Interim / Quarterly Report • Sep 3, 2019
Interim / Quarterly Report
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Consolidated semi-annual report for six months ended on 30 June 2019 along with an independent auditor's report from a review
| Introduction | 4 |
|---|---|
| Information on the report 4 Definitions and abbreviations 4 |
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| Forward looking statements 9 | |
| Forward looking statements relating to risk factors 9 |
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| Selected consolidated financial data | 11 |
| Selected standalone financial data | 12 |
| Description of the business of the Arctic | |
| Paper Group | 14 |
| General information14 Capital Group structure 15 |
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| Changes in the capital structure of the Arctic | |
| Paper Group 15 Shareholding structure15 |
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| Summary of the consolidated financial | |
| results | 17 |
| Selected items of the consolidated statement of | |
| profit and loss 17 Selected items of the consolidated statement of |
|
| financial position 22 | |
| Selected items of the consolidated statement of cash flow26 |
|
| Summary of standalone financial results | 27 |
| Selected items of the standalone statement of | |
| profit and loss 27 Selected items of the standalone statement of |
|
| financial position 29 | |
| Selected items of the standalone statement of | |
| cash flow31 | |
| Relevant information and factors |
|
| affecting the financial results and the assessment of the financial standing |
32 |
| Key factors affecting the performance results 32 | |
| Unusual events and factors 33 | |
| Impact of changes in Arctic Paper Group's structure on the financial result33 |
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| Other material information 33 | |
| Information on market trends 34 Factors influencing the financial results in the |
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| perspective of the next quarter 35 | |
| Risk factors 36 | |
| Supplementary information The Management Board position on the |
39 |
| possibility to achieve the projected financial | |
| results published earlier 39 | |
| Changes to the supervisory and management bodies of Arctic Paper S.A. 39 |
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| Changes in holdings of the Issuer's shares or | |
| rights to shares by persons managing and supervising Arctic Paper S.A. 39 |
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| Information on sureties and guarantees 39 | |
| Material off-balance sheet items 41 Information on court and arbitration proceedings |
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| and proceedings pending before public |
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| administrative authorities 41 | |
| Information on transactions with related parties executed on non-market terms and conditions 41 |
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| Information on remuneration of the entity authorised to audit the financial statements 41 |
| Statements Board |
of | the | Management | 42 | |
|---|---|---|---|---|---|
| Accuracy and reliability of the presented reports 42 | |||||
| Interim | financial statements | abbreviated | consolidated Interim abbreviated consolidated statement of |
44 | |
| profit and loss 44 Interim abbreviated consolidated statement of total comprehensive income 45 |
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| Interim abbreviated consolidated statement of financial position 46 Interim abbreviated consolidated statement of |
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| cash flow47 Interim abbreviated consolidated statement of changes in equity 48 |
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| Additional explanatory notes | 49 | ||||
| 1. | General information 49 | ||||
| 2. | Composition of the Group 51 | ||||
| 3. 4. |
Management and supervisory bodies 52 Approval of the financial statements 53 |
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| 5. | Basis of preparation of the interim abbreviated | ||||
| consolidated financial statements 53 | |||||
| 6. | Significant accounting principles (policies) 54 | ||||
| 7. | Seasonality 57 | ||||
| 8. | Information on business segments 57 | ||||
| 9. | Discontinued operations 62 | ||||
| 10. | Income and costs 63 | ||||
| 11. | Cash and cash equivalents 65 | ||||
| 12. | Dividend paid and proposed 66 | ||||
| 13. | Income tax67 | ||||
| 14. | Earnings/(loss) per share68 | ||||
| 15. | Tangible fixed assets and intangible assets and | ||||
| impairment68 | |||||
| 16. | Inventories69 | ||||
| 17. | Trade and other receivables70 | ||||
| 18. | Other non-financial and financial assets 70 | ||||
| 19. | Interest-bearing loans, borrowings and bonds 70 | ||||
| 20. | Other financial liabilities 71 | ||||
| 21. | Trade and other payables 71 | ||||
| 22. 23. |
Change in provisions 71 Accruals and deferred income72 |
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| 24. | Share capital72 | ||||
| 25. | Financial instruments73 | ||||
| 26. | Financial | risk | management | objectives and |
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| policies | 80 | ||||
| 27. | Capital management80 | ||||
| 28. | Contingent liabilities and contingent assets 80 | ||||
| 29. | Legal claims80 | ||||
| 30. | Tax settlements 80 | ||||
| 31. | Investment plans 81 | ||||
| 32. | Transactions with related entities 81 | ||||
| 33. | CO2 emission rights 82 | ||||
| 34. | Government grants and operations in the Special | ||||
| Economic Zone 83 | |||||
| 35. | Material events after the reporting period 84 |
| Interim abbreviated standalone statement of | ||||
|---|---|---|---|---|
| profit and loss 86 | ||||
| Interim abbreviated standalone statement of total | ||||
| comprehensive income 87 | ||||
| Interim abbreviated standalone statement of | ||||
| financial condition 88 | ||||
| Interim abbreviated standalone statement of cash | ||||
| flow | 89 | |||
| Interim abbreviated standalone statement of | ||||
| changes in equity 90 | ||||
| Additional explanatory notes | 91 | |||
| 1. | General information 91 | |||
| 2. | Basis of preparation of the interim abbreviated | |||
| financial statements91 | ||||
| 3. | Identification | of the |
consolidated financial |
|
| statements 92 | ||||
| 4. | Composition of the Company's Management | |||
| Board | 92 | |||
| 5. Board |
Composition of the Company's Supervisory 92 |
| 6. | Approval of the interim abbreviated standalone | |
|---|---|---|
| financial statements92 | ||
| 7. | Investments by the Company93 | |
| 8. | Significant accounting principles (policies) 94 | |
| 9. | Seasonality 95 | |
| 10. | Information on business segments 95 | |
| 11. | Income and costs 95 | |
| 12. | Investments in subsidiaries 96 | |
| 13. | Cash and cash equivalents 97 | |
| 14. | Dividend paid and proposed 97 | |
| 15. | Dividend received 97 | |
| 16. | Trade and other receivables97 | |
| 17. | Income tax98 | |
| 18. | Tangible fixed assets and intangible assets98 | |
| 19. | Other financial assets 98 | |
| 20. | Interest-bearing loans, borrowings and bonds 98 | |
| 21. | Share capital and reserve capital/other reserves 99 | |
| 22. | Trade payables100 | |
| 23. | Financial instruments100 | |
| 24. | Financial risk management objectives and |
|
| policies | 105 | |
| 25. | Capital management105 | |
| 26. | Contingent liabilities and contingent assets 106 | |
| 27. | Transactions with related entities 106 | |
| 28. | Events after the reporting period 107 | |
This Consolidated Semi-Annual Report for six months ended on 30 June 2019 was prepared in accordance with the Minister of Finance Regulation of 29 March 2018 on current and periodic information provided by issuers of securities and on conditions under which information required by legal regulations of a th ird country may be recognised as equivalent (Journal of Laws of 2018, item 757) and a part of the interim abbreviated consolidated financial statements in accordance with International Accounting Standard No. 34.
The interim abbreviated consolidated financial statements do not comprise all information and disclosures required in the annual consolidated financial statements which are subject to mandatory audit and therefore they should be read in conjunction with the consolidated financial statements of the Group for the year ended on 31 December 2018. The data for the periods of 3 months ended on 30 June 2019 and on 30 June 2018, disclosed in the interim abbreviated consolidated and standalone financial statements was not reviewed or audited by statutory au ditor. The interim financial result may not fully reflect the financial result that may be generated for the entire financial year.
Certain selected information contained in this report comes from the Arctic Paper Group management accounting system and statistics systems.
This Consolidated Semi-Annual Report presents data in PLN, and all figures, unless otherwise indicated, are given in thousand PLN.
Unless the context requires otherwise, the following definitions and abbreviations are used in the whole document:
| Arctic Paper, Company, Issuer, Parent Entity, APArctic Paper Spółka Akcyjna with its registered office in Poznań, Poland | ||
|---|---|---|
| Capital Group, Group, Arctic Paper Group, AP Group |
Capital Group comprised of Arctic Paper Spółka Akcyjna and its subsidiaries as well as joint ventures |
|
| Arctic Paper Kostrzyn, AP Kostrzyn, APK | Arctic Paper Kostrzyn Spółka Akcyjna with its registered office in Kostrzyn nad Odrą, Poland |
|
| Arctic Paper Munkedals, AP Munkedals, APM | Arctic Paper Munkedals AB with its registered office in Munkedal Municipality, Västra County, Sweden |
|
| Arctic Paper Mochenwangen, AP Mochenwangen, APMW |
Arctic Paper Mochenwangen GmbH with its registered office in Mochenwangen, Germany |
|
| Arctic Paper Grycksbo, AP Grycksbo, APG | Arctic Paper Grycksbo AB with its registered office in Kungsvagen, Grycksbo, Sweden |
|
| Paper Mills | Arctic Paper Kostrzyn, Arctic Paper Munkedals, Arctic Paper Grycksbo, Arctic Paper Mochenwangen (by the end of December 2015) |
|
| Arctic Paper Investment AB, API AB | Arctic Paper Investment AB with its registered office in Göteborg, Sweden | |
| Arctic Paper Investment GmbH, API GmbH | Arctic Paper Investment GmbH with its registered office in Wolpertswende, Germany |
|
| Arctic Paper Verwaltungs | Arctic Paper Verwaltungs GmbH with its registered office in Wolpertswende, Germany |
| Arctic Paper Immobilienverwaltungs | Arctic Paper Immobilienverwaltungs GmbH & Co. KG with its registered office in Wolpertswende, Germany |
|---|---|
| Kostrzyn Group | Arctic Paper Kostrzyn Spółka Akcyjna with its registered office in Kostrzyn nad Odrą and EC Kostrzyn Sp. z o.o. with its registered office in Kostrzyn nad Odrą |
| Mochenwangen Group | Arctic Paper Investment GmbH, Arctic Paper Mochenwangen GmbH, Arctic Paper Verwaltungs GmbH, Arctic Paper Immobilienverwaltungs GmbH & Co.KG |
| Grycksbo Group | Arctic Paper Grycksbo AB and Arctic Paper Investment AB |
| Sales Offices | Arctic Paper Papierhandels GmbH with its registered office in Vienna (Austria) |
| Arctic Paper Benelux SA with its registered office in Oud-Haverlee (Belgium) |
|
| Arctic Paper Danmark A/S with its regis tered office in Greve (Denmark) | |
| Arctic Paper France SA with its registered office in Paris (France) | |
| Arctic Paper Deutschland GmbH with its registered office in Hamburg, Germany |
|
| Arctic Paper Italia Srl with its registered office in Milan (Italy) | |
| Arctic Paper Baltic States SIA with its registered office in Riga (Latvia) | |
| Arctic Paper Norge AS with its registered office in Oslo (Norway) | |
| Arctic Paper Polska Sp. z o.o. with its registered office in Warsaw (Poland) | |
| Arctic Paper España SL with its registered office in Barcelona (Spain) | |
| Arctic Paper Finance AB with its registered office in Munkedal (Sweden) | |
| Arctic Paper Schweiz AG with its registered office in Derendingen (Switzerland) |
|
| Arctic Paper UK Ltd with its registered office in London (UK) | |
| Arctic Paper East Sp. z o.o. with its registered office in Kostrzyn nad Odrą (Poland) |
|
| Arctic Paper Finance AB | Arctic Paper Finance AB with its registered office in Göteborg, Sweden |
| Rottneros, Rottneros AB | Rottneros AB with its registered office in Sunne, Sweden |
| Rottneros Group, Rottneros AB Group | Rottneros AB with its registered office in Sunne, Sweden; Rottneros Bruk AB with its registered office in Sunne, Sweden; Utansjo Bruk AB with its registered office in Harnösand, Sweden, Vallviks Bruk AB with its registered office in Söderhamn, Sweden; Rottneros Packaging AB with its registered office in Stockholm, Sweden; SIA Rottneros Baltic with its registered office in Ventspils, Latvia |
| Pulp Mills | Rottneros Bruk AB in Sunne, Sweden; Vallviks Bruk AB with its registered office in Söderhamn, Sweden |
| Rottneros Purchasing Office | SIA Rottneros Baltic with its registered office in Latvia |
Arctic Paper Capital Group/ Consolidated Semi-Annual Report for six months ended on 30 June 2019 6 Introduction
| Office Kalltorp | Kalltorp Kraft Handelsbolaget with its registered office in Trollhattan, Sweden |
|---|---|
| Nemus Holding AB | Nemus Holding AB with its registered office in Göteborg, Sweden |
| Thomas Onstad | The Issuer's core shareholder, holding directly and indirectly over 50% of shares in Arctic Paper S.A.; a member of the Issuer's Supervisory Board |
| Management Board, Issuer's Management Board, Company's Management Board, Group's Management Board |
Management Board of Arctic Paper S.A. |
| Supervisory Board, Issuer's Supervisory Board, Company's Supervisory Board, Group's Supervisory Board, SB |
Supervisory Board of Arctic Paper S.A. |
| GM, General Meeting, Issuer's General Meeting, Company's General Meeting |
General Meeting of Arctic Paper S.A. |
| EGM, Extraordinary General Meeting, Issuer's Extraordinary General Meeting, Company's Extraordinary General Meeting |
Extraordinary General Meeting of Arctic Paper S.A. |
| Articles of Association, Issuer's Articles of Association, Company's Articles of Association |
Articles of Association of Arctic Paper S.A. |
| SEZ | Kostrzyńsko-Słubicka Special Economic Zone |
| Court of Registration | District Court Poznań-Nowe Miasto i Wilda in Poznań |
| Warsaw Stock Exchange, WSE | Giełda Papierów Wartościowych w Warszawie Spółka Akcyjna |
| KDPW, Depository | Krajowy Depozyt Papierów Wartościowych Spółka Akcyjna with its registered office in Warsaw |
| PFSA | Polish Financial Supervision Authority |
| SFSA | Swedish Financial Supervisory Authority, equivalent to PFSA |
| NASDAQ in Stockholm, Nasdaq | Stock Exchange in Stockholm, Sweden |
| CEPI | Confederation of European Paper Industries |
| EURO-GRAPH | The European Association of Graphic Paper Producers |
| Eurostat | European Statistical Office |
| GUS | Central Statistical Office of Poland |
| NBSK | Northern Bleached Softwood Kraft |
| BHKP | Bleached Hardwood Kraft Pulp |
| Sales profit margin | Ratio of gross profit (loss) on sales to sales revenues from continuing operations |
|---|---|
| EBIT | Profit on continuing operating activities (Earnings Before Interest and Taxes) |
| EBIT profitability, operating profitability, operating profit margin |
Ratio of operating profit (loss) to sales revenues from continuing operations |
|---|---|
| EBITDA | Operating profit from continuing operations plus depreciation and amortisation and impairment charges (Earnings Before Interest, Taxes, Depreciation and Amortisation) |
| EBITDA profitability, EBITDA margin | Ratio of operating profit plus depreciation and amortisation and impairment charges to sales revenues from continuing operations |
| Gross profit margin | Ratio of gross profit (loss) to sales revenues from continuing operations |
| Sales profitability ratio, net profit margin | Ratio of net profit (loss) to sales revenues |
| Return on equity, ROE | Ratio of net profit (loss) to equity income |
| Return on assets, ROA | Ratio of net profit (loss) to total assets |
| EPS | Earnings Per Share, ratio of net profit to the weighted average number of shares |
| BVPS | Book Value Per Share, Ratio of book value of equity to the number of shares |
| Debt-to-equity ratio | Ratio of total liabilities to equity |
| Equity-to-non-current assets ratio | Ratio of equity to non-current assets |
| Interest-bearing debt-to-equity ratio | Ratio of interest-bearing debt and other financial liabilities to equity |
| Net debt-to-EBITDA ratio | Ratio of interest-bearing debt minus cash to EBITDA from continuing operations |
| EBITDA-to-interest coverage ratio | Ratio of EBITDA to interest expense from continuing operations |
| Current liquidity ratio | Ratio of current assets to short-term liabilities |
| Quick ratio | Ratio of current assets minus inventory and short-term accruals, prepayments and deferred costs to short-term liabilities |
| Acid test ratio | Ratio of total cash and cash equivalents to short-term liabilities |
| DSI | Days Sales of Inventory, ratio of inventory to cost of sales multiplied by the number of days in the period |
| DSO | Days Sales Outstanding, ratio of trade receivables to sales revenues from continuing operations multiplied by the number of days in the period |
| DPO | Days Payable Outstanding, Ratio of trade payables to cost of sales from continuing operations multiplied by the number of days in the period |
| Operating cycle | DSI + DSO |
| Cash conversion cycle | Operating cycle – DPO |
| FY | Financial year |
| Q1 | 1st quarter of the financial year |
| Q2 | 2nd quarter of the financial year |
|---|---|
| Q3 | 3rd quarter of the financial year |
| Q4 | 4th quarter of the financial year |
| H1 | First half of the financial year |
| H2 | Second half of the financial year |
| YTD | Year-to-date |
| Like-for-like, LFL | Analogous, with respect to operating result. |
| p.p. | Percentage point, difference between two amounts of one item given in percentage |
| PLN, zł, złoty | Monetary unit of the Republic of Poland |
| gr | grosz – 1/100 of one zloty (the monetary unit of the Republic of Poland) |
| Euro, EUR | Monetary unit of the European Union |
| GBP | Pound sterling, monetary unit of the United Kingdom |
| SEK | Swedish Krona – monetary unit of the Kingdom of Sweden |
| USD | United States dollar, the legal tender in the United States of America |
| IAS | International Accounting Standards |
| IFRS | International Financial Reporting Standards |
| IFRS EU | International Financial Reporting Standards endorsed by the European Union |
| GDP | Gross Domestic Product |
Arctic Paper Capital Group/ Consolidated Semi-Annual Report for six months ended on 30 June 2019 9 Introduction
| Series A Shares | 50,000 Shares of Arctic Paper S.A. A series ordinary shares of PLN 1 each |
|---|---|
| Series B Shares | 44,253,500 Shares of Arctic Paper S.A. B series ordinary shares of PLN 1 each |
| Series C Shares | 8,100,000 Shares of Arctic Paper S.A. C series ordinary shares of PLN 1 each |
| Series E Shares | 3,000,000 Shares of Arctic Paper S.A. E series ordinary shares of PLN 1 each |
| Series F Shares | 13,884,283 Shares of Arctic Paper S.A. F series ordinary shares of the nominal value of PLN 1 each |
| Shares, Issuer's Shares | Series A, Series B, Series C, Series E, and Series F Shares jointly |
The information contained in this report which does not relate to historical facts relates to forward looking statements. Suc h statements may, in particular, concern the Group's strategy, business development, market projections, planned investment outlays, and future revenues. Such statements may be identified by the use of expressions pertaining to the future such as, e.g., "believe", "think", "expect", "may", "will", "should", "is expected", "is assumed", and any negations and grammatical forms of these expressions or similar terms. The statements contained in this report concerning matters which are not historical facts should be treated only as projections subject to risk and uncert ainty. Forward-looking statements are inevitably based on certain estimates and assumptions which, although our management finds them rational, are naturally subject to known and unknown risks and uncertainties and other factors that could cause the actual results to differ materially from the historical results or the projections. For this reason, we cannot assure that any of the events provided for in the forward-looking statements will occur or, if they occur, about their impact on the Group's operating activity or financial situation. When evaluating the information presented in this report, one should not rely on such forward -looking statements, which are stated only as at the date they are expressed. Unless legal regulations contain detailed requiremen ts in this respect, the Group shall not be obliged to update or verify those forward-looking statements in order to provide for new developments or circumstances. Furthermore, the Group is not obliged to verify or to confirm the analysts' expectations or estimates, except for those required by law.
In this report we described the risk factors that the Management Board of our Group considers specific to the sector we operate in; however, the list may not be exhaustive. Other factors may arise that have not been identified by us and that could have material and adverse impact on the business, financial condition, results on operations or prospects of the Arctic Paper Group. In such circumstances, the price of the shares of the Company listed at the Warsaw Stock Exchange or at NASDAQ in Stockholm may decrease, investors may lose their invested funds in whole or in part and the potential dividend disbursement by the Company may be limited.
We ask you to perform a careful analysis of the information disclosed in 'Risk factors' of this report – the section contains a description of risk factors and uncertainties related to the business of the Arctic Paper Group.
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 10
| Period from 01.01.2019 to 30.06.2019 PLN'000 |
Period from 01.01.2018 to 30.06.2018 PLN'000 7 |
Period from 01.01.2019 to 30.06.2019 EUR'000 |
Period from 01.01.2018 to 30.06.2018 EUR'000 |
|
|---|---|---|---|---|
| Continuing operations | ||||
| Sales revenues | 1 583 089 | 1 572 178 | 368 677 | 372 545 |
| Operating profit (loss) | 127 651 | 91 182 | 29 728 | 21 607 |
| Gross profit (loss) | 110 415 | 70 148 | 25 714 | 16 622 |
| Net profit (loss) from continuing operations | 84 588 | 48 413 | 19 699 | 11 472 |
| Discontinued operations | ||||
| Profit (loss) from discontinued operations | - | - | - | - |
| Net profit / (loss) for the period | 84 588 | 48 413 | 19 699 | 11 472 |
| Net profit / (loss) attributable to the shareholders of the Parent Entity | 45 896 | 20 192 | 10 688 | 4 785 |
| Net cash flows from operating activities | 105 497 | 374 | 24 569 | 89 |
| Net cash flows from investing activities | (31 995) | (75 650) | (7 451) | (17 926) |
| Net cash flows from financing activities | (64 788) | (22 039) | (15 088) | (5 222) |
| Change in cash and cash equivalents | 8 715 | (97 315) | 2 030 | (23 060) |
| Weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| EPS (in PLN/EUR) | 0,66 | 0,29 | 0,15 | 0,07 |
| Diluted EPS (in PLN/EUR) | 0,66 | 0,29 | 0,15 | 0,07 |
| Mean PLN/EUR exchange rate* | 4,2940 | 4,2201 |
| As at 31 | As at 31 | |||
|---|---|---|---|---|
| As at 30 June 2019 | December 2018 As at 30 June 2019 | December 2018 | ||
| PLN'000 | PLN'000 | EUR'000 | EUR'000 | |
| Assets | 2 117 105 | 2 156 174 | 497 908 | 501 436 |
| Long-term liabilities | 402 993 | 441 381 | 94 777 | 102 647 |
| Short-term liabilities | 846 994 | 850 245 | 199 199 | 197 731 |
| Equity | 867 118 | 861 193 | 203 932 | 200 277 |
| Share capital | 69 288 | 69 288 | 16 295 | 16 113 |
| Number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Book value per share (in PLN/EUR) | 12,51 | 12,43 | 2,94 | 2,89 |
| Diluted book value per share (in PLN/EUR) | 12,51 | 12,43 | 2,94 | 2,89 |
| Declared or paid dividend (in PLN/EUR) | - | 13 857 557 | - | 3 222 687,58 |
| Declared or paid dividend per share (in PLN/EUR) | - | 0,20 | - | 0,05 |
| PLN/EUR exchange rate at the end of the period** | - | - | 4,2520 | 4,3000 |
* – Profit and loss and cash flow statement items have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing in the period that the presented data refers to.
** – Balance sheet items and book value per share have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing on the balance sheet date.
| Period | Period | Period | Period | |
|---|---|---|---|---|
| from 01.01.2019 | from 01.01.2018 | from 01.01.2019 | from 01.01.2018 | |
| to 30.06.2019 | to 30.06.2018 | to 30.06.2019 | to 30.06.2018 | |
| PLN'000 | PLN'000 7 |
EUR'000 | EUR'000 | |
| Sales revenues | 42 894 | 59 214 | 9 989 | 14 031 |
| Operating profit (loss) | 26 114 | 39 885 | 6 082 | 9 451 |
| Gross profit (loss) | 19 675 | 31 450 | 4 582 | 7 452 |
| Net profit (loss) from continuing operations | 19 675 | 31 450 | 4 582 | 7 452 |
| Net profit (loss) for the financial year | 19 675 | 31 150 | 4 582 | 7 381 |
| Net cash flows from operating activities | 25 185 | (88 717) | 5 865 | (21 022) |
| Net cash flows from investing activities | (1 492) | (139) | (347) | (33) |
| Net cash flows from financing activities | (32 690) | 53 595 | (7 613) | 12 700 |
| Change in cash and cash equivalents | (8 997) | (35 260) | (2 095) | (8 355) |
| Weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| EPS (in PLN/EUR) | 0,28 | 0,45 | 0,07 | 0,11 |
| Diluted EPS (in PLN/EUR) | 0,28 | 0,45 | 0,07 | 0,11 |
| Mean PLN/EUR exchange rate* | 4,2940 | 4,2201 |
| As at 31 December | As at 31 December | |||
|---|---|---|---|---|
| As at 30 June 2019 | 2018 As at 30 June 2019 | 2018 | ||
| PLN'000 | PLN'000 | EUR'000 | EUR'000 | |
| Assets | 962 457 | 992 611 | 226 354 | 230 840 |
| Long-term liabilities | 13 401 | 82 807 | 3 152 | 19 257 |
| Short-term liabilities | 393 191 | 374 679 | 92 472 | 87 135 |
| Equity | 555 865 | 535 124 | 130 730 | 124 447 |
| Share capital | 69 288 | 69 288 | 16 295 | 16 113 |
| Number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Book value per share (in PLN/EUR) | 8,02 | 7,72 | 1,89 | 1,80 |
| Diluted book value per share (in PLN/EUR) | 8,02 | 7,72 | 1,89 | 1,80 |
| Declared or paid dividend (in PLN/EUR) | - | 13 857 557 | - | 3 222 688 |
| Declared or paid dividend per share (in PLN/EUR) | - | 0,20 | - | 0,05 |
| PLN/EUR exchange rate at the end of the period** | - | - | 4,2520 | 4,3000 |
* – Profit and loss and cash flow statement items have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing in the period that the presented data refers to.
** – Balance sheet items and book value per share have been translated at the mean arithmetic exchange rates published by the National Bank of Poland, prevailing on the balance sheet date.
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 13
Management Board's Report
to the report for H1 2019
The Arctic Paper Group is a leading European producer in terms of production volume of bulky book paper, offering a broad range of products in the segment and one of the leading producers of high -quality graphic paper in Europe. The Group produces numerous types of uncoated and coated wood-free paper as well as wood-containing uncoated paper for printing houses, paper distributors, book and magazine publishing houses and the advertising industry. In connection with acquisition of the Rottneros Group in December 2012, the Group's assortment was expanded with the production of pulp. As on the day hereof, the Arctic Paper Group employs app. 1,530 people in its Paper Mills, Pulp Mills, companies dealing in paper distribution and sales, and a company dealing in timber procurement for pulp production. Our paper mills are located in Poland and Sweden and have total production capacity of more than 650,000 metric tonnes of paper per year. The Pulp Mills are located in Sweden and have total production capacity of over 400,000 tonnes of pulp per year. The Group has fourteen Sales Offices which handle distribution and marketing of products offered by the Group providing access to all European markets, including Central and Eastern Europe. Our consolidated sales revenues for H1 2019 totalled PLN 1,583 million.
Arctic Paper S.A. is a holding company set up in April 2008. The Parent Entity is entered in the register of entrepreneurs of the National Court Register maintained by the District Court in Poznań – Nowe Miasto i Wilda, 8th Commercial Division of the National Court Register, under KRS number 0000306944. The Parent Entity holds statistical number REGON 080262255. The Company has a foreign branch in Göteborg, Sweden.
The principal business of the Arctic Paper Group is paper production and sales.
As on 30 June 2019, as well as on the day hereof, the Group owned the following Paper Mills:
As on 30 June 2019, as well as on the day hereof, the Group owned the following Pulp Mills:
The product assortment of the Arctic Paper Group covers:
A detailed description of the Group's assortment is included in the consolidated annual report for 2018.
The Arctic Paper Capital Group comprises Arctic Paper S.A., as the Parent Entity, and its subsidiaries, as well as joint ventures. Since 23 October 2009, Arctic Paper S.A. has been listed on the primary market of the Warsaw Stock Exchange and since 20 December 2012 in the NASDAQ stock exchange in Stockholm. The Group operates through its Paper Mills and Pulp Mills and its subsidiary producing packaging as well as its sales Offices and Procurement Offices. Details on the organisation of the Capital Group of Arctic Paper S.A. along with identification of the consolidated entities are specified in note 2 in the interim abbreviated consolidated financial statements, further below in this semi-annual report.
In H1 2019, no changes in the capital structure of the Arctic Paper Group occurred.
Nemus Holding AB, a company under Swedish law (a company owned indirectly by Mr Thomas Onstad), is the majority shareholder of Arctic Paper S.A., holding (as at 30 June 2019) 40,381,449 shares of our Company, which constitutes 58.28% of its share capital and corresponds to 58.28% of the total number of votes at General Meetings. Thus Nemus Holding AB is the parent entity of the Issuer.
Additionally, Mr Thomas Onstad, an indirect shareholder of Nemus Holding AB, holds directly 6,223,658 shares representing 8.98% of the total number of shares in the Company, and via another entity – 600,000 shares accounting for 0.87% of the total number of shares of the Company. Mr Thomas Onstad's total direct and indirect holding in the capital of Arctic Paper S.A. as at 30 June 2019 was 68.13% and has not changed until the date hereof.
| Share in the | ||||
|---|---|---|---|---|
| Share in the | total number | |||
| Number of | share capital | of votes | ||
| Shareholder | shares | [%] | Number of votes | [%] |
| Thom a s O nsta d | 47 205 107 | 68, 13% | 47 205 107 | 68, 13% |
| - indirectly via | 40 981 449 | 59,15% | 40 981 449 | 59,15% |
| Nemus Holding AB | 40 381 449 | 58,28% | 40 381 449 | 58,28% |
| other entity | 600 000 | 0,87% | 600 000 | 0,87% |
| - directly | 6 223 658 | 8,98% | 6 223 658 | 8,98% |
| O ther | 22 082 676 | 31, 87% | 22 082 676 | 31, 87% |
| Total | 69 287 783 | 100,00% | 69 287 783 | 100,00% |
| Treasury shares | - | 0,00% | - | 0,00% |
| Tota l | 69 287 783 | 100, 00% | 69 287 783 | 100, 00% |
| Share in the | ||||
|---|---|---|---|---|
| Share in the | total number | |||
| Number of | share capital | of votes | ||
| Shareholder | shares | [%] | Number of votes | [%] |
| Thom a s O nsta d | 47 205 107 | 68, 13% | 47 205 107 | 68, 13% |
| - indirectly via | 40 981 449 | 59,15% | 40 981 449 | 59,15% |
| Nemus Holding AB | 40 381 449 | 58,28% | 40 381 449 | 58,28% |
| other entity | 600 000 | 0,87% | 600 000 | 0,87% |
| - directly | 6 223 658 | 8,98% | 6 223 658 | 8,98% |
| O ther | 22 082 676 | 31, 87% | 22 082 676 | 31, 87% |
| Total | 69 287 783 | 100,00% | 69 287 783 | 100,00% |
| Treasury shares | - | 0,00% | - | 0,00% |
| Tota l | 69 287 783 | 100, 00% | 69 287 783 | 100, 00% |
| Share in the | ||||
|---|---|---|---|---|
| Share in the | total number | |||
| Number of | share capital | of votes | ||
| Shareholder | shares | [%] | Number of votes | [%] |
| Thom a s O nsta d | 47 205 107 | 68, 13% | 47 205 107 | 68, 13% |
| - indirectly via | 40 981 449 | 59,15% | 40 981 449 | 59,15% |
| Nemus Holding AB | 40 381 449 | 58,28% | 40 381 449 | 58,28% |
| other entity | 600 000 | 0,87% | 600 000 | 0,87% |
| - directly | 6 223 658 | 8,98% | 6 223 658 | 8,98% |
| O ther | 22 082 676 | 31, 87% | 22 082 676 | 31, 87% |
| Total | 69 287 783 | 100,00% | 69 287 783 | 100,00% |
| Treasury shares | - | 0,00% | - | 0,00% |
| Tota l | 69 287 783 | 100, 00% | 69 287 783 | 100, 00% |
The data in the above tables is provided as of the date hereof and as of the publication date of the report for Q1 2019 and as at 30 June 2019.
| Change % | Change % Change % H1 |
|||||||
|---|---|---|---|---|---|---|---|---|
| Q2 | Q1 | Q2 | H1 | H1 | Q2 2019/ | Q2 2019/ | 2019/ | |
| PLN'000 | 2019 | 2019 | 2018 | 2019 | 2018 | Q1 2019 | Q2 2018 | H1 2018 |
| Continuing operations | ||||||||
| Sa les revenues | 762 517 | 820 572 | 784 111 | 1 583 089 | 1 572 178 | (7, 1) | (2, 8) | 0, 7 |
| of which: | ||||||||
| Sales of paper | 537 633 | 573 344 | 558 761 | 1 110 977 | 1 132 382 | (6,2) | (3,8) | (1,9) |
| Sales of pulp | 224 884 | 247 228 | 225 350 | 472 112 | 439 796 | (9,0) | (0,2) | 7,3 |
| Profit on sales | 149 062 | 151 884 | 145 740 | 300 946 | 292 968 | (1,9) | 2,3 | 2,7 |
| % of sales revenues | 19,55 | 18,51 | 18,59 | 19,01 | 18,63 | 1,0 p.p. | 1,0 p.p. | 0,4 p.p. |
| Selling and distribution costs | (83 381) | (84 757) | (84 059) | (168 137) | (168 923) | (1,6) | (0,8) | (0,5) |
| Administrative expenses | (21 016) | (20 839) | (20 045) | (41 855) | (41 850) | 0,9 | 4,8 | 0,0 |
| Other operating income | 34 882 | 27 116 | 7 440 | 61 998 | 19 764 | 28,6 | 368,9 | 213,7 |
| Other operating expenses | (9 671) | (15 629) | (4 502) | (25 300) | (10 777) | (38,1) | 114,8 | 134,8 |
| EB IT | 69 877 | 57 775 | 44 574 | 127 651 | 91 182 | 20, 9 | 56, 8 | 40, 0 |
| % of sales revenues | 9,16 | 7,04 | 5,68 | 8,06 | 5,80 | 2,1 p.p. | 3,5 p.p. | 2,3 p.p. |
| EB ITD A | 90 529 | 81 081 | 65 854 | 171 610 | 136 414 | 11, 7 | 37, 5 | 25, 8 |
| % of sales revenues | 11,87 | 9,88 | 8,40 | 10,84 | 8,68 | 2,0 p.p. | 3,5 p.p. | 2,2 p.p. |
| Financial income | (189) | 1 132 | 371 | 943 | 935 | (116,7) | (150,9) | 0,9 |
| Financial expenses | (9 814) | (8 366) | (14 149) | (18 180) | (21 969) | 17,3 | (30,6) | (17,2) |
| Gross p rof it (loss) | 59 874 | 50 541 | 30 795 | 110 415 | 70 148 | 18, 5 | 94, 4 | 57, 4 |
| Income tax | (12 176) | (13 650) | (11 137) | (25 827) | (21 735) | (10,8) | 9,3 | 18,8 |
| Net p rof it (loss) f rom continuing op era tions | 47 697 | 36 891 | 19 658 | 84 588 | 48 413 | 29, 3 | 142, 6 | 74, 7 |
| % of sales revenues | 6,26 | 4,50 | 2,51 | 5,34 | 3,08 | 1,8 p.p. | 3,7 p.p. | 2,3 p.p. |
| Discontinued operations | ||||||||
| Net p rof it / (loss) f rom d iscontinued op era tions | - | - | - | - | - | - | - | - |
| % of sales revenues | - | - | - | - | - | - p.p. | - p.p. | - p.p. |
| Net p rof it/(loss) | 47 697 | 36 891 | 19 658 | 84 588 | 48 413 | 29, 3 | 142, 6 | 74, 7 |
| % of sales revenues | 6,26 | 4,50 | 2,51 | 5,34 | 3,08 | 1,8 p.p. | 3,7 p.p. | 2,3 p.p. |
| Net profit / (loss) for the reporting period attributable to | ||||||||
| the shareholders of the Parent Entity | 31 644 | 14 252 | 4 098 | 45 896 | 20 192 | 122,0 | 672,2 | 127,3 |
Due to an adjustment of a previous years' error concerning perpetual usufruct right, discontinued presentation of discontinue d activity and change to the presentation of revenues from pulp sales (described in note 6.4 of these interim abbreviated consolidated financial statements), the above data for H1 2018 and Q2 2018 is not the data disclosed in the Consolidated Semi-Annual Report for 2018 of the Arctic Paper Group.
During the second quarter of 2019, Arctic Paper Group reached a turnover of PLN 762.5 million (compared to PLN 784.1 million in Q2 2018) with an EBITDA of PLN 90.5 million (vs. PLN 65.9 million). On the consolidated level, the result continues to be strong. The combination of pulp and paper stabilizes our results, as the fluctuations on the two segments offset each other.
The paper segment generated a turnover of PLN 537.6 million (vs. PLN 558.8 million in Q2 2018) with an EBITDA of PLN 35.4 million (vs. PLN 19.7 million), of which PLN 18 million is non-recurring revenue attributable to the sale of the land at the Mochenwangen mill. Production during Q2 was 147,000 tonnes (vs. 160,000) and during the first half of 2019 production was 296,000 tonnes (vs. 326,000 in H1 2018).
Our paper business is still operating in a challenging and highly competitive environment, even though we have seen a tendency towards more favourable market conditions during the second quarter. Pulp prices have decreased by 10 perc ent on average, while our revenue per tonne, due to price adjustments and a better product mix, has increased by 4.6 percent compared to Q2 2018. Our biggest challenge now is to compensate for the lower demand for graphical paper by introducing new products in other segments and maximizing the output from our mills. Our growing business in kraft paper has resulted in 3,000 tonnes of new volume during the first half of 2019. The investment in expanded capacity at Arctic Paper Kostrzyn was finalized during Q2 and the modernized PM1 is now in production. The investment of EUR 10m opens up a wider range of products and qualities to be produced, both graphical and kraft paper, thus making the mill much more flexible. The share of premium and speciality products represented 28 percent of total sales during the first half of 2019 (vs 26 percent in H1 2018).
The profit improvement program, with the ambition to generate annual cost savings of approximately PLN 40 million from 2020, is on-track and running as planned. During the summer our new shared services centre for Group supporting functions opened in Kostrzyn.
For Rottneros AB, of which the Arctic Paper Group owns 51 percent, net turnover increased by 1 percent to SEK 582 million (vs SEK 576 million in Q2 2018) and EBITDA by 11 percent to SEK 131 million (vs SEK 118 million in Q2 2018). The full report is available at http://www.rottneros.com/investors/financial-reports/
We are persistent in defending and restoring our margins. We are therefore working hard to lower our costs, increase productivity and accelerate the reshaping of our product portfolio. The n ecessary changes will take time to implement, but during the second quarter we started to see some early effects of our efforts.
In Q2 2019, the consolidated sales revenues amounted to PLN 762,517 thousand (sales of paper: PLN 537,633 thousand, pulp sales: PLN 224,884 thousand), as compared to PLN 784,111 thousand (sales of paper: PLN 558,761 thousand, pulp sales: PLN 225,350 thousand), in the equivalent period of the previous year. That means a decrease by PLN 21,594 thousand (a decrease of paper sales by PLN 21,128 thousand, and a decrease of sales of pulp by PLN 466 thousand) and respectively by -2.8% (for paper sales by -3.8% and pulp sales by -0.2%).
In the first six months 2019, the sales revenues amounted to PLN 1,583,089 thousand (sales of paper: PLN 1,110,977 thousand, pulp sales: PLN 472,112 thousand), as compared to PLN 1,572,178 thousand (sales of paper: PLN 1,132,382 thousand), pulp sales: PLN 439,796 thousand), generated in the equivalent period of the previous year. That means a growth of revenues by PLN 10,911 thousand (a decrease of paper sales by PLN 21,405 thousand, growth of pulp sales by PLN 32,316 thousand) and respectively by +0.7% (for sales paper by -1.9% and pulp sales by +7.3%).
Paper sales volume in Q2 2019 amounted to 147 thousand tonnes compared to 160 thousand tonnes in the previous year. The change represents a decrease of 13 thousand tonnes and by -8.1% respectively. Pulp sales volume in Q2 2019 amounted to 91 thousand tonnes compared to 93 thousand tonnes in the previous year. The change represents a decrease of 2 thousand tonnes and by -2.2% respectively.
Paper sales volume in H1 2019 amounted to 301 thousand tonnes compared to 328 thousand tonnes in the previous year. The change represents a decrease of 27 thousand tonnes and by -8.3% respectively. Pulp sales volume in H1 2019
amounted to 185 thousand tonnes compared to 187 thousand tonnes in the previous year. The change represents a decrease of 2 thousand tonnes and by -1.5% respectively.
In H1 2019, profit on sales amounted to PLN 300,946 thousand. This result was by 2.7% higher than in the corresponding period of the previous year. Sales profit margin in the current year stood at 19.01% compared to 18.63% (+0.4 p.p.) in the same period of the previous year. The core reason underlying the growth of profit on sales in H1 2019 versus the corresponding period of the previous year was primarily higher revenues from pulp sa les as a result of increased sales prices denominated in PLN.
In the reporting period, the selling and distribution costs amounted to PLN 168, 137 thousand, which was a decrease by 0.5% compared to the costs incurred in H1 2018. The selling and distribution costs include primarily costs of transport of finished products to counterparties.
In H1 2019, the administrative expenses amounted to PLN 41,855 thousand and was on a similar level as compared to the equivalent period of 2018 (PLN 41,850 thousand). The overheads are composed primarily of the costs of advisory and administrative services in the Group.
Other operating income totalled PLN 61,998 thousand in H1 2019, which was an increase as compared to the equivalent period of the previous year by PLN 42,234 thousand.
Other operating income consisted mainly of revenues from heat and electricity sales as well as sales revenues from other materials and CO2 emission rights. The growth of other operating revenues in the c urrent period was primarily due to sale of land by AP Mochenwangen, as well as higher sales of other materials and energy and CO2 emission rights.
Other operating expenses totalled PLN 25,300 thousand in H1 2019, which was an increase as compared to the eq uivalent period of the previous year by PLN 14,523 thousand.
The other operating expenses comprised mainly the costs of sales of electricity and heat as well as the costs of other materials sold. The higher other operating expenses in H1 2019 were affected primarily by the higher costs of sales of other materials.
In H1 2019, financial income and expenses amounted to PLN 943 thousand and PLN 18,180 thousand respectively, which was an increase of income as compared to the equivalent period of the previous year by PLN 8 thousand and a decrease of expenses by PLN 3,789 thousand.
The changes to financial income and expenses were primarily due to the amount of net FX differences. In H1 2019, the Group recorded a surplus of FX losses over FX profit of PLN 2,645 thousand (financial expenses). In the equivalent period of 2018, the Group recorded a surplus of FX losses over FX profit of PLN 7,574 thousand (financial expenses).
For the six months of 2019, income tax amounted to PLN -25,827 thousand while in the equivalent period in 2018 it was PLN -21,735 thousand.
The current portion of income tax in the analysed semi-annual period amounted to PLN -3,658 thousand (H1 2018: PLN - 3,131 thousand), while the deferred portion to PLN -22,169 (H1 2018: PLN -18,605 thousand).
In H1 2019, the result on continuing operations amounted to PLN +127,651 thousand as compared to the profit of PLN +91,182 thousand in the equivalent period in the previous year. The changes resulted in a growth of operational profit margin from +5.80% in the six months of 2018 to +8.06% in the equivalent period of 2019.
EBITDA on continuing operations in H1 2019 amounted to PLN 171,610 thousand while in the equivalent period in 2018 it was PLN 136,414 thousand. In the reporting period, the EBITDA margin was 10. 84% compared to 8.68% for 6 months of 2018.
In H1 2019, net profit amounted to PLN +84,588 thousand as compared to PLN +48,413 thousand in H1 2018. Net profit margin accrued after six months of 2019 amounted to +5.34% as compared to +3.08% in the equivalent period of 2018.
| Change % | Change % | Change % H1 | ||||||
|---|---|---|---|---|---|---|---|---|
| Q2 | Q1 | Q2 | H1 | H1 | Q2 2019/ | Q2 2019/ | 2019/ | |
| PLN'000 | 2019 | 2019 | 2018 | 2019 | 2018 | Q1 2019 | Q2 2018 | H1 2018 |
| Profit / (loss) on sales | 149 062 | 151 884 | 145 740 | 300 946 | 292 968 | (1,9) | 2,3 | 2,7 |
| % of sales revenues | 19,55 | 18,51 | 18,59 | 19,01 | 18,63 | 1,0 p.p. | 1,0 p.p. | 0,4 p.p. |
| EB ITD A | 90 529 | 81 081 | 65 854 | 171 610 | 136 414 | 11, 7 | 37, 5 | 25, 8 |
| % of sales revenues | 11,87 | 9,88 | 8,40 | 10,84 | 8,68 | 2,0 p.p. | 3,5 p.p. | 2,2 p.p. |
| EB IT | 69 877 | 57 775 | 44 574 | 127 651 | 91 182 | 20, 9 | 56, 8 | 40, 0 |
| % of sales revenues | 9,16 | 7,04 | 5,68 | 8,06 | 5,80 | 2,1 p.p. | 3,5 p.p. | 2,3 p.p. |
| Net p rof it / (loss) | 47 697 | 36 891 | 19 658 | 84 588 | 48 413 | 29, 3 | 142, 6 | 74, 7 |
| % of sales revenues | 6,26 | 4,50 | 2,51 | 5,34 | 3,08 | 1,8 p.p. | 3,7 p.p. | 2,3 p.p. |
| Return on equity / ROE (%) | 5,5 | 4,3 | 2,4 | 9,8 | 5,8 | 1,2 p.p. | 3,1 p.p. | 3,9 p.p. |
| Return on assets / ROA (%) | 2,3 | 1,7 | 1,0 | 4,0 | 2,4 | 0,5 p.p. | 1,3 p.p. | 1,6 p.p. |
In H1 2019, return on equity was +9.8% while in the equivalent period of 2018 it was +5.8%.
Return on assets grew from +2.4% in H1 2018 to +4.0% in H1 2019.
Higher return on equity and return on assets ratios were due primarily to the higher net profit genera ted in H1 2019 versus the equivalent period last year.
| Change | Change | ||||
|---|---|---|---|---|---|
| PLN'000 | 30.06.2019 | 31.12.2018 | 30.06.2018 | 30.06.2019 -31.12.2018 |
30.06.2019 -30.06.2018 |
| Fixed assets | 1 041 517 | 1 037 969 | 972 987 | 3 548 | 68 531 |
| Inventories | 419 983 | 478 614 | 409 243 | (58 632) | 10 739 |
| Receivables | 413 871 | 371 963 | 427 732 | 41 908 | (13 861) |
| Trade receivables | 404 605 | 365 946 | 418 237 | 38 659 | (13 632) |
| Other current assets | 35 327 | 64 794 | 65 876 | (29 467) | (30 549) |
| Cash and cash equivalents | 206 406 | 201 118 | 143 235 | 5 288 | 63 171 |
| Assets for sale | - | 1 716 | 2 831 | (1 716) | (2 831) |
| Tota l a ssets | 2 117 105 | 2 156 174 | 2 021 904 | (39 070) | 95 200 |
| Equity | 867 118 | 861 193 | 830 761 | 5 925 | 36 356 |
| Short-term liabilities | 846 994 | 850 245 | 755 996 | (3 251) | 90 998 |
| of which: | |||||
| trade and other payables | 476 243 | 516 678 | 431 365 | (40 436) | 44 878 |
| interest-bearing debt | 275 520 | 232 184 | 223 800 | 43 337 | 51 721 |
| other non-financial liabilities | 95 231 | 101 383 | 100 832 | (6 151) | (5 601) |
| Long-term liabilities | 402 993 | 441 381 | 433 402 | (38 389) | (30 410) |
| of which: | |||||
| interest-bearing debt | 204 347 | 249 659 | 257 264 | (45 313) | (52 918) |
| other non-financial liabilities | 198 646 | 191 722 | 176 138 | 6 924 | 22 508 |
| Liabilities directly related to assets held for sale | - | 3 355 | 1 744 | (3 355) | (1 744) |
| Tota l lia b ilities | 2 117 105 | 2 156 174 | 2 021 904 | (39 070) | 95 200 |
Due to an adjustment of a previous years' error concerning perpetual usufruct right (described in note 6.4 of these interim abbreviated consolidated financial statements), the above data as at 30 June 2018 is not the data disclosed in the Consolidated Semi-Annual Report for 2018 of the Arctic Paper Group.
As at 30 June 2019, total assets amounted to PLN 2,117,105 thousand as compared to PLN 2,156,174 thousand at the end of 2018.
At the end of June 2019, fixed assets accounted for 49.2% of tota l assets vs. 48.1% at the end of 2018. The value of fixed assets grew in the current half-year period by PLN 3,548 thousand, mainly due to a growth of tangible fixed assets as an effect of capital outlays and implementation of IFRS 16, partly set off with a drop of other financial assets (reduction of a positive measurement of hedging instruments, mainly forward contracts for energy purchases) and intangible assets.
Current assets understood as a sum of inventories, receivables, other current assets and cash and cash equivalents. As at the end of June 2019, current assets amounted to PLN 1,075,587 thousand as compared to PLN 1,116,489 thousand at the end of December 2018. As part of the current assets, inventories decreased by PLN 58,63 2 thousand and receivables grew by PLN 41,908 thousand, other current assets decreased by PLN 29,467 thousand while cash and cash equivalents increased by PLN 5,288 thousand. Current assets represented 50.8% of total assets as at the end of June 2019 (51.8% as at the end of 2018) and included inventories – 19.8% (22.2% as at the end of 2018), receivables – 19.5% (17.3% as at the end of 2018), other current assets – 1.7% (3.0% as at the end of 2018) and cash and cash equivalents – 9.8% (9.3% as at the end of 2018).
In Q2 2019, AP Mochenwangen sold a plot of land. In this connection, the Issuer's Management Board assessed the opportunity to sell the other assets and liabilities as an organised part of the AP Mochenwangen Group as unlikely and decided to discontinue to present the results of the Group as discontinued operations. As a result, the assets earlier classified as assets available for sale as at 30 June 2019 were presented as assets related to continuing operations.
As at the end of the current period, equity amounted to PLN 867,118 thousand as compared to PLN 861,193 thousand at the end of 2018. As at the end of June 2019, equity accounted for 40.9% of total equity and liabilities vs. 39.9% of balance sheet total as at 31 December 2018. The increase of equity was the effect of net profit for H1 2019 partly set off with the reduced positive measurement of hedging instruments and reduced valuation of subsidiary entities whose functional currency is other than PLN, recognised in other comprehensive income, and by the dividend distributed to the noncontrolling shareholders.
As at the end of June 2019, short-term liabilities amounted to PLN 846,994 thousand (40.0% of balance sheet total) as compared to PLN 850,245 thousand (39.4% of balance sheet total) as at the end of 2018. Short-term liabilities did not change materially. Changes to short-term liabilities included primarily: a growth of interest-bearing borrowings, loans and bonds (note 19 to the interim abbreviated consolidated financial statements) and a decrease of trade and other payables (note 21 to the interim abbreviated consolidated financial statements).
As at the end of June 2019, long-term liabilities amounted to PLN 402,993 thousand (19.0% of balance sheet total) as compared to PLN 441,381 thousand (20.5% of balance sheet total) as at the end of 2018. In the period under report, a decrease of long-term liabilities occurred by PLN 38,389 thousand, which was a result of reclassification of loans and bonds (note 19 to the interim abbreviated consolidated financial statements) by growth of other financial liabilities (note 20 to the interim abbreviated consolidated financial statements) and deferred income tax provision (note 13 to the interim abbreviated consolidated financial statements).
In Q2 2019, AP Mochenwangen sold a plot of land. In this connection, the Issuer's Management Board assessed the opportunity to sell the other assets and liabilities as an organised part of the AP Mochenwangen Group as unlikely and decided to discontinue to present the results of the Group as discontinued operations. As a result, the liabilities earlier classified as assets available for sale as at 30 June 2019 were presented as liabilities related to continuing operations.
| Change % | Change % | ||||
|---|---|---|---|---|---|
| Q2 | Q1 | Q2 | Q2 2019/ | Q2 2019/ | |
| 2019 | 2019 | 2018 | Q1 2019 | Q2 2018 | |
| Debt to equity ratio (%) | 144,2 | 148,4 | 143,4 | (4,2) p.p. | 0,8 p.p. |
| Equity to fixed assets ratio (%) | 83,3 | 82,5 | 85,4 | 0,8 p.p. | (2,1) p.p. |
| Interest-bearing debt-to-equity ratio (%) | 55,3 | 57,3 | 57,9 | (2,0) p.p. | (2,6) p.p. |
| Net debt to EBITDA ratio for the last 12 months (x) | 1,1x | 1,2x | 1,4x | (0,14) | (0,32) |
| EBITDA to interest expense ratio (x) | 10,7x | 9,9x | 10,0x | 0,8 | 0,8 |
As at the end of June 2019, debt to equity ratio amounted to 144.2% and was lower by 4.2 p.p. compared to the end of March of 2019 and higher by 0.8 p.p. compared to the end of June 2018. The equity to non-current assets ratio was 83.3% and was higher by 0.8 p.p. than at the end of March 2019 and lower by 2.1 p.p. than at the end of June 2018. Interest bearing debt to equity ratio amounted to 55.3% as at the end of the current half year and was lower by 2.0 p.p. compared to the end of March 2019 and lower by 2.6 p.p. compared to the level of the ratio calculated at the end of June 2018.
Net borrowings to EBITDA calculated for the last 12 months ended on 30 June 2019 amounted to 1.1x compared to 1.2x in the equivalent period ended on 31 March 2019 and 1.4x for the period ended on 30 June 2018.
The EBITDA to interest coverage ratio was 10.7x for the twelve months ended on 30 June 2019 and 9.9x and 10.0x for periods ended on 31 March 2019 and on 30 June 2018 respectively.
| Change % | Change % | ||||
|---|---|---|---|---|---|
| Q2 | Q1 | Q2 | Q2 2019/ | Q2 2019/ | |
| 2019 | 2019 | 2018 | Q1 2019 | Q2 2018 | |
| Current ra tio | 1, 3x | 1, 3x | 1, 4x | 0, 0 | (0, 1) |
| Q uick ra tio | 0, 8x | 0, 7x | 0, 8x | 0, 0 | (0, 1) |
| Acid test | 0, 2x | 0, 2x | 0, 2x | 0, 0 | 0, 1 |
| DSI (days) | 61,6 | 59,2 | 57,7 | 2,4 | 3,9 |
| DSO (days) | 47,8 | 43,3 | 48,0 | 4,5 | (0,2) |
| DPO (days) | 69,9 | 65,4 | 60,8 | 4,4 | 9,1 |
| Operational cycle (days) | 109,4 | 102,4 | 105,7 | 6,9 | 3,7 |
| Ca sh conversion cycle (d a ys) | 39, 5 | 37, 0 | 44, 9 | 2, 5 | (5, 4) |
The current liquidity ratio as at the end of June 2019 was 1.3x and it did not change in relation to the level as at the end of Q1 2019 and decreased versus the end of June 2018 by 0.1.
The quick liquidity ratio reached the level of 0.8x at the end of June 2019 and did not change materially in relation to the level as at 31 March 2019 and 30 June 2018.
The cash ratio as at the end of Q2 2019 was 0,2 and it did not change materially in relation to the level as at th e end of 31 March 2019 and 30 June 2018.
The cash conversion cycle in Q2 2019 was 39.5 days and was by 2.5 days longer versus Q1 2019 and by 5.4 days shorter than reported at the end of Q2 2018.
| PLN'000 | Q2 2019 |
Q1 2019 |
Q2 2018 |
H1 2019 |
H1 2018 |
Change % Q2 2019/ Q1 2019 |
Change % Q2 2019/ Q2 2018 |
Change % H1 2019/ H1 2018 |
|---|---|---|---|---|---|---|---|---|
| Cash flows from operating activities | 45 736 | 59 761 | (1 427) | 105 497 | 374 | (23,5) | (3 304,5) | 28 133,5 |
| of which: | ||||||||
| Gross profit (loss) | 59 874 | 50 541 | 30 796 | 110 415 | 70 148 | 18,5 | 94,4 | 57,4 |
| Depreciation/amortisation and impairment charges | 20 652 | 23 307 | 21 279 | 43 959 | 45 232 | (11,4) | (2,9) | (2,8) |
| Changes to working capital | (22 726) | (23 743) | (57 412) | (46 469) | (122 119) | (4,3) | (60,4) | (61,9) |
| Other adjustments | (12 064) | 9 657 | 3 910 | (2 407) | 7 112 | (224,9) | (408,6) | (133,8) |
| Cash flows from investing activities | (13 231) | (18 764) | (33 939) | (31 995) | (75 650) | (29,5) | (61,0) | (57,7) |
| Cash flows from financing activities | (32 134) | (32 654) | (30 436) | (64 788) | (22 039) | (1,6) | 5,6 | 194,0 |
| Tota l ca sh f lows | 371 | 8 344 | (65 802) | 8 715 | (97 315) | (95, 6) | (100, 6) | (109, 0) |
Due to an adjustment of a previous years' error concerning perpetual usufruct right (described in note 6.4 of these interim abbreviated consolidated financial statements), the above data for H1 2018 and Q2 2018 is not the data disclosed in the Consolidated Semi-Annual Report for 2018 of the Arctic Paper Group.
In the first six months of 2019, net cash flows from operating activities amounted to PLN +105, 497 thousand as compared to PLN +374 thousand in the equivalent period of 2018. The higher gross profit increased by depreciation/amortisation and reduced inventories in H1 2019 was primarily due to higher positive cash flows from operating activities.
In H1 2019, cash flows from investing activities amounted to PLN -31,995 thousand as compared to PLN -75,650 thousand in the equivalent period of the previous year. The negative cash flows from investing activities in the period under report resulted primarily from expenditures on tangible fixed assets and intangible assets.
In H1 2019, cash flows from financing activities amounted to PLN -64,788 thousand as compared to PLN -22,039 thousand in the equivalent period of 2018. The negative cash flows from financing activities in 2019 were primarily related to repayment of short-term bank loans and overdraft facilities with interest, and dividend distribution t o non-controlling shareholders.
| Change % | Change % | Change % H1 | ||||||
|---|---|---|---|---|---|---|---|---|
| Q2 | Q1 | Q2 | H1 | H1 | Q2 2019/ | Q2 2019/ | 2019/ | |
| PLN'000 | 2019 | 2019 | 2018 | 2019 | 2018 | Q1 2019 | Q2 2018 | H1 2018 |
| Sa les revenues | 31 783 | 11 111 | 49 463 | 42 894 | 59 214 | 186 | (36) | (28) |
| of which: | ||||||||
| Sales of services | 7 587 | 7 321 | 9 340 | 14 908 | 17 864 | 4 | (19) | (17) |
| Interest income on loans | 1 088 | 1 139 | 1 226 | 2 227 | 2 453 | (5) | (11) | (9) |
| Dividend income | 23 109 | 2 650 | 38 897 | 25 759 | 38 897 | 772 | (41) | (34) |
| Profit on sales | 30 430 | 9 775 | 48 295 | 40 205 | 56 689 | 211 | (37) | (29) |
| % of sales revenues | 95,74 | 87,98 | 97,64 | 93,73 | 95,74 | 7,8 p.p. | (1,9) p.p. | (2,0) p.p. |
| Selling and distribution costs | (955) | (574) | (749) | (1 529) | (1 499) | 66 | 28 | 2 |
| Administrative expenses | (6 310) | (6 646) | (6 989) | (12 956) | (14 134) | (5) | (10) | (8) |
| Other operating income | 472 | 82 | 191 | 553 | 249 | 477 | 147 | 122 |
| Other operating expenses | 160 | (319) | (1 167) | (159) | (1 420) | (150) | (114) | (89) |
| EB IT | 23 797 | 2 318 | 39 581 | 26 114 | 39 885 | 927 | (40) | (35) |
| % of sales revenues | 74,87 | 20,86 | 80,02 | 60,88 | 67,36 | 54,0 p.p. | (5,2) p.p. | (6,5) p.p. |
| EB ITD A | 23 945 | 2 417 | 39 617 | 26 362 | 40 133 | 891 | (40) | (34) |
| % of sales revenues | 75,34 | 21,76 | 80,10 | 61,46 | 67,78 | 53,6 p.p. | (4,8) p.p. | (6,3) p.p. |
| Financial income | 2 109 | 1 203 | 2 041 | 3 312 | 3 050 | 75 | 3 | 9 |
| Financial expenses | (4 436) | (5 315) | (5 627) | (9 751) | (11 485) | (17) | (21) | (15) |
| Gross p rof it (loss) | 21 469 | (1 794) | 35 995 | 19 675 | 31 450 | (1 297) | (40) | (37) |
| Income tax | 0 | (1) | (300) | (1) | (300) | (101) | (100) | (100) |
| Net p rof it / (loss) | 21 469 | (1 795) | 35 695 | 19 675 | 31 150 | (1 296) | (40) | (37) |
| % of sales revenues | 67,55 | (16,15) | 72,17 | 45,87 | 52,61 | 83,7 p.p. | (4,6) p.p. | (6,7) p.p. |
The main statutory activity of the Company is the activity of a holding company, consisting in managing of entities belonging to the controlled Capital Group. The operations of the Arctic Paper Group are conducted through Paper Mills and Pulp Mills, as well as Sales Offices.
In Q2 2019, the standalone sales revenues amounted to PLN 31,783 thousand and comprised services provided to Group companies (PLN 7,587 thousand), interest income on loans (PLN 1,088 thousand) and dividend income (PLN 23,109 thousand). In the equivalent period of the previous year, the standalone sales revenues amounted to PLN 49,463 thousand and comprised services provided to Group companies (PLN 9,340 thousand), interest income on loans (PLN 1,226 thousand) and dividend income (PLN 38,897 thousand).
In H1 2019, the standalone sales revenues amounted to PLN 42,894 thousand and comprised services provided to Group companies (PLN 14,908 thousand interest income on loans (PLN 2,227 thousand) and dividend income (PLN 25,759 thousand). In the equivalent period of the previous year, the standalone sales revenues amounted to PLN 59,214 thousand and comprised services provided to Group companies (PLN 17,864 thousand), interest income on loans (PLN 2,453 thousand) and dividend income (PLN 38,897 thousand). That means a decrease of sales revenues in H1 2019 by PLN 16,319 thousand versus the equivalent period in 2018.
Profit on sales amounted to PLN 40,205 thousand in H1 2019 and decreased by PLN 16,484 thousand versus the equivalent period of the previous year.
In H1 2019, the Company recognised the amount of PLN 1,529 thousand as selling and distribution costs (PLN 1,499 thousand in the equivalent period of 2018) which comprised solely the expenses related to intermediary services in the purchase of pulp for Arctic Paper Kostrzyn S.A.
In H1 2019, the administrative expenses amounted to PLN 12.956 thousand, which was a decrease as compared to the equivalent period of the previous year by PLN 1,178 thousand. The drop of the expenses was primarily due to a decrease of external consulting costs.
The administrative expenses include costs of the administration of the Company operation, costs of services provided for the companies in the Group and all costs incurred by the Company for the purpose s of pursuing holding company activities. Among them, a group of costs relates only to statutory activities and includes, among others: costs of tax, legal and accounting services, as well as the costs of the Supervisory Board and the Management Board.
Other operating income totalled PLN 553 thousand in H1 2019, which was an increase as compared to the equivalent period of the previous year by PLN 304 thousand. The higher level of other operating income is due to, inter alia, the reversal of impairment allowances for loans to Arctic Paper Mochenwangen GmbH for PLN 1,794 thousand (the company received part repayment of the loans in June) with a simultaneous recognition of an allowance for in terest accrued on other loans of AP Mochenwangen GmbH and AP Investment GmbH (PLN 1,343 thousand).
At the same time, there was a decrease of other operating expenses, they reached the level of PLN 159 thousand.
In H1 2019, the financial income amounted to PLN 3,312 thousand and was by PLN 262 thousand higher than the income generated in H1 2018. The financial expenses after six months of 2019 amounted to PLN 9,751 thousand and largely referred to interest expenses on the received bank loans and borrowings (PLN 6,154 thousand) and FX losses. In the equivalent period of 2018, the financial expenses amounted to PLN 11,485 thousand.
| Change | Change | ||||
|---|---|---|---|---|---|
| 30.06.2019 | 30.06.2019 | ||||
| PLN'000 | 30.06.2019 | 31.12.2018 | 30.06.2018 | -31.12.2018 | -30.06.2018 |
| Fixed assets | 740 384 | 751 507 | 759 291 | (11 123) | (18 907) |
| Receivables | 105 436 | 90 818 | 78 839 | 14 618 | 26 597 |
| Other current assets | 106 028 | 130 681 | 125 560 | (24 652) | (19 531) |
| Cash and cash equivalents | 10 609 | 19 605 | 1 682 | (8 996) | 8 927 |
| Total a ssets | 962 457 | 992 611 | 965 372 | (30 154) | (2 915) |
| Equity | 555 865 | 535 124 | 548 540 | 20 741 | 7 325 |
| Short-term liabilities | 393 191 | 374 679 | 326 360 | 18 512 | 66 831 |
| Long-term liabilities | 13 401 | 82 807 | 90 472 | (69 406) | (77 071) |
| Total lia b ilities | 962 457 | 992 611 | 965 372 | (30 153) | (2 915) |
As at 30 June 2019, total assets amounted to PLN 962,457 thousand as compared to PLN 992,611 thousand at the end of 2018.
The drop of assets was primarily due to higher other current assets in the analysed period.
At the end of June 2019, fixed assets accounted for 76.9% of total assets vs. 75.8% at the end of 2018. The value of fixed assets dropped in the current half-year period by PLN 11,123 thousand. The main item of non-current assets includes interests in subsidiaries. At the end of H1 2019, the value was PLN 673,937 thousand and there was no change versus 31 December 2018.
As at the end of June 2019, current assets amounted to PLN 222,073 thousand as compared to PLN 241,104 thousand at the end of December 2018.
As part of the current assets, receivables increased by PLN 14,618 thousand, other current assets decreased by PLN 24,653 thousand while cash and cash equivalents decreased by PLN 8,996 thousand. As at the end of June 2019, current assets accounted for 23.1% of total assets (24.2% as at the end of 2018).
At the end of the H1 2019, the equity amounted to PLN 555,745 thousand as compared to PLN 535,124 thousand at the end of 2018. That was a growth of equity by PLN 20,621 thousand, mainly due to net profit generated in H1 2019. As at the end of June 2019, equity accounted for 57.74 % of balance sheet total vs. 53.91 % of balance sheet total as at the end of 2018.
As at the end of June 2019, short-term liabilities amounted to PLN 393,191 thousand (40.9 % of balance sheet total) as compared to PLN 374,679 thousand (37.75 % of balance sheet total) as at the end of 2018.
The growth of short-term loans, borrowings and loans was primarily due to changed presentation resulting from fail ure to comply with financial ration under the loan agreements and a bond issue.
After the balance sheet date, Arctic Paper S.A. received a written assurance from Santander Bank Poland S.A. acting as the consortium agent of the financing banks that failure by the Group to comply with the required level of the ratio as at 30 June 2019 did not constitute an event of default under the loan agreement of 9 September 2016. However, in view of failure of such assurance as at 30 June 2019 and in compliance with IAS 1, the Company disclosed all its debt to the bank consortium as at that day of PLN 113,065 thousand as short-term debt: interest-bearing loans, borrowings and bonds (more information in note 2 to the interim abbreviated standalone financial statements).
As at the end of June 2019, long-term liabilities amounted to PLN 13,401 thousand (1.4 % of balance sheet total) as compared to PLN 82,807
thousand (8.3 % of balance sheet total) as at the end of 2018. The decrease of long-term liabilities is due to the reclassification of long-term loans as detailed above.
| Change % Change % H1 |
|||||||
|---|---|---|---|---|---|---|---|
| Q2 | Q1 | H1 | H1 | Q2 2019/ | 2019/ | ||
| PLN'000 | 2019 | 2019 | 2019 | 2018 | Q1 2019 | H1 2018 | |
| Cash flows from operating activities | (924) | 26 110 | 25 186 | (88 717) | (103,5) | (128,4) | |
| of which: | |||||||
| Gross profit (loss) | 21 469 | (1 794) | 19 675 | 31 450 | (1 296,7) | (37,4) | |
| Depreciation/amortisation and impairment charges | 142 | 100 | 242 | 248 | 43,0 | (2,6) | |
| Changes to working capital | (34 962) | (15 839) | (50 800) | 5 076 | 120,7 | (1 100,8) | |
| Net interest and dividends | 1 527 | 2 298 | 3 825 | 4 010 | (33,6) | (4,6) | |
| Increase / decrease of loans granted to subsidiaries | (15 618) | 27 830 | 12 211 | (54 810) | (156,1) | (122,3) | |
| Change to liabilities due to cash-pooling | 25 745 | 13 169 | 38 914 | - | 95,5 | - | |
| Other adjustments | 771 | 347 | 1 118 | (74 691) | 122,3 | (101,5) | |
| Cash flows from investing activities | (1 674) | 182 | (1 492) | (139) | (1 019,8) | 973,4 | |
| Cash flows from financing activities | 7 954 | (40 644) | (32 690) | 53 595 | (119,6) | (161,0) | |
| Total ca sh f lows | 5 355 | (14 352) | (8 996) | (35 260) | (137, 3) | (74, 5) |
The cash flow statement presents a decrease in cash in H1 2019 by PLN 8,996 thousand, which includes:
In H1 2019, net cash flows from operating activities amounted to PLN 25.186 thousand as compared to PLN -88,717 thousand in the equivalent period of 2018. The cash flows from operating activities in H1 this year include loans granted to subsidiar ies and a change of liabilities under cash-pooling.
In H1 2019, cash flows from investing activities amounted to PLN -1.492 thousand as compared to PLN -139 thousand in the equivalent period of the previous year. The negative cash flows from investing activities was due to implementation of IFRS16.
In H1 2019, cash flows from financing activities amounted to PLN -32.690 thousand as compared to PLN 53,595 thousand in the equivalent period of 2018. The positive cash flows from financing activities are due to a new investment loan obtained in H1 2018. In 2019, the negative cash flows were due to repayment of borrowings and interest and changed balances of overdraft facilities.
The Group's operating activity has been and will continue to be historically influenced by the following key factors:
We believe that a number of macro-economic and other economic factors have a material impact on the demand for high quality paper, and they may also influence the demand for the Group's products and the Group's operating results. Those factors include:
Paper prices undergo cyclic changes and fluctuations, they depend on global changes in demand and overall macroeconomic and other economic factors such as indicated above. Prices of paper are also influenced by a number of factors related to the supply, primarily changes in production capacities at the worldwide and European level.
The main elements of the Group's operating expenses include raw materials, energy and transportation. The costs of raw materials include mainly the costs of pulp for Paper Mills, timber for Paper and Pulp Mills and chemical agents used for paper and pulp production. The Group's energy costs historically include mostly the costs of electricity, natural gas, coal and fue l oil. The costs of transportation include the costs of transportation services provided to the Group mainly by external entities.
Taking into account the share of those costs in total operating expenses of the Group and the limited possibility of controll ing those costs by the Companies, their fluctuations may have a significant impact on the Group's profitability.
A part of pulp supplies to the Group's Paper Mills is made from the Group's own Pulp Mills. The rest of the pulp produced in the Group's Pulp Mills is sold to external customers.
The Group's operating results are significantly influenced by currency rate fluctuations. In particular, the Group's revenues and costs are expressed in different foreign currencies and are not matched, the refore, the appreciation of the currencies in which we incur costs towards the currencies in which we generate revenues, will have an adverse effect on the Group's results. Our products are primarily sold to euro zone countries, Scandinavia, Poland and the UK, thus our revenues are largely denominated in EUR, GBP, SEK and PLN while revenues from the pulp mills are primarily denominated in USD. The Group's operating expenses are primarily expressed in USD (pulp costs for Paper Mills), EUR (costs related to p ulp for Paper Mills, energy, transportation, chemicals), PLN (the majority of other costs incurred by the mill in Kostrzyn nad Odrą) and SEK (the majority of other costs incurred by the Munkedal and Grycksbo mills as well as the Rottneros and Vallvik Pulp Mills).
Exchange rates also have an important influence on results reported in the Group's financial statements because of changes in exchange rates of the currencies in which we generate revenues and incur costs, and the currency in which we report the Group's financial results (PLN).
In H1 2019, there were no unusual events or factors.
In Q1 2019, there were no changes in the Arctic Paper Group's structure that would have material impact on the financial results generated.
As at 24 Ju,ly 2019, the Bondholders approved a resolution to waive their rights and claims associated with the option to demand the convening of a Meeting of Bondholders and early redemption of the Bonds in connection with the occurrence of a Put Option Trigger Event (as defined in the Terms and Conditions of Issue) mentioned in section 10.16 (Violation of the Net Debt/EBITA index) of the Terms and Conditions of Issue, consisting in the Issuer's violating the Net Debt/EBITDA index (as defined in the Terms and Conditions of Issue) for the 12 months preceding the financial index calculate date as at 31 March 2019. The resolution was adopted by 100% of effective votes.
In connection with the term and revolving loan agreements, agreements related to bond issues, signed on 9 September 2016, the Group agreed to maintain specified financial ratios that are calculated at the end of each quarter. The ratios are calcul ated on the basis of results of the paper segment.
As at 30 June 2019, the Group failed to maintain the Net Debt ratio as required in the loan agreement with the consortium of financing banks (Santander Bank S.A., BNP Paribas Bank Polska S.A. and the European Bank for Reconstruction and Development) – being a ratio of interest-bearing debt cash reduced by cash to EBITDA(net of any data on discontinued operations of the Rottneros Group). The set net debt to EBITDA ratio was not complied with as per the bond issue terms a nd conditions. Failure to comply with the ratios was due to continued lower demand for paper.
After the balance sheet date, Arctic Paper S.A. received a written assurance from Santander Bank S.A. acting as the consortiu m agent of the financing banks that failure by the Group to comply with the ratio levels as at 30 June 2019 did not constitute an event of default under the loan agreement of 9 September 2016 ("default").
Due to the above assurance received from the consortium of financing banks and maintenance of the ratio within the specified range the Company is not obliged to receive a similar assurance from Bondholders. According to conditions set forth in the Bond issue terms and conditions such violation does not form the basis of their right to claims premature Bond redemption.
As at 30 August 2019 the Lenders have granted to the Company a technical extension of the original end date of the revolving loan ("Revolving Facility") by 2 (two) additional months so that the original end date falls on October 31st , 2019.The original expiration date of the Revolving Facility was set at August 31st, 2019. The Revolving Facility was granted to the Company for a total value of EUR 19,800,000 and PLN 20,000,000 and was made available for the purpose of refinancing of intra-group liabilities of the Company or financing of intra-group loans.
In accordance with clause 5.7 of the Credit Facility (option of extension), on June 26th, 2019, the Company has submitted to the Lenders an application for extension of the term of the Revolving Facility until August 31, 2021. Due to the fact that the procedure related to the extension of the Credit Agreement in the scope of the Revolving Facility requires that the Company provides audited financial statements for the first half of 2019 of the Issuer and its subsidiaries, the Lenders decided about the technical extension of the validity period of the abovementioned Facility. The Issuer will inform about the granting of a Revolving Facility to the Company for next period in a separate report.
In Q2 2019, the Arctic Paper Group recorded a decreased level of orders versus Q1 2019 by 4.6% and a decrease of orders versus the equivalent period of 2018 by 8%.
Source of data: Arctic Paper analysis
At the end of H1 2019, the prices of uncoated wood-free paper (UWF) in Europe grew by 4.4% versus the prices at the end of 2018 while for coated wood-free paper (CWF) there was a growth by 1.6%.
At the end of June 2019, the average prices declared by producers for selected types of paper and markets: Germany, France, Spain, Italy, United Kingdom – for both uncoated wood-free paper (UWF) and coated wood-free paper (CWF) were lower than at the end of Q1 2019 by 1.4% and 2.6% respectively.
The prices invoiced by Arctic Paper in EUR for comparable products in the segment of uncoated wood -free paper (UWF) decreased from the end of March 2019 until the end of June 2019 by 3.3% on the average while in the segment of coated wood- free paper (CWF) the prices decreased by 1.7%. At the end of H1 2019, the prices of uncoated wood -free paper (UWF) invoiced by Arctic Paper grew by 3.1% versus the prices at the end of June 2018 while for coated wood-free paper (CWF) there was a drop by 0.5%.
Source: For market data – RISI, price changes for selected markets in Germany, France, Spain, Italy and the UK in local currencies for graphic papers similar to the product portfolio of the Arctic Paper Group. The prices are quoted without considering specific rebates for individual clients and they include neither any additions nor price reductions in relation t o the publicly available price lists. The estimated prices for each month reflect orders placed in the month while the deliveries may take place in the future. Because of that, RISI price estimates for a particular month do not reflect the actual prices at wh ich deliveries are performed but only express ordering prices. For Arctic Paper products, the average invoiced sales prices for all served markets in EUR.
At the end of Q2 2019, the pulp prices reached the level of: NBSK – USD 1000/tonne and BHKP – USD 902/tonne.
The average NBSK price in Q2 2019 was lower by 9.5% compared to the equivalent period of the previous year while for BHKP the average price was lower by 10.2%. Compared to Q1, the average pulp price in Q2 2019 was lower by 8.4% for NBSK and lower by 5.4% for BHKP.
Pulp costs are characterised by high volatility. The prices of the raw materials had major impact on the Group's profitability in the period.
The average pulp cost used for production of paper calculated for the Arctic Paper Group in PLN decreased in Q2 2019 versus Q1 2019 by 5.9% while in relation to Q2 2018 it increased by 2.5%.
The share of pulp costs in costs of sales after 6 months of the current year was 59% versus about 61% in H1 2018.
The Arctic Paper Group uses the pulp in the production process according to the following structure: BHKP 72%, NBSK 21% and other 7%.
Source of data: www.foex.fi analysis by Arctic Paper.
At the end of Q2 2019, the EUR/PLN rate amounted to 4.2520 and was by 2.5% lower than at the end of Q2 2018. The mean EUR/PLN exchange rate in H1 2019 amounted to 4.2940 and was by 1.8% higher than in the equivalent period of 2018.
The EUR/SEK exchange rate amounted to 10.5509 at the end of Q2 2019 (growth by 1.4% versus the end of Q2 2018). For that currency pair, the mean exchange rate in H1 2019 was by 3.6% higher than in the equivalent period of 2018. The weakening SEK versus EUR has been positively impacting the revenues invoiced in EUR in the factories in Sweden (AP Munkedals and AP Grycksbo).
The USD/PLN exchange rate as at the end of Q2 2019 amounted to 3.7336. In H1 2019, the mean USD/PLN exchange rate was 3.8002 versus 3.4872 in the equivalent period of the previous year which was a growth by 9.0%. In Q2 2019, the mean USD/PLN exchange rate was 3.8125 and was by 6.6% higher than in Q2 2018. The change has adversely affected the costs incurred in USD by AP Kostrzyn, in particular the costs of pulp.
The USD/SEK exchange rate as at the end of Q2 2019 amounted to 9.2645. In H1 2019, the mean exchange rate amounted to 9.3066 compared to 8.3854 in the equivalent period of the previous year which was an increase of the rate by 11%. I n Q2 2019, the mean USD/SEK exchange rate increased by 3% versus Q1 2019. The change in comparison to Q1 2019 unfavourably affected the costs incurred in USD by AP Munkedals and AP Grycksbo, in particular the costs of pulp.
At the end of June 2019, the EUR/USD exchange rate amounted to 1.1388 compared to 1.1650 (-2.2%) at the end of June 2018. In Q2 2019, EUR slightly weakened against USD versus Q1 2019 (-1.1%). In H1 2019, the mean exchange rate was 1.1300 while in the equivalent period of the previous year it was 1.2112, which was a depreciation of EUR versus USD by 6.7%.
The depreciation of PLN versus EUR has favourably affected the Group's financial profit, mainly due to increased sales revenu es generated in EUR and translated into PLN. USD appreciating versus PLN had adverse effect on the Group's financial result as it increased the costs of the core raw materials for the Paper Mill in Kostrzyn. The weak SEK favourably affects the revenues generated in EUR at APM and APG facilities.
The material factors that have an impact on the financial results over the next months include:
In H1 2019, there were no material changes to the risk factors described in the report for 201 8.
The sequence in which the risk factors are presented below does not r eflect the likelihood of occurrence, extent or materiality of the risks.
Our Group operates in a very competitive market. The achievement of the strategic objectives assumed by the Group may be made difficult by operations of competitors, particularly integrated paper producers operating on a larger scale than our Group. Any more intensified competition resulting from a potential growth of production capacity of our competitors and thus an increased supply of paper to the market, may adversely affect the achievement of the planned revenues and thus the ability to achieve the underlying financial and operational assumptions.
Our Group operates in a legal environment characterised with a high level of uncertainty. The regulations affecting our business have been frequently amended and often there are no consistent interpretations which generates a risk of violating the existing regulations and the resultant consequences even if such breach was unintentional. Additionally, amendments to regulations relating to environmental protection and other regulations may generate the need to incur material expenditures to ensure compliance, inter alia, more res trictive regulations or stricter implementation of the existing regulations concerning the protection of surface waters, soil waters, soil and atmospheric air.
Revenues, expenses and results of the Group are exposed to FX risk, in particular relati ng to exchange rates of PLN and SEK to EUR, GBP and other currencies. Our Group exports a majority of its produced paper to European markets, generating a material part of its sales revenues in EUR, GBP, PLN and SEK. Sales revenues of pulp in the Pulp Mill s are subject to USD FX risk. The purchase costs of materials for paper production, in particular pulp for paper mills are paid primarily in USD and EUR. Additionally, we hold loan liabilities mainly in PLN, EUR and SEK. PLN is the currency used in our financial statements and therefore our revenues, expenses and results generated by the subsidiary companies domiciled abroad are subject to FX exchange rate fluctuations. Thus FX rate fluctuations may have a strong adverse effect on the results, financial con ditions and prospects of the Group.
The Group is exposed to interest rate risk in view of the existing interest-bearing debt. The risk results from fluctuations of such interest rates as WIBOR for debt in PLN, EURIBOR for debt in EUR and STIBOR for debt in SEK. Unfavourable changes of interest rates may adversely affect the results, financial condition and prospects of the Group.
Trends in advertising, electronic data transmission and storage and in the Internet have adverse impact on traditional printed media and thus on the products of the Group and its customers. Continuation of such changes may adversely affect the results, financial condition and prospects of the Group.
The sequence in which the risk factors are presented below does not reflect the likelihood of occurrence, extent or materiali ty of the risks.
Historically, the operational results of the Group are characterised by relatively high volatility and low profit margins on operations. Reduced revenues resulting e.g. from changes to production capacity, output, pricing policies or increased operating expenses that primarily comprise costs of raw materials (mainly pulp for Paper Mills) and energy, may mean the Group's losses in earning capacity. Material adverse changes to profitability may result in reduced prices of our stock and reduced capacity to generate working capital, thus adversely affecting our business and deteriorating our prospects.
We are exposed to the risk of price changes of raw materials and energy, primarily related to price fluctuations of pulp, fue l oil, diesel oil, coal and electricity. Paper Mills buy pulp under frame agreements or in one -off transactions and do not hedge against fluctuations of pulp prices. A part of pulp is supplied to our Paper Mills from the Pulp Mills of the Rottneros Group. The risk of changing prices of raw materials is related primarily to changing prices of paper and pulp in the markets to whic h we sell our products. A material growth of prices of one or more raw materials and energy may adversely affect the operating results and financial condition of the Group.
Our Group holds three Paper Mills operating jointly seven production lines with total annual production capacity of over 700,000 tonnes of paper and two Pulp Mills with a total production capacity of 400,000 tonnes of pulp. Long-lasting disruption to the production process may result from a number of factors, including a breakdown, human error, unavailability of raw materials, natural catastrophes and other that are beyond our control. Each such disruption, even relatively short, may have material impact on our production and profitability and result i n material costs for repairs, liabilities to buyers whose orders we are not able to satisfy and other expenses.
Investments by the Group aimed at expanding the production capacity of the Group require material capital outlay s and a relatively long time to complete. As a result, the market conditions under which we operate may be materially changed in the period between our decision to incur investment outlays to expand production capacity and the completion time. Changes of market conditions may result in a volatile demand for our products which may be too low in the context of additional production capacities. Differences between demand and investments in new production capacities may result in failure to utilise the expanded production capacity to the full extent. This may have adverse effect on the operating results and financial condition of the Group.
Our Group has the largest portion of its debt under a loan agreement with a consortium of banks (European Bank for Reconstruction and Development, Santander Bank Polska S.A. and BNP Paribas Bank Polska S.A.) of 9 September 2016, debt under bonds in PLN and SEK and a loan from the core shareholder.
Failure by the Group to comply with its obligations, including the agreed levels of financial ratios (covenants) resulting from the agreements, will result in default under those agreements. Events of default may in particular result in demand for repayment of our debt, banks taking control over important assets like Paper Mills or Pulp Mills and loss of other assets which serve as collateral, deterioration of creditworthiness and lost access to external funding which will be converted into lost liquidity and which in turn may materially adversely affect our business and development prospects and our stock prices.
In the context of deteriorating situation in paper industry and the results of the Arctic Paper Group, our suppliers, in part icular suppliers of such raw materials as pulp, may have problems with acquiring insurance limits (sale on credit) and thus they may lose the possibility of offering deferred payment terms to the Arctic Paper Group. Such situation may result in deteriorated
financial situation and loss of financial liquidity of operating units and as a result this may adversely affect the situation in the entire Group.
Polskie Górnictwo Naftowe i Gazownictwo S.A (PGNiG) is the sole supplier of natu ral gas used by AP Kostrzyn to generate heat and electrical energy for paper production. In this context, the business and costs of paper production at AP Kostrzyn is materially affected by availability and price of natural gas. Potential disruptions of su pplies of natural gas to the Paper Mill in Kostrzyn nad Odrą may have adverse effect on production, results on operations and financial condition of the Group.
AP Kostrzyn has been using a major tax relief resulting from its operations in the Kostrzyńsko -Słubicka Specjalna Strefa Ekonomiczna. The relief was granted until 2026 and is subject to compliance by AP Kostrzyn of the applicable laws, regulation s and other conditions relating to the relief, including compliance with certain criteria concerning employment and investment outlays. Tax regulations and interpretations thereof are subject to very frequent changes in Poland. Changes to the regulatio ns applicable to the tax relief or breach by AP Kostrzyn of the applicable conditions may result in loss of the relief and have material adverse impact on the results of operations and financial condition of the Group.
Consolidation trends among our existing and potential customers may result in a more concentrated customer base covering a few large buyers. Such buyers may rely on their improved bargaining position in negotiating terms of paper purchases or decide to change the supplier and acquire products from our competitors. Additionally, in the context of the deteriorating condition in printing industry, such customers as paper distributors, printing houses or publishers may not be able to obtain insurance limits (sale on credit) or have problems with financial liquidity which may result in their bankruptcy and adversely affect our financial results. The above factors may have adverse impact on the operational results and financial condition of the Group.
The Group meets the requirements related to environmental protection; however, no certainty exists that it will always be abl e to comply with its obligations and that in the future it will avoid material expenses or that it will not incur material obligation s related to the requirements or that it will be able to obtain all permits, approvals and other consents to carry on its busin ess as planned. Similarly, considering that paper and pulp production is related to potential hazards relating to waste generated in Paper Mills and Pulp Mills and contamination with chemicals, no certainty exists that in the future the Group is not charged with liability for environmental pollution or that no event that may underlie the liability of the Group has not already occurr ed. Thus the Group may be required to incur major expenses in connection with the need to remove contamination and land reclamation.
Our Paper Mills and Pulp Mills are provided with free carbon dioxide emission rights for each period. The emission rights are awarded within the EU Emission Trading Scheme. Should such free carbon dioxide emission rights be cancelled and replaced with a system of paid emission rights, our costs of energy generation will grow accordingly. Additionally, we may be forced t o incur other unpredictable expenses in connection with the emission rights or changing legal regu lations and the resultant requirements. Due to the above we may be forced to reduce the quantity of generated energy or to increase the production costs which may adversely affect our business, financial condition, operational results or development prospe cts.
The Issuer is a holding company and therefore its capacity to pay dividend is subject to the level of potential disbursements from its subsidiary companies involved in operational activity, and the level of cash balances. Certain subsidiaries of the Group involved in operational activity may be subject to certain restrictions concerning disbursements to the Issuer. No certainty exists that such restrictions will have no material impact on the business, results on o perations and capacity of the Group to distribute dividend.
In connection with the term and revolving loan agreements signed on 9 September 2016, the agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement (described in more detail in note 32.2 "Obtaining of new financing" in the Annual report for 2016), the possibility of the Company to pay divide nd is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
The Management Board of Arctic Paper S.A. has not published the projected financial results for 2019.
As at 30 June 2019, the Company's Supervisory Board was composed of:
On 28 May 2019, the Ordinary General Meeting of the Company approved a resolution dismissing Mr Maciej Georg from the Supervisory Board. Additionally, the Ordinary General Meeting appointed Ms Dorota Raben to the Supervisory Board.
Until the date hereof, there were no changes to the composition of the Supervisory Board of the Parent Entity.
The Management Board of the Parent Entity as at the publication hereof was composed as follows:
Until the date hereof, there were no changes in the composition of the Management Board of the Parent Entity.
| Managing and supervising persons | Number of shares or rights to shares as at 03.09.2019 |
Number of shares or rights to shares as at 30.06.2019 |
Number of shares or rights to shares as at 28.05.2018 |
Change |
|---|---|---|---|---|
| Ma na g em ent B oa rd | ||||
| Michał Jarczyński | - | - | - | - |
| Göran Eklund | - | - | - | - |
| Sup ervisory B oa rd | - | - | - | - |
| Per Lundeen | 34 760 | 34 760 | 34 760 | - |
| Thomas Onstad | 6 223 658 | 6 223 658 | 6 223 658 | - |
| Roger Mattsson | - | - | - | - |
| Dorota Raben | - | - | - | - |
| Mariusz Grendowicz | - | - | - | - |
As at 30 June 2019, the Capital Group reported:
In connection with the term and revolving loan agreements, agreements relating to the bond issue and the intercreditor agreement (described in more detail in the note "Obtaining new financing") signed on 9 September 2016, on 3 October 2016 the Company signed agreements and statements pursuant to which collateral to the above debt and other claims would be established in favour of BNP Paribas Bank Polska S.A., acting as the Collateral Agent, that is
under Polish law – Collateral Documents establishing the following Collateral:
› financial and registered pledges on all shares and interests registered in Poland, owned by the Company and the Guarantors, in companies in the Company Group (with the exception of Rottneros AB, Arctic Paper Mochenwangen GmbH and Arctic Paper Investment GmbH), except the shares in the Company;
› pledges on all shares and interests registered in Poland, owned by the Company and the Guarantors, in Group companies, with the exception of the shares in the company, as well as pledged on the shares in Rottneros (with the exception of the free package of shares in Rottneros);
The information regarding off-balance sheet items is disclosed in the abbreviated consolidated financial statements.
During the period under report, Arctic Paper S.A. and its subsidiaries were not a party to any proceedings pending before a court, arbitration or public administrative authority, the individual or joint value of which would equal or exceed 10% of th e Company's equity.
During the period under report, Arctic Paper S.A. and its subsidiaries did not execute any material transactions with related entities on non-market terms and conditions.
On 23 May 2018, Arctic Paper S.A. entered into a contract with KPMG Audyt Spółka z ograniczoną odpowiedzialnością sp.k. for a review of the Company's interim standalone financial statements and interim consolidated financial statements of the Group for the period from 1 January 2019 until 30 June 2019. The contract was concluded for the time required to perform the above services.
Members of the Management Board of Arctic Paper S.A. represent that to the best of their knowledge:
Signatures of the Members of the Management Board
| Position | First and last name | Date | Signature |
|---|---|---|---|
| President of the Management Board Chief Executive Officer |
Michał Jarczyński | 03 September 2019 | signed with a qualified electronic signature |
| Member of the Management Board Chief Financial Officer |
Göran Eklund | 03 September 2019 | signed with a qualified electronic signature |
for the period of six months ended on 30 June 2019 along with an independent auditor's opinion from a
review
| 3-month-period ended on |
6-month-period ended on |
3-month-period ended on |
6-month-period ended on |
||
|---|---|---|---|---|---|
| Note | 30 June 2019 (unaudited) |
30 June 2019 (unaudited) |
30 June 2018 (transformed)* |
30 June 2018 (transformed)* |
|
| Continuing operations | |||||
| Revenues from sales of goods | 10.1 | 762 517 | 1 583 089 | 784 111 | 1 572 178 |
| Sales revenues | 762 517 | 1 583 089 | 784 111 | 1 572 178 | |
| Costs of sales | 10.2 | (613 455) | (1 282 143) | (638 371) | (1 279 209) |
| Gross profit (loss) on sales | 149 062 | 300 946 | 145 740 | 292 968 | |
| Selling and distribution costs | 10.3 | (83 381) | (168 137) | (84 059) | (168 923) |
| Administrative expenses | 10.4 | (21 016) | (41 855) | (20 045) | (41 850) |
| Other operating income | 10.5 | 34 882 | 61 998 | 7 440 | 19 764 |
| Other operating expenses | 10.6 | (9 671) | (25 300) | (4 502) | (10 777) |
| Operating profit (loss) | 69 877 | 127 651 | 44 574 | 91 182 | |
| Financial income | 10.7 | (189) | 943 | 371 | 935 |
| Financial expenses | 10.7 | (9 814) | (18 180) | (14 149) | (21 969) |
| Gross profit (loss) | 59 874 | 110 415 | 30 795 | 70 148 | |
| Income tax | 13 | (12 176) | (25 827) | (11 137) | (21 735) |
| Net profit (loss) from continuing operations | 47 697 | 84 588 | 19 658 | 48 413 | |
| Discontinued operations | |||||
| Profit (loss) from discontinued operations | 9 | - | - | - | - |
| Net profit / (loss) | 47 697 | 84 588 | 19 658 | 48 413 | |
| Attributable to: | |||||
| The shareholders of the Parent Entity, of which: | 31 644 | 45 896 | 4 098 | 20 192 | |
| - profit (loss) from continuing operations | 31 644 | 45 896 | 4 098 | 20 192 | |
| - profit (loss) from discontinued operations | - | - | - | - | |
| Non-controlling shareholders, of which: | 16 053 | 38 692 | 15 561 | 28 221 | |
| - profit (loss) from continuing operations | 16 053 | 38 692 | 15 561 | 28 221 | |
| - profit (loss) from discontinued operations | - | - | - | - | |
| 47 698 | 84 588 | 19 658 | 48 413 | ||
| Earnings per share: | |||||
| – basic earnings from the profit/(loss) attributable to the | |||||
| shareholders of the Parent Entity | 14 | 0,46 | 0,66 | 0,06 | 0,29 |
| – basic profit/(loss) from continuing operations attributable to the shareholders of the Parent Entity |
14 | 0,46 | 0,66 | 0,06 | 0,29 |
| – diluted earnings from the profit attributable to the shareholders of the Parent Entity |
14 | 0,46 | 0,66 | 0,06 | 0,29 |
| – diluted profit from continuing operations attributable to the shareholders of the Parent Entity |
14 | 0,46 | 0,66 | 0,06 | 0,29 |
| 3-month-period ended on 30 June 2019 (unaudited) |
6-month-period ended on 30 June 2019 (unaudited) |
3-month-period ended on 30 June 2018 (transformed*) |
6-month-period ended on 30 June 2018 (transformed*) |
|
|---|---|---|---|---|
| Profit for the reporting period | 47 697 | 84 588 | 19 658 | 48 413 |
| Other total comprehensive income | ||||
| Items to be reclassified to profit/loss in future reporting periods: |
||||
| FX differences on translation of foreign operations | (15 189) | (25 492) | 12 584 | (6 108) |
| Measurement of financial instruments | 1 868 | (41 028) | 33 714 | 41 979 |
| Deferred income tax on the measurement of financial instruments | (690) | 8 752 | (7 629) | (9 148) |
| Other comprehensive income (net) | (14 012) | (57 768) | 38 670 | 26 723 |
| Total comprehensive income for the period | 33 686 | 26 820 | 58 328 | 75 135 |
| Total comprehensive income attributable to: | ||||
| The shareholders of the Parent Entity | 23 243 | 9 414 | 29 535 | 40 540 |
| Non-controlling shareholders | 10 442 | 17 406 | 28 793 | 34 595 |
| Note | As at 30 June 2019 (unaudited) |
As at 31 December 2018 | |
|---|---|---|---|
| ASSETS | |||
| Fixed assets | |||
| Tangible fixed assets | 15 | 934 136 | 901 960 |
| Investment properties | 4 236 | 4 236 | |
| Intangible assets | 15 | 39 064 | 49 160 |
| Interests in joint ventures | 1 134 | 1 182 | |
| Other financial assets | 18 | 34 051 | 52 520 |
| Other non-financial assets | 18 | 1 714 | 1 773 |
| Deferred income tax asset | 13 | 27 182 | 27 137 |
| 1 041 517 | 1 037 969 | ||
| Current assets | |||
| Inventories | 16 | 419 983 | 478 614 |
| Trade and other receivables | 17 | 404 605 | 365 946 |
| Corporate income tax receivables | 9 266 | 6 017 | |
| Other non-financial assets Other financial assets |
18 18 |
12 602 22 726 |
14 267 50 527 |
| Cash and cash equivalents | 11 | 206 406 | 201 118 |
| Assets for sale | 9 | 1 075 587 - |
1 116 489 1 716 |
| TOTAL ASSETS | 2 117 105 | 2 156 174 | |
| EQ UITY AND L IAB IL ITIES | |||
| Equity | |||
| Equity (attributable to the shareholders of the Parent Entity) | |||
| Share capital | 24 | 69 288 | 69 288 |
| Reserve capital | 407 976 | 407 976 | |
| Other reserves | 147 386 | 151 110 | |
| FX differences on translation | (32 144) | (12 338) | |
| Retained earnings / Accumulated losses | (6 449) | (27 745) | |
| Cumulated other comprehensive income related to discontinued operations | - | (11 649) | |
| 586 057 | 576 643 | ||
| Non-controlling interests | 281 061 | 284 550 | |
| Total equity | 867 118 | 861 193 | |
| Long-term liabilities | |||
| Interest-bearing loans, bonds and borrowings | 19 | 173 014 | 246 805 |
| Provisions | 22 | 102 813 | 106 846 |
| Other financial liabilities | 20 | 31 333 | 2 854 |
| Deferred income tax liability | 13 | 79 726 | 68 316 |
| Accruals and deferred income | 23 | 16 108 | 16 560 |
| Short-term liabilities | 402 993 | 441 381 | |
| Interest-bearing loans, bonds and borrowings | 19 | 262 129 | 223 698 |
| Provisions | 22 | 2 255 | 939 |
| Other financial liabilities | 20 | 13 391 | 8 486 |
| Trade and other payables | 21 | 476 243 | 516 678 |
| Income tax liability | 1 363 | 1 141 | |
| Accruals and deferred income | 23 | 91 614 | 99 303 |
| 846 994 | 850 245 | ||
| Liabilities related to assets held for sale | 9 | - | 3 355 |
| TOTAL LIABILITIES | 1 249 987 | 1 294 981 | |
| TOTAL EQUITY AND LIABILITIES | 2 117 105 | 2 156 174 |
| 6-month period ended on 30 June 2019 |
6-month period ended on 30 June 2018 |
||
|---|---|---|---|
| Note | (unaudited) | (transformed)* | |
| Ca sh f lows f rom op era ting a ctivities | |||
| Gross profit (loss) from continuing operations | 110 415 | 70 148 | |
| Gross profit /(loss) on discontinued operations Gross profit (loss) |
- 110 415 |
- 70 148 |
|
| Adjustments for: | |||
| Depreciation/amortisation | 43 959 | 45 232 | |
| FX gains / (loss) | 2 804 | 4 567 | |
| Interest, net | 11 231 | 11 227 | |
| Profit / loss from investing activities | (17 348) | (288) | |
| (Increase) / decrease in receivables and other non-financial assets | 11.1 | (38 599) | (90 291) |
| (Increase) / decrease in inventories | 11.1 | 45 094 | (61 072) |
| Increase (decrease) of liabilities except loans, borrowings, bonds and other financial | |||
| liabilities | 11.1 | (49 256) | 5 904 |
| Change in accruals and prepayments | 11.1 | (3 707) | 23 340 |
| Change in provisions | 11.1 | 905 | (1 943) |
| Income tax paid | (7 269) | (5 170) | |
| Certificates in cogeneration | 7 416 | (861) | |
| Other | (146) | (421) | |
| Net cash flows from operating activities | 105 497 | 374 | |
| Ca sh f lows f rom investing a ctivities | |||
| Disposal of tangible fixed assets and intangible assets | 7 657 | 1 162 | |
| Purchase of tangible fixed assets and intangible assets | 11.1 | (39 652) | (65 997) |
| Other capital outflows / inflows | - | (10 815) | |
| Net cash flows from investing activities | (31 995) | (75 650) | |
| Ca sh f lows f rom f ina ncing a ctivities | |||
| Change to overdraft facilities | (7 253) | 39 964 | |
| Repayment of leasing liabilities | (4 163) | (23 140) | |
| Repayment of other financial liabilities | (3) | (1) | |
| Inflows under contracted loans, borrowings and bonds | 2 819 | 14 506 | |
| Repayment of loans, borrowings and bonds | (24 461) | (17 094) | |
| Dividend disbursed to shareholders of AP SA | - | (13 857) | |
| Dividend disbursed to non-controlling shareholders | (20 895) | (11 510) | |
| Interest paid | (10 831) | (10 906) | |
| Net cash flows from financing activities | (64 788) | (22 039) | |
| Increase / (decrease) in cash and cash equivalents | 8 715 | (97 315) | |
| Net FX differences | (4 399) | (1 636) | |
| Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period |
11 | 202 089 206 406 |
243 851 144 901 |
| Attributable to the shareholders of the Parent Entity | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Share capital | Reserve capital |
FX differences on translation of foreign |
operations Other reserves | Retained earnings / (Accumulated losses) |
Cumulated other comprehensive income related to discontinued operations |
Total | Equity attributable to non-controlling shareholders |
Total equity | |
| As at 01 January 2019 | 69 288 | 407 976 | (12 338) | 151 110 | (27 745) | (11 649) | 576 643 | 284 550 | 861 193 |
| Net profit / (loss) for the period | - | - | - | - | 45 896 | - | 45 896 | 38 692 | 84 588 |
| Other comprehensive income (net) for the period | - | - | (13 234) | (23 248) | - | - | (36 482) | (21 286) | (57 768) |
| Total comprehensive income for the period | - | - | (13 234) | (23 248) | 45 896 | - | 9 414 | 17 406 | 26 820 |
| Profit distribution | - | - | - | 19 523 | (19 523) | - | - | - | - |
| Dividend distribution to non-controlling entities | - | - | - | - | - | - | - | (20 895) | (20 895) |
| Derecognition of discontinued operations | - | - | (6 572) | - | (5 077) | 11 649 | - | - | - |
| As at 30 June 2019 (unaudited) | 69 288 | 407 976 | (32 144) | 147 386 | (6 449) | - | 586 057 | 281 061 | 867 118 |
| Attributable to the shareholders of the Parent Entity | |||||||||
| Share capital | Reserve capital |
FX differences on translation of foreign |
operations Other reserves | Retained earnings / (Accumulated losses) |
Cumulated other comprehensive income related to discontinued operations |
Total | Equity attributable to non-controlling shareholders |
Total equity | |
| As at 01 January 2018 | 69 288 | 447 638 | (9 207) | 125 997 | (72 665) | (11 611) | 549 439 | 231 555 | 780 993 |
| Net profit / (loss) for the period | - | - | - | - | 20 192 | - | 20 192 | 28 221 | 48 413 |
| Other comprehensive income (net) for the period | - | - | (3 709) | 24 057 | - | - | 20 348 | 6 375 | 26 723 |
| Total comprehensive income for the period | - | - | (3 709) | 24 057 | 20 192 | - | 40 540 | 34 595 | 75 135 |
| Dividend disbursed to shareholders of AP SA | - | - | - | (13 857) | - | (13 857) | - | (13 857) | |
| Profit distribution | - | (39 662) | - | 39 662 | - | - | - | - | |
| Dividend distribution to non-controlling entities | - | - | - | - | - | - | - | (11 510) | (11 510) |
| Discontinued operations | - | - | 114 | - | - | (114) | - | - | - |
| As at 30 June 2018 (transformed)* | 69 288 | 407 976 | (12 802) | 136 196 | (12 811) | (11 725) | 576 122 | 254 640 | 830 761 |
*information on the transformed data is provided in note 6.4 hereof
Additional notes to the interim abbreviated consolidated financial statements
provided on pages 48 to 83 constitute an integral part hereof
The Arctic Paper Group is a leading European producer in terms of production volume of bulky book paper, offering a broad range of products in the segment and one of the leading producers of high -quality graphic paper in Europe. The Group produces numerous types of uncoated and coated wood-free paper as well as wood-containing uncoated paper for printing houses, paper distributors, book and magazine publishing houses and the advertising industry.
Our consolidated sales revenues for six months of 2019 amounted to PLN 1,583 million.
Arctic Paper S.A. is a holding company set up in April 2008. As a result of capital restructuring carried out in 2008, the Paper Mills Arctic Paper Kostrzyn (Poland) and Arctic Paper Munkedals (Sweden), Distribution Companies and Sales Offices have become the properties of Arctic Paper S.A. Previously they were owned by Trebruk AB (formerly Arctic Paper AB), the Parent Entity of Arctic Paper S.A. In addition, under the expansion, the Group acquired the Paper Mill Arctic Paper Mochenwangen (Germany) in November 2008 and the Paper Mill Grycksbo (Sweden) in March 2010. In 2012, the Group acquired shares in Rottneros AB, a company listed on NASDAQ in Stockholm, Sweden, holding interests in two pulp companies (Sweden).
The Parent Entity is entered in the register of entrepreneurs of the National Court Register maintained by the District Court in Poznań – Nowe Miasto i Wilda, 8th Commercial Division of the National Court Register, under KRS number 0000306944. The Parent Entity holds statis tical number REGON 080262255. The Company has a foreign branch in Göteborg, Sweden.
The interim abbreviated consolidated financial statements of the Group with respect to the interim abbreviated consolidated profit and loss account, statement of comprehens ive income, cash flow statement and statement of changes to equity, cover the period of 6 months ended on 30 June 2019 and contain comparable data for the period of 6 months ended on 30 June 2018; and in the consolidated statement of financial condition, it presents data as at 30 June 2019 and as at 31 December 2018 and 30 June 2018.
The interim abbreviated consolidated statement of comprehensive income, the interim abbreviated profit and loss account and notes to the interim abbreviated consolidate statement of comprehensive income and the interim abbreviated consolidated profit and loss account contain data for the period of 3 months ended on 30 June 2019 and comparable data for the period of 3 months ended on 30 June 2018.
The main area of the Arctic Paper Group's business activities is paper production.
The additional business activities of the Group, subordinated to paper production are:
Nemus Holding AB, a company under Swedish law (a company owned indirectly by Mr Thomas Onstad), is the majority shareholder of Arctic Paper S.A., holding (as at 30 June 2019) 40,381,449 shares of our Company, which constitutes 58.28% of its share capital and corresponds to 58.28% of the total number of votes at General Meetings. Thus Nemus Holding AB is the parent entity of the Issuer.
Additionally, Mr Thomas Onstad, an indirect shareholder of Nemus Holding AB, holds directly 6,223,658 shares representing 8.98% of the total number of shares in the Company, and via another entity – 600,000 shares accounting for 0.87% of the total number of shares of the Issuer. Mr Thomas Onstad's total direct and indirect holdings in the equity of Arctic Paper S.A. as at 30 June 2019 and as at 31 December 2018 was 68.13% and has not changed until the date hereof. The ultimate parent entity of the Arctic Paper Group is Incarta Development S.A. The duration of the Company is indefinite.
The Group is composed of Arctic Paper S.A. and the following subsidiaries:
| Unit | Registered office | Business objects | Group's interest in the equity of the subsidiary entities as at |
||||
|---|---|---|---|---|---|---|---|
| 3 September 2019 |
30 June 2019 |
28 May 2019 |
31 December 2018 |
||||
| Arctic Paper Kostrzyn S.A. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Paper production | 100% | 100% | 100% | 100% | |
| Arctic Paper Munkedals AB | Sweden, SE 455 81 Munkedal | Paper production | 100% | 100% | 100% | 100% | |
| Arctic Paper Mochenwangen GmbH | Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Paper production | 99,74% | 99,74% | 99,74% | 99,74% | |
| Arctic Paper Grycksbo AB | Sweden, Box 1, SE 790 20 Grycksbo | Paper production | 100% | 100% | 100% | 100% | |
| Arctic Paper UK Limited | United Kingdom, 8 St Thomas Street SE1 9RR London |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Baltic States SIA | Latvia, K. Vardemara iela 33-20, Riga LV-1010 |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Deutschland GmbH | Germany, Am Sandtorkai 72, 20457 Hamburg |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Benelux S.A. | Belgium, Ophemstraat 24, B-3050 Oud-Heverlee |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Schweiz AG | Switzerland, Gutenbergstrasse 1, CH-4552 Derendingen |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Italia srl | Italy, Via Cavriana 7, 20 134 Milan | Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Danmark A/S | Denmark, Korskildelund 6 DK-2670 Greve |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper France SAS | France, 43 rue de la Breche aux Loups, 75012 Paris |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Espana SL | Spain, Avenida Diagonal 472-474, 9-1 Barcelona |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Papierhandels GmbH | Austria, Hainborgerstrasse 34A, A-1030 Wien |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Polska Sp. z o.o. | Poland, Okrężna 9, 02-916 Warszawa |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Norge AS | Norway, Eikenga 11-15, NO-0579 Oslo |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Sverige AB | Sweden, SE 455 81 Munkedal | Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper East Sp. z o.o. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Trading company | 100% | 100% | 100% | 100% | |
| Arctic Paper Investment GmbH * | Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Activities of holding companies |
100% | 100% | 100% | 100% | |
| Arctic Paper Finance AB | Sweden, Box 383, 401 26 Göteborg | Activities of holding companies |
100% | 100% | 100% | 100% | |
| Arctic Paper Verwaltungs GmbH * | Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Activities of holding companies |
100% | 100% | 100% | 100% | |
| Arctic Paper Immobilienverwaltung GmbH&Co. KG* |
Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Activities of holding companies |
94,90% | 94,90% | 94,90% | 94,90% | |
| Arctic Paper Investment AB ** | Sweden, Box 383, 401 26 Göteborg | Activities of holding companies |
100% | 100% | 100% | 100% |
| Group's interest in the equity of the | ||||||
|---|---|---|---|---|---|---|
| Unit | Registered office | Business objects | subsidiary entities as at | |||
| 3 September 2019 |
30 June 2019 |
28 May 2019 |
31 December 2018 |
|||
| EC Kostrzyn Sp. z o.o. | Poland, ul. Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Rental of properties and machines and equipment |
100% | 100% | 100% | 100% |
| Arctic Paper Munkedals Kraft AB | Sweden, 455 81 Munkedal | Production of hydropower | 100% | 100% | 100% | 100% |
| Rottneros AB | Sweden, Sunne | Activities of holding companies |
51,27% | 51,27% | 51,27% | 51,27% |
| Rottneros Bruk AB | Sweden, Sunne | Pulp production | 51,27% | 51,27% | 51,27% | 51,27% |
| Utansjo Bruk AB | Sweden, Harnösand | Non-active company | 51,27% | 51,27% | 51,27% | 51,27% |
| Vallviks Bruk AB | Sweden, Söderhamn | Pulp production | 51,27% | 51,27% | 51,27% | 51,27% |
| Rottneros Packaging AB | Sweden, Stockholm | Production of food packaging |
51,27% | 51,27% | 51,27% | 51,27% |
| SIA Rottneros Baltic | Latvia, Ventspils | Procurement bureau | 51,27% | 51,27% | 51,27% | 51,27% |
* – companies established for the purpose of the acquisition of Arctic Paper Mochenwangen GmbH
** – the company established for the purpose of the acquisition of Grycksbo Paper Holding AB
As at 30 June 2019, and as well as on the day hereof, the percentage of voting rights held by the Group in its subsidiaries corresponded to the percentage held in the share capital of those entities. All subsidiaries within the Group are consolidated under the full method from the day of obtaining control by the Group and cease to be consolidated from the day the control has been transferred out of the Group.
On 1 October 2012, Arctic Paper Munkedals AB purchased 50% shares in Kalltorp Kraft Handelsbolaget with its registered office in Trolhattan, Sweden. Kalltorp Kraft is involved in the production of energy in its hydro power plant. The purpose of the purchase was to implement the strategy of increasing its own energy potential. The shares in Kalltorp Kraft were recognised as a joint venture and measured using the equity method.
As at 30 June 2019, the Parent Entity's Management Board was composed of:
Until the date hereof, there were no changes to the composition of the Management Board of the Parent Entity.
As at 30 June 2019, the Parent Entity's Supervisory Board was composed of:
— Dorota Raben – Member of the Supervisory Board appointed on 28 May 2019 (independent member).
On 28 May 2019, the Ordinary General Meeting of the Company approved a resolution dismissing Mr Maciej Georg from the Supervisory Board. Additionally, the Ordinary General Meeting appointed Ms Dorota Raben to the Supervisory Board.
Until the date hereof, there were no changes to the composition of the Supervisory Board of the Parent Entity.
As at 30 June 2019, the Parent Entity's Audit Committee was composed of:
As a result of the dismissal of Mr Maciej Georg from the Supervisory Board of 28 May 2019, he also stopped being a Member of the Audit Committee.
Until the date hereof, there were no other changes in the composition of the Audit Committee of the Parent Entity.
These interim abbreviated financial statements were approved for publication by the Management Board on 3 September 2019.
These interim abbreviated consolidated financial statements were prepared in accordance with International Accounting Standard no 34.
These interim abbreviated consolidated financial statements have been presented in Polish zloty ("PLN") and all values are rounded to the nearest thousand (PLN '000) except as stated otherwise.
These interim abbreviated consolidated financial statements have been prepared based on the assumption that the Group will continue as a going concern in the foreseeable future.
In connection with the term and revolving loan agreements, agreements related to bond issues, signed on 9 September 2016, the Group agreed to maintain specified financial ratios that are calculated at the end of each quarter. The ratios are calculated on the basis of results of the paper segment.
As at 30 June 2019, the Group failed to maintain the Net Debt ratio as required in the loan agreement with th e consortium of financing banks (Santander Bank S.A., BNP Paribas Bank Polska S.A. and the European Bank for Reconstruction and Development) – being a ratio of interest-bearing debt cash reduced by cash to EBITDA(net of any data on discontinued operations of the Rottneros Group). The set net debt to EBITDA ratio was not complied with as per the bond issue terms and conditions. Failure to comply with the ratios was due to continued lower demand for paper, which resulted in lower revenues and EBITDA.
After the balance sheet date, Arctic Paper S.A. received a written assurance from Santander Bank S.A. acting as the consortium agent of the financing banks that failure by the Group to comply with the ratio levels as at 30 June 2019 did not constitute an event of default under the loan agreement of 9 September 2016 ("default"). In accordance with IAS 1, as such assurance was not available on 30 June 2019, the Group disclosed its entire debt to the bank consortium as at that day as short-term liabilities: interest-bearing loans, borrowings and bonds.
Similarly, the entire debt to the Bondholders was disclosed as short-term. However, due to the above assurance received from the consortium of financing banks and maintenance of the ratio within the specified range the C ompany is not obliged to receive a similar assurance from Bondholders. According to conditions set forth in the Bond issue terms and conditions such violation does not form the basis of their right to claims premature Bond redemption.
The interim abbreviated consolidated financial statements do not include all the information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the Group's annual consolidated financial statements for the year ended on 31 December 2018.
The accounting principles (policies) applied to prepare the interim abbreviated consolidated financial statements are compliant with those applied to the annual consolidated financial statements of the Group for the year ended on 31 December 2018. The new standards, which were effective on 1 January 2019 did not have significant infl uence on financial data of the Group, with the following exceptions:
— IFRS 16 Leases – effective for financial years beginning on or after 1 January 2019,
The Group has not decided to adopted earlier any other standard, interpretation or amendment that was issued but is not yet effective.
In January 2016, the International Accounting Standards Board issued International Financial Reporting Standard 16 Leases ("IFRS 16"), which replaced IAS 17 Leases, IFRIC 4 Determining whether an Arrangement Contains a Lease, SIC 15 Operating Leases – Incentives and SIC 27 Evaluating the substance of transactions involving the legal form of a lease. IFRS 16 sets out the accounting principles for leases in terms of measurement, presentation and disclosure.
IFRS 16 introduces a uniform model of the lessee accounting and requires the lessee to recognize assets and liabilities resulting from each lease with a period exceeding 12 months, unless the underlying asset is of low value. On the lease commencement date, the lessee recognizes an asset with respect to the right to use the underlying asset and a lease liability that reflects the lessee's obligation to make lease payments.
The lessee separately recognizes depreciation of an asset with respect to the right of use and interest on the lease liability.
The lessee updates the measurement of the lease liability after the occurrence of certain events (e.g. changes in the lease period, changes in future lease payments resulting from a change in the index or the rate used to determine such payments). In such cases, the lessee recognizes the revaluation of the lease liability as an adjustment to the value of the asset with respect to the right of use.
The Group is a lessee primarily in case of perpetual usufruct right of land, rental contracts for office space, lease of moto r vehicles and machines and equipment.
The lessor accounting under IFRS 16 remains substantially unchanged from to t he current accounting under IAS 17. The lessor will include all lease agreements using the same classification principles as in the case of IAS 17, distinguishing between operating leases and financial leasing.
IFRS 16 requires broader disclosures from both the lessee and the lessor than in the case of IAS 17.
IFRS 16 is effective for annual periods beginning on and after 1 January 2019. Earlier application is permitted for entities which apply IFRS 15 from or before the date of the first application of IFRS 16. The Group did not decide on early adoption of IFRS 16.
The application of IFRS 16 for the first time was subject to the lessee's decision to select a full retrospective approach wi th a recognition of the cumulated effect as the day of the first application (1 January 2019) and interim regulations provided for certain practical solutions.
As at 1 January 2019, the Group implemented prospectively a uniform model of lessee accounting covering lease contracts in compliance with IFRS 16 with terms in excess of 12 months unless the underlying asset has value under EUR 5 thousand. The contracts covered with IFRS 16 are mainly operational lease contracts within the meaning of IAS 17 (motor vehicles and fork-lift trucks, office equipment, perpetual usufruc t right of land in Poland) and lease contracts for specified periods of time over 12 months from 31 December 2018 (lease of warehouse and office space, rental of machinery).
As at 01 January 2019, the value of use rights, disclosed in tangible fixed assets and lease liabilities grew by PLN 38,080 thousand. The average weighted margin interest rate applied to lease liabilities recognised in the statement of financial condition on the date of the first application was between 3% and 4.79%, depending on the ty pe of assets or funding method of the company.
Due to the interim regulations applied in the implementation of IFRS 16, the Group did not adjust any comparable data as at 31 December 2018. Additionally, the Group applied simplifications relating to the co ntract value or the remaining lease term.
The difference between the amounts of future payments that the Group was obliged to make under operational leases, disclosed in compliance with IAS 17 as at the end of 2018, discounted with the marginal interest r ate as at the day of the first application, and the lease liabilities disclosed in the statement of financial condition on the day of the first applic ation of IFRS 16 – 1 January 2019, was due to the recognition of lease contracts that did not have to be disclosed in 2018 in compliance with IAS 17.
The following standards and interpretations were issued by the International Accounting Standards Board (IASB) or the International Financial Reporting Interpretations Committee (IFRIC) but are not yet effective:
The Group does not expect the Standards to have material effect on its financial statements when they become effective.
Transactions denominated in currencies other than the functional currency of the entity are translated into the presentation currency at the foreign exchange rate prevailing on the transaction date.
On the balance sheet date, monetary assets and liabilities expressed in currencies other than the functional currency of the entity are translated into the functional currency using the mean foreign exchange rate prevailing for the presentation currency as at the end of the reporting period. Foreign exchange differences from translation are recognised under financial income or financial expenses or are capitalised as cost of assets, as defined in the accounting policies. Non-monetary foreign currency assets and liabilities recognised at historical cost are translated at the historical foreign exchange rates prevailing on the transaction date. Non-monetary foreign currency assets and liabilities recogni sed at fair value are translated into PLN using the rate of exchange prevailing on the date of revaluation to fair value.
The functional currencies of the foreign subsidiaries are EUR, SEK, DKK, NOK, GBP and CHF. As on the balance sheet date, the assets and liabilities of those subsidiaries are translated into the presentation currency of the Group (PLN) at the rate of exchange prevailing on the balance sheet date and their profit and loss accounts are translated using the average weighted exchange rates for the relevant reporting period. The FX differences on translation are recognised in other total comprehensive income and cumulated in a separate equity item. On disposal of a foreign operation, the cumulative amount of the deferred exchange differences recognised in equity and relating to that particular foreign operation shall be recognised in the profit and loss account.
Exchange differences on loans treated in compliance with IAS 21 as investments in subsidiaries are recognised in the interim abbreviated consolidated financial statements in other total comprehensive income.
The following exchange rates were used for book valuation purposes:
| 30 June 2019 | 31 December 2018 | |||
|---|---|---|---|---|
| USD | 3,7336 | 3,7597 | ||
| EUR | 4,2520 | 4,3000 | ||
| SEK | 0,4030 | 0,4201 | ||
| DKK | 0,5697 | 0,5759 | ||
| NOK | 0,4383 | 0,4325 | ||
| GBP | 4,7331 | 4,7895 | ||
| CHF | 3,8322 | 3,8166 |
Mean foreign exchange rates for the reporting periods are as follows:
| 01/01 - 30/06/2019 | 01/01 - 30/06/2018 | |
|---|---|---|
| USD | 3,8002 | 3,4872 |
| EUR | 4,2940 | 4,2201 |
| SEK | 0,4085 | 0,4160 |
| DKK | 0,5752 | 0,5666 |
| NOK | 0,4413 | 0,4398 |
| GBP | 4,9167 | 4,7965 |
| CHF | 3,8017 | 3,6085 |
As a result an analysis of IAS 17 Leases, as at 31 December 2018 the Group decided to make an adjustment to eliminate perpetual usufruct right to land and to treat it as operational lease, applying th e adjustment retrospectively.
Basic and diluted profit per share attributable to the shareholders of the parent entity for the 6-month period ended on 30 June 2018 and for the 3-month period ended on 30 June 2018 was not changed and amounted to PLN 0.29 and PLN 0.06 respectively.
In Q2 2019, the Issuer's Management Board decided to discontinue presenting the results of the AP Mochenwangen Group as discontinued operations due to non-compliance with its criteria. As a result profit/loss from discontinued operations for 6 months ended on 30 June 2019 and for 3 months ended on that day was disclosed as continuing operations.
The adjustment had no impact on net profit/loss and as a result on basic and diluted profit per share attributable to shareholders of the Parent Entity.
Additional information was presented in the note no.9.
Effective on 1 January 2018, the Rottneros Group and the Arctic Paper Group recognised result of completed forward contracts for the sale of pulp as revenues from auxiliary products.
The adjustment had no impact on net profit/loss and profit per share.
Additional information are specified in note 9 in the interim abbreviated consolidated financial statements, further below in this semi-annual report
The table below presents the impact of the above adjustments on the statement of financial condition as at 30 June 2018 and the profit and loss account for the period of 6 months ended on 30 June 2018 and the period of 3 months ended on 30 June 2018.
| Impact of adjustment - | Impact of adjustment - discontinued |
Impact of adjustment - revenues from pulp |
|||
|---|---|---|---|---|---|
| Approved data | error adjustment | operations | sales | Transformed data | |
| Impact on the consolidated report on financing activities as at 30 June 2018 | |||||
| Tangible fixed assets | 854 554 | (12 359) | - | - | 842 195 |
| Total impact on assets | - | (12 359) | - | - | |
| Retained earnings / Accumulated losses | (2 800) | (10 011) | - | - | (12 811) |
| Deferred income tax provision | 57 409 | (2 348) | - | - | 55 061 |
| Total impact on equity and liabilities | (12 359) | - | - | ||
| Impact on the consolidated profit and loss account for six months ended on 30 June 2018 | |||||
| Revenues from sales of goods | 1 582 162 | - | - | (9 984) | 1 572 178 |
| Costs of sales | (1 270 636) | 74 | (743) | (7 904) | (1 279 209) |
| Selling and distribution costs | (168 898) | - | (25) | - | (168 923) |
| Overheads | (40 305) | - | (1 545) | - | (41 850) |
| Other operating income | 18 994 | 284 | 486 | - | 19 764 |
| Other operating expenses | (28 665) | - | - | 17 888 | (10 777) |
| Financial expenses | (21 956) | - | (13) | - | (21 969) |
| Income tax | (21 669) | (68) | 2 | - | (21 735) |
| Discontinued operations | (1 838) | - | 1 838 | - | |
| Impact on net profit (loss) account for six months ended on 30 June 2018 | 290 | - | - | ||
| Impact on the consolidated profit and loss account for three months ended on 30 June 2018 | |||||
| Revenues from sales of goods | 792 431 | - | - | (8 320) | 784 111 |
| Costs of sales | (634 355) | 36 | (308) | (3 744) | (638 371) |
| Selling and distribution costs | (84 046) | - | (13) | - | (84 059) |
| Administrative expenses | (19 186) | - | (859) | - | (20 045) |
| Other operating income | 7 176 | - | 264 | - | 7 440 |
| Other operating expenses | (16 566) | - | - | 12 064 | (4 502) |
| Financial expenses | (14 136) | - | (13) | - | (14 149) |
| Income tax | (11 125) | (7) | (5) | - | (11 137) |
| Discontinued operations | (934) | - | 934 | - | |
| Impact on net profit (loss) for three months ended on 30 June 2018 | 29 | - | - |
The Group's activities are not of seasonal nature. Therefore, the results presented by the Group do not change significantly during the year.
Operating segments cover continuing operations. The core activity of the Group comprises production of paper presented as "Uncoated" and "Coated" segments and covering the financial results of three Paper Mills:
In connection with the acquisition of the Rottneros Group in December 2012, including two Pulp Mills, the Arctic Paper Group has distinguished its operational segment "Pulp".
The Group identifies four business segments:
The split of operating segments into the uncoated and coated paper segments is due to the following factors:
Every month, on the basis of internal reports received from companies (apart from companies of the Rottneros Group), the results in each operating segment are analysed by the management of the Group. The financial results of companies in the Rottneros Groups are analysed on the basis of quarterly financial results published on the websites of Rottneros AB.
The operating results are measured primarily on the basis of EBITDA calculated by adding depreciation/amortisation and impairment charges to tangible fixed assets and intangible assets to profit (loss) on operations, in each case in compliance with EU IFRS. In accordance with EU IFRS, EBITDA is not a metric of operating profit (loss), operational results or liquidity. EBITDA is a metric that the Management Board uses to manage the operations.
Transactions between segments are concluded at arms' length like between unrelated entities.
The table below presents data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 6 months ended on 30 June 2019 and as at 30 June 2019.
| Continuing operations | |||||||
|---|---|---|---|---|---|---|---|
| Uncoated | Coated | Pulp | Other | Total | Eliminations | Continuing opetations |
|
| Revenues | |||||||
| Sales to external customers | 793 733 | 317 244 | 472 112 | - | 1 583 089 | - | 1 583 089 |
| Sales between segments | - | 15 176 | 22 948 | 14 908 | 53 032 | (53 032) | - |
| Total segment revenues | 793 733 | 332 420 | 495 060 | 14 908 | 1 636 121 | (53 032) | 1 583 089 |
| Result of the seg m ent | |||||||
| EBITDA | 59 095 | (6 741) | 119 680 | (1 124) | 170 911 | 699 | 171 610 |
| Interest income | 1 902 | 132 | - | 3 654 | 5 688 | (4 799) | 889 |
| Interest expense | (2 149) | (2 003) | (4 085) | (6 183) | (14 420) | 2 264 | (12 156) |
| Depreciation/amortisation | (29 974) | 3 928 | (17 400) | (512) | (43 959) | - | (43 959) |
| FX gains and other financial income | 976 | 218 | 2 042 | 27 644 | 30 880 | (30 825) | 55 |
| FX losses and other financial | |||||||
| expenses | (3 712) | (2 762) | - | (4 254) | (10 728) | 4 704 | (6 024) |
| Gross profit | 26 138 | (7 228) | 100 238 | 19 225 | 138 372 | (27 957) | 110 415 |
| Assets of the segment | 994 344 | 256 887 | 962 279 | 454 397 | 2 667 907 | (579 118) | 2 088 789 |
| Liabilities of the segment | 511 471 | 417 603 | 329 251 | 406 585 | 1 664 910 | (494 649) | 1 170 261 |
| Capital expenditures | (22 305) | (1 538) | (15 753) | (56) | (39 652) | - | (39 652) |
| Interests in joint ventures | 1 134 | - | - | - | 1 134 | - | 1 134 |
— Revenues from inter-segment transactions are eliminated on consolidation.
— The results of the segments do not cover financial income (PLN 943 thousand of which PLN 889 thousand is interest income) and financial expenses (PLN 18,180 thousand of which PLN 12,156 thousand is interest expense), depreciation/amortisation (PLN 43,959 thousand), and income tax liability (PLN -25,827 thousand). However, segment result includes inter-segment loss (PLN -699 thousand).
— Assets and liabilities of segments do not contain any deferred income tax (asset: PLN 27,182 thousand, provision: PLN 79,726 thousand), since those items are managed at the Group level. Segment assets do not also include investments in companies operating in the Group.
The table below presents data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 3 months ended on 30 June 2019 and as at 30 June 2019.
| Continuing operations | |||||||
|---|---|---|---|---|---|---|---|
| Uncoated | Coated | Pulp | Other | Total | Eliminations | Continuing opetations |
|
| Revenues | |||||||
| Sales to external customers | 387 057 | 150 577 | 224 884 | - | 762 517 | - | 762 517 |
| Sales between segments | - | 6 257 | 9 936 | 7 587 | 23 780 | (23 780) | - |
| Total segment revenues | 387 057 | 156 834 | 234 820 | 7 587 | 786 298 | (23 780) | 762 517 |
| Result of the seg m ent | |||||||
| EBITDA | 42 228 | (5 258) | 53 588 | (425) | 90 133 | 396 | 90 529 |
| Interest income | 1 750 | 53 | - | 1 751 | 3 554 | (3 147) | 407 |
| Interest expense | (981) | (1 056) | (2 019) | (2 574) | (6 630) | 1 152 | (5 478) |
| Depreciation/amortisation | (15 243) | 3 883 | (9 015) | (277) | (20 652) | - | (20 652) |
| FX gains and other financial income | 207 | 110 | (849) | 24 073 | 23 541 | (24 136) | (595) |
| FX losses and other financial | |||||||
| expenses | (1 515) | (1 626) | - | (2 197) | (5 338) | 1 003 | (4 335) |
| Gross profit | 26 446 | (3 895) | 41 704 | 20 352 | 84 608 | (24 732) | 59 874 |
| Assets of the segment | 994 344 | 256 887 | 962 279 | 454 397 | 2 667 907 | (579 118) | 2 088 789 |
| Liabilities of the segment | 511 471 | 417 603 | 329 251 | 406 585 | 1 664 910 | (494 649) | 1 170 261 |
| Capital expenditures | (12 618) | (1 175) | (6 381) | (31) | (20 205) | - | (20 205) |
| Interests in joint ventures | 1 134 | - | - | - | 1 134 | - | 1 134 |
— Revenues from inter-segment transactions are eliminated on consolidation.
— The results of the segments do not cover financial income (PLN -189 thousand of which PLN 407 thousand is interest income) and financial expenses (PLN 9,814 thousand of which PLN 5,478 thousand is interest expense), depreciation/amortisation (PLN 20,652 thousand), and income tax liability (PLN -12,176 thousand). However, segment result includes inter-segment loss (PLN -396 thousand).
— Assets and liabilities of segments do not contain any deferred income tax (asset: PLN 27,182 thousand, provision: PLN 79,726 thousand), since those items are managed at the Group level. Segment assets do not also include investments in companies operating in the Group.
The table below presents transformed data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 6 months ended on 30 June 2018 and as at 31 December 2018.
| Continuing operations | |||||||
|---|---|---|---|---|---|---|---|
| Uncoated | Coated | Pulp | Other | Total | Eliminations | Continuing opetations |
|
| Revenues | |||||||
| Sales to external customers | 801 744 | 330 638 | 439 796 | - | 1 572 178 | - | 1 572 178 |
| Sales between segments | 1 | 12 206 | 23 160 | 17 864 | 53 231 | (53 231) | - |
| Total segment revenues | 801 746 | 342 843 | 462 956 | 17 864 | 1 625 409 | (53 231) | 1 572 178 |
| Result of the seg m ent | |||||||
| EBITDA | 63 985 | (15 658) | 86 934 | 1 048 | 136 310 | 104 | 136 414 |
| Interest income | 248 | 40 | - | 3 687 | 3 976 | (3 481) | 495 |
| Interest expense | (1 651) | (1 761) | (4 160) | (6 686) | (14 258) | 2 485 | (11 772) |
| Depreciation/amortisation | (25 223) | (4 956) | (14 808) | (246) | (45 232) | - | (45 232) |
| FX gains and other financial income | 924 | 193 | 4 575 | 40 712 | 46 406 | (45 965) | 440 |
| FX losses and other financial | |||||||
| expenses | (5 822) | (6 058) | - | (5 672) | (17 553) | 7 356 | (10 196) |
| Gross profit (loss) | 32 461 | (28 200) | 72 543 | 32 844 | 109 648 | (39 500) | 70 148 |
| Assets of the segment | 972 636 | 260 699 | 963 033 | 485 004 | 2 681 372 | (555 233) | 2 126 139 |
| Liabilities of the segment | 494 701 | 404 565 | 336 500 | 457 485 | 1 693 251 | (469 941) | 1 223 310 |
| Capital expenditures | (28 702) | (5 419) | (31 737) | (139) | (65 997) | - | (65 997) |
| Interests in joint ventures | 1 182 | - | - | - | 1 182 | - | 1 182 |
— Revenues from inter-segment transactions are eliminated on consolidation.
— The results of the segments do not cover financial income (PLN 935 thousand of which PLN 495 thousand is interest income) and financial expenses (PLN 21,969 thousand of which PLN 11,772 thousand is interest expense), depreciation/amortisation (PLN 45,232 thousand), and income tax liability (PLN -21,735 thousand). However, segment result includes inter-segment loss (PLN -104 thousand).
— Assets and liabilities of segments do not contain any deferred income tax (asset: PLN 27,137 thousand, provision: PLN 68,316 thousand), since those items are managed at the Group level. Segment assets do not also include investments in companies operating in the Group.
The table below presents transformed data concerning revenues and profit as well as certain assets and liabilities split by segments of the Group for the period of 3 months ended on 30 June 2018 and as at 31 December 2018.
| Continuing Operations | |||||||
|---|---|---|---|---|---|---|---|
| Uncoated | Coated | Pulp | Other | Total | Eliminations | Continuing opetations |
|
| Revenues | |||||||
| Sales to external customers | 394 673 | 164 088 | 225 350 | - | 784 111 | - | 784 111 |
| Sales between segments | 1 | 6 197 | 12 478 | 9 340 | 28 016 | (28 016) | - |
| Total segment revenues | 394 674 | 170 285 | 237 828 | 9 340 | 812 127 | (28 016) | 784 111 |
| Result of the seg m ent | |||||||
| EBITDA | 26 380 | (9 571) | 47 110 | 1 151 | 65 069 | 785 | 65 854 |
| Interest income | 99 | 35 | - | 1 838 | 1 972 | (1 756) | 215 |
| Interest expense income | (769) | (936) | (2 063) | (2 518) | (6 286) | 1 214 | (5 072) |
| Depreciation/amortisation | (11 169) | (2 432) | (7 556) | (123) | (21 280) | - | (21 280) |
| FX gains and other financial income | (1 060) | 96 | 2 060 | 39 859 | 40 955 | (40 799) | 156 |
| FX losses and other financial | |||||||
| expenses | (4 617) | (3 319) | - | (3 512) | (11 448) | 2 370 | (9 078) |
| Gross profit (loss) | 8 864 | (16 128) | 39 551 | 36 694 | 68 982 | (38 187) | 30 795 |
| Assets of the segment | 972 636 | 260 699 | 963 033 | 485 004 | 2 681 372 | (555 233) | 2 126 139 |
| Liabilities of the segment | 494 701 | 404 565 | 336 500 | 457 485 | 1 693 251 - |
(469 941) | 1 223 310 |
| Capital expenditures | (12 570) | (1 571) | (18 772) | (100) | (33 012) | - | (33 012) |
| Interests in joint ventures | 1 182 | - | - | - | 1 182 | - | 1 182 |
— Revenues from inter-segment transactions are eliminated on consolidation.
— The results of the segments do not cover financial income (PLN 371 thousand of which PLN 215 thousand is interest income) and financial expenses (PLN 14,149 thousand of which PLN 5,072 thousand is interest expense), depreciation/amortisation (PLN 21,280 thousand), and income tax liability (PLN -11,137 thousand). However, segment result includes inter-segment loss (PLN -785 thousand).
— Assets and liabilities of segments do not contain any deferred income tax (asset: PLN 27,137 thousand, provision: PLN 68,316 thousand), since those items are managed at the Group level. Segment assets do not also inclu de investments in companies operating in the Group.
In Q2 2019, AP Mochenwangen sold a plot of land. In this connection, the Issuer's Management Board assessed the opportunity to sell the other assets and liabilities as an organis ed part of the AP Mochenwangen Group as unlikely and decided to discontinue to present the results of the Group as discontinued operations due to non-compliance with its criteria. As a result profit/loss of discontinued operations for 6 months ended on 30 June 2019 and for 3 months ended on that day and the equivalent periods in 2018 was disclosed in continuing operations (the impact of the adjustment was detailed in note 6.4).
Assets and liabilities, except provision for pension benefits, earlier assigned to assets held for sale and the related liabilities as at 30 June 2019 were disclosed as assets and liabilities related to continuing operations.
In H1 2019, revenues from sale of products amounted to PLN 1,583,089 thousand, which was an increase as compared to the equivalent period of the previous year by PLN 10,911 thousand, mainly due to higher sales prices of paper and pulp translated into PLN versus 2018. Sales revenues from paper amounted to PLN 1,110 ,977 thousand, while revenues for pulp sales – PLN 472,112 thousand. In H1 2018, paper sales revenues amounted to PLN 1,132,382 thousand, while for pulp sales – PLN 439,796 thousand.
Paper sales revenues in Q2 of 2019 amounted to PLN 762,517 thousand, whi ch was a decrease as compared to the equivalent period of the previous year by PLN 21,594 thousand. Sales revenues from paper amounted to PLN 537,633 thousand while for pulp sales – PLN 224,884 thousand. In Q2 2018, sales revenues from paper amounted to PLN 558,761 thousand while revenues for pulp sales – PLN 225,350 thousand.
In H 2019, costs of sales of products amounted to PLN 1,282,143 thousand, which was an increase as compared to the equivalent period of the previous year by PLN 2,934 thousand. The main reason of growing costs of sales was an increase of PLN denominated consumption costs of pulp and energy.
In Q2 2019, costs of sales amounted to PLN 613,455 thousand, which was a decrease as compared to the equivalent period of the previous year by PLN 24,916 thousand, related primarily to a lower volume of paper versus the equivalent period in 2018.
Selling and distribution costs amounted to PLN 168,137 thousand in H1 2019, which was a decrease as compared to the equivalent period of the previous year by PLN 786 thousand. The core component of the selling and distribution costs is the cost of transport of finished products.
Selling and distribution costs amounted to PLN 83,381 thousand in Q2 2019, which was a decrease as compared to the equivalent period of the previous year by PLN 678 thousand.
Administrative expenses amounted to PLN 41,855 thousand in H1 2019, which was an increase as compared to the equivalent period of the previous year by PLN 5 thousand. The administrative expenses cover primarily the expenses related to the services provided to the Group by external consultants.
Administrative expenses amounted to PLN 21,016 thousand in Q2 2019, which was an increase as compared to the equivalent period of the previous year by PLN 971 thousand.
Other operating income totalled PLN 61,998 thousand in H1 2019, which was an increase as compared to the equivalent period of the previous year by PLN 42,234 thousand. Other operating income consisted mainly of revenues from heat and electricity sales as well as sales revenues from other materials and CO2 emission rights. The growth of other operating income in the current period was primarily due to sale of land by AP Mochenwangen as well as to higher sales of other materials and energy and CO2 emission rights.
Other operating income amounted to PLN 34,882 thousand in Q2 2019, which was an increase as compared to the equivalent period of the previous year by PLN 27,442 thousand, primarily due to higher sales of other materials and energy as well as disposal of land by AP Mochenwangen.
Other operating expenses totalled PLN 25,300 thousand in H1 2019, which was an increase as compared to the equivalent period of the previous year by PLN 14,523 thousand.
The other operating expenses comprised mainly the costs of sales of electricity and heat as well as the costs of other materials sold. The higher other operating expenses in H1 2019 were affected primarily by the higher costs of sold energy and other materials.
Other operating expenses amounted to PLN 9,671 thousand in Q2 2019, which was an increase as compared to the equivalent period of the previous year by PLN 5,169 thousand.
In H1 2019, financial income and expenses amounted to PLN 943 thousand and PLN 18,180 thousand respectively, which was an increase of income as compared to the equivalent period of the previous year by PLN 8 thousand an d a growth of expenses by PLN 3,789 thousand.
The changes to financial income and expenses were primarily due to the amount of net FX differences. In H1 2019, the Group recorded a surplus of FX losses over FX profit of PLN 2,645 thousand (financial expenses). In the equivalent period of 2018, the Group recorded a surplus of FX losses over FX profit of PLN 7,574 thousand (also financial expenses).
In Q2 2019, financial income and financial expenses amounted to PLN -189 thousand and PLN 9,814 thousand respectively, which was a decrease of income as compared to the equivalent period of the previous year b y PLN 560 thousand and a decrease of expenses by PLN 4,335 thousand. The negative financial income in Q2 2019 was due to the net presentation of FX differences – lower net FX profit/gains for 3 months of 2019 than the value of net FX losses for 6 months of 2019.
For the purposes of the interim abbreviated consolidated cash flow statement, cash and cash equivalents include the following items:
| As at 30 June 2019 | As at 30 June 2018 | |
|---|---|---|
| (unaudited) | (unaudited) | |
| Cash in bank and on hand | 206 406 | 139 183 |
| Short-term deposits | - | - |
| Cash in transit | - | 4 052 |
| Cash and cash equivalents in the consolidated balance sheet | 206 406 | 143 235 |
| Cash in bank and on hand attributable to discontinued operations | - | 1 666 |
| Cash and cash equivalents in the consolidated cash flow statement | 206 406 | 144 901 |
The reasons of differences between book value changes to certain items and items in the cash flow statement are presented in the tables below:
| 6-month period | 6-month period | ||
|---|---|---|---|
| ended on | ended on | ||
| 30 June 2019 | 30 June 2018 | ||
| Increase / decrease in receivables and other non-financial assets | |||
| Book change in receivables and other non-financial assets | (38 659) | (88 166) | |
| Book change of other long-term financial assets decrease by assets from revaluation of | |||
| derivative instruments) | - | - | |
| Discontinued operations | 619 | 277 | |
| Differences on translation | (560) | (2 402) | |
| Increase / decrease in receivables and other non-financial assets disclosed in the | |||
| consolidated cash flow statement | (38 599) - |
(90 291) - |
|
| Change to inventories | |||
| Book change to inventories | 58 632 | (58 248) | |
| Discontinued operations | - | (1) | |
| Differences on translation | (13 538) | (2 823) | |
| Change to inventories disclosed in the consolidated cash flow statement | 45 094 | (61 072) | |
| Increase (decrease) of liabilities except loans, borrowings, bonds and other financial | |||
| liabilities | |||
| Book increase /decrease in liabilities except for loans and borrowings | (40 436) | 7 496 | |
| Change to liabilities due to purchase of tangible fixed assets and intangible assets | (19 062) | (5 136) | |
| Discontinued operations | (2 284) | 67 | |
| Differences on translation | 12 526 | 3 477 | |
| Increase / decrease in liabilities except for loans, borrowings, bonds and other financial | (49 256) | 5 904 |
liabilities disclosed in the consolidated cash flow statement
| Change in accruals and prepayments | ||
|---|---|---|
| Book change in accruals and prepayments | (6 476) | 23 038 |
| Discontinued operations | (176) | 8 |
| Differences on translation | 2 950 | 294 |
| (3 702) | 23 340 | |
| Change in accruals and prepayments disclosed in the consolidated cash flow statement | ||
| Change in provisions | ||
| Book change in provisions | (2 717) | (2 431) |
| Discontinued operations | (864) | 38 |
| Differences on translation | 4 486 | 450 |
| Change in provisions disclosed in the consolidated cash flow statement | 905 | (1 943) |
| Purchase of tangible fixed assets and intangible assets | ||
| Increase due to purchase of tangible fixed assets | (58 127) | (71 423) |
| Increase due to purchase of intangible assets | (1 570) | (8 838) |
| Co-generation certificates | 982 | 9 128 |
| Change to liabilities due to purchase of tangible fixed assets and intangible assets | 19 062 | 5 136 |
| Discontinued operations | - | - |
| Purchase of tangible fixed assets and intangible assets in the consolidated cash flow | ||
| statement | (39 652) | (65 997) |
Dividend is paid based on the net profit disclosed in the standalone annual financial statements of Arctic Paper S.A. after covering losses carried forward from the previous years.
In accordance with provisions of the Code of Commercial Companies, the parent entity is obliged to establish reserve capital to cover potential losses. At least 8% of the profit for the financial year disclosed in the standalone financial statements of the Parent Entity should be transferred to the category of capital until the capital has reached the amount of at least one third of the share capital of the parent entity. The use of reserve capital and reserve funds is determined by t he General Meeting; however, a part of reserve capital equal to one third of the share capital can be used solely to cover the losses disclosed in the standalone financial statements of the parent entity and cannot b e distributed to other purposes.
As on the date hereof, the Company had no preferred shares.
The possibility of disbursement of potential dividend by the Company to its shareholders depends on the level of payments received from its subsidiaries. The risk associated with the Company's ability to disburse dividend was described in the part "Risk factors" of the annual report for 2018.
In connection with the term and revolving loan agreements signed on 9 September 2016, agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement, the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
The Company's General Meeting held on 13 June 2018 approved the financial statements for 2017, and approved a resolution on distribution of dividend to the Company's shareholders from its retained net profit in the Company's reserves of PLN 13,857,556.60. Dividend per share was PLN 0.20. The Company's General Meeting determined 20 June 2018 as the ex-dividend date and 27 June 2018 as the dividend distribution date. The dividend was paid according to schedule.
The Company's General Meeting held on 28 May 2019 did not make any decision on dividend disbursement.
At the General Meeting of Rottneros AB of 2 May 2019 adopted a resolution on dividend distribution of SEK 0.70 per share. The dividend was disbursed to Arctic Paper S.A. and to the non-controlling shareholders of Rottneros AB in the total amount of PLN 42.8 million (SEK 107 million).
The main items of tax liability for the period of 3 months and 6 months ended on 30 June 2019 and for the equivalent period of the previous year are as follows:
| 3-month-period ended on 30 June 2019 (unaudited) |
6-month-period ended on 30 June 2019 (unaudited) |
3-month-period ended on 30 June 2018 (transformed) |
6-month-period ended on 30 June 2018 (transformed) |
|
|---|---|---|---|---|
| Consolid a ted p rof it a nd loss a ccount | ||||
| Current income tax | ||||
| Current income tax liability | 9 664 | (3 658) | (2 455) | (3 131) |
| Adjustments related to current income tax from previous years | - | - | - | - |
| Deferred income tax | ||||
| Resulting from the establishment and reversal of temporary differences | (21 840) | (22 169) | (8 682) | (18 605) |
| Tax liability on continuing operations disclosed in the consolidated profit and loss account |
(12 176) | (25 827) | (11 137) | (21 735) |
| Consolid a ted sta tem ent of cha ng es in eq uity | ||||
| Current income tax | ||||
| Tax effects of the costs of increase of share capital | - | - | - | - |
| Tax benefit (tax liability) recognised in equity | - | - | - | - |
| Consolid a ted sta tem ent of tota l com p rehensive incom e Deferred income tax |
||||
| Deferred income tax on the measurement of hedging instruments | (690) | 8 752 | (7 629) | (9 148) |
| Reversal of deferred income tax assets originally recognised in equity | - | - | - | - |
| Tax benefit (tax liability) recognised in other comprehensive income | (690) | 8 752 | (7 629) | (9 148) |
Deferred income tax asset as at 30 June 2019 and 31 December 2018 was PLN 27,182 thousand and PLN 27,137 thousand respectively. The deferred income tax asset is recognised primarily in relation to tax losses that may be applied in future years, tax relief related to the business of AP Kostrzyn in SSE and in connection with the acquisition of the Rottneros Group.
Deferred income tax liability as at 30 June 2019 and 31 December 2018 amounted to PLN 79,726 thousand and PLN 68,316 thousand respectively. Deferred income tax liability is recognised primarily with reference to the difference in the measurement of fixed assets largely from the acquisition of Arctic Paper Grycksbo and various periods of economic life applied for accounting and tax purposes. The increased deferred income tax liability is mainly due to a growth of the liability for Rottneros Group companies.
Earnings/(loss) per share are established by dividing the net profit/(loss) for the reporting period attributable to the Company's ordinary shareholders by the weighted average number of ordinary shares outstanding in the reporting period.
Information regarding profit/(loss) and the number of shares which constituted the basis to calculate earnings/(loss) per share and diluted earnings/(loss) per share on continuing operations and overall operations is presented below:
| 3-month-period ended on 30 June 2019 (unaudited) |
6-month-period ended on 30 June 2019 (unaudited) |
3-month-period ended on 30 June 2018 (transformed) |
6-month-period ended on 30 June 2018 (transformed) |
|
|---|---|---|---|---|
| Net profit / (loss) from continuing operations attributable to the shareholders of the Parent Entity |
31 644 | 45 896 | 4 098 | 20 192 |
| Net profit / (loss) from discontinued operations attributable to the shareholders of the Parent Entity Net profit / (loss) attributable to the shareholders of the |
- | - | - | - |
| Parent Entity | 31 644 | 45 896 | 4 098 | 20 192 |
| Number of ordinary shares – A series | 50 000 | 50 000 | 50 000 | 50 000 |
| Number of ordinary shares – B series | 44 253 500 | 44 253 500 | 44 253 500 | 44 253 500 |
| Number of ordinary shares – C series | 8 100 000 | 8 100 000 | 8 100 000 | 8 100 000 |
| Number of ordinary shares – E series | 3 000 000 | 3 000 000 | 3 000 000 | 3 000 000 |
| Number of ordinary shares – F series | 13 884 283 | 13 884 283 | 13 884 283 | 13 884 283 |
| Total number of shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Weighted average number of shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Diluted weighted average number of ordinary shares | 69 287 783 | 69 287 783 | 69 287 783 | 69 287 783 |
| Profit (loss) per share (in PLN) – basic earnings from the profit/(loss) for the period attributable to the shareholders of the Parent Entity |
0,46 | 0,66 | 0,06 | 0,29 |
| – basic earnings profit/(loss) for the period from continuing operations attributable to the shareholders of the Parent Entity |
0,46 | 0,66 | 0,06 | 0,29 |
| Diluted profit (loss) per share (in PLN) | ||||
| – from the profit/(loss) for the period attributable to the shareholders of the Parent Entity |
0,46 | 0,66 | 0,06 | 0,29 |
| – from the profit/(loss) for the period from continuing operations attributable to the shareholders of the Parent |
||||
| Entity | 0,46 | 0,66 | 0,06 | 0,29 |
The net value of tangible fixed assets as at 30 June 2019 was PLN 934,136 thousand, including assets of the right of use of PLN 39,770 thousand. The net value of tangible fixed assets as at 31 December 2018 was PLN 901,960 thousand. Due to the implementation method of IFRS 16 applied by the Group, the assets of the right of use amounted to PLN 0 thousand as at 31 December 2018.
A comparison to tangible fixed assets (without assets to use) for the six months of 2019 with the equivalent period o f 2018 was as follows. The value of tangible fixed assets acquired in the period under report was PLN 58.127 thousand (for the period of 6 months ended on 30 June 2018 it was PLN 71,423 thousand). The net value of sold or liquidated tangible fixed assets for the period of 6 months ended on 30 June 2019 was PLN 841 thousand (for the period of 6 months ended on 30 June 2018 it was PLN 1,074 thousand). Amortisation allowances for the period of 6 months ended on 30 June 2019 amounted to PLN 38,506 thousand (for the period of 6 months ended on 30 June 2018 it was PLN 44,195 thousand). Impairment charges of the value of tangible fixed assets for the period of 6 months ended on 30 June 2019 was PLN 0
thousand (for the period of 6 months ended on 30 June 2018 it was PLN 0 thousand). FX differences amounted to PLN - 22,106 thousand for the period of 6 months ended on 30 June 2019 (for the period of 6 months ended on 30 June 2018 they amounted to PLN -5,731 thousand). Additionally, the net value of fixed assets used pursuant to financial lease contracts and transferred as at 1 January 2019 to assets of the right to use amounted to PLN 4,268 thousand.
Assets of the right of use amounted to PLN 39,770 thousand as at 30 June 2019, of which the value as at 1 January 2019 was PLN 42,348 thousand (of which PLN 4,268 thousand transfer of financial lease contracts recognised as tangible fixed assets as at 31 December 2018), increases during H1 2019 amounted to PLN 1,419 thousand and the depreciation allowance for the six months ended on 30 June 2019 amounted to PLN 3,997 thousand.
The net value of intangible assets as at 30 June 2019 was PLN 39,064 thousand, and it was by PLN 10,096 thousand lower than as at 31 December 2018. The value of intangible assets acquired in the period under report was PLN 1,570 thousand (for the period of 6 months ended on 30 June 2018 it was PLN 9,122 thousand). The net value of sold or liquidated intangible assets for the period of 6 months ended on 30 June 2019 was PLN 7,824 thousand (for the period of 6 months ended on 30 June 2018 it was PLN 8,351 thousand). Amortisation allowances for the period of 6 months ended on 30 June 2019 amounted to PLN 1,456 thousand) (for the period of 6 months ended on 30 June 2018 it was PLN 1,037 thousand). Impairment charges of the value of intangible assets for the period of 6 months ended on 30 June 2019 was PLN 0 thousand (for the period of 6 months ended on 30 June 2018 it was PLN 0 thousand). FX gains/losses for the period of 6 months ended on 30 June 2019 amounted to PLN -2,386 thousand (for the period of 6 months ended on 30 June 2018 it was PLN -778 thousand).
As a result of expiry of the period of support in the form of red certificates for coal co -generation and yellow certificates for gas co-generation as of 31 December 2018, AP Kostrzyn did not recognise such certificates and there was a reduction of the value of intangible assets in H1 2019.
Revenues from disposal of tangible fixed and intangible assets (without including revenues from the sale of co -generation certificates) in H1 2019 amounted to PLN 18,392 thousand (in H1 2018: PLN 1,162 thousand).
An analysis of indications as at 30 June 2019 showed no need to perform impairment tests of non -financial fixed assets for AP Grycksbo. The test did not indicate a need to increase impairment allowances to the non-financial; fixed assets attributable to AP Grycksbo. As a result, the amount of the impairment charges as at 30 June 2019 was not changed as compared to the impairment charges as at 31 December 2018.
| As at 30 June 2019 | As at 31 December 2018 | |
|---|---|---|
| (unaudited) | ||
| Materials (at purchase prices) | 147 841 | 209 373 |
| Production in progress (at manufacturing costs) | 11 145 | 7 406 |
| Finished products, of which: | ||
| At purchase price / manufacturing costs | 258 235 | 253 135 |
| At net realisable price | 2 746 | 8 685 |
| Advance payments for deliveries | 16 | 15 |
| Total inventories, at the lower of: | ||
| purchase price / manufacturing costs or net realisable price | 419 983 | 478 614 |
| Impairment charge to inventories | 7 671 | 5 555 |
| Total inventories before impairment charge | 427 654 | 484 168 |
Net inventories as at 30 June 2019 amounted to PLN 419,983 thousand (as at 31 December 2018: PLN 478,614 thousand). As at 30 June 2019, impairment charges to inventories amounted to PLN 7,671 thousand (as at 31 De cember 2018: PLN 5,555 thousand). As at 30 June 2019, the inventories of finished products of PLN 2,746 thousand were measured at the net realisable prices (as at 31 December 2018 the amount was PLN 8,685 thousand).
The increased inventories as at 30 June 2019 versus the end of the previous year was the result of lower purchase volumes, in particular pulp, due to sales orders in H2 2019.
| As at 30 June 2019 | As at 31 December 2018 | |
|---|---|---|
| (unaudited) | ||
| Trade receivables | 372 063 | 332 258 |
| VAT receivables | 26 784 | 26 794 |
| Other third party receivables | 2 265 | 3 253 |
| Other receivables from related entities | 3 492 | 3 641 |
| Total (net) receivables | 404 605 | 365 946 |
| Impairment charges to receivables | 17 327 | 17 074 |
| Gross receivables | 421 931 | 383 020 |
The value of trade and other receivables amounted to PLN 404,605 thousand as at 30 June 2019 (31 December 2018: PLN 365,946 thousand). The growth of trade and other receivables is due primarily to a growth of receivables from sales of paper and pulp in the recent months of H1 2019.
The impairment charge to receivables amounted to PLN 17,327 thousand as at 30 June 2019 (31 December 2018: PLN 17,074 thousand). The growth of the impairment allowances to receivables was primarily due to the recognition thereof in H1 2019.
Other short-term non-financial assets as at 30 June 2019 and as at 31 December 2018 amounted to PLN 12,602 thousand and PLN 14,267 thousand respectively. The item primarily covers deferred expenses and the changes are due to the ch anging values of such expenses.
Other long-term non-financial assets as at 30 June 2019 and as at 31 December 2018 amounted to PLN 1,714 thousand and PLN 1,773 thousand respectively.
Other short-term financial assets amounted to PLN 22,726 thousand as at 30 June 2019 and PLN 50,5 27 thousand as at 31 December 2018. The item primarily includes positive measurement of term contracts and the drop is due to lower positive measurement of forward contracts for purchases of electrical energy.
Other long-term financial assets as at 30 June 2019 amounted to PLN 34,051 thousand as at 31 December 2018 – PLN 52,520 thousand. The item primarily covers the amount of the positive measurement of term contracts, mainly forwards, for the purchase of electrical energy – changes to measurement of the contracts affect the value of the item.
In the period covered with these financial statements, the Group partly repaid its term loan under the loan agreement of 9 September 2016 with a bank consortium of PLN 24,461 thousand and the Group decreased its debt under revolving overdraft facilities to the above consortium of banks by PLN 7,253. Additionally, the Group contracted a loan with Nordea for PLN 2,819 thousand, which is to be used to commence an investment in a hydropower plant by Arctic Paper Munkedals Kraft AB.
The other changes to loans and borrowings as at 30 June 2019, compared to 31 December 2018 result mainly from balance sheet evaluation and payment of interest accrued as at 31 December 2018 and paid in H1 2019.
In connection with the term and revolving loan agreements, agreements related to bond issues, signed on 9 September 2016, the Group agreed to maintain specified financial ratios that are calculated at the end of each quarter. The ratios are calculated on the basis of results of the paper segment.
As at 30 June 2019, the Group failed to maintain the Net Debt ratio as required in the loan agreement with the consortium of financing banks (Santander Bank S.A., BNP Paribas Bank Polska S.A. and the European Bank for Reconstruction and Development) – being a ratio of interest-bearing debt cash reduced by cash to EBITDA(net of any data on discontinued operations of the Rottneros Group). The set net debt to EBITDA ratio was not complied with as per the bond issue terms and
conditions. Failure to comply with the ratios was due to continued lower demand for paper, which resulted in lower revenues and EBITDA.
After the balance sheet date, Arctic Paper S.A. received a written assurance from Santander Bank S .A. acting as the consortium agent of the financing banks that failure by the Group to comply with the ratio levels as at 30 June 2019 did not constitute an event of default under the loan agreement of 9 September 2016 ("default"). In accordance with IAS 1 , as such assurance was not available on 30 June 2019, the Group disclosed its entire debt to the bank consortium as at that day as short -term liabilities: interest-bearing loans, borrowings and bonds.
Similarly, the entire debt to the Bondholders was disc losed as short-term. However, due to the above assurance received from the consortium of financing banks and maintenance of the ratio within the specified range the Company is not obliged to receive a similar assurance from Bondholders. According to conditions set forth in the Bond issue terms and conditions such violation does not form the basis of their right to claims premature Bond redemption.
As at 30 August 2019 the Lenders have granted to the Company a technical extension of the original end date of the revolving loan ("Revolving Facility") by 2 (two) additional months so that the original end date falls on October 31st , 2019.The origi nal expiration date of the Revolving Facility was set at August 31st, 2019. The Revolving Facility was granted to the Company for a total value of EUR 19,800,000 and PLN 20,000,000 and was made available for the purpose of refinancing of intra -group liabilities of the Company or financing of intra-group loans.
In accordance with clause 5.7 of the Credit Facility (option of extension), on June 26th, 2019, the Company has submitted to the Lenders an application for extension of the term of the Revolving Facility until August 31, 2021. Due to the fact that th e procedure related to the extension of the Credit Agreement in the scope of the Revolving Facility requires that the Company provides audited financial statements for the first half of 2019 of the Issuer and its subsidiaries, the Lenders decided abou t the technical extension of the validity period of the abovementioned Facility. The Issuer will inform about the granting of a Revolving Facility to the Company for next period in a separate report.
As at 30 June 2019, other financial liabilities amounted to PLN 44,724 thousand (including long -term liabilities of PLN 31,333 thousand and short-term liabilities of PLN 13,391 thousand. As at 31 December 2018, other financial liabilities amounted to PLN 11,340 thousand (including long-term liabilities of PLN 2,854 thousand and short-term liabilities of PLN 8,486 thousand). Other financial liabilities primarily cover lease liabilities (30 June 2019: PLN 39,182 thousand, 31 December 2018: PLN 4,155 thousand), a negative measurement of hedging instruments (30 June 2019: PLN 5,377 thousand, 31 December 2018: PLN 7,009 thousand).
On 1 January 2019, the Company implemented IFRS 16 Lease which resulted in a growth of lease liabilities of PLN 38,080 thousand as at that date. In the reporting period, the Group increased its lease liabilities as a result of n ew contracts for PLN 1,419 thousand and repaid lease liabilities of PLN 4,163 thousand.
During the reporting period, there was a decrease of liabilities related to a negative measurement of hedging instruments by PLN 1,632 thousand.
The other changes to other financial liabilities as at 30 June 2019, compared to 31 December 2018 result mainly from changes to balance sheet measurement.
The value trade and other payables amounted to PLN 476,243 thousand as at 30 June 2019 (as at 31 December 2018: PLN 516,678 thousand). The reduced value of the item versus the end of the previous year was due to lower purchases of raw materials and services for production at Paper Mills and Pulp Mills.
| As at 30 June 2019 | As at 31 December 2018 | |
|---|---|---|
| (unaudited) | ||
| Retirement provisions | 101 604 | 105 585 |
| Other provisions | 3 464 | 2 200 |
| 105 067 | 107 784 | |
| Short-term provisions | 2 255 | 939 |
| Long-term provisions | 102 813 | 106 846 |
The change of long-term provisions in H1 2019 was due primarily from the translation of the provisions into the presentation currency – PLN. The increase of short-term provisions in H1 2019 was due primarily to a growth of provisions for the purchase of CO2 emission rights by AP Munkedals.
Accruals and deferred income as at 30 June 2019 amounted to PLN 10 7,722 thousand including short-term accruals and deferred income of PLN 91,614 thousand. Accruals and deferred income as at 31 December 2018 amounted to PLN 115,863 thousand including short-term accruals and deferred income of PLN 99,303 thousand. The main items of accruals and deferred income include government grants of PLN 26,504 thousand including long-term of PLN 16,108 thousand (31 December 2018: PLN 20,436 including long-term of PLN 16,560 thousand) and short-term employee liabilities, mainly related to holiday leaves that as at 30 June 2019 amounted to PLN 53,990 thousand (31 December 2018: PLN 67,787 thousand).
| Share capital | As at 30 June 2019 | As at 31 December 2018 |
|---|---|---|
| (unaudited) | ||
| series A ordinary shares of the nominal value of PLN 1 each | 50 | 50 |
| series B ordinary shares of the nominal value of PLN 1 each | 44 254 | 44 254 |
| series C ordinary shares of the nominal value of PLN 1 each | 8 100 | 8 100 |
| series E ordinary shares of the nominal value of PLN 1 each | 3 000 | 3 000 |
| series F ordinary shares of the nominal value of PLN 1 each Trade receivables |
13 884 | 13 884 |
| 69 288 | 69 288 |
| Registration date of capital increase | Number | Value in PLN | |
|---|---|---|---|
| Ordinary issued and fully paid-up shares | |||
| Issued on 30 April 2008 | 28.05.2008 | 50 000 | 50 000 |
| Issued on 12 September 2008 | 12.09.2008 | 44 253 468 | 44 253 468 |
| Issued on 20 April 2009 | 01.06.2009 | 32 | 32 |
| Issued on 30 July 2009 | 12.11.2009 | 8 100 000 | 8 100 000 |
| Issued on 1 March 2010 | 17.03.2010 | 3 000 000 | 3 000 000 |
| Issued on 20 December 2012 | 09.01.2013 | 10 740 983 | 10 740 983 |
| Issued on 10 January 2013 | 29.01.2013 | 283 947 | 283 947 |
| Issued on 11 February 2013 | 18.03.2013 | 2 133 100 | 2 133 100 |
| Issued on 6 March 2013 | 22.03.2013 | 726 253 | 726 253 |
| As at 30 June 2019 (unaudited) | 69 287 783 | 69 287 783 |
The Company holds the following financial instruments: cash at hand and in bank accounts, loans, bonds, bo rrowings, receivables, liabilities under leases, SWAP interest rate contracts, forward contracts for the purchase of electricity and fo rward contracts for the sale of pulp.
The table below presents the financial instruments held by the Group by their book value and split into individual assets and liabilities.
| Book value | ||||||
|---|---|---|---|---|---|---|
| Category in compliance with IFRS 9 |
As at 30 June 2019 |
As at 31 December 2018 |
||||
| Fina ncia l a ssets | ||||||
| Trade and other receivables | WwZK | 377 820 | 339 152 | |||
| Hedging instruments* | IRZ | 46 223 | 92 466 | |||
| Other financial assets (net of loans and hedging instruments)** Cash and cash equivalents |
WwWGpWF WwZK |
10 554 206 406 |
10 581 201 118 |
|||
| Fina ncia l lia b ilities | ||||||
| Interest-bearing bank loans and borrowings and bonds, of which: - long-term |
WwZK | 435 143 173 014 |
470 503 246 805 |
|||
| - short-term | 262 129 | 223 698 | ||||
| Leasing liabilities, of which: - long-term - short-term |
WwZK | 39 182 31 333 7 849 |
4 155 2 854 1 301 |
|||
| WwZK | ||||||
| Trade payables and other financial liabilities Hedging instruments |
IRZ | 447 324 5 377 |
472 504 7 009 |
* derivative hedging instruments meeting the requirements of hedge accounting
** primarily hedging under term contracts
WwZK – Financial assets/liabilities measured at amortised cost IRZ – hedge accounting instruments WwWGpWF – financial assets/liabilities measured at fair value through profit or loss
The fair value of financial instruments other that bonds in SEK does not materially differ from their book value. The fair value of bonds in SEK was calculated according to Bloomberg ratings on 30 June 2019 and amounted for 165,633 PLN and their book value on that day amounted for 159,588 PLN. For more information. More information regarding fair value of the financial instruments is disclosed in the Consolidated Annual Report for 2018, note 40.1.
As at 30 June 2019 and 31 December 2018, financial instruments by the measurement hierarchy are qualified to level 3 with the exception of SEK bonds (level 1) and derivative instruments (level 2).
The table below presents the book value of the financial instruments held by the Group, ex posed to interest rate risk, split into specific age baskets:
| 30 June 2019 | |||||||
|---|---|---|---|---|---|---|---|
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| O ther f ina ncia l lia b ilities: | |||||||
| Lease liabilities | 7 849 | 6 623 | 3 817 | 1 997 | 1 695 | 17 202 | 39 182 |
| L oa ns a nd b orrowing s: | |||||||
| Revolving overdraft facility with BNP in PLN | 4 920 | - | - | - | - | - | 4 920 |
| Revolving overdraft facility with Santander in PLN | - | - | - | - | - | - | - |
| Revolving overdraft facility with BNP in EUR | 12 616 | - | - | - | - | - | 12 616 |
| Revolving overdraft facility with Santander in EUR | 17 734 | - | - | - | - | - | 17 734 |
| Bonds in SEK | - | - | - | 159 588 | - | - | 159 588 |
| Loan from Nordea | - | 2 781 | - | - | - | - | 2 781 |
| Total variable interest rate loans and borrowings | 35 270 | 2 781 | - | 159 588 | - | - | 197 639 |
| TOTAL VARIABLE INTEREST RATE LIABILITIES | 43 119 | 9 404 | 3 817 | 161 585 | 1 695 | 17 202 | 236 821 |
| 30 June 2019 Fixed interest rate |
<1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| L oa ns a nd b orrowing s: | |||||||
| Loan from EBRD TA in EUR | 29 385 | - | - | - | - | - | 29 385 |
| Loan from EBRD in EUR Capex A Facility (T2) | 23 315 | - | - | - | - | - | 23 315 |
| Loan from Santander in PLN | 5 732 | - | - | - | - | - | 5 732 |
| Loan from BNP in EUR | 5 473 | - | - | - | - | - | 5 473 |
| Loan from a bank consortium: Santander and BNP in PLN | 19 995 | - | - | - | - | - | 19 995 |
| Bonds in PLN | 82 179 | - | - | - | - | - | 82 179 |
| Revolving overdraft facility with BNP in PLN | 5 000 | - | - | - | - | - | 5 000 |
| Revolving overdraft facility with Santander in PLN | 2 733 | - | - | - | - | - | 2 733 |
| Revolving overdraft facility with BNP in EUR | 21 047 | - | - | - | - | - | 21 047 |
| Revolving overdraft facility with Santander in EUR | 21 047 | - | - | - | - | - | 21 047 |
| Loan from the main shareholder in EUR | 10 953 | 10 644 | - | - | - | - | 21 597 |
226 859 10 644 - - - - 237 503
TOTAL FIXED INTEREST RATE LIABILITIES
| 31 December 2018 | |||||||
|---|---|---|---|---|---|---|---|
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| O ther f ina ncia l lia b ilities: | |||||||
| Liabilities under financial leases and rental contracts with purchase | |||||||
| options | 1 301 | 1 214 | 1 641 | - | - | - | 4 155 |
| L oa ns a nd b orrowing s: | |||||||
| Revolving overdraft facility with Santander in EUR | 21 088 | - | - | - | - | - | 21 088 |
| Revolving overdraft facility with BNP in EUR | 19 538 | - | - | - | - | - | 19 538 |
| Revolving overdraft facility with BNP in PLN | 4 147 | - | - | - | - | - | 4 147 |
| Bonds in SEK | - | - | - | 165 940 | - | - | 165 940 |
| Total variable interest rate loans and borrowings | 44 774 | - | - | 165 940 | - | - | 210 713 |
| TOTAL VARIABLE INTEREST RATE LIABILITIES | 46 075 | 1 214 | 1 641 | 165 940 | - | - | 214 869 |
| 31 December 2018 Fixed interest rate |
<1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| L oa ns a nd b orrowing s: | |||||||
| Loan from EBRD TA in EUR | 33 867 | - | - | - | - | - | 33 867 |
| Loan from EBRD Capex A in EUR | 27 248 | - | - | - | - | - | 27 248 |
| Loan from Santander in PLN | 6 860 | - | - | - | - | - | 6 860 |
| Loan from BNP in EUR | 6 634 | - | - | - | - | - | 6 634 |
| Loan from a bank consortium: Santander and BNP in PLN | 25 673 | - | - | - | - | - | 25 673 |
| Bonds in PLN | 19 992 | 18 127 | 51 905 | - | - | - | 90 024 |
| Revolving overdraft facility with BNP in PLN | 5 000 | - | - | - | - | - | 5 000 |
| Revolving overdraft facility with Santander in EUR | 21 285 | - | - | - | - | - | 21 285 |
| Revolving overdraft facility with BNP in EUR | 21 285 | - | - | - | - | - | 21 285 |
| Loan from the owner of the core shareholder in EUR | 11 081 | 10 833 | - | - | - | - | 21 914 |
| TOTAL FIXED INTEREST RATE LIABILITIES | 178 924 | 28 960 | 51 905 | - | - | - | 259 789 |
In order to reduce the volatility of the projected cash flows related to FX risk, the Group companies use FX risk hedging bas ed on the use of derivatives related to the FX market. Those in particular include forward term contracts. Additionally, in order to mitigate the volatility of future energy prices, the Paper Mills and Pulp Mills in Sweden apply forward contracts for the purchase of electricity. Arctic Paper S.A., in order to mitigate the volatility of future interest costs on loans, has concluded interest rate SWAP contracts. Rottneros Group companies, in order to mitigate the volatility of future inflows from pulp sale s, entered into forward contracts for pulp sales.
As at 30 June 2019, the Group used cash flow hedge accounting for the following hedging items:
As at 30 June 2019, the Group's cash flows were hedged with forward contracts for purchases of electricity, forward contracts for sales of pulp, interest rate SWAPs.
The table below presents detailed information concerning the hedging relationship in cash flow hedge accounting regarding sales of pulp:
| Type of hedge | Cash flow hedge related to sales of pulp | ||
|---|---|---|---|
| Hedged position | The hedged position is a part of highly likely future cash inflows for pulp sales | ||
| Hedging instruments Forward contracts are used as the hedging item wherein the Company agrees to sell pulp for SEK |
|||
| Contract parameters: | |||
| Contract conclusion date | 2018-2019 | ||
| Maturity date | subject to contract; by 30.06.2020 | ||
| Hedged quantity of pulp | 12.000 tons | ||
| Term price | SEK 9.465/ton |
Cash flow hedge accounting related to electricity purchases with the use of forward transactions
The table below presents detailed information concerning the hedgi ng relationship in the cash flow hedge accounting related to electricity purchases:
| Type of hedge | Cash flow hedge related to planned purchases of electricity |
|---|---|
| Hedged position | The hedged position is a part of highly likely future cash flows for electricity purchases |
| Hedging instruments | Forward contract for the purchase of electricity at Nord Pool Exchange |
| Contract parameters: | |
| Contract conclusion date | individually per contract; from 01.01.2015 |
| Maturity date | subject to contract; by 31.12.2023 |
| Hedged quantity of electricity | 1 175 000MWh |
| Term price | from 16.55 to 36.30 EUR/MWh |
Cash flow volatility hedge accounting related to variable loan interest rate of the long -term loan with the use of SWAP transactions
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in EUR on the loan in EUR:
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan |
|---|---|
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: | |
| Contract conclusion date | 2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 |
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan |
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2017-07-18 each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 interest payable in line with the payment schedule under the loan agreement of EUR 3.986 thousand |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan |
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 interest payable in line with the payment schedule under the loan agreement of EUR 2.6 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR revolving long-term loans |
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 3M EURIBOR |
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 interest payable in line with the payment schedule under the loan agreement of EUR 9.9 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan | |||
|---|---|---|---|---|
| Hedged position Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR |
||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||
| Contract parameters: | ||||
| Contract conclusion date | 2018-07-27 | |||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 28.02.2022 | |||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 3.344 thousand |
The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in PLN on the loan in PLN:
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN long-term loan | ||||
|---|---|---|---|---|---|
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 6M WIBOR | ||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
||||
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 interest payable in line with the payment schedule under the loan agreement of PLN 11.5 million |
||||
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN revolving long-term loans | ||||
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 3M WIBOR | ||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
||||
| Contract parameters: | |||||
| Contract conclusion date | 2016-11-21 | ||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 | ||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of PLN 10 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN bonds |
|---|---|
| Hedged position | Future PLN interest flows in PLN loan calculated on the basis of interest payments on PLN bonds at 6M WIBOR |
| Hedging instruments | The hedging item is a SWAP transaction under which the Company agreed to pay interest in PLN on the PLN bonds on the basis of a fixed interest rate |
| Contract parameters: | |
| Contract conclusion date | 2016-11-21 |
| Maturity date | each interest payment date in line with the payment schedule under the bond issue agreement; by 31.08.2021 |
| Hedged value | interest payable in line with the payment schedule under of interest of PLN 100 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN long-term loan | |||
|---|---|---|---|---|
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 3M WIBOR | |||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
|||
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2018-07-31 each interest payment date in line with the payment schedule under the loan agreement; by 29.01.2021 interest payable in line with the payment schedule under the loan agreement of PLN 25.8 million |
As at 30 June 2019, the Group had floor options as hedge to fair value.
Fair value hedge accounting related to a floor option
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% | ||||
|---|---|---|---|---|---|
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
||||
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
||||
| Contract parameters: | |||||
| Contract conclusion date | 2016-11-21 | ||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 | ||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million | ||||
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% | ||||
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
||||
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
||||
| Contract parameters: | |||||
| Contract conclusion date | 2017-07-18 | ||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 | ||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 3.986 thousand | ||||
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% | ||||
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
||||
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
||||
| Contract parameters: | |||||
| Contract conclusion date | 2018-07-27 | ||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 28.02.2022 | ||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 3.344 thousand |
The table below presents the fair value of hedging instruments in cash flow and fair value hedge accounting as at 30 June 2019 and the comparative data:
| Total hed g ing d eriva tive instrum ents | 46 223 | 5 377 | 92 466 | 7 009 |
|---|---|---|---|---|
| Forward for electricity | 46 223 | - | 92 046 | - |
| Floor option | - | (276) | - | (231) |
| Corridor options | - | - | - | - |
| SWAP | - | 3 235 | - | 3 879 |
| Forward on pulp sales | - | 2 418 | - | 3 361 |
| FX forward | - | - | 420 | - |
| Assets | Equity and liabilities |
Assets | Equity and liabilities |
|
| (unaudited) | (unaudited) |
The Group's principal financial instruments comprise bank loans, borrowings, bonds, lease contracts. The main purpose of those financial instruments is to raise finance for the Group's operations.
The Group also uses factoring without recourse for trade receivables. The main purpose for using the financial instrument is to quickly raise funds.
The Company has various other financial instruments such as trade receivables and payables which arise directly from its operations. The core risks arising from the Group's financial instruments include: interest rate risk, liquidity risk, FX risk and credit risk. The Management Board reviews and approves policies for managing each of those risks.
In the opinion of the Management Board – in comparison to the annual consolidated financial statements made as at 31 December 2018 there have been no significant changes of the financial risk. There have been no changes to the objectives and policies of the management of the risk.
The primary objective of the Group's capital management is maintaining a strong credit rating and healthy capital ratios in order to support its business operations and maximise shareholder value. In the Management Board's opinion – in comparison to the annual consolidated financial statements made as at 31 December 2018, there have been no significant changes to the objectives and policies of capital management.
As at 30 June 2019, the Capital Group reported:
Arctic Paper S.A. and its subsidiaries are not a party to any legal cases filed in court against them.
Regulations related to VAT, corporate income tax and charges related to social insurance are subject to frequent modifications. Those frequent modifications result in unavailability of appropriate points of reference, inconsistent interpretations and few precedents that could apply. Additionally, the applicable regulations contain also certain ambiguities that result in differences of opinion as to legal interpretations of tax regulations – among public authorities and between public authorities and enterprises.
Tax settlements and other areas of operations (for instance customs or foreign exchange issues) may be inspected by the authorities that are entitled to impose high penalties and fines as well additional tax liabilities resulting from inspection s that have to be paid along with high interest.
As a result, tax risk in Poland is higher than in countries with more mature tax systems.
Tax settlements may be subject to inspections for five years from the beginning of the year in which the tax was paid. As a result of inspections, the tax liability of the Group may be increased by additional tax liability. In the opinion of the Gro up, there is no need to establish additional provisions for any identified and quantifiable tax risk as at 30 June 2018.
On 15 July 2016, the Tax Code was amended to incorporate the provisions of the General Anti-Avoidance Rule (GAAR). GAAR is to prevent the development and use of artificial legal structures to avoid tax payments in Poland. GAAR defines tax avoidance as an activity pursued primarily to accomplish tax benefits that under the circumstances would be contradictory to the subject and purpose of the tax regulations. In accordance with GAAR, such activity would not generate tax benefits if the mode of operation was artificial. Any occurrence of (i) unjustified split to operations, (ii) involvement of intermediaries despite no economic justification, (iii) mutually exclusive of compensating elements, and (iv) other similar activities, may be treated as a premise to the existence of artificial activities subject to GAAR. The new regulations require more accurate judgements in the assessment of tax effects of each transaction.
As at 30 June 2019, the Group was committed to make expenditures on tangible fixed assets of minimum PLN 70,000 thousand by the year-end 2019. The amount will be applied to buy new machines and equipment.
The related entities to the Group of Arctic Paper S.A. are as follows:
Transactions with related entities are carried out at arm's length.
The table below presents the total amount of transactions concluded with related entities within the 6-month period ended on 30 June 2019 and as at 30 June 2019:
| Related Entity | Sales to related entities |
Purchases from related entities |
Interest – financial income |
Interest – financial expense |
Receivables from related entities |
Loan receivables |
Liabilities to related entities |
|---|---|---|---|---|---|---|---|
| Nemus Holding AB | - | 441 | - | - | 3 492 | - | 441 |
| Thomas Onstad | - | - | - | 645 | - | - | 21 597 |
| Munkedals Skog | - | 112 | - | - | - | - | 48 |
Data for the period from 01 January 2019 to 30 June 2019 and as at 30 June 2019
The table below presents the total amount of transactions concluded with related entities w ithin the 6-month period ended on 30 June 2018 and as at 31 December 2018:
Total - 553 - 645 3 492 - 22 086
| Related Entity | Sales to related entities |
Purchases from related entities |
Interest – financial income |
Interest – financial expense |
Receivables from related |
entities Loan receivables | Liabilities to related entities |
|---|---|---|---|---|---|---|---|
| Nemus Holding AB | - | - | - | 3 641 | - | - | |
| Thomas Onstad | - | - | - | 873 | - | - | 21 914 |
| Munkedals Skog | - | - | - | - | - | - | 34 |
| Total | - | - | - | 873 | 3 641 | - | 21 948 |
Arctic Paper Kostrzyn S.A., Arctic Paper Munkedals AB, Arctic Paper Grycksbo AB and the companies of the Rottneros Group, are all part of the European Union Emission Trading Scheme. The previous period to exercise rights to the issue lasted from 1 January 2008 to 31 December 2012. New allocations cover the period from 1 January 2013 to 31 December 2020.
The table below specifies the allocation for 2013-2020 approved by the European Union and the usage of the emission rights in each entity in 2013, 2014, 2015, 2016, 2017, 2018 and in H1 2019.
| (in tons) for Arctic Paper Kostrzyn S.A.; | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
|---|---|---|---|---|---|---|---|---|
| Allocation* | 108 535 | 105 434 | 102 452 | 99 840 | 97 375 | 94 916 | 92 454 | 90 009 |
| Unused quantity from previous years | 348 490 | 306 448 | 263 932 | 203 917 | 133 061 | 87 652 | 46 003 | - |
| Issue | (150 577) | (147 950) | (162 467) | (170 696) | (142 784) | (136 565) | (66 982) | |
| Purchased quantity | - | - | - | - | - | - | - | |
| Sold quantity | - | - | - | - | - | - | - | |
| Unused quantity | 306 448 | 263 932 | 203 917 | 133 061 | 87 652 | 46 003 | 71 475 | |
| (in tons) for Arctic Paper Munkdals AB | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
| Allocation | 44 238 | 43 470 | 42 692 | 41 907 | 41 113 | 40 311 | 39 499 | 38 685 |
| Unused quantity from previous years | 24 305 | 67 262 | 107 325 | 17 559 | (11 572) | (10 619) | (27 676) | |
| Issue | (1 281) | (3 407) | (32 465) | (21 038) | (40 160) | (57 368) | (22 891) | |
| Purchased quantity | - | - | 7 | - | - | - | - | |
| Sold quantity | - | - | (100 000) | (50 000) | - | - | - | |
| Unused quantity | 67 262 | 107 325 | 17 559 | (11 572) | (10 619) | (27 676) | (11 068) ** | |
| (in tons) for Arctic Paper Grycksbo AB | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 |
| Allocation | 77 037 | 75 689 | 74 326 | 72 948 | 71 556 | 70 151 | 68 730 | 67 304 |
| Unused quantity from previous years | 69 411 | 111 448 | 734 | 60 | 1 008 | 2 564 | - | |
| Issue | - | - | - | - | - | - | - | |
| Purchased quantity | - | - | - | - | - | - | - | |
| Sold quantity | (35 000) | (186 403) | (75 000) | (72 000) | (70 000) | (72 715) | (68 730) | |
| Unused quantity | 111 448 | 734 | 60 | 1 008 | 2 564 | - | - | |
| 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | |
| (in tons) for the Rottneros Group | ||||||||
| Allocation | 30 681 | 30 484 | 29 938 | 29 387 | 28 830 | 28 268 | 27 698 | 27 127 |
| Unused quantity from previous years | 72 888 | 90 522 | 101 986 | 104 991 | 113 085 | 123 208 | 73 104 | |
| Issue | (13 047) | (19 020) | (26 933) | (21 293) | (18 707) | (15 372) | (10 268) | |
| Purchased quantity | - | - | - | - | - | - | - | |
| Sold quantity | - | - | - | - | - | (63 000) | (55 000) | |
| Unused quantity | 90 522 | 101 986 | 104 991 | 113 085 | 123 208 | 73 104 | 35 534 |
* – the values result from the Regulation of the Council of Ministers of 31 March 2014 on the list of installations other than generating electrical energy, subject to the trading system of rights to emit greenhouse gases in the settlement period commencing on 1 January 2013, along with the number of emission rights allocated thereto,
** – any deficit of emission rights as at 30 June 2019 will be covered from the new allocation for 2020; AP Munkedals recognises a provision for its deficit of CO2 emission rights.
In the current half-year period, the Group companies have not received any material grants.
Arctic Paper Kostrzyn S.A. operates in the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna (Special Economic Zone – KSSSE). Based on the permission issued by the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna S.A. it benefits from an investment tax relief as regards the activities carried out under the permission.
The tax exemption is of conditional nature. The provisions of the Act on special economic zones provide that such tax relief may be revoked if at least one of the following occurs:
Based on the permit issued on 25 August 2006, the Company could benefit from the exemption by 15 November 2017. Item I of the permit relating to the date by which the Company may enjoy the permit was deleted by Decision of the Minister of Economy No. 321/IW/14 of 6 November 2014. Now, the Company is entitled to use the permit by 2026 or by the date SSE exist in Poland pursuant to the applicable regulations. The permit may be used subject to the incurrence in the zone of capital expenditures within the meaning of Art. 6 of the Regulation of the Council of Ministers of 14 September 2004 on the Kostrzyńsko-Słubicka Specjalna Strefa Ekonomiczna (Special Economic Zone), underlying the calculation of public aid in compliance with Art. 3 of the Regulation with the value in excess of EUR 40,000 thousand by 31 December 2013. The amount was translated at the mean exchange rate of EUR published by the President of the National Bank of Poland of the day the expense was incurred. The additional requirements are as follows: creation in Zone of minimum five new jobs within the meaning of Art. 3.3 and Art. 3.6 of the Regulation by 31 December 2011 and maintaining the employment level of minimum 453 people during the period from 1 January 2012 to 31 December 2013. The above terms and conditions have been satisfied.
The conditions of the exemption have not changed in the reporting period. The Group has not been inspected by any competent body.
During the period from 25 August 2006 to 30 June 2019, the Company incurred eligible investment expenditures classified as (non-discounted) expenditure in KSSSE in the amount of PLN 227,102 thousand. During the period, the discounted amount of related public aid was PLN 62,525 thousand.
If the eligible investment expenditures incurred are not covered with income of the current year, the Company recognises a deferred income tax asset on the surplus.
The amount of deferred income tax asset recognised with reference to the expenditures incurred in KSSSE amounted to PLN 6,859 thousand as at 30 June 2019.
As at 24 Ju,ly 2019, the Bondholders approved a resolution to waive their rights and claims associated with the option to demand the convening of a Meeting of Bondholders and early redemption of the Bonds in connection with the occurrence of a Put Option Trigger Event (as defined in the Terms and Conditions of Issue) mentioned in section 10.16 (Violation of the Net Debt/EBITA index) of the Terms and Conditions of Issue, consisting in the Issuer's violating the Net Debt/EBITDA index (as defined in the Terms and Conditions of Issue) for the 12 months preceding the financial index calculate date as at 31 March 2019. The resolution was adopted by 100% of effective votes.
As at 30 August 2019 the Lenders have granted to the Company a technical extension of the original end date of the revolving loan ("Revolving Facility") by 2 (two) additional months so that the original end date falls on October 31st , 2019.The original expiration date of the Revolving Facility was set at August 31st, 2019. The Revolving Facility was granted to the Company for a total value of EUR 19,800,000 and PLN 20,000,000 and was made available for the purpose of refinancing of intra-group liabilities of the Company or financing of intra-group loans.
In accordance with clause 5.7 of the Credit Facility (option of extension), on June 26th, 2019, the Company has submitted to the Lenders an application for extension of the term of the Revolving Facility until August 31, 2021. Due to the fact that the procedure related to the extension of the Credit Agreement in the scope of the Revolving Facility requires that the Company provides audited financial statements for the first half of 2019 of the Issuer and its subsidiaries, the Lenders decided about the technical extension of the validity period of the abovementioned Facility. The Issuer will inform about the granting of a Revolving Facility to the Company for next period in a separate report.
After 30 June 2019, until the date hereof there were no other material ev ents requiring disclosure in this report with the exception of those events that were disclosed in this report in paragraphs above.
Signatures of the Members of the Management Board
| Position | First and last name | Date | Signature | |
|---|---|---|---|---|
| President of the Management Board Chief Executive Officer |
Michał Jarczyński | 03 September 2019 | signed with a qualified electronic signature |
|
| Member of the Management Board Chief Financial Officer |
Göran Eklund | 03 September 2019 | signed with a qualified electronic signature |
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 85
Interim abbreviated standalone financial statements
for the period of six months ended on 30 June 2019
Additional notes to the interim abbreviated standalone financial statements provided on pages 90 to 107 form an integral part hereof
| 3-month period ended on 30 June 2019 |
6-month period ended on 30 June 2019 |
3-month period ended on 30 June 2018 |
6-month period ended on 30 June 2018 |
||
|---|---|---|---|---|---|
| Note | (unaudited) | (unaudited) | (unaudited) | (unaudited) | |
| Continuing operations | |||||
| Revenues from sales of services | 7 587 | 14 908 | 9 340 | 17 864 | |
| Interest income on loans from related entities | 11.1 | 1 088 | 2 227 | 1 226 | 2 453 |
| Dividend income | 15 | 23 109 | 25 759 | 38 897 | 38 897 |
| Sales revenues | 31 783 | 42 894 | 49 463 | 59 214 | |
| Interest expense to related entities and costs of sales of | |||||
| logistics services | 11.1 | (1 353) | (2 689) | (1 167) | (2 525) |
| Gross profit (loss) on sales | 30 430 | 40 205 | 48 295 | 56 689 | |
| Other operating income | 21 | 103 | 275 | 249 | |
| Selling and distribution costs | 11.3 | (955) | (1 529) | (749) | (1 499) |
| Administrative expenses | 11.2 | (6 310) | (12 956) | (6 989) | (14 134) |
| Change of impairment charges to assets | 643 | 451 | (1 166) | (1 394) | |
| Other operating expenses | 11.3 | (33) | (159) | (85) | (26) |
| Operating profit (loss) | 23 797 | 26 114 | 39 581 | 39 885 | |
| Financial income | 2 109 | 3 312 | 2 041 | 3 050 | |
| Financial expenses | (4 436) | (9 751) | (5 627) | (11 485) | |
| Gross profit (loss) | 21 469 | 19 675 | 35 995 | 31 450 | |
| Income tax | - | (1) | (300) | (300) | |
| Net profit (loss) from continuing operations | 21 469 | 19 675 | 35 695 | 31 150 | |
| Discontinued operations | |||||
| Profit (loss) for the financial year from discontinued operations | - | - | - | - | |
| Net profit (loss) for the period | 21 469 | 19 675 | 35 695 | 31 150 | |
| Earnings per share: | |||||
| – basic earnings from the profit (loss) for the period | 0,31 | 0,28 | 0,52 | 0,45 | |
| – basic earnings from the profit (loss) from continuing operations for | |||||
| the period | 0,31 | 0,28 | 0,52 | 0,45 |
| Note | 3-month period ended on 30 June 2019 (unaudited) |
6-month period ended on 30 June 2019 (unaudited) |
3-month period ended on 30 June 2018 (unaudited) |
6-month period ended on 30 June 2018 (unaudited) |
|
|---|---|---|---|---|---|
| Net profit/(loss) for the reporting period | 21 469 | 19 675 | 35 695 | 31 150 | |
| Items to be reclassified to profit/loss in future reporting periods: Measurement of financial instruments FX differences on translation of foreign operations |
21.3 | (130) 243 |
644 422 |
(146) (20) |
87 314 |
| Other comprehensive income (net) | 113 | 1 066 | (167) | 401 | |
| Total comprehensive income | 21 582 | 20 741 | 35 528 | 31 551 |
| As at | As at | ||
|---|---|---|---|
| Note | 30 June 2019 (unaudited) |
31 December 2018 | |
| ASSETS | |||
| Fixed assets | |||
| Tangible fixed assets | 18 | 2 506 | 1 480 |
| Intangible assets | 1 872 | 1 857 | |
| Investments in subsidiary entities | 12 | 673 938 | 673 937 |
| Other financial assets | 19 | 60 637 | 72 742 |
| Other non-financial assets | 1 431 | 1 492 | |
| 740 384 | 751 508 | ||
| Current assets | |||
| Trade and other receivables | 16 | 105 169 | 90 469 |
| Income tax receivables | 267 | 349 | |
| Other financial assets | 19 | 100 244 | 123 848 |
| Other non-financial assets | 5 785 | 6 833 | |
| Cash and cash equivalents | 13 | 10 609 | 19 605 |
| 222 074 | 241 104 | ||
| TOTAL ASSETS | 962 457 | 992 611 | |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 21.1 | 69 288 | 69 288 |
| Reserve capital | 21.4 | 407 979 | 407 979 |
| Other reserves | 21.5 | 122 566 | 102 399 |
| FX differences on translation | 21.3 | 1 883 | 1 461 |
| Retained earnings / Accumulated losses | 21.6 | (45 851) | (46 002) |
| Total equity | 555 865 | 535 124 | |
| Long-term liabilities | |||
| Interest-bearing loans and borrowings | 20 | 10 630 | 80 782 |
| Provisions | 1 778 | 1 854 | |
| Other financial liabilities | 992 | 171 | |
| 13 401 | 82 807 | ||
| Short-term liabilities | |||
| Interest-bearing loans and borrowings | 20 | 328 321 | 272 269 |
| Trade payables | 22 | 51 530 | 86 924 |
| Other financial liabilities | 3 590 | 3 802 | |
| Other short-term liabilities | 1 630 | 2 394 | |
| Income tax liability | - | - | |
| Accruals and deferred income | 8 120 393 191 |
9 290 374 679 |
|
| TOTAL LIABILITIES | 406 592 | 457 486 | |
| TOTAL EQUITY AND LIABILITIES | 962 457 | 992 611 |
| 6-month period ended on 30 June 2019 |
6-month period ended on 30 June 2018 |
||
|---|---|---|---|
| Note | (unaudited) | (unaudited) | |
| Ca sh f lows f rom op era ting a ctivities | |||
| Gross profit (loss) | 19 675 | 31 450 | |
| Adjustments for: | - | ||
| Depreciation/amortisation | 242 | 248 | |
| FX gains / (loss) | - | 2 782 | |
| Impairment of assets | - | - | |
| Net interest | 3 825 | 4 010 | |
| Increase / decrease in receivables and other non-financial assets | (13 591) | 919 | |
| Increase / decrease in liabilities except for loans, borrowings and debt securities | (36 159) | 5 125 | |
| Change in accruals and prepayments | (1 050) | (968) | |
| Change in provisions | (75) | (19) | |
| Income tax paid | 81 | (517) | |
| Change to liabilities due to cash-pooling | 38 914 | (76 700) | |
| Increase / decrease of loans granted to subsidiaries | 12 211 | (54 810) | |
| Other | 1 113 | (237) | |
| Net cash flows from operating activities | 25 185 | (88 717) | |
| Ca sh f lows f rom investing a ctivities | |||
| Disposal of tangible fixed assets and intangible assets | - | - | |
| Purchase of tangible fixed assets and intangible assets | (1 492) | (139) | |
| Increased interest in subsidiary entity | - | - | |
| Net cash flows from investing activities | (1 492) | (139) | |
| Ca sh f lows f rom f ina ncing a ctivities | |||
| Inflows from loans and borrowings | - | 88 728 | |
| Repayment of loan liabilities | (24 213) | (17 014) | |
| Dividend disbursed | - | (13 857) | |
| Change in overdrafts | (5 181) | - | |
| Interest paid | (3 295) | (4 118) | |
| Repayment of obligations under financial leases | - | (144) | |
| Net cash flows from financing activities | (32 690) | 53 595 | |
| Change in cash and cash equivalents | (8 997) | (35 260) | |
| Cash and cash equivalents at the beginning of the period | 19 605 | 36 943 | |
| Cash and cash equivalents at the end of the period | 13 | 10 609 | 1 682 |
| FX differences on | ||||||
|---|---|---|---|---|---|---|
| translation of foreign Retained earnings / |
||||||
| Share capital | Reserve capital | operations | Other reserves | (Accumulated losses) | Total equity | |
| As at 01 January 2019 | 69 288 | 407 979 | 1 461 | 102 399 | (46 002) | 535 124 |
| Other comprehensive income for the period | - | 422 | 644 | - | 1 066 | |
| Net profit / (loss) for the period | - | - | - | - | 19 675 | 19 675 |
| Total comprehensive income for the period | - | - | 422 | 644 | 19 675 | 20 741 |
| Dividend distribution | - | - | - | - | - | - |
| Measurement of financial instruments | - | - | - | - | - | - |
| Profit distribution | - | 19 523 | - | 19 523 | (19 523) | - |
| Settlement of the tax group in Sweden | - | - | - | - | - | - |
| As at 30 June 2019 (unaudited) | 69 288 | 407 979 | 1 883 | 122 566 | (45 851) | 555 865 |
| FX differences on | ||||||
|---|---|---|---|---|---|---|
| translation of foreign Retained earnings / |
||||||
| Share capital | Reserve capital | operations | Other reserves | (Accumulated losses) | Total equity | |
| As at 01 January 2018 | 69 288 | 447 641 | 1 167 | 116 300 | (103 364) | 531 032 |
| Other comprehensive income for the period | - | - | 314 | 87 | - | 401 |
| Net profit for the period | - | - | - | - | 31 150 | 31 150 |
| Total comprehensive income for the period | - | - | 314 | 87 | 31 150 | 31 551 |
| Dividend distribution | - | - | - | (13 858) | - | (13 858) |
| Measurement of financial instruments | - | - | - | - | - | - |
| Profit distribution | - | (39 662) | - | - | 39 662 | - |
| Settlement of the tax group in Sweden | - | - | - | - | (185) | (185) |
| As at 30 June 2018 (unaudited) | 69 288 | 407 979 | 1 481 | 102 529 | (32 737) | 548 540 |
Additional notes to the interim abbreviated standalone financial statements provided on pages 90 to 106 form an integral part hereof
Arctic Paper S.A. ("Company", "Entity") is a joint stock company established with Notary deed on 30 April 2008 with its stock publicly listed.
The Company's registered office is located in Poznań at ul. Jana Henryka Dąbrowskiego 334A. The Company also has a foreign branch in Göteborg, Sweden.
The Company is entered in the register of entrepreneurs of the National Court Register maintained by the District Court in Poznań – Nowe Miasto i Wilda, 8th Commercial Division of the National Court Register, under KR S number 0000306944. The Company holds statistical number REGON 080262255.
The duration of the Company is indefinite.
Nemus Holding AB is the direct parent entity to the Company. The Ultimate Parent Entity of the Arctic Paper Group is Incarta Development S.A.
Holding operations is the core business of the Company.
The interim abbreviated standalone financial statements of the Company with respect to the interim abbreviated standalone profit and loss account, statement of comprehensive income, cash flow statement and statement of changes to equity, cover the period of 6 months ended on 30 June 2019 and contain comparable data for the period of 6 months ended on 30 June 2018; and in the interim abbreviated standalone statement of financial condition, it presents data as at 30 June 2019 and as at 31 December 2018 and 30 June 2018.
The interim abbreviated standalone statement of comprehensive income, the interim abbreviated standalone profit and loss account and notes to the interim abbreviated standalone statement of comprehensive income and the interim abbreviated standalone profit and loss account contain data for the period of 3 months ended on 30 June 2019 and comparable dat a for the period of 3 months ended on 30 June 2018 that has not been reviewed or audited by statutory auditor.
These interim abbreviated standalone financial statements were prepared in accordance with the requirements of International Accounting Standard No. 34.
These interim abbreviated standalone financial statements have been presented in Polish zloty ("PLN") and all values are rounded to the nearest thousand (PLN '000) except as stated otherwise.
These interim abbreviated standalone financial statements have been prepared based on the assumption that the Company will continue as a going concern in the foreseeable future.
In connection with the term and revolving loan agreements, agreements related to bond issues, signed on 9 September 2016, the Group agreed to maintain specified financial ratios that are calculated at the end of each quarter. The ratios are calculated on the basis of results of the paper segment.
As at 30 June 2019, the Group failed to maintain the Net Debt ratio as required in the loan agreement with the consortium of financing banks (Santander Bank S.A., BNP Paribas Bank Polska S.A. and the European Bank for Reconstruction and Development) – being a ratio of interest-bearing debt cash reduced by cash to EBITDA(net of any data on discontinued operations of the Rottneros Group). The set net debt to EBITDA ratio was not complied with as per the bond issue terms and conditions. Failure to comply with the ratios was due to continued lower demand for paper, which resulted in lower revenues and EBITDA.
After the balance sheet date, Arctic Paper S.A. received a written assurance from Santander Bank S.A. acting as the consortium agent of the financing banks that failure by the Group to comply with the ratio levels as at 30 June 2019 did not constitute an event of default under the loan agreement of 9 September 2016 ("default"). In accordance with IAS 1, as such assurance was not available on 30 June 2019, the Group disclosed its entire debt to the bank consortium as at that day as short-term liabilities: interest-bearing loans, borrowings and bonds.
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 92 Interim abbreviated standalone financial statements
Similarly, the entire debt to the Bondholders was disclosed as short-term. However, due to the above assurance received from the consortium of financing banks and maintenance of the ratio within the specified range the Company is not obliged to receive a similar assurance from Bondholders. According to conditions set forth in the Bond issue terms and conditions such violation does not form the basis of their right to claims premature Bond redemption.
The interim abbreviated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunc tion with the Company's annual financial statements for the year ended on 31 December 2018.
The Company made its interim abbreviated consolidated financial statements for the 6-month period ended on 30 June 2019, which were approved for publication by the Management Board on 3 September 2019.
As at 30 June 2019, the Company's Management Board was composed of:
Until the publication hereof, there were no changes to the composition of the Management Board of the Company.
As at 30 June 2019, the Company's Supervisory Board was composed of:
On 28 May 2019, the Ordinary General Meeting of the Company approved a resolution dismissing Mr Maciej Georg from the Supervisory Board. Additionally, the Ordinary General Meeting appointed Ms Dorota Raben to the Supervisory Board.
Until the date hereof, there were no other changes to the composition of the Supervisory Board of the Company.
On 3 September 2019, these interim abbreviated standalone financial statements of the Company for the 6-month period ended on 30 June 2019 were approved for publication by the Management Board.
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 93 Interim abbreviated standalone financial statements
The Company holds interests in the following subsidiary companies:
| Company's interest in the equity of the subsidiary entities |
|||||
|---|---|---|---|---|---|
| Entity Registered office |
Business objects | 3 September 2019 |
30 June 2019 |
31 December 2018 |
|
| Arctic Paper Kostrzyn S.A. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Paper production | 100% | 100% | 100% |
| Arctic Paper Munkedals AB | Sweden, SE 455 81 Munkedal | Paper production | 100% | 100% | 100% |
| Arctic Paper Investment AB | Sweden, Box 383, 401 26 Göteborg | Holding activities | 100% | 100% | 100% |
| Arctic Paper UK Limited | United Kingdom, 8 St Thomas Street SE1 9RR London |
Trading company | 100% | 100% | 100% |
| Arctic Paper Baltic States SIA | Latvia, K. Vardemara iela 33-20, Riga LV-1010 |
Trading company | 100% | 100% | 100% |
| Arctic Paper Deutschland GmbH | Germany, Am Sandtorkai 72, 20457 Hamburg |
Trading company | 100% | 100% | 100% |
| Arctic Paper Benelux S.A. | Belgium, Ophemstraat 24, B-3050 Oud-Heverlee |
Trading company | 100% | 100% | 100% |
| Arctic Paper Schweiz AG | Switzerland, Gutenbergstrasse 1, CH-4552 Derendingen |
Trading company | 100% | 100% | 100% |
| Arctic Paper Italia srl | Italy, Via Cavriana 7, 20 134 Milan | Trading company | 100% | 100% | 100% |
| Arctic Paper Danmark A/S | Denmark, Korskildelund 6 DK-2670 Greve |
Trading company | 100% | 100% | 100% |
| Arctic Paper France SAS | France, 43 rue de la Breche aux Loups, 75012 Paris |
Trading company | 100% | 100% | 100% |
| Arctic Paper Espana SL | Spain, Avenida Diagonal 472-474, 9-1 Barcelona |
Trading company | 100% | 100% | 100% |
| Arctic Paper Papierhandels GmbH | Austria, Hainborgerstrasse 34A, A-1030 Wien |
Trading company | 100% | 100% | 100% |
| Arctic Paper Polska Sp. z o.o. | Poland, Okrężna 9, 02-916 Warszawa |
Trading company | 100% | 100% | 100% |
| Arctic Paper Norge AS | Norway, Eikenga 11-15, NO-0579 Oslo |
Trading company | 100% | 100% | 100% |
| Arctic Paper Sverige AB | Sweden, SE 455 81 Munkedal | Trading company | 100% | 100% | 100% |
| Arctic Paper East Sp. z o.o. | Poland, Fabryczna 1, 66-470 Kostrzyn nad Odrą |
Trading company | 100% | 100% | 100% |
| Arctic Paper Investment GmbH | Germany, Fabrikstrasse 62, DE-882, 84 Wolpertswende |
Holding activities | 99,8% | 99,8% | 99,8% |
| Arctic Paper Finance AB | Sweden, Box 383, 401 26 Göteborg | Activities of holding companies |
100,0% | 100,0% | 100,0% |
| Rottneros AB | Sweden, 826 79 Vallvik | Activities of holding companies |
51,27% | 51,27% | 51,27% |
As at 30 June 2019 and as at 31 December 2018 the share in the overall number of votes held by t he Company in its subsidiary entities was equal to the share of the Company in the share capital of those entities.
The accounting principles (policies) applied to prepare the interim abbreviated standalone financial statements are compliant with those applied to the annual standalone financial statements of the Company for the year ended on 31 December 2018. The new standards, which were effective on 1 January 2019 did not have significant influence on financial data of the Company, with the following exceptions:
— IFRS 16 Leases (issued on 13 January 2016) – effective for financial years beginning on or after 1 January 2019.
The Company has not earlier adopted any other standard, interpretation or amendment that was issued but is not yet effective.
In January 2016, the International Accounting Standards Board issued International Financial Reporting Standard 16 Leases ("IFRS 16"), which replaced IAS 17 Leases, IFRIC 4 Determining if the Agreement contains the 2018 Annual Report of Arctic Paper S.A 60 Standalone financial statements (all amounts in PLN thousand unless specified otherwise) leasing, SKI 15 Operating leases — incentives and SKI 27 Evaluating the substance of transactions involving the legal form of a lease IFRS 16 sets out the accounting principles for leases in terms of measurement, presen tation and disclosure.
IFRS 16 introduces a uniform model of the lessee accounting and requires the lessee to recognize assets and liabilities resulting from each lease with a period exceeding 12 months, unless the underlying asset is of low value. On the lease commencement date, the lessee recognizes an asset with respect to the right to use the underlying asset and a lease liability that reflects the lessee's obligation to make lease payments. The lessee separately recognizes depreciation of an asset with respect to the right of use and interest on the lease liability.
The lessee updates the measurement of the lease liability after the occurrence of certain events (e.g. changes in the lease period, changes in future lease payments resulting from a change i n the index or the rate used to determine such payments). As a rule, the lessee recognizes the revaluation of the lease liability as an adjustment to the value of the asset with respect to the right of use. The lessor accounting under IFRS 16 remains subst antially unchanged compared to the current accounting under IAS 17. The lessor will continue to include all lease agreements using the same classification principles as in the case of IAS 17, distinguishing between operating leases and financial leasing.
IFRS 16 requires broader disclosures from both the lessee and the lessor than in the case of IAS 17.
The application of IFRS 16 for the first time was subject to the lessee's decision to select a full retrospective approach wi th a recognition of the cumulated effect as the day of the first application (1 January 2019) and interim regulations provided for certain practical solutions.
IFRS 16 is effective for annual periods beginning on and after 1 January 2019. Earlier application is permitted for entities which apply IFRS 15 from or before the date of the first application of IFRS 16. The Group did not decide on early adoption of IFRS 16.
As at 1 January 2019, the Company prospectively implemented a uniform model of lessee accounting covering lease contracts in compliance with IFRS 16 with terms in excess of 12 months unless the underlying asset The observed impact resulted in modified measurement of the existing assets and in the Company's opinion it will not be material. Due to IFRS16 Company amended fixed assets of PLN 1,428 thousand net value as at 30 June 2019.
The average weighted margin interest rate applied to lease liabilities recognised in the statement of financial condition on the date of the first application was 4%,
Due to the interim regulations applied in the implementation of IFRS 16, the Company did not adjust any comparable data as at 31 December 2018. Additionally, the Company applied simplifications relating to the contract value or the remaining lease term.
The difference between the amounts of future payments that the Company was obliged to make under operational leases, disclosed in compliance with IAS 17 as at the end of 2018, discounted with the marginal interest rate as at the day of the first application, and the lease liabilities disclosed in the statement of financial condition on the day of the first application of IFRS 16 – 1 January 2019, was due to the recognition of lease contracts that did not have to be disclosed in 2018 in compliance with IAS 17.
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 95 Interim abbreviated standalone financial statements
The following standards and interpretations were issued by the International Accounting Standards Board (IASB) or the International Financial Reporting Interpretations Committee (IFRIC) but are not yet effective:
The Company does not expect the Standards to have material impact on its financial statements when they become effective.
The Company's activities are not of seasonal nature. Therefore the results presented by the Company do not change significantly during the year.
Arctic Paper S.A. is a holding company, providing services mostly to the Group companies. The Company operates in one segment, the results are assessed by the Management Board on the basis of financial statements.
The table below presents revenues from the sale of services, interest on loans and dividend income for the 6-month period ended on 30 June 2019 and as at 30 June 2018 in geographical presentation.
The geographical split of revenues relies on the location of registered offices of the subsidiary companies of Arctic Paper S.A.
| Continuing operations | |||
|---|---|---|---|
| 6-month period | 6-month period | ||
| ended on | ended on | ||
| 30 June 2019 | 30 June 2018 | ||
| (unaudited) | (unaudited) | ||
| Geog ra p hica l inf orm a tion | |||
| Poland | 7 952 | 29 962 | |
| Foreign countries, of which: | |||
| - Sweden | 31 690 | 24 001 | |
| - Other | 3 253 | 5 251 | |
| Tota l | 42 894 | 59 214 |
Interest income covers interest income on loans granted to other companies in the Group. Interest expense covers interest income on loans received from other companies in the Group and from banks. Interest expense covers interest income on loans received from other Group companies and is disclosed as costs of sales.
The administrative expenses include costs of the administration of the Company operation, costs of services provided for the companies in the Group and all costs incurred by the Company for the purposes of pursuing holding company activities. In Q1 2019, the administrative expenses amounted to PLN 12.956 thousand (in H1 2018: PLN 14,134 thousand). The increase of the administrative expenses is due to higher costs of services provided to the Group by external entities.
Other operating income amounted to PLN 103 thousand in two quarters of 2019 (in the equivalent period of 2018: PLN 249 thousand). Other operating costs increased in the analysed period from PLN 26 thousand in H1 2018 to PLN 159 thousand in H1 2019.
The impairment allowances to assets in two quarters of 2019 amounted to PLN 451 thousand (the excess of reversal of impairment allowances to new recognised), while in the equivalent period in 2018 they were PLN -1,394 thousand. In H1 2019, the Company reversed impairment allowances for receivables under loans to Arctic Paper Mochenwangen GmbH for PLN 1,794 thousand (the company received a partial repayment of the loans in June 2019).
The value of investments in subsidiary companies as at 30 June 2019 and as at 31 December 2018 was as follows:
| As at | As at | |
|---|---|---|
| 30 June 2019 | 31 December 2018 | |
| (unaudited) | ||
| Arctic Paper Kostrzyn S.A. | 442 535 | 442 535 |
| Arctic Paper Munkedals AB | 88 175 | 88 175 |
| Rottneros AB | 101 616 | 101 616 |
| Arctic Paper Investment AB, of which: | 24 579 | 24 579 |
| Arctic Paper Investment AB (shares) | 307 858 | 307 858 |
| Arctic Paper Investment AB (loans) | 82 709 | 82 709 |
| Arctic Paper Investment AB (impairment charge) | (365 988) | (365 988) |
| Arctic Paper Investment GmbH | - | - |
| Arctic Paper Investment GmbH (shares) | 120 030 | 120 030 |
| Arctic Paper Investment GmbH (impairment charge) | (120 030) | (120 030) |
| Arctic Paper Sverige AB | 2 936 | 2 936 |
| Arctic Paper Sverige AB (shares) | 11 721 | 11 721 |
| Arctic Paper Sverige AB (impairment charge) | (8 785) | (8 785) |
| Arctic Paper Danmark A/S | 5 539 | 5 539 |
| Arctic Paper Deutschland GmbH | 4 977 | 4 977 |
| Arctic Paper Norge AS | 516 | 516 |
| Arctic Paper Norge AS (shares) | 3 194 | 3 194 |
| Arctic Paper Norge AS (impairment charge) | (2 678) | (2 678) |
| Arctic Paper Italy srl | 738 | 738 |
| Arctic Paper UK Ltd. | 522 | 522 |
| Arctic Paper Polska Sp. z o.o. | 406 | 406 |
| Arctic Paper Benelux S.A. | 387 | 387 |
| Arctic Paper France SAS | 326 | 326 |
| Arctic Paper Espana SL | 196 | 196 |
| Arctic Paper Papierhandels GmbH | 194 | 194 |
| Arctic Paper East Sp. z o.o. | 102 | 102 |
| Arctic Paper Baltic States SIA | 64 | 64 |
| Arctic Paper Schweiz AG | 61 | 61 |
| Arctic Paper Finance AB | 68 | 68 |
| Tota l | 673 938 | 673 938 |
The value of investments in subsidiary companies was disclosed on the basis of historic costs.
As at 30 June 2019, impairment tests were held at Arctic Paper Grycksbo AB whose 100% are held by Arctic Paper Investment AB. The tests were performed with the discounted cash flow method with reference to investments in both companies.
The tests were due to a revision of assumptions underlying stress tests held in previous years, primarily with reference to sales prices, production volumes and investment plans.
The impairment tests did not result in the establishment of an additional impairment allowance to assets as at 30 June 2019.
For the purposes of the interim abbreviated standalone cash flow statement, cash and cash equivalents include the following items:
| As at | As at | |
|---|---|---|
| 30 June 2019 | 30 June 2018 | |
| (unaudited) | (unaudited) | |
| Cash in bank and on hand | 10 609 | 1 682 |
| Tota l | 10 609 | 1 682 |
Dividend is paid based on the net profit disclosed in the standalone annual financial statements of Arctic Paper S.A. after covering losses carried forward from the previous years.
In accordance with provisions of the Code of Commercial Companies, the parent entity is obliged to establish reserve capital to cover potential losses. At least 8% of the profit for the financial year disclosed in the standalone financial statements of the Parent Entity should be transferred to the category of capital until the capital has reached the amount of at least one third of the share capital of the parent entity. The use of reserve capital and reserve funds is determined by t he General Meeting; however, a part of reserve capital equal to one third of the share capital can be used solely to cover the losses disclosed in the standalone financial statements of the parent entity and cannot be distributed to other purposes.
As on the date of these interim abbreviated financial statements, the Company had no preferred shares.
The possibility of disbursement of potential dividend by the Company to its shareholders depends on the level of payments received from its subsidiaries. The risk associated with the Company's ability to disburse dividend was described in the part "Risk factors" of the annual report for 2018.
In connection with the term and revolving loan agreements signed on 9 September 2016, agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the intercreditor agreement, the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurrence of any events of default (as defined in the term and revolving loan agreements).
The Company's General Meeting held on 28 May 2019 did not make any decision on dividend disbursement.
The dividend income disclosed in the comprehensive financial statement contains the dividend income received from:
Trade and other receivables disclosed as at 30 June 2019 increased by PLN 14,700 thousand versus 31 December 2018 .
Due to the uncertainty of future applying the tax loss incurred in 2013-2017, the Management Board decided against establishing the deferred income tax asset for the purpose. Additionally, for the same reasons, the Management Board decided against establishing a deferred income tax asset for other temporary differences.
Due to tax losses from the previous years, the Company did not pay any corporate income tax during the six months of 2019.
During the 6-month period ended on 30 June 2019 the Company acquired tangible fixed assets and intangible assets for PLN 56 thousand (in the equivalent period of 2018: PLN 139 thousand). Amortisation allowances for the period under report were PLN 234 thousand (for 6 months in 2018: PLN 248 thousand). Due to implementation of IFRS16 Company amended fixed assets of PLN 1,428 thousand net value as at 30 June 2019.
In the current period and in the equivalent period of the previous year the Company did not recognise or reverse any impairment charges to fixed assets.
The other financial assets are composed of loans granted to subsidiary companies with accrued interest.
In compliance with the agreement, Arctic Paper Kostrzyn SA in H1 2019 repaid the loans in the amount of PLN 11,570 thousand (EUR 2,117 thousand and PLN 2,400 thousand) and Arctic Paper Mochenwangen GmbH repaid loans for PLN 3,156 thousand (EUR 742 thousand). Material impact on decrease of financial receivables had the decrease of cash-pool receivables balance of Arctic Paper Grycksbo, which amounted for about PLN 23 million.
In accordance with the loan agreement, in H1 2019 the Company repaid principal instalments and paid interest of PLN 24,461 thousand.
In connection with the term and revolving loan agreements, agreements related to bond issues, signed o n 9 September 2016, the Group agreed to maintain specified financial ratios that are calculated at the end of each quarter. The ratios are calculated on the basis of results of the paper segment. Other changes in loans and borrowings values were due to increase of cash-pool liabilities balance (PLN 8,164 thousand) and intercompany loans contractions (PLN 1,985 thousand).
As at 30 June 2019, the Group failed to maintain the Net Debt ratio as requir ed in the loan agreement with the consortium of financing banks (Santander Bank S.A., BNP Paribas Bank Polska S.A. and the European Bank for Reconstruction and Development) – being a ratio of interest-bearing debt cash reduced by cash to EBITDA(net of any data on discontinued operations of the Rottneros Group). The set net debt to EBITDA ratio was not complied with as per the bond issue terms and conditions. Failure to comply with the ratios was due to continued lower demand for paper, which resulted in lower revenues and EBITDA.
After the balance sheet date, Arctic Paper S.A. received a written assurance from Santander Bank S.A. acting as the consortium agent of the financing banks that failure by the Group to comply with the ratio levels as at 30 June 2019 did not constitute an event of default under the loan agreement of 9 September 2016 ("default"). In accordance with IAS 1, as such assurance was not available on 30 June 2019, the Group disclosed its entire debt to the bank consortium as at that day as short-term liabilities: interest-bearing loans, borrowings and bonds.
Similarly, the entire debt to the Bondholders was disclosed as short-term. However, due to the above assurance received from the consortium of financing banks and maintenance of the ratio within the specified range the Company is not obliged to receive a similar assurance from Bondholders. According to conditions set forth in the Bond issue terms and conditions such violation does not form the basis of their right to claims premature Bond r edemption.
As at 30 August 2019 the Lenders have granted to the Company a technical extension of the original end date of the revolving loan ("Revolving Facility") by 2 (two) additional months so that the original end date falls on October 31st , 2019.The original expiration date of the Revolving Facility was set at August 31st, 2019. The Revolving Facility was granted to the Company for a total value of EUR 19,800,000 and PLN 20,000,000 and was made available for the purpose of refinancing of intra-group liabilities of the Company or financing of intra-group loans.
In accordance with clause 5.7 of the Credit Facility (option of extension), on June 26th, 2019, the Company has submitted to the Lenders an application for extension of the term of the Revolving Facility until August 31, 2021. Due to the fact that the procedure related to the extension of the Credit Agreement in the scope of the Revolving Facility requires that the Company provides audited financial statements for the first half of 2019 of the Iss uer and its subsidiaries, the Lenders decided about the technical extension of the validity period of the abovementioned Facility. The Issuer will inform about the granting of a Revolving Facility to the Company for next period in a separate report.
| As at | As at | |
|---|---|---|
| 30 June 2019 | 31 December 2018 | |
| (unaudited) | (audited) | |
| Series A ordinary shares of the nominal value of PLN 1 each | 50 | 50 |
| Series B ordinary shares of the nominal value of PLN 1 each | 44 254 | 44 254 |
| Series C ordinary shares of the nominal value of PLN 1 each | 8 100 | 8 100 |
| Series E ordinary shares of the nominal value of PLN 1 each | 3 000 | 3 000 |
| Series F ordinary shares of the nominal value of PLN 1 each Trade receivables |
13 884 | 13 884 |
| 69 288 | 69 288 |
| Date of registration of | |||
|---|---|---|---|
| capital increase | Volume | Value in PLN | |
| Ordinary shares issued and fully covered | |||
| Issued on 30 April 2008 | 28.05.2008 | 50 000 | 50 000 |
| Issued on 12 September 2008 | 12.09.2008 | 44 253 468 | 44 253 468 |
| Issued on 20 April 2009 | 01.06.2009 | 32 | 32 |
| Issued on 30 July 2009 | 12.11.2009 | 8 100 000 | 8 100 000 |
| Issued on 01 March 2010 | 17.03.2010 | 3 000 000 | 3 000 000 |
| Issued on 20 December 2012 | 09.01.2013 | 10 740 983 | 10 740 983 |
| Issued on 10 January 2013 | 29.01.2013 | 283 947 | 283 947 |
| Issued on 11 February 2013 | 18.03.2013 | 2 133 100 | 2 133 100 |
| Issued on 6 March 2013 | 22.03.2013 | 726 253 | 726 253 |
| As at 30 June 2019 (unaudited) | 69 287 783 | 69 287 783 |
| As at 30 June 2019 | As at 31 December 2018 | |||
|---|---|---|---|---|
| Share in the share capital |
Share in the total number of votes |
Share in the share capital |
Share in the total number of votes |
|
| Thom a s O nsta d | 68, 13% | 68, 13% | 68, 13% | 68, 13% |
| indirectly via | 59,15% | 59,15% | 59,36% | 59,36% |
| Nemus Holding AB | 58,28% | 58,28% | 58,06% | 58,06% |
| other entity | 0,87% | 0,87% | 1,30% | 1,30% |
| directly | 8,98% | 8,98% | 8,77% | 8,77% |
| O ther | 31, 87% | 31, 87% | 31, 87% | 31, 87% |
Swedish krona is the functional currency of the Company's foreign branch.
As at the balance sheet date, the assets and liabilities of the branch are translated into the Company's presentation currenc y at the exchange rate prevailing on its interim abbreviated profit and loss account, total comprehensive income statement and statement of changes in equity are translated using the average weighted exchange rate for the relevant reporting period. The FX differences on translation are recognised in other total comprehensive income and cumulated in a separate equity item.
The reserve capital as at 30 June 2019 amounted to PLN 407,979 thousand. The amount of reserve capital versus the end of 2018 was not changed.
Other reserves amounted to PLN 122,566 thousand as at 30 June 2019 and increased versus 31 December 2018 by PLN 20,167 thousand.
The increase of reserve capital was primarily due to the net profit for 2018 transferred to reserve capital of PLN 19,523 thousand.
In accordance with the provisions of the Code of Commercial Companies, the Company is obliged to establish reserve capital to cover potential losses. At least 8% of the profit for the financial year disclosed in the financial statements of the Comp any should be transferred to the category of the capital until the capital has reached the amount of at least one third of the share capital. The use of reserve capital and reserve funds is determined by the General Meeting; however, a part of reserve capita l may be used solely to cover the losses disclosed in the financial statements and may not be distributed for other purposes.
On 28 May 2019, the Ordinary General Meeting of Shareholders approved Resolution No. 8 on transferring the profit for the financial year for 2018 of PLN 19,523 thousand – profit was transferred to reserve capital.
In connection with the term and revolving loan agreements signed on 9 September 2016, agreements related to the bond issue pursuant to which on 30 September 2016 the Company issued bonds and the inte rcreditor agreement, the possibility of the Company to pay dividend is subject to satisfying certain financial ratios by the Group in two periods preceding such distribution (as the term is defined in the term and revolving loan agreements) and no occurren ce of any events of default (as defined in the term and revolving loan agreements).
Trade payables of the Company decreased by PLN 35,395 thousand versus the end of 2018. The reduced value of the item versus the end of the previous year was due to lower purchases of pulp from external entities.
The Company holds the following financial instruments: cash in bank accounts, loans, borrowings, receivables, liabilities und er financial leases and SWAP interest rate contracts.
Due to the fact that book and fair values of the financial instruments are similar t he table below presents the financial instruments held by the Company by their book value split into individual assets and liabilities.
| Book value | |||
|---|---|---|---|
| Category in | As at | As at | |
| compliance with | 30 June | 31 December | |
| IFRS 9 | 2019 | 2018 | |
| Fina ncia l Assets | |||
| Other (long-term) financial assets | WwWGpWF | 60 637 | 72 742 |
| Trade and other receivables | WwZK | 105 169 | 90 469 |
| Cash and cash equivalents | WwZK | 10 609 | 19 605 |
| Other (short-term) financial assets | WwWGpWF | 100 244 | 123 848 |
| Fina ncia l L ia b ilities | |||
| Interest-bearing loans and borrowings | WwZK | 338 951 | 353 051 |
| Other (long-term) financial liabilities | WwZK | 992 | 171 |
| Trade and other payables and other financial liabilities (short-term) | WwZK | 55 120 | 90 726 |
Abbreviations used:
WwZK – Financial assets/liabilities measured at amortised cost WwWGpWF – financial assets/liabilities measured at fair value through profit or loss
More information regarding fair values od financial instruments is disclosed in the Annual Report for 2018, note 31.2.
Cash flow hedge
As at 30 June 2019, the Company used cash flow hedge accounting for the following hedging items:
Cash flow volatility hedge accounting related to variable loan interest rate of the long -term loan with the use of SWAP transactions
— The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounting related to payment of interest in EUR on the loan in EUR:
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan | ||||
|---|---|---|---|---|---|
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR | ||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
||||
| Contract parameters: | |||||
| Contract conclusion date | 2016-11-21 | ||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 | ||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 12 million |
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 102 Interim abbreviated standalone financial statements
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan | |||||
|---|---|---|---|---|---|---|
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR | |||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||||
| Contract parameters: | ||||||
| Contract conclusion date Maturity date |
2017-07-18 each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 |
|||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 3.986 thousand | |||||
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan | |||||
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR | |||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||||
| Contract parameters: Contract conclusion date Maturity date |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 |
|||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 2.6 million | |||||
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR revolving long-term loans | |||||
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 3M EURIBOR | |||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||||
| Contract parameters: | ||||||
| Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 interest payable in line with the payment schedule under the loan agreement of EUR 9.9 million |
|||||
| Type of hedge | Hedge of cash flows related to variable interest rate on the EUR long-term loan | |||||
| Hedged position | Future EUR interest flows on EUR loan calculated on the basis of 6M EURIBOR | |||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in EUR on the EUR loan on the basis of a fixed interest rate |
|||||
| Contract parameters: | ||||||
| Contract conclusion date | 2018-07-27 | |||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 28.02.2022 | |||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 3.344 thousand |
— The table below presents detailed information concerning the hedging relationship in the cash flow hedge accounti ng related to payment of interest in PLN on the loan in PLN:
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN long-term loan | |||||
|---|---|---|---|---|---|---|
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 6M WIBOR | |||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
|||||
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2016-11-21 each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2021 interest payable in line with the payment schedule under the loan agreement of PLN 11.5 million |
|||||
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN revolving long-term loans | |||||
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 3M WIBOR | |||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
|||||
| Contract parameters: | ||||||
| Contract conclusion date | 2016-11-21 | |||||
| Maturity date | each interest payment date in line with the payment schedule under the loan agreement; by 30.08.2019 | |||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of PLN 10 million |
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN bonds | ||||
|---|---|---|---|---|---|
| Hedged position | Future PLN interest flows in PLN loan calculated on the basis of interest payments on PLN bonds at 6M WIBOR |
||||
| Hedging instruments | The hedging item is a SWAP transaction under which the Company agreed to pay interest in PLN on the PLN bonds on the basis of a fixed interest rate |
||||
| Contract parameters: Contract conclusion date |
2016-11-21 | ||||
| Maturity date | each interest payment date in line with the payment schedule under the bond issue agreement; by 31.08.2021 |
||||
| Hedged value | interest payable in line with the payment schedule under of interest of PLN 100 million | ||||
| Type of hedge | Hedge of cash flows related to variable interest rate on the PLN long-term loan | ||||
| Hedged position | Future PLN interest flows on PLN loan calculated on the basis of 3M WIBOR | ||||
| Hedging instruments | SWAP transaction under which the Company agreed to pay interest in PLN on the PLN loan on the basis of a fixed interest rate |
||||
| Contract parameters: Contract conclusion date Maturity date Hedged value |
2018-07-31 each interest payment date in line with the payment schedule under the loan agreement; by 29.01.2021 interest payable in line with the payment schedule under the loan agreement of PLN 25.8 million |
Fair value hedges
As at 30 June 2019, the company had floor options as hedge to fair value.
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
|||||
|---|---|---|---|---|---|---|
| Hedged position | ||||||
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
|||||
| Contract parameters: | ||||||
| Contract conclusion date | 2016-11-21 | |||||
| Maturity date Hedged value |
each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 interest payable in line with the payment schedule under the loan agreement of EUR 12 million |
|||||
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% | |||||
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
|||||
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
|||||
| Contract parameters: | ||||||
| Contract conclusion date | 2017-07-18 | |||||
| Maturity date Hedged value |
each interest payment date in line with the payment schedule under the loan agreement; by 31.08.2022 interest payable in line with the payment schedule under the loan agreement of EUR 3.986 thousand |
|||||
| Type of hedge | The right to reduce cash flows under payment of interest due to decrease of EURIBOR below 0% | |||||
| Hedged position | The hedged item are future EUR interest flows in EUR related to a loan in EUR calculated on the basis of 6M EURIBOR |
|||||
| Hedging instruments | The hedging item is a floor option under which the Company acquires the right to pay interest in EUR on the basis of EURIBOR below 0% |
|||||
| Contract parameters: | ||||||
| Contract conclusion date | 2018-07-27 | |||||
| Maturity date each interest payment date in line with the payment schedule under the loan agreement; by 28.02.2022 |
||||||
| Hedged value | interest payable in line with the payment schedule under the loan agreement of EUR 3.344 thousand |
The table below presents the fair value of hedging instruments in cash flow hedge accounting as at 30 June 2019 and the comparative data:
| Status as at 30 June 2019 | Status as at 31 December 2018 | ||||
|---|---|---|---|---|---|
| Assets | Equity and liabilities |
Assets | Equity and liabilities | ||
| SWAP | - 2 959 |
- | 3 648 | ||
| Tota l hed g ing d eriva tive instrum ents | - 2 959 |
- | 3 648 |
The table below presents the book value of the financial instruments held by the Company, exposed to interest rate risk, spli t into specific age baskets:
Arctic Paper Capital Group/ Consolidated Semi-annual Report for six months ended on 30 June 2019 105 Interim abbreviated standalone financial statements
| 30 czerwca 2019 | |||||||
|---|---|---|---|---|---|---|---|
| Oprocentowanie zmienne | <1 rok | 1-2 lat | 2-3 lat | 3-4 lat | 4-5 lat | >5 lat | Razem |
| Pożyczki udzielone do spółek powiązanych | 47 822 | 22 799 | 14 871 | 3 474 | - | - | 88 965 |
| Kredyty bankowe | (35 262) | - | - | - | - | - | (35 262) |
| Pożyczki otrzymane od spółek powiązanych | (64 001) | - | - | - | - | - | (64 001) |
| Suma | (51 441) | 22 799 | 14 871 | 3 474 | - | - | (10 298) |
| 30 czerwca 2019 | |||||||
| Oprocentowanie stałe | <1rok | 1-2 lat | 2-3 lat | 3-4 lat | 4-5 lat | >5 lat | Razem |
| Pożyczki udzielone do spółek powiązanych | 53 263 | 7 467 | 6 141 | 2 622 | - | - | 69 494 |
| Kredyty bankowe | (83 307) | (28 627) | (16 329) | (5 466) | - | - | (133 729) |
| Obligacje | (19 536) | (17 778) | (44 861) | - | - | - | (82 175) |
| Pożyczki otrzymane od spółek powiązanych | (12 616) | (10 630) | - | - | - | - | (23 246) |
| Suma | (62 195) | (49 568) | (55 049) | (2 844) | - | - | (169 656) |
| 31 December 2018 | |||||||
| Variable interest rate | <1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Loans granted to related entities | 79 833 | 23 003 | 23 003 | 7 023 | - | - | 132 864 |
| Bank loans | (44 774) | - | - | - | - | - | (44 774) |
| Borrowings received from related entities | (48 585) | - | - | - | - | - | (48 585) |
| Total | (13 526) | 23 003 | 23 003 | 7 023 | - | 39 505 | |
| 31 December 2018 Fixed interest rate |
<1 year | 1-2 years | 2-3 years | 3-4 years | 4-5 years | >5 years | Total |
| Loans granted to related entities | 44 015 | 7 465 | 12 246 | - | - | - | 63 726 |
| Bank loans | (78 769) | (32 248) | (37 032) | - | - | - | (148 048) |
| Bonds | (16 600) | (16 600) | (58 700) | - | - | - | (91 900) |
| Borrowings received from related entities | (10 750) | (10 750) | - | - | - | - | (21 500) |
| Total | (62 104) | (52 133) | (83 485) | - | - | - | (197 722) |
The core financial instruments used by the Company include bank loans, bonds, cash on hand and loans granted and borrowings received within the Group. The main purpose of these financial instruments is to r aise finance for the Company's and Group's operations. The Company has various other financial instruments such as trade payables which arise directly from its operations.
The principle pursued by the Company now and throughout the period covered with thes e interim abbreviated standalone financial statements is not to get involved in trading in financial instruments.
The core risks arising from the Company's financial instruments include: interest rate risk, liquidity risk, FX risk and cred it risk.
The Management Board reviews and approves policies for managing each of those risks. Additionally, the Company keeps monitoring the risk of market prices related to the financial instruments it holds.
The primary objective of the capital management of the Company and its subsidiary companies is to maintain a strong credit rating and healthy capital ratios in order to support the business operations of the Group and to maximise shareholder value.
In the Management Board's opinion – in comparison to the annual financial statements for 2018, there have been no significant changes to the objectives and policies of capital management.
As at 30 June 2019, the Company had no contingent liabilities.
The table below presents the total amount of material transactions concluded with related entities within the 6-month period ended on 30 June 2019 and on 30 June 2018 and balances as at 30 June 2019 and as at 31 December 2018:
| Related Entity | Sales to related entities |
Dividend received |
Purchases from related entities |
Financial income |
Financial expenses |
Receivables from related entities |
including overdue |
Loan and interest receivables |
Liabilities to related entities |
Loan and interest liabilities |
|
|---|---|---|---|---|---|---|---|---|---|---|---|
| Parent entity: | |||||||||||
| Nemus Holding AB | 2019 | 578 | 3 493 | 439 | |||||||
| 2018 | 3 641 | ||||||||||
| Subsidiary entities: | |||||||||||
| Arctic Paper Kostrzyn S.A. | 2019 | 6 218 | 171 | 2 164 | 644 | 41 749 | 64 686 | 27 | 27 586 | ||
| 2018 | 9 388 | 20 900 | 163 | 2 276 | 616 | 64 678 | 76 912 | 30 | 29 338 | ||
| Arctic Paper Munkedals AB | 2019 2018 |
4 392 5 285 |
460 495 |
289 246 |
31 306 9 880 |
7 928 8 128 |
36 415 19 247 |
||||
| Arctic Paper Grycksbo AB | 2019 | 4 295 | 1 442 | 217 | 27 779 | 87 828 | |||||
| 2018 | 5 365 | 1 472 | 209 | 11 553 | 111 099 | ||||||
| Arctic Paper Mochenwangen GmbH | 2019 | 455 | 9 467 | 9 467 | 26 140 | ||||||
| 2018 | 444 | 7 385 | 7 358 | 29 185 | |||||||
| Arctic Paper Investment GmbH | 2019 2018 |
515 512 |
9 899 9 506 |
9 899 9 506 |
37 666 30 269 |
||||||
| Arctic Paper Investment AB | 2019 | 82 709 | 306 | ||||||||
| 2018 | 82 709 | ||||||||||
| Arctic Paper Deutschland GmbH | 2019 | 14 | 76 | 850 | |||||||
| 2018 | 2 | 59 | 32 | ||||||||
| Arctic Paper Papierhandels GmbH | 2019 2018 |
1 | 302 | ||||||||
| Arctic Paper Sverige AB | 2019 | ||||||||||
| 2018 | 2 | 629 | |||||||||
| Arctic Paper Danmark A/S | 2019 | 560 | 8 | 8 | |||||||
| 2018 | 1 | 3 662 | |||||||||
| Arctic Paper Norge AS | 2019 2018 |
1 | 215 1 307 |
3 | 3 | ||||||
| Arctic Paper Italia srl | 2019 | ||||||||||
| 2018 | 1 | ||||||||||
| Arctic Paper Espana SL | 2019 | 7 | 7 | 510 | |||||||
| 2018 | |||||||||||
| Arctic Paper Benelux S.A. | 2019 2018 |
2 | 682 672 |
6 6 |
11 2 |
439 450 |
225 114 |
||||
| Arctic Paper France SAS | 2019 | 429 | 6 | 425 | 6 | 425 | |||||
| 2018 | 2 | 275 | |||||||||
| Arctic Paper Baltic States SIA | 2019 | ||||||||||
| 2018 | |||||||||||
| Arctic Paper Schweiz AG | 2019 2018 |
1 | 748 | 533 | 1 1 |
88 | |||||
| Arctic Paper UK Ltd. | 2019 | 982 | |||||||||
| 2018 | 4 | 10 | |||||||||
| Arctic Paper Polska Sp. z o.o. | 2019 | 618 | 11 | ||||||||
| Arctic Paper East Sp. z o.o. | 2018 2019 |
1 3 |
22 | 3 | 19 | 4 3 |
200 | ||||
| 2018 | 18 | ||||||||||
| APG Branch Office | 2019 | ||||||||||
| 2018 | 2 432 | ||||||||||
| API Branch Office | 2019 | ||||||||||
| Arctic Paper Finance AB | 2018 2019 |
645 | 319 363 |
21 260 | |||||||
| 2018 | 873 | 42 | 21 830 | ||||||||
| Rottneros AB | 2019 | 21 905 | |||||||||
| 2018 | 12 125 | ||||||||||
| Other entities | |||||||||||
| Progressio s.c. | 2019 | ||||||||||
| 2018 | |||||||||||
| Total | 2019 | 14 908 | 25 759 | 1 442 | 5 042 | 1 836 | 124 148 | 19 366 | 307 395 | 1 463 | 87 246 |
| impairment charges | - | (959) | (19 366) (19 366) | (63 806) | |||||||
| presentation as interests in subsidiary entities | (82 709) | ||||||||||
| 2018 net of impairment allowances and reclassification | |||||||||||
| of loan to equity | 14 908 | 25 759 | 1 442 | 4 083 | 1 836 | 104 783 | - | 160 880 | 1 463 | 87 246 | |
| 2018 | 20 056 | 38 898 | 1 449 | 5 205 | 1 944 | 106 674 | 16 864 | 338 752 | 3 061 | 70 415 | |
| impairment charges | (93) | - | (949) | - | (16 891) (16 864) | (63 741) | - | - | |||
| presentation as interests in subsidiary entities | (82 709) | ||||||||||
| 2017 net of impairment allowances and reclassification | of loan to equity | 19 963 | 38 898 | 1 449 | 4 256 | 1 944 | 89 783 | - | 192 302 | 3 061 | 70 415 |
As at 24 Ju,ly 2019, the Bondholders approved a resolution to waive their rights and claims associated with the option to demand the convening of a Meeting of Bondholders and early redemption of the Bonds in connection with the occurrence of a Put Option Trigger Event (as defined in the Terms and Conditions of Issue) mentioned in section 10.16 (Violation of the Net Debt/EBITA index) of the Terms and Conditions of Issue, consisting in the Issuer's viol ating the Net Debt/EBITDA index (as defined in the Terms and Conditions of Issue) for the 12 months preceding the financial index calculate date as at 31 March 2019. The resolution was adopted by 100% of effective votes.
As at 30 August 2019 the Lenders have granted to the Company a technical extension of the original end date of the revolving loan ("Revolving Facility") by 2 (two) additional months so that the original end date falls on October 31st , 2019.The original expiration date of the Revolving Facility was set at August 31st, 2019. The Revolving Facility was granted to the Company for a total value of EUR 19,800,000 and PLN 20,000,000 and was made available for the purpose of refinancing of intra-group liabilities of the Company or financing of intra-group loans.
In accordance with clause 5.7 of the Credit Facility (option of extension), on June 26th, 2019, the Company has submitted to the Lenders an application for extension of the term of the Revolving Facility until August 31, 2021. Due to the fact that the procedure related to the extension of the Credit Agreement in the scope of the Revolving Facility requires that the Company provides audited financial statements for the first half of 2019 of the Issuer and its subsidiaries, the Lenders decided about the technical extension of the validity period of the abovementioned Facility. The Issuer will inform about the granting of a Revolving Facility to the Company for next period in a separate repo rt.
After 30 June 2019, until the date hereof there were no other material events requiring disclosure in this report with the exception of those events that were disclosed in this report in paragraphs above.
| Position | First and last name | Date | Signature | |||
|---|---|---|---|---|---|---|
| President of the Management Board Chief Executive Officer |
Michał Jarczyński | 03 September 2019 | signed with a qualified electronic signature |
|||
| Member of the Management Board Chief Financial Officer |
Göran Eklund | 03 September 2019 | signed with a qualified electronic signature |
J.H. Dąbrowskiego 334 A, Box 383 Phone: +48 61 6262 000 Tel. +46 770 110 120 Fax.+48 61 6262 001 Fax. +46 31 631 725
© 2019 Arctic Paper S.A.
Head Office Branch in Sweden
PL-60406, Poznań, Poland SE-401 26 Göteborg, Sweden
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