CIECH Energy Deutschland GmbH burns two types of natural gas, from
local sources and imported. Gas imports to Germany are from Russia, Norway and the
Netherlands. In the gas combustion process, steam and electricity are generated, which is
also sold outside the Group. Gas supplies are realized on the basis of bilateral delivery
contracts, long-term contracts or short-term purchases (spot).
Factors Description
Process steam – this form of heat energy was used by CIECH Soda Romania S.A. in the
production process of sodium carbonate and liquid silicates, the company bought it from
an external supplier. At the end of the first half of 2019, the agreement was terminated
and the production of soda in the Romanian plant was suspended in the third quarter.
Furnace fuel (coke/anthracite) – coke prices depend primarily on prices of coking coal,
from which it is produced. The largest global producer of coke is China which, at the same
time, is one of the largest consumers of this raw material. In Europe, coke is produced
mainly in Poland, Germany and the Czech Republic. In its business activity, the Group uses
anthracite as a substitute for coke. The main source of anthracite for Europe is Russia. Due
to relatively high prices of coke, in the first quarter of 2020 the Group used anthracite to a
large extent in the furnace mixture. In the second quarter, the share of coke in the mix was
increasing due to the reduction in the price of this fuel compared to anthracite.
Oil-derivative raw materials – used primarily in the organic segment, are linked to oil
prices. Oil prices depend primarily on macroeconomic and political factors which translate
into global demand and supply situation.
Exchange rates of Polish zloty (PLN)
and Romanian leu (RON) to euro
(EUR) and US dollar (USD)
The CIECH Group's main source of exposure to foreign currency risk is related to EUR and
USD in which export sales are denominated. Weakening of PLN and RON (in which
significant costs are incurred) in relation to EUR and USD (in which a material portion of
sales is made) has a positive impact on the CIECH Group's financial performance. The
Group applies natural hedging and hedging instruments.
Volume of chemical production
capacity on markets where the CIECH
Group operates
In the sectors of mass chemical products, in which the CIECH Group operates, the capital
expenditures are an important barrier to entry, and in the case of the soda segment – an
access to natural resources. For this reason, in the scope of the most important segment
of the CIECH Group, the soda segment, green field investments are rare and generally done
outside Europe.
Over the next 3 years or so, significant increases in production capacity in the soda sector
are planned mainly in the United States, China and India. However, market information
from the turn of March/April indicates that these projects may be delayed as a result of
the COVID-19 pandemic. In general, for the coming years the average annual growth rate
of global sodium carbonate capacity is expected to be similar to the growth rate of global
demand.
Much greater capacity expansions (additional 5 million tonnes/year on the basis of natural
deposits) were announced for 2024-2025 in the USA. Taking into account the scale of these
projects and experience from the implementation of similar projects in the previous years,
one should take into account the possible prolongation of their implementation.
REACH system implementation
Environmental requirements In accordance with the REACH regulation, the Group's companies selling substances in
quantities exceeding 1 tonne p.a. have completed or plan to complete full registration
of these substances by defined deadlines, which will enable them to continue their
operations in the current scope.
Emission trading system
Production companies of the CIECH Group are included in the emission trading system.
External analyses performed by the CIECH Group companies indicate that the amount
of free CO2 emission allowances in the 3rd settlement period (2013–2020) will be
insufficient to cover the actual demand for this type of settlement units. In addition to
the direct costs connected with the purchase of CO2 emission allowances, the CIECH
Group companies will bear higher costs of electricity due to their assumption of the costs
of purchase of emission allowances from the producers.

5.9. CIECH S.A.'S SHAREHOLDERS HOLDING AT LEAST 5% OF SHARES/VOTES AT THE GENERAL SHAREHOLDERS' MEETING

The shares of CIECH S.A. are listed on Warsaw Stock Exchange and on Frankfurt Stock Exchange. The share capital of CIECH S.A. amounts to PLN 263,500,965 and is divided into 52,699,909 shares with a nominal value of PLN 5 each. The number of shares and their nominal value has not changed since the last reporting period.

SHAREHOLDERS

As of the date of publishing the previous financial statements (i.e. the date of publication of the Extended consolidated quarterly report of the CIECH Group for the first quarter of 2020, i.e. 27 May 2020), CIECH S.A. has not received any information about a change in interests held by shareholders in the total number of shares. Therefore, to the best knowledge of CIECH S.A., as at the day of approving this report, shareholders holding significant blocks of shares (at least 5%) include the following entities:

Shareholder structure of CIECH S.A. as at the date of approval of the report (according to the best knowledge of the Company)

Shareholder Type of shares Number of
shares
Number of votes at
the General
Meeting of
Shareholders
Share in the total
number of votes at
the General Meeting
of Shareholders
Stake in share
capital (%)
KI Chemistry s. à r. l.
with its registered office
in Luxembourg*
Ordinary
bearer
26,952,052 26,952,052 51.14% 51.14%
Nationale-Nederlanden
Otwarty Fundusz
Emerytalny**
Ordinary
bearer
3,530,000 3,530,000 6.70% 6.70%
Aviva Otwarty Fundusz
Emerytalny Aviva
Santander ***
Ordinary
bearer
3,086,000 3,086,000 5.86% 5.86%
Other Ordinary
bearer
19,131,857 19,131,857 36.30% 36.30%

* In accordance with information dated 9 June 2014 provided by Shareholder under Article 77(7) and Article 69(1)(1) of the Act of 29 July 2005 on Public Offering and Conditions Governing the Introduction of Financial Instruments to Organised Trading, and on Public Companies (CR 26/2014).

** on the basis of the list of shareholders holding at least 5% of votes at the Ordinary General Meeting of Shareholders of CIECH S.A. on 21 May 2020, CR 25/2020 prepared and published pursuant to Article 70(3) of the Act of 29 July 2005 on Public Offering and Conditions Governing the Introduction of Financial Instruments to Organised Trading, and on Public Companies (Journal of Laws of 2009, No 185, item 1439).

*** on the basis of the list of shareholders holding at least 5% of votes at the Ordinary General Meeting of Shareholders of CIECH S.A. on 21 May 2020, CR 25/2020 prepared and published pursuant to Article 70(3) of the Act of 29 July 2005 on Public Offering and Conditions Governing the Introduction of Financial Instruments to Organised Trading, and on Public Companies (Journal of Laws of 2009, No 185, item 1439).

5.10. CHANGES IN THE NUMBER OF SHARES IN CIECH S.A. HELD BY THE MEMBERS OF THE MANAGEMENT BOARD AND SUPERVISORY BOARD OF CIECH S.A.

The following managers and supervisors held shares of CIECH S.A. as at 30 June 2020:

  • Mr Dawid Jakubowicz President of the Management Board of CIECH S.A. held 5,713 shares of CIECH S.A.
  • Mr Mirosław Skowron Member of the Management Board of CIECH S.A., held 1,930 shares of CIECH S.A.
  • Mr Sebastian Kulczyk President of the Supervisory Board of CIECH S.A., held indirectly 26,952,052 shares of CIECH S.A., representing 51.14% of the company's share capital.
  • Mr Rafał Czubiński Managing Director of CIECH S.A. held 1,950 shares of CIECH S.A.

On 21 July 2020:

  • Mr Dawid Jakubowicz acquired 9,500 shares of CIECH S.A.
  • Mr Mirosław Skowron acquired 6,726 shares of CIECH S.A.

On 23 July 2020 Mr Rafał Czubiński acquired 2,750 shares in CIECH S.A.

On 31 July 2020:

  • Mr Dawid Jakubowicz acquired 3,000 shares of CIECH S.A.
  • Mr Rafał Czubiński acquired 1,800 shares of CIECH S.A.

The following managers and supervisors held shares of CIECH S.A. as at the date of issue of this report:

  • Mr Dawid Jakubowicz President of the Management Board of CIECH S.A. held 18,213 shares of CIECH S.A.
  • Mr Mirosław Skowron Member of the Management Board of CIECH S.A., held 8,656 shares of CIECH S.A.
  • Mr Sebastian Kulczyk President of the Supervisory Board of CIECH S.A., held indirectly 26,952,052 shares of CIECH S.A., representing 51.14% of the company's share capital.
  • Mr Rafał Czubiński Managing Director of CIECH S.A. held 6,500 shares of CIECH S.A.

Managers and supervisors of CIECH S.A., as at 30 June 2020 and the date of approval hereof, did not hold any shares in other companies of the CIECH Group and this situation did not change in the period from the publication of the Extended consolidated quarterly report of the CIECH Group for the first quarter of 2020, i.e. from 27 May 2020.

5.11. LITIGATION PENDING BEFORE A COURT, COMPETENT ARBITRATION AUTHORITY OR PUBLIC ADMINISTRATION AUTHORITY

5.11.1. SIGNIFICANT DISPUTED LIABILITIES OF THE CIECH GROUP

As at 30 June 2020, the CIECH Group did not have any significant disputed liabilities of CIECH S.A. and CIECH S.A.'s subsidiaries, pursued in all types of proceedings before court, body appropriate for arbitration proceedings or public administration bodies, except for the cases described in Section 2.13, in "Audits of tax settlements at the CIECH Group".

5.11.2. SIGNIFICANT DISPUTED RECEIVABLES OF THE CIECH GROUP

As at 30 June 2020, the CIECH Group did not hold any significant disputed receivables of CIECH S.A. and CIECH S.A.'s subsidiaries, pursued in all types of proceedings before court, body appropriate for arbitration proceedings or public administration bodies, except for the case described in Section 2.13, in "Contingent assets and liabilities, including sureties and guarantees".

5.12. LOAN OR BORROWING SURETIES OR GUARANTEES GRANTED BY CIECH S.A. OR ITS SUBSIDIARY

Information about loan or borrowing sureties or guarantees is presented in Section 2.13 hereof.

Letters of support

As at 30 June 2020, CIECH S.A. was the obliged party in the letter of support (Patronatserklärung) regarding CIECH Soda Deutschland GmbH&Co. KG seated in Staßfurt (CSD) granted to Innogy Gas Storage NWE GmbH ("Innogy") relating to liabilities of CIECH Soda Deutschland GmbH&Co. KG resulting from the agreement dated 5 May 2009 on salt caverns construction for the purpose of natural gas storage on the Staßfurt mining field according to which CIECH Soda Deutschland GmbH&Co. KG received payments of EUR 45.8 million from Innogy by 30 June 2020. In the letter of support, CIECH S.A. has committed, among other things, to ensure that CIECH Soda Deutschland GmbH&Co. KG will have sufficient funds to fulfil its financial commitments against Innogy resulting from the above-mentioned agreement.

5.13. INFORMATION ON TRANSACTIONS BETWEEN THE KEY MANAGEMENT PERSONNEL OF CIECH S.A. AND RELATED PARTIES

Information on transactions with related entities is presented in Section 2.11 hereof.

RATIO CALCULATION METHODOLOGY

Principles of ratio calculation (according to the data for continuing operations):

EBITDA (%) (operating profit + amortization/depreciation for a given period)/ net revenues from sales of products,
services, goods and materials in a given period
Adjusted EBITDA (%) EBITDA excluding one-off events, the more important of which were described in section 2.5 / net
revenues from sales of products, services, goods and materials for a given period
gross return on sales gross profit on sales for a given period / net revenues from sales of products, services, goods and materials
for a given period
return on sales profit for a given period / net revenues from sales of products, services, goods and materials for a given
period
EBIT margin operating profit for a given period / net revenues from sales of products, services, goods and materials
for a given period
EBITDA margin (operating profit + amortization/depreciation for a given period)/ net revenues from sales of products,
services, goods and materials in a given period
adjusted EBIT
margin
operating profit for a given period excluding one-off events, the more important of which were described
in section 2.5 / net revenues from sales of products, services, goods and materials for a given period
adjusted EBITDA
margin
EBITDA excluding one-off events, the more important of which were described in section 2.5 / net
revenues from sales of products, services, goods and materials for a given period
net return on sales (ROS) net profit for a given period / net revenues from sales of products, services, goods and materials for a
given period
return on assets
(ROA)
net profit for a given period/total assets at the end of a given period
return on equity
(ROE)
net profit for a given period/total equity at the end of a given period
debt ratio the ratio of current and non-current liabilities to total assets; measures the share of external funds in
financing of a company's activity
long-term debt ratio the ratio of non-current liabilities to total assets; measures the share of non-current liabilities in financing
of company's activity
debt to equity ratio the ratio of total liabilities to equity
equity to assets ratio the ratio of equity to total assets; measures the share of equity in financing of a company's activity
net financial liabilities liabilities from loans, borrowings (plus overdraft) and other debt instruments (leases + liabilities from
negative valuation of derivatives calculated separately for each derivative + factoring liabilities) less cash
and cash equivalents
gross financial liabilities liabilities from loans, borrowings (plus overdraft) and other debt instruments (leases + liabilities from
negative valuation of derivatives calculated separately for each derivative + factoring liabilities)

REPRESENTATION BY THE MANAGEMENT BOARD

This Extended consolidated quarterly report of the CIECH Group for the first half of 2020 was approved by the Management Board of CIECH S.A. at its registered office on 8 September 2020.

Warsaw, 8 September 2020.

(signed on the polish original)

……………………………................................................

………………………………………………………………………………

………………………………………………………………………………

Dawid Jakubowicz — President of the Management Board of CIECH Spółka Akcyjna

(signed on the polish original)

Jarosław Romanowski — Member of the Management Board of CIECH Spółka Akcyjna

(signed on the polish original)

Mirosław Skowron — Member of the Management Board of CIECH Spółka Akcyjna

(signed on the polish original)

…………………………………………………………………..…………..

Katarzyna Rybacka — Chief Accountant of CIECH Spółka Akcyjna

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