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Ciech S.A.

Annual Report Jul 25, 2019

5563_rns_2019-07-25_33999019-515f-4235-b9c0-3cf4a5c055e4.pdf

Annual Report

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FINANCIAL STATEMENTS of CIECH S.A. for 2018

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

CIECH S.A. – SELECTED FINANCIAL DATA

in thousand PLN in thousand EUR
SELECTED FINANCIAL DATA 12 months ended
31.12.2018
12 months
ended
31.12.2017
12 months
ended
31.12.2018
12 months
ended
31.12.2017
Sales revenues 2,418,534 2,365,764 566,813 557,345
Operating profit 112,279 242,213 26,314 57,062
Profit before tax 334,013 301,471 78,280 71,023
Net profit for the period 270,612 243,907 63,421 57,462
Other comprehensive income net of tax (4,508) 8,355 (1,057) 1,968
Total comprehensive income 266,104 252,262 62,365 59,430
Cash flows from operating activities 64,232 300,288 15,054 70,744
Cash flows from investment activities (268,087) (131,486) (62,829) (30,977)
Cash flows from financial activities (116,765) (137,479) (27,365) (32,388)
Total net cash flows (320,620) 31,323 (75,140) 7,379
Earnings (loss) per ordinary share (in PLN/EUR) 5.13 4.63 1.20 1.09
as at 31.12.2018 as at
31.12.2017
as at
31.12.2018
as at
31.12.2017
Total assets 3,927,454 3,652,664 913,362 875,749
Total non-current liabilities 1,393,685 1,172,446 324,113 281,101
Total current liabilities 1,131,068 931,190 263,039 223,259
Total equity 1,402,701 1,549,028 326,210 371,389
Share capital 287,614 287,614 66,887 68,957

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

  • items in the statement of financial position were converted using the average exchange rate determined by the National Bank of Poland on the last day of the reporting period,
  • items in the statement of profit or loss, statement of other comprehensive income and statement of cash flows were converted using the exchange rate constituting the arithmetic mean of rates determined by the National Bank of Poland on the last day of each calendar month of the reporting period.
as at 31.12.2018 as at 31.12.2017 12 months ended 31.12.2018 12 months ended 31.12.2017
1 EUR = 4.3000 PLN 1 EUR = 4.1709 PLN 1 EUR = 4.2669 PLN 1 EUR = 4.2447 PLN
STATEMENT OF PROFIT OR LOSS OF CIECH S.A. 4
STATEMENT OF OTHER COMPREHENSIVE INCOME OF CIECH S.A. 5
STATEMENT OF FINANCIAL POSITION OF CIECH S.A. 6
STATEMENT OF CASH FLOWS OF CIECH S.A. 7
STATEMENT OF CHANGES IN EQUITY OF CIECH S.A. 8
1. GENERAL INFORMATION 9
1.1. INFORMATION ON THE COMPANY'S ACTIVITIES 9
1.2. BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES 9
1.3. FUNCTIONAL AND REPORTING CURRENCY 10
1.4. ACCOUNTING POLICIES 11
1.5. CHANGES IN ACCOUNTING POLICIES AND THE SCOPE OF DISCLOSURES 11
2. SEGMENT REPORTING 18
3. NOTES TO THE STATEMENT OF PROFIT OR LOSS AND STATEMENT OF OTHER COMPREHENSIVE INCOME 24
3.1. SALES REVENUES 24
3.2. COST OF SALES, SELLING COSTS, GENERAL AND ADMINISTRATIVE EXPENSES 24
3.3. COSTS BY TYPE 25
3.4. OTHER OPERATING INCOME AND EXPENSES 25
3.5. FINANCIAL INCOME AND EXPENSES 26
3.6. COMPONENTS OF OTHER COMPREHENSIVE INCOME 27
4. INCOME TAX, DEFERRED TAX ASSETS AND LIABILITY 28
4.1. MAIN COMPONENTS OF TAX EXPENSE 28
4.2. EFFECTIVE TAX RATE 28
4.3. DEFERRED INCOME TAX 29
5. NOTES TO ASSETS REPORTED IN THE STATEMENT OF FINANCIAL POSITION 31
5.1. PROPERTY, PLANT AND EQUIPMENT 31
5.2. INTANGIBLE ASSETS 33
5.3. LONG-TERM FINANCIAL ASSETS 35
5.4. INVENTORIES 38
5.5. SHORT-TERM RECEIVABLES 39
5.6. SHORT-TERM FINANCIAL ASSETS 41
5.7. CASH AND CASH EQUIVALENTS 42
6. EQUITY 44
6.1. CAPITAL MANAGEMENT 44
6.2. EQUITY 44
6.3. DIVIDENDS PAID OR DECLARED 45
6.4. BUSINESS COMBINATIONS AND ACQUISITION OF INTEREST 46
7. LIABILITIES, PROVISIONS, EMPLOYEE BENEFITS 48
7.1. INFORMATION ABOUT FINANCIAL LIABILITIES 48
7.2. OTHER NON-CURRENT LIABILITIES 49
7.3. CURRENT TRADE AND OTHER LIABILITIES 49
7.4. OPERATING LEASES 50
7.5. PROVISIONS FOR EMPLOYEE BENEFITS 51
7.6. OTHER PROVISIONS 52
8. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT. 53
8.1. FINANCIAL INSTRUMENTS 53
8.2. FINANCIAL INSTRUMENTS DESIGNATED FOR HEDGE ACCOUNTING 56
8.3. FINANCIAL RISK MANAGEMENT 58
8.4. DETERMINATION OF FAIR VALUE 65
9. OTHER NOTES 68
9.1. NOTES TO THE STATEMENT OF CASH FLOWS 68
9.2. INFORMATION ON CHANGES IN CONTINGENT ASSETS AND LIABILITIES AND OTHER MATTERS 68
9.3. INFORMATION ON TRANSACTIONS WITH RELATED PARTIES 72
9.4. INFORMATION ABOUT AGREEMENTS CONCLUDED WITH THE ENTITY AUTHORISED TO AUDIT THE FINANCIAL STATEMENTS OF CIECH S.A.
74
9.5. EVENTS AFTER THE BALANCE SHEET DATE 74
REPRESENTATION OF THE MANAGEMENT BOARD 75
note 01.01.-31.12.2018 01.01.-31.12.2017
CONTINUING OPERATIONS
Sales revenues 3.1 2,418,534 2,365,764
Cost of sales 3.2 (2,029,456) (1,863,346)
Gross profit on sales 389,078 502,418
Other operating income 3.4 4,154 4,461
Selling costs 3.2 (221,224) (207,112)
General and administrative expenses 3.2 (55,688) (55,327)
Other operating expenses 3.4 (4,041) (2,227)
Operating profit 112,279 242,213
Financial income 3.5 343,552 342,793
Financial expenses 3.5 (121,818) (283,535)
Net financial income/(expenses) 221,734 59,258
Profit before tax 334,013 301,471
Income tax 4.1, 4.2 (63,401) (57,564)
Net profit on continuing operations 270,612 243,907
Net profit for the period 270,612 243,907
Earnings per share (in PLN):
Basic 5.13 4.63
Diluted 5.13 4.63
Earnings per share (in PLN) from continuing operations:
Basic 5.13 4.63
Diluted 5.13 4.63

STATEMENT OF PROFIT OR LOSS OF CIECH S.A.

The statement of profit or loss of CIECH S.A. should be analysed together with additional notes and explanations which constitute an integral part of the financial statements.

STATEMENT OF OTHER COMPREHENSIVE INCOME OF CIECH S.A.

note 01.01.-31.12.2018 01.01.-31.12.2017
Net profit on continuing operations 270,612 243,907
Net profit for the year 270,612 243,907
Other comprehensive income before tax that may be reclassified to the
statment of profit or loss
3.6 (5,345) 10,132
Cash flow hedge reserve 3.6 (5,345) 10,132
Other comprehensive income before tax that may not be reclassified to
the statment of profit or loss
3.6 (136) (13)
Other components of other comprehensive income 3.6 (136) (13)
Income tax attributable to other comprehensive income 4.1 973 (1,764)
Income tax attributable to other comprehensive income that may be
reclassified to the statment of profit or loss
4.1 947 (1,766)
Income tax attributable to other comprehensive income that may not be
reclassified to the statment of profit or loss
4.1 26 2
Other comprehensive income net of tax (4,508) 8,355
TOTAL COMPREHENSIVE INCOME 266,104 252,262

The statement of other comprehensive income of CIECH S.A. should be analysed together with additional notes and explanations which constitute an integral part of the financial statements.

note 31.12.2018 31.12.2017
ASSETS
Property, plant and equipment 5.1 13,551 13,880
Intangible assets 5.2 46,057 34,143
Long-term financial assets 5.3 2,339,188 1,864,137
Deferred income tax assets 4.3 25,514 40,247
Total non-current assets 2,424,310 1,952,407
Inventory 5.4 41,019 31,795
Short-term financial assets 5.6 1,006,464 1,012,304
Trade and other receivables 5.5 400,673 280,765
Cash and cash equivalents 5.7 54,988 375,393
Total current assets 1,503,144 1,700,257
Total assets 3,927,454 3,652,664
EQUITY AND LIABILITIES
Share capital 6.2 287,614 287,614
Share premium 6.2 470,846 470,846
Cash flow hedge reserve 8.2 (1,152) 3,246
Actuarial gains 11 121
Other reserve capitals 6.2 76,199 76,199
Retained earnings 569,183 711,002
Total equity 1,402,701 1,549,028
Loans, borrowings and other debt instruments 7.1 1,333,695 1,130,482
Other non-current liabilities 7.2 59,416 41,528
Employee benefits reserve 7.5 574 436
Total non-current liabilities 1,393,685 1,172,446
Loans, borrowings and other debt instruments 7.1 493,601 413,516
Trade and other liabilities 7.3 532,895 476,443
Income tax liabilities 867 4,758
Employee benefits reserve 7.5 421 400
Other provisions 7.6 103,284 36,073
Total current liabilities 1,131,068 931,190
Total liabilities 2,524,753 2,103,636
Total equity and liabilities 3,927,454 3,652,664

STATEMENT OF FINANCIAL POSITION OF CIECH S.A.

The statement of financial position of CIECH S.A. should be analysed together with additional notes and explanations which constitute an integral part of the financial statements.

STATEMENT OF CASH FLOWS OF CIECH S.A.

Cash flows from operating activities
Net profit for the period
270,612
243,907
Amortisation/depreciation
8,627
5,213
Recognition of impairment allowances
(309,183)
113,169
Foreign exchange (profit) /loss
7,062
(1,347)
(Profit) / loss on investment activities
82
199
(Profit) / loss on disposal of property, plant and equipment
(30)
(96)
Dividends and interest
(5,645)
(126,178)
Income tax
63,401
57,564
Change in liabilities due to loan arrangement fee
(1,702)
2,614
Valuation of derivatives
27,276
(56,877)
Other
691
-
Cash from operating activities before changes in working capital and provisions
61,191
238,168
Change in receivables
9.1
(13,141)
55,277
Change in inventory
(9,224)
5,655
Change in current liabilities
9.1
48,499
47,774
Change in provisions and employee benefits
9.1
23,670
(249)
Cash generated from operating activities
110,995
346,625
Interest paid
(40,856)
(43,959)
Income tax (paid)
(5,907)
(2,378)
Net cash from operating activities
64,232
300,288
Cash flows from investment activities
Disposal of a subsidiary
69
454
Disposal of intangible assets and property, plant and equipment
36
6
Dividends received
1,678
127,874
Interest received
23,981
18,983
Proceeds from repaid borrowings
136,428
138,833
Acquisition of a subsidiary
(172,371)
(100)
Acquisition of intangible assets and property, plant and equipment
(28,607)
(15,479)
Raise capital expenditures and extra charge on capital
(8,180)
(100,500)
Borrowings paid out
(187,270)
(289,973)
Cash pooling outflows
(33,851)
(11,584)
Net cash from investment activities
(268,087)
(131,486)
Cash flows from financial activities
Proceeds from loans and borrowings
649,072
39,000
Dividends paid to parent company
(395,249)
-
Repayment of loans and borrowings
(334,515)
(5,438)
Cash pooling outflows
(36,073)
(11,041)
Redemption of debt securities
-
(160,000)
Net cash from financial activities
(116,765)
(137,479)
Total net cash flows
(320,620)
31,323
Cash and cash equivalents as at the beginning of the period
375,393
342,607
Impact of foreign exchange differences
215
1,463
note 01.01.-31.12.2018 01.01.-31.12.2017
Cash and cash equivalents as at the end of the period
5.7
54,988 375,393

The statement of cash flows of CIECH S.A. should be analysed together with additional notes and explanations which constitute an integral part of the financial statements.

STATEMENT OF CHANGES IN EQUITY OF CIECH S.A.

Share capital Share premium Cash flow hedge
reserve
Other reserve
capitals
Actuarial gains Retained earnings Total equity
note 6.2 8.2 6.2
01.01.2018 287,614 470,846 3,246 76,199 121 711,002 1,549,028
Opening balance
adjustment
due to IFRS 9
- - - - - (17,182) (17,182)
01.01.2018 287,614 470,846 3,246 76,199 121 693,820 1,531,846
Dividend - - - - - (395,249) (395,249)
Total comprehensive income for the period - - (4,398) - (110) 270,612 266,104
Net profit / (loss) for the period - - - - - 270,612 270,612
Other comprehensive income - - (4,398) - (110) - (4,508)
31.12.2018 287,614 470,846 (1,152) 76,199 11 569,183 1,402,701
01.01.2017 287,614 470,846 (5,120) 76,199 132 467,095 1,296,766
Total comprehensive income for the period - - 8,366 - (11) 243,907 252,262
Net profit / (loss) for the period - - - - - 243,907 243,907
Other comprehensive income - - 8,366 - (11) - 8,355
31.12.2017 287,614 470,846 3,246 76,199 121 711,002 1,549,028

The statement of changes in equity of CIECH S.A. should be analysed together with additional notes and explanations which constitute an integral part of the financial statements.

1. GENERAL INFORMATION 1

1.1. INFORMATION ON THE COMPANY'S ACTIVITIES

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

CIECH S.A. is a holding company that manages and provides support services to its subsidiaries — domestic and foreign manufacturing, trade and service companies of the CIECH Group. The CIECH Group is an international, professionally managed group with a well-established position of a leader of the chemical sector in Central and Eastern Europe. It manufactures products which are used in the production of articles necessary in everyday life of people all over the world - state-of-the-art products of the highest, world quality. Taking advantage of the support of a reliable strategic investor – Kulczyk Investments – it implements the strategy of global development.

Key products manufactured by the CIECH Group include: sodium carbonate, sodium bicarbonate, evaporated salt, epoxy and polyester resins, agrochemical products, polyurethane foams, lanterns and jars, sodium and potassium silicates. The core sales market for the CIECH Group is the European Union, including mainly Poland, Germany and Central Eastern European countries. Products manufactured by the CIECH Group are also exported to overseas markets and sold mainly to customers in India, North Africa and the Middle East.

1.2. BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES

1.2.1. REPRESENTATIONS OF THE MANAGEMENT BOARD

These financial statements of CIECH S.A. for the period from 1 January 2018 to 31 December 2018, including comparative data, were approved by the Management Board of CIECH S.A. on 26 March 2019.

The Management Board of CIECH S.A. represents that these separate financial statements for the current and comparable period have been prepared in compliance with International Financial Reporting Standards approved by the European Union and related interpretations issued by the European Commission in the form of Regulations (IFRS).

The Management Board of CIECH S.A. represents that to the best of its knowledge these separate financial statements, including corresponding figures, have been prepared in accordance with the generally acceptable accounting principles and

that they represent a true, accurate and fair reflection of CIECH S.A.'s financial position and the results of operations. Furthermore, the Management Board of CIECH S.A. represents that the Management Board Report on activities of the CIECH Group and CIECH S.A. in 2018 contains a true image of the Company's developments, achievements, and condition, including the description of major risks and threats.

The Management Board of CIECH S.A. represents that PricewaterhouseCoopers Polska Spółka z ograniczoną odpowiedzialnością Audyt sp.k. (formerly: PricewaterhouseCoopers Sp. z o.o.) with its registered office in Warsaw, entered into the list of entities authorised to audit financial statements under the registry No 144 kept by the National Chamber of Statutory Auditors was chosen in accordance with the binding legal regulations for the auditor of these separate financial statements. The above entity, including the certified auditors performing the audit, satisfy all the conditions required in order to issue an unbiased and independent audit report, pursuant to the applicable domestic legal regulations.

1.2.2. BASIS OF PREPARATION

On 31 January 2007, the Extraordinary General Meeting of Shareholders of CIECH S.A. adopted resolution No 4, concerning the preparation of separate financial statements in accordance with International Financial Reporting Standards as approved by the European Union. Due to the adopted resolution, since 2007 the reports of CIECH S.A. have been prepared in accordance with the IFRS using the valuation of assets and liabilities and the valuation of net result. Major accounting principles applied in the preparation of the financial statements are listed in note 1.4. These principles have been applied on a continuous basis in all presented periods.

The financial statements of CIECH S.A. have been prepared on the historical cost basis except for financial assets and liabilities (derivative instruments) measured at fair value through profit or loss.

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

The financial year for CIECH S.A is the calendar year.

The statement of profit or loss of CIECH S.A. is prepared in the cost by function format. The statement of cash flows is prepared using the indirect method.

Preparation of the financial statement in accordance with IFRS requires the Management Board to make own assessments and apply certain assumptions and accounting estimates as part of the application of accounting principles adopted by the Company. Issues which require significant assessments or areas where the assumptions and estimates made have a significant impact on these financial statements have been described in note 1.4.

1.3. FUNCTIONAL AND REPORTING CURRENCY

The Polish zloty (PLN) is the functional currency of CIECH S.A., and the reporting currency of these financial statements. Unless stated otherwise, all financial data in these financial statements have been presented in thousands of Polish zlotys (PLN '000). CIECH S.A. has Branches (in Romania and Germany) whose accounting records are kept in local currencies (RON and EUR). For the purpose of preparing the financial statements of CIECH S.A., accounting records of the Branch in Romania are translated using the transaction exchange rates and the accounting records of the Branch in Germany – at the average NBP rate for a given period. Due to an insignificant value of transactions, translation at this exchange rate does not result in a material distortion of results.

1.4. ACCOUNTING POLICIES

To ensure more legible presentation and better understanding of the information disclosed in the financial statements, key accounting principles applicable in CIECH S.A. as well as judgements and estimates made have been presented in separate notes.

Note Title Accounting principles Judgements and estimates
3.1. Sales revenues x
3.2. Cost of sales x
3.4.; 3.5. Other income and expenses x x
4.1. Income tax x
4.3. Deferred income tax x x
5.1. Property, plant and equipment x x
5.2. Intangible assets x x
5.3. Long-term financial assets x x
5.4. Inventories x x
5.5. Short-term receivables x x
5.6. Short-term financial assets x x
5.7. Cash and cash equivalents x x
6.2. Equity x
7.2. Other non-current liabilities x
7.3. Current trade and other liabilities x x
7.4. Operating leases x
7.5. Provisions for employee benefits x x
7.6. Other provisions x x
8.1. Financial instruments x x
8.2. Hedge accounting x x
9.2. Contingent liabilities and assets x x

1.5. CHANGES IN ACCOUNTING POLICIES AND THE SCOPE OF DISCLOSURES

Two amendments to IFRS that became effective as of 1 January 2018, concerning the application of IFRS 9 and IFRS 15, had an impact on these financial statements of CIECH S.A. They are presented below, together with other amendments to IAS/IFRS and their impact on the Company's financial statements:

New Standards, amendments to Standards and Interpretations:
Approved by the IASB for application after 1 January
2018
Impact on the financial statements Effective year in the EU
IFRS 9 "Financial Instruments" Impact on the financial statements
described in Section 1.5.1
2018
IFRS 15 "Revenue from contracts with customers" Impact on the financial statements
described in Section 1.5.2
2018
Clarifications to IFRS 15 "Revenue from contracts with
customers"
No material impact on the financial
statements is estimated
2018
Amendments to IFRS 2 "Share-based payment" – Classification
and measurement of share-based payment transactions
No material impact on the financial
statements is estimated
2018
Amendments to IFRS 4: Applying IFRS 9 "Financial instruments"
with IFRS 4 "Insurance contracts"
No material impact on the financial
statements is estimated
2018
Annual Improvements to IFRSs, 2014–2016 Cycle No material impact on the financial
statements is estimated
2018
Amendment to IFRS 1 "First-time adoption of IFRS" – removal of
short-term exemptions
No impact 2018
Amendments to IAS 28 "Investments in associates" –
investments in associates and joint ventures measured at fair
value
No material impact on the financial
statements is estimated
2018
IFRIC 22 "Foreign currency transactions and advance
consideration"
No material impact on the financial
statements is estimated
2018
New Standards, amendments to Standards and Interpretations:
Amendments to IAS 40 "Investment properties" – transfers of No material impact on the financial 2018
investment properties statements is estimated
Approved by the IASB for application after 1 January 2019 Impact on the financial statements Effective year in the EU
Impact on the financial statements
IFRS 16 "Leases" described in Section 1.5.3 2019
Amendments to IFRS 9 "Financial instruments" – prepayment No material impact on the financial
features with negative compensation statements is estimated 2019
Amendments to IAS 28 "Investments in associates" – No material impact on the financial
measurement of long-term investments statements is estimated 2019
No material impact on the financial
Annual Improvements to IFRSs, 2015–2017 Cycle statements is estimated 2019
Amendments to IAS 19 "Employee benefits" – amendments to No material impact on the financial
defined benefit plans statements is estimated 2019
No material impact on the financial
IFRIC 23 "Uncertainty over income tax treatments" statements is estimated 2019
Approved by the IASB for application after 1 January 2020 Impact on the financial statements Effective year in the EU
Amendments to references to the Conceptual Framework in No material impact on the financial
IFRSs statements is estimated 2020
Amendments to IFRS 3 "Business Combinations" – definition of a No material impact on the financial
business statements is estimated 2020
Amendments to IAS 1 and IAS 8 – definition of "material" No material impact on the financial
statements is estimated 2020
Approved by the IASB for application after 1 January 2020 Impact on the financial statements Effective year in the EU
No material impact on the financial
IFRS 17 "Insurance Contracts" statements is estimated 2021

1.5.1 IFRS 9 "FINANCIAL INSTRUMENTS"

On 1 January 2018, CIECH S.A. adopted new financial reporting standard, IFRS 9 Financial Instruments.

Implementation of IFRS 9

For the purpose of the initial application of IFRS 9, CIECH S.A. did not restate previous periods' figures. Any differences between the previous carrying amount of financial assets and liabilities and their carrying amount at the beginning of the annual reporting period that includes the date of initial application of IFRS 9 were recognised by CIECH S.A. in the opening retained earnings of the annual reporting period that includes the date of initial application of IFRS 9, i.e. as at 1 January 2018.

IFRS 9 introduced a new impairment model for financial assets based on the concept of "expected credit losses", changes to the rules of classification and measurement of financial instruments (particularly of financial assets) as well as a new approach towards hedge accounting.

Classification and measurement of financial instruments

Financial assets

In accordance with IFRS 9, on initial recognition a financial asset may be classified into the following measurement categories:

    1. financial assets measured at amortised cost;
    1. financial assets measured at fair value through other comprehensive income;
    1. financial assets measured at fair value through profit or loss.

A financial asset is classified into one of above measurement categories on initial recognition in the balance sheet on the basis of the Company's business model for managing financial assets and the contractual cash flow characteristics of the financial asset.

Upon initial recognition of equity instruments not held for trading (or on the day of initial application of IFRS 9), CIECH S.A. could have made an irrevocable decision to designate individual investments in equity instruments as measured at fair value through other comprehensive income. Other equity instruments are measured at fair value through profit or loss.

At initial recognition, an analysis must be carried out to determine if a financial instrument contains an embedded derivative. Derivative instrument embedded in the hybrid contract, the host of which is a financial asset within the scope of IFRS 9, is not bifurcated and the hybrid contract is recognised in accordance with the MSSF 9 requirements for classification of financial assets. Derivative instrument embedded in the hybrid contract, the host of which is not a financial asset within the scope of IFRS 9, is assessed in order to determine whether it should be bifurcated.

Financial assets may be reclassified only when the Company changes the financial asset management business model. In such a case, all financial assets affected by the business model change are subject to reclassification.

Based on the review of financial assets held by the Company after 31 December 2017, CIECH S.A.:

    1. determined and allocated groups of financial assets to the appropriate business model on the basis of the assessment of the applied way of managing the financial asset portfolios by:
    2. a) reviewing and assessing relevant and objective qualitative data which may have an impact on allocating financial asset portfolios to the appropriate business model (in particular, the reasons of sales of the financial assets from certain portfolios that occurred in the past);
    3. b) reviewing and assessing relevant and objective quantitative data which may have an impact on allocating financial asset portfolios to the appropriate business model (e.g. the value of sales of the financial assets from certain portfolios that occurred, if any, in previous reporting periods and the frequency of those sales);
    4. c) analysis of expectations regarding the value and frequency of sales from certain portfolios;
    1. determined, through identifying and analysing the contractual terms of financial assets with economic characteristics of debts instruments, as a result of which the financial asset may not meet the SPPI criterion, whether these contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, i.e. whether they are consistent with the SPPI criterion.

Financial assets with the characteristics of debt instruments

Following the analysis, the Company concluded that the implementation of IFRS 9 will not change the classification and measurement of financial assets held with economic characteristics of a debt instrument. Trade receivables pending transfer to the factor under non-recourse factoring arrangements could be an exception. These receivables are held by CIECH S.A. so that the entire trade receivable balance (agreed with the factor) may be assigned to the factor. The Company manages trade receivables designated for transfer to the factor under factoring without recourse in order to carry out cash flows through the sale of assets – obtaining cash flows arising from the agreement is not an integral part of the business model. Therefore, in accordance with IFRS 9, the Company classified these receivables as financial assets measured at fair value through profit or loss – however, due to the relatively short period of holding the receivables to be transferred to the factor in the balance sheet, the impact of the change in their classification on the financial position of the Company was deemed immaterial.

Equity instruments

CIECH S.A. holds equity instruments (shares) which constitute financial assets within the meaning of IAS 39 and IFRS 9. Pursuant to IAS 39, the Company measured the equity instruments held at cost less impairment losses. The net present carrying amount of these instruments is close to zero.

Pursuant to IFRS 9, CIECH S.A. classified the equity instruments (shares) held as measured at fair value through profit or loss. However, as at the date of implementation of IFRS 9, the estimated fair value of the equity instruments held was close to zero. Therefore, the impact of the change in their classification on CIECH S.A.'s financial position was deemed immaterial.

The table below presents a comparison of key changes in the classification of financial assets resulting from the implementation of IFRS 9.

Classes of financial
assets
Categories of financial
assets and measurement
method according to IAS
39
Business model
according to IFRS
9
SPPI
Criterion
Reclassification Categories of financial
assets and measurement
method according to IFRS
9
Cash and cash
equivalents
Loans and receivables –
measured at amortised
cost
Holding financial
assets in order to
collect contractual
cash flows
Met None Financial assets measured
at amortised cost
Bank deposits (their
value is included in
cash and cash
equivalents)
Loans and receivables –
measured at amortised
cost
Holding financial
assets in order to
collect contractual
cash flows
Met None Financial assets measured
at amortised cost
Loans granted Loans and receivables –
measured at amortised
cost
Holding financial
assets in order to
collect contractual
cash flows
Met None Financial assets measured
at amortised cost
Trade receivables Loans and receivables –
measured at amortised
cost
Holding financial
assets in order to
collect contractual
cash flows
Met None Financial assets measured
at amortised cost
Classes of financial
assets
Categories of financial
assets and measurement
method according to IAS
39
Business model
according to IFRS
9
SPPI
Criterion
Reclassification Categories of financial
assets and measurement
method according to IFRS
9
Factoring receivables
(transferred to the
factor)
Loans and receivables –
measured at amortised
cost
Holding financial
assets in order to
collect contractual
cash flows
Met None Financial assets measured
at amortised cost
Derivatives Financial assets measured
at fair value through profit
or loss
Other business
model
Not
applicable
None Financial assets measured
at fair value through profit
or loss
Derivative
instruments
designated as
hedging instruments
Hedging instruments Other business
model
Not
applicable
None Hedging instruments

Impairment of financial assets

Contrary to IAS 39, IFRS 9 does not require the entities to identify the impairment trigger in order to estimate losses. Instead, entities are obliged to constantly estimate the level of credit losses since the initial recognition of a given asset until its derecognition.

Upon acquisition or granting of a financial asset, CIECH S.A. is obliged to keep an allowance in the amount of a 12-month ECL. In the event of significant increase in credit risk since the initial recognition of the asset, the Group is obliged to calculate lifetime expected credit losses (the so-called Stage 2). Such an approach will result in the earlier recognition of credit losses which will cause an increase in loss allowance and therefore it will also affect profit or loss.

Trade receivables are exceptions to this rule. For these categories of assets, the Company chose a simplified approach whereby lifetime expected credit losses are estimated from the moment of initial recognition of exposures.

Following the analysis of financial instruments held, CIECH S.A. calculated allowances based on the expected credit loss model for the following classes of financial instruments:

    1. Trade receivables,
    1. Factoring receivables,
    1. Loans granted,
    1. Term deposits, cash.

Hedge accounting

CIECH S.A. decided to move to IFRS 9 as regards hedge accounting, as of 1 January 2018. The Company took advantage of the option offered by IFRS 9 and applied the prospective approach from the date of initial application of IFRS 9. IFRS 9 requires the Company to ensure that its hedging relationships are compliant with the risk management strategy applied by the Company and its objectives. IFRS 9 introduces new requirements with regard to, among others, the assessment of hedge effectiveness, rebalancing of the hedge relationship as well as it prohibits voluntary discontinuation of hedge accounting (i.e. in the absence of the conditions to stop the application of hedge accounting, as defined in the Standard).

Impact of the implementation of IFRS 9 on the statement of financial position of CIECH S.A. as at 1 January 2018

As at 31.12.2017 Impact in changes of
IFRS 9
As at 01.01.2018
ASSETS
Long-term financial assets 1,864,137 (1,740) 1,862,397
Deferred income tax assets 40,247 210 40,457
Total non-current assets 1,952,407 (1,530) 1,950,877
Short-term financial assets 1,012,304 (14,542) 997,762
Trade and other receivables 280,765 (620) 280,145
Cash and cash equivalents 375,393 (490) 374,903
Total current assets 1,700,257 (15,652) 1,684,605
Total assets 3,652,664 (17,182) 3,635,482
EQUITY AND LIABILITIES
As at 31.12.2017 Impact in changes of
IFRS 9
As at 01.01.2018
Retained earnings 711,002 (17,182) 693,820
Total equity 1,549,028 (17,182) 1,531,846
Total non-current liabilities 1,172,446 - 1,172,446
Total liabilities 2,103,636 - 2,103,636
Total equity and liabilities 3,652,664 (17,182) 3,635,482

1.5.2 IFRS 15 "Revenue from Contracts with Customers"

On 1 January 2018, CIECH S.A. adopted new financial reporting standard, IFRS 15 Revenue from Contracts with Customers.

Implementation of IFRS 15

IFRS 15 "Revenue from Contracts with Customers" is effective for annual periods beginning on or after 1 January 2018. CIECH S.A. decided to apply IFRS 15 retrospectively with the recognition of the cumulative effect of the initial application of this IFRS as an adjustment to the initial balance of retained earnings in 2018.

The standard introduces uniform requirements for all entities with respect to recognition of revenue from contracts with customers based on the so-called 5-step model:

    1. Identifying the contract;
    1. Identifying performance obligations;
    1. Determining the transaction price;
    1. Allocating the transaction price to performance obligations;
    1. Satisfying the performance obligation.

This standard requires entities to evaluate contracts with customers and to identify elements in them that constitute separate performance obligations as defined in IFRS 15. For contracts that contain more than one performance obligation, the expected consideration will be allocated to each of the contracts in successive steps and the revenue will be recognised when (or as) the performance obligation is satisfied. The obligation to identify the performance obligations also applies to contracts where the contract is assumed to consist of only one element (e.g. sale of a product) when settled with the customer.

Based on the analysis of the impact of IFRS 15 on the financial statements of CIECH S.A., the following areas were identified and adjusted in order to implement the standard. However, due to the immateriality, no adjustments resulting from the implementation of IFRS 15 were made as at 1 January 2018.

Consignment warehouses

The Company enters into agreements with customers under which it undertakes to deliver its products to the customer's warehouses. Under the agreements, customers are supplied with raw materials to be used in production. Products in the raw material warehouse remain the property of the Company until they are released for production to the customer. However, all risks related to the possibility of losing or damaging raw materials are transferred to the customer upon delivery of the raw materials to the warehouse. The Company undertakes to deliver appropriate quantities of raw materials to the raw materials warehouse in accordance with the customer's order, and the customer inspects the quantity of raw materials in the raw materials warehouse in terms of frequency and volume of deliveries.

The new IFRS 15 guidelines concerning the determination of the moment of revenue recognition, i.e. the transfer of control, resulted in a change in the moment of recognition of revenue from the sale of products transferred to raw material warehouses. Control over the raw materials is transferred to the customer upon their acceptance into storage and revenue is recognised at this point.

The tables below summarise the impact of the application of IFRS 15 on the financial statements of CIECH S.A. for 2018. In order to ensure comparability of financial data presented in different periods, the Company presented below a reconciliation of data prepared in accordance with IFRS 15 with data which would have been prepared had IAS 11 and IAS 18 been in force in 2018.

01.01.-31.12.2018 Adjustments 01.01.-31.12.2018 without
impact of the
based on IFRS 15 IFRS 15 implementation of IFRS 15
CONTINUING OPERATIONS
Sales revenues 2,418,534 (6,360) 2 412,174
Cost of sales (2,029,456) 5,292 (2 024,164)
Gross profit on sales 389,078 (1,068) 388,010
Other operating income 4,154 - 4,154
Selling costs (221,224) - (221,224)
General and administrative expenses (55,688) - (55,688)
Other operating expenses (4,041) - (4,041)
Operating profit 112,279 (1,068) 111,211
Financial income 343,552 - 343,552
Financial expenses (121,818) - (121,818)
Przychody / (koszty) finansowe netto 221,734 - 221,734
Profit before tax 334,013 (1,068) 332,945
Income tax (63,401) 203 (63,198)
Net profit on continuing operations 270,612 (865) 269,747
31.12.2018
based on IFRS 15
Adjustments
IFRS 15
31.12.2018 without
impact of the
implementation of IFRS
15
ASSETS
Deferred income tax assets 25 514 203 25 717
Total non-current assets 2 424 310 203 2 424 513
Inventory 41 019 5 292 46 311
Trade and other receivables 400 673 (6 360) 394 313
Total current assets 1 503 144 (1 068) 1 502 076
Total assets 3 927 454 (865) 3 926 589
EQUITY AND LIABILITIES - - -
Retained earnings 569 183 (865) 568 318
Equity attributable to shareholders of the parent 1 402 701 (865) 1 401 836
Total equity 1 402 701 (865) 1 401 836
Total non-current liabilities 1 393 685 - 1 393 685
Trade and other liabilities 532 895 - 532 895
Total current liabilities 1 131 068 - 1 131 068
Total liabilities 2 524 753 - 2 524 753
Total equity and liabilities 3 927 454 (865) 3 926 589

1.5.3 IFRS 16 "Leases"

IFRS 16 "Leases" was issued by the International Accounting Standards Board on 13 January 2016 and is effective for annual periods beginning on or after 1 January 2019. Ciech S.A. has not elected to early adopt the standard and decided to adapt it from 1st January 2019.

The standard has introduced a new definition of lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. A contract conveys the right to control the use of an identified asset for a given period if, throughout the period of use, the customer has the right to both direct the use of the identified asset and obtain substantially all of the economic benefits from directing the use of the identified asset. As a practical expedient, entities are not required to reassess whether a contract is a lease at the date of initial application of the standard. Instead, the new definition may not be applied to contracts that were previously assessed as to whether they classified as leases in accordance with IAS 17 and IFRIC 4. If entities choose to apply the aforementioned expedient for the identification of contracts as leases, the new lease definition would apply only to contracts executed after 1 January 2019.

For a contract that is, or contains, a lease, an entity accounts for each lease component within the contract as a lease separately from non-lease components of the contract, unless the entity applies the practical expedient. As a practical expedient, a lessee may elect not to separate non-lease components, and instead account for the entire contract as a single lease component.

For lessees, IFRS 16 departs from the classification of leases into operating and finance leases and introduces a single model of accounting treatment, broadly equivalent to the existing accounting model used for finance leases. The lessees will be required to recognise (a) assets and liabilities for all leases unless the lease term is 12 months or less or the underlying asset has a low value and (b) amortisation of the leased asset separately from interest on lease liability in the statement of profit or loss. IFRS 16's approach to lessor accounting is substantially unchanged from its predecessor, IAS 17. Lessors continue to classify leases as operating or finance leases, with each of them subject to different accounting treatment.

In the CIECH S.A., once the new standard has been applied, operating leases will be recognised in the statement of financial position, which will result in an increase in the balance sheet total (by reporting the right-of-use assets under fixed assets in the statement of financial position with corresponding lease liabilities) and change the classification of expenses in the statement of profit or loss (where lease expenses will be replaced by depreciation and interest expense). Assets due to the right to use are going to be depreciated on a straight-line basis and lease liabilities are settled using the suitable interest rate.

The current value of the lease payment will be determined based on the marginal loan rate. In calculating interest rates, the credit risk (reflected in the assumed margin) was taken into consideration, the economic conditions in which the transactions took place (country, currency of the contract) and the duration of the contract (calculations for the relevant periods under which the Group has lease agreements. The level of interest ranges between 3.71% and 5.74% for PLN, for EUR it's 3.27%.

In addition, the period of the lease payment projections applied refered only to the irrevocable lease term, whereas under IFRS 16, the lease term over which the lease liability is recognised also includes any periods resulting from an extension or early termination if any of the above scenarios is sufficiently certain in the entity's judgement. In the case of contracts with an extension option, the lease liability would be respectively higher, while termination options would result in a respective reduction in the liability amount.

Ciech S.A. applied the simplifications for short-term leases and low-value asset leases provided for in the standard. It is assumed that assets whose unit value does not exceed approximately PLN 15 thousand, which corresponds to approximately USD 5 thousand, are low-value assets. Short-term leases are those whose term is shorter than 12 months.

The entry of IFRS 16 into force has also affect on the determination of the ratio calculated in relation to the facilities agreement (net leverage ratio). Should this be the case, the CIECH S.A. will strive to revise the definition in the facilities agreement so that the change of presentation would not have a negative impact on the level of the ratios calculated.

The impact of the implementation of IFRS 16 on the financial statements of the CIECH S.A. on January 1, 2019 is as follows (amounts refer to newly recognized assets):

01.01.2019
Recognized rights to use an asset 32,518
Recognized liabilities from lease 32,518

2. SEGMENT REPORTING

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

CIECH S.A. has been divided into the following operating segments:

Soda segment – the most important manufactured goods in the scope of the segment products are: light and dense sodium carbonate, evaporated salt, sodium bicarbonate and calcium chloride. The products of this segment are sold mainly by the parent company CIECH S.A. Production of the soda segment goods manufactured by the CIECH Group is implemented in CIECH Soda Polska S.A., the Romanian company CIECH Soda Romania S.A. and in the German company CIECH Soda Deutschland GmbH & Co. KG. (the German company also sells its products on its own). Soda segment goods are used in the glass, food, detergent and pharmaceutical industries.

Organic segment – CIECH S.A. is the main supplier of raw materials to companies operating within the organic segment. The CIECH Group companies (CIECH Sarzyna S.A., CIECH Pianki Sp. z o.o.) are the producers of a variety of organic compounds, including polyurethane foams, epoxy resins and polyester resins. These products are used in the following industries: furniture, automotive, paints and electronics. CIECH Sarzyna S.A. and bought in July 2018 Spanish company Proplan Plant Protection Company S.L.. also manufactures crop protection chemicals used in agriculture.

Silicates and Glass segment – CIECH S.A. sells the Silicates and Glass segment products manufactured by CIECH Soda Romania S.A. Key products in this group include glassy sodium silicate and sodium water glass. These products are used by the construction industry and in the production of detergents.

Transport segment – it includes forwarding activities carried out by CIECH S.A. since 2016 for its subsidiaries, i.e. CIECH Pianki Sp. z o.o., CIECH Sarzyna S.A., CIECH Vitrosilicon S.A., CIECH Trading S.A.

Other activities segment – it covers mainly services rendered outside the Group and goods sold by CIECH S.A. outside the scope of the above segments.

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

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

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

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

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

01.01.-31.12.2018 01.01.-31.12.2017
Net profit/(loss) on continuing operations 270,612 243,907
Income tax 63,401 57,564
Financial expenses 121,818 283,535
Financial income (343,552) (342,793)
Amortisation/depreciation 8,627 5,213
EBITDA from continuing 120,906 247,426

The reconciliation and definitions applied by CIECH S.A. when determining these measures are presented below.

01.01.-31.12.2018 01.01.-31.12.2017
EBITDA from continuing 120,906 247,426
One-offs including: (325) (1,241)
Impairment 210 1
Cash items (a) 112 (84)
Non-cash items (excluding impairment losses) (b) (647) (1,158)
Adjusted EBITDA from continuing operations 120,581 246,185

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

OPERATING SEGMENTS

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

OPERATING SEGMENTS
01.01.-31.12.2018
Soda segment Organic segment Silicates and
glass segment
Transport
segment
Other operations
segment
Corporate
functions
TOTAL
Total sales revenues 1,822,982 531,116 16,939 44,465 3,032 - 2,418,534
Cost of sales (1,452,230) (515,974) (14,458) (44,368) (2,426) - (2,029,456)
Gross profit /(loss) on sales 370,752 15,142 2,481 97 606 - 389,078
Selling costs (213,227) (2,539) (1,342) (3,753) (140) (223) (221,224)
General and administrative expenses (1,175) (642) (52) (183) - (53,636) (55,688)
Result on management of receivables (36) (45) (1) (3) (207) - (292)
Result on other operating activities 1,011 (25) (7) (52) 67 (589) 405
Operating profit /(loss) 157,325 11,891 1,079 (3,894) 326 (54,448) 112,279
Exchange differences and interest on trade settlements (6,967) (12,434) (87) (1) (215) - (19,704)
Borrowing costs - - - - - (24,701) (24,701)
Result on financial activity (non-attributable to segments) - - - - - 266,139 266,139
Profit /(loss) before tax 150,358 (543) 992 (3,895) 111 186,990 334,013
Income tax - - - - - - (63,401)
Net profit /(loss) for the period - - - - - - 270,612
Amortization/depreciation 3,432 - - - - 5,195 8,627
EBITDA 160,757 11,891 1,079 (3,894) 326 (49,253) 120,906
Adjusted EBITDA** 160,814 11,892 1,086 (3,844) 326 (49,693) 120,581

* Adjusted EBITDA for the 12-month period ended 31 December 2018 is calculated as EBITDA adjusted for untypical one-off events: impairment of non-financial assets: PLN -210 thousand, recognition/reversal of provisions: PLN 652 thousand, penalty fees and compensation paid/received: PLN -106 thousand, donations given: PLN -40 thousand, other: PLN 29 thousand.

OPERATING SEGMENTS
01.01.-31.12.2017
Soda segment Organic segment Silicates and
glass segment
Transport
segment
Other operations
segment
Corporate
functions
TOTAL
Total sales revenues 1,817,739 505,095 15,108 25,128 2,694 - 2,365,764
Cost of sales (1,331,802) (490,871) (13,779) (24,601) (2,293) - (1,863,346)
Gross profit /(loss) on sales 485,937 14,224 1,329 527 401 - 502,418
Selling costs (199,960) (2,040) (954) (2,966) (73) (1,119) (207,112)
General and administrative expenses (3,617) (1,328) (55) (206) (535) (49,586) (55,327)
Result on management of receivables 132 - - - 6 1 139
Result on other operating activities 2,548 (5) - - 1 (449) 2,095
Operating profit /(loss) 285,040 10,851 320 (2,645) (200) (51,153) 242,213
Exchange differences and interest on trade settlements (17,188) (5,503) - 3 206 - (22,482)
Borrowing costs - - - - - (7,086) (7,086)
Result on financial activity (non-attributable to segments) - - - - - 88,826 88,826
Profit /(loss) before tax 267,852 5,348 320 (2,642) 6 30,587 301,471
Income tax (57,564)
Net profit /(loss) for the period - - - - - - 243,907
Amortization/depreciation - - - - - 5,213 5,213
EBITDA 285,040 10,851 320 (2,645) (200) (45,940) 247,426
Adjusted EBITDA** 283,842 10,852 320 (2,645) (200) (45,984) 246,185

* Adjusted EBITDA for the 12-month period ended 31 December 2017 is calculated as EBITDA adjusted for untypical one-off events: recognition/reversal of provisions: PLN 1,158 thousand, penalty fees and compensation paid/received: PLN 40 thousand, donations given: PLN -53 thousand, other: PLN 96 thousand.

There are no significant customers outside CIECH GROUP from whom the Company would earn 10% of its total revenues.

ASSETS AND LIABILITIES BY OPERATING SEGMENTS

ASSETS LIABILITIES
31.12.2018 31.12.2017 31.12.2018 31.12.2017
Soda segment 202,832 182,556 373,640 303,910
Organic segment 112,887 53,730 84,483 77,512
Silicates and glass segment 4,695 5,106 2,208 3,272
Transport segment 10,859 4,589 6,760 5,151
Other operations segment 1,009 3,153 9,590 9,040
Corporate functions 3,595,172 3,403,530 2,048,072 1,704,751
Total 3,927,454 3,652,664 2,524,753 2,103,636

SALES REVENUES BY BUSINESS SEGMENTS

01.01.-31.12.2018 01.01-31.12.2017 Change
2018/2017
Change %
Soda segment, including: 1,822,982 1,817,739 5,243 0,3%
Dense soda ash 1,006,615 1,053,263 (46,648) (4,4%)
Light soda ash 467,732 445,528 22,204 5,0%
Salt 182,634 169,968 12,666 7,5%
Sodium bicarbonate 97,255 94,998 2,257 2,4%
Calcium chloride 26,159 19,829 6,330 31,9%
Other goods and services 42,587 34,153 8,434 24,7%
Organic segment, including: 531,116 505,095 26,021 5,2%
Raw materials for production of plant pro-tection products 130,734 117,596 13,138 11,2%
Raw materials for production of plastics 245,919 235,199 10,720 4,6%
Raw materials for the production of polyu-rethane foams 143,793 142,961 832 0,6%
Other goods and services 10,670 9,339 1,331 14,3%
Silicates and Glass segment, including: 16,939 15,108 1,831 12,1%
Sodium silicates 15,225 13,868 1,357 9,8%
Other goods and services 1,714 1,240 474 38,2%
Transport segment, including: 44,465 25,128 19,337 77,0%
Transport services 44,465 25,128 19,337 77,0%
Other segment, including: 3,032 2,694 338 12,5%
Revenues from third parties 3,032 2,694 338 12,5%
TOTAL 2,418,534 2,365,764 52,770 2,2%

In CIECH S.A. sales revenues are recognized at the time of service or delivery of goods.

INFORMATION ON GEOGRAPHICAL AREAS

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

ASSETS
31.12.2018 31.12.2017
Poland 2,276,979 2,590,308
European Union (excluding Poland) 1,551,440 986,953
Other European countries 39,838 26,634
Africa 9,745 3,779
Asia 49,452 44,433
Other regions - 557
TOTAL 3,927,454 3,652,664

The Company's non-current assets are located in Poland and the European Union. As regards the European Union, the most significant non-current assets comprise shares in subsidiaries having their registered offices mainly in Romania (PLN 111,000

thousand), Germany (PLN 536,976 thousand) and Spain (PLN 203,866 thousand). Trade and other receivables constitute the main component of current assets presented in individual geographical areas.

Net revenues from sales
01.01.-31.12.2018 01.01.-31.12.2017
Poland 1,239,920 1,174,493
European Union (excluding Poland) 679,552 717,891
Germany 131,705 117,705
Romania 121,499 140,023
Czech Republic 119,889 131,638
Italy 8,549 11,985
The Netherlands 47,725 48,278
Finland 56,207 48,855
Sweden 55,673 68,861
Belgium 13,828 19,151
United Kingdom 25,674 29,102
Denmark 1,155 293
France 15,148 37,804
Lithuania 10,839 11,204
Other EU countries 71,661 52,992
Other European Countries 207,566 201,488
Switzerland 105,538 95,800
Norway 37,008 38,428
Russia 803 5,079
Other European countries 64,217 62,181
Africa 60,255 54,532
Asia 217,793 172,379
India 123,780 124,899
Singapore 11,397 16,248
Bangladesh 16,172 3,666
Hong Kong 25,078 9,784
Turkey 10,867 8,366
Other Asian countries 30,499 9,416
Other regions 6,787 25,279
Hedge accounting 6,661 19,702
Total 2,418,534 2,365,764

3. NOTES TO THE STATEMENT OF PROFIT OR LOSS AND STATEMENT OF OTHER COMPREHENSIVE INCOME

3.1. SALES REVENUES

Accounting policy

The Entity recognises revenues based on the so-called 5-step model – when it satisfies a performance obligation by transferring a promised good or service (i.e. an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset. When (or as) a performance obligation is satisfied, the Entity recognises as revenues the amount of the transaction price that is allocated to that performance obligation. The obligation to identify the performance obligations also applies to contracts where the contract is assumed to consist of only one element (e.g. sale of a product) when settled with the customer.

Revenues from the sales of products and goods are recognised in profit or loss at the NBP's average exchange rate from the date preceding the date of invoice, when the significant risks and rewards of ownership have been transferred to the buyer, except for sales revenues earned by the Branch of CIECH S.A. in Germany whose currency translation principle is described in note 1.3.

SALES REVENUES 01.01.-31.12.2018 01.01.-31.12.2017
Revenues from sales of products and services 105,833 78,593
- services 105,833 78,593
Revenues from sales of goods and materials 2,312,701 2,287,171
- goods 2,312,701 2,287,171
Net sales of products, goods and materials 2,418,534 2,365,764

3.2. COST OF SALES, SELLING COSTS, GENERAL AND ADMINISTRATIVE EXPENSES

Accounting policy

Expenses are probable decreases in economic benefits in the form of outflows or depletions of assets or increases in liabilities and provisions.

Cost of sales comprises the production cost of services sold and the cost of goods and materials sold. Selling costs include, among others: costs of transport, sales commissions and the costs of advertising, promotion and distribution.

General and administrative expenses are expenses associated with activities of the entity's management or those of general functions.

COST OF SALES, SELING COST AND ADMINISTRATIVE EXPENSES 01.01.-31.12.2018 01.01.-31.12.2017
Cost of manufacture of products and services sold (93,694) (68,098)
Cost of sold goods and materials sold (1,935,762) (1,795,248)
Cost of sales (2,029,456) (1,863,346)
Selling costs (221,224) (207,112)
General and administrative expenses (55,688) (55,327)

3.3. COSTS BY TYPE

COST BY KIND (SELECTED) 01.01.-31.12.2018 01.01.-31.12.2017
Amortisation (8,627) (5,213)
Consumption of materials and energy (3,135) (2,534)
Employee benefits, including: (53,984) (70,274)
- payroll (46,007) (59,774)
- social security and other benefits (7,977) (10,500)
External services (266,361) (220,640)

3.4.OTHER OPERATING INCOME AND EXPENSES

Accounting policy

The reporting period's results are also affected by other operating income and expenses indirectly related to the Company's core operations.

The key items include:

  • ✓ recognition/reversal of provisions
  • ✓ gains/ losses on disposal and liquidation of non-financial non-current assets,
  • ✓ recognition/ reversal of impairment losses (including allowances for doubtful receivables),
  • ✓ penalty fees and compensation paid/ received;
  • ✓ income from rental of investment property is recognised in profit or loss on a straight-line basis over the lease term. Any lease incentives granted are an integral part of the net consideration agreed for the use of the asset.

Subsidies

Government subsidies are recognised when there is reasonable assurance that the subsidy will be received and that the entity will comply with all relevant conditions of the subsidy. Subsidies are recognised as income in profit or loss on a systematic basis when the entity recognises, as expenses, the related costs that the subsidies are intended to compensate.

Judgements and estimates

Impairment of non-financial assets

The carrying amounts of the Company's non-financial assets, other than inventory and deferred tax assets, are reviewed at reporting date to determine whether there is any indication of impairment. If any such indication exists, then the Company estimates the recoverable amount of the respective cash-generating unit.

The recoverable amount of an asset or a cash-generating unit is the higher of its fair value less costs to sell and its value in use. The recoverable amount is determined for individual assets, unless the asset does not generate cash inflows that are largely independent of the cash inflows from other assets or groups of assets. If the asset's carrying amount exceeds its recoverable amount, an impairment loss is recognised against the carrying amount of the asset. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessment of the time value of money and the risks specific to the asset.

Impairment losses are recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the unit (group of units) and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis. Impairment losses are recognised in profit or loss. Impairment losses in respect of assets are recognised in those expense categories that correspond to the function of the asset to which they relate.

OTHER OPERATING INCOME 01.01.-31.12.2018 01.01.-31.12.2017
Rents/lease income 582 739
Gain on disposal of non-financial non-current assets 31 97
Reversal of impairment allowances on receivables 682 176
Reversal of impairment losses on property, plant and equipment and intangible assets 1 -
Reversal of provisions on employee benefits - 87
Reversal of provisions for compensation – changing the base - 105
Reversal of provisions for liabilities – changing the base 924 904
Reversal of other provisions - 251
Penalty fees and compensations received 38 67
Other 1,896 2,035
TOTAL 4,154 4,461
OTHER OPERATING EXPENSES 01.01.-31.12.2018 01.01.-31.12.2017
Rental costs (581) (575)
Recognition of impairment losses on receivables (974) (37)
Recognition of impairment losses on property of intangible assets (210) (1)
Recognition of provisions on employee benefits (244) (51)
Recognition of provisions for restructuring - changing the base - (9)
Recognition of provisions for compensation – changing the base (12) -
Recognition of provisions for liabilities (170) (102)
Recognition of provision for anticipated losses (90) -
Costs of remediating the effects of fortuitous events (3) -
Receivables written-off (8) -
Penalties and compensations paid (144) (27)
Other (1,605) (1,425)
TOTAL (4,041) (2,227)

As at 31 December 2018, CIECH S.A. made an assessment of premises, originating both from external and internal sources of information, of indicators of impairment of non-financial assets. These analyses did not indicate the need to make larger estimates of the recoverable amount, except for the intangible assets.

3.5. FINANCIAL INCOME AND EXPENSES

Accounting policy

Financial income and expenses relate to an entity's financing activities including the acquisition and disposal of equity, securities, drawing of loans and borrowings, issuance of debt securities. Key items of financing activities include:

  • ✓ interest on borrowings determined based on the effective interest method,
  • ✓ impairment losses on financial assets,
  • ✓ interest earned by the Company on cash and cash equivalents (bank deposits and accounts loans granted and receivables) – accounted for in the profit and loss on accrual basis using the effective interest method,
  • ✓ dividend income recognised in profit or loss when the Company's right to receive payment is established,
  • ✓ net foreign exchange gains or losses,
  • ✓ gains/(losses) on sales of financial assets,
  • ✓ gains/(losses) on derivatives.

Judgements and estimates

At each reporting date the Company assesses whether there is any evidence that a financial asset or a group of financial assets is impaired. Where such evidence exists, the Company tests the value of interests in subsidiaries. The recoverable value is defined as the higher of value in use and fair value less costs to sell. Value in use is determined using the discounted cash flow model. The cash flows are based on financial plans covering a period of the next five years, excluding the effects of restructuring, or significant future investments that can improve the operating results of assets being part of the tested cash-generating unit. The recoverable amount is sensitive to the discount rate used in the discounted cash flow model, as well as the expected future cash flows and growth rate adopted for the residual period.

Where it is necessary to recognise impairment losses on involvement in other companies, such losses are recognised in the following order: on shares, on loans granted, on interest on loans.

NET FINANCIAL INCOME (EXPENSES) 01.01.-31.12.2018 01.01.-31.12.2017
Interest 54,777 44,264
Dividends and shares in profit 1,677 127,873
Net foreign exchange gains 2,671 -
Reversal of impairment losses* 282,937 94,886
Income from liquidated companies 69 454
Profits from derivatives 112 75,236
Other 1,309 80
Total financial income 343,552 342,793
Interest (69,014) (49,596)
Net foreign exchange losses - (12,155)
Recognition of other impairment losses* (23,281) (202,313)
Factoring commissions (1,698) (1,512)
Bank fees and commissions (3,519) (3,523)
Recognition of provision for anticipated losses (1,320) (1,321)
Increase in provisions due to change in discount rates - (21)
Loss due to derivatives (9,198) -
Costs of discounting of liabilities (1,181) -
Guarantees costs (10,734) (12,221)
Other (1,873) (873)
Total financial expenses (121,818) (283,535)
Net Financial income (expenses) 221,734 59,258

*Detailed description of recognised and reversed impairment losses of the value of financial assets is provided in notes 5.3 and 5.6.

3.6. COMPONENTS OF OTHER COMPREHENSIVE INCOME

01.01.-31.12.2018 01.01.-31.12.2017
Tax effect of each component of other comprehensive
income of the CIECH Group
Before tax Tax After
tax
Before
tax
Tax After
tax
Cash flow hedge (5,345) 947 (4,398) 10,132 (1,766) 8,366
Valuation of actuarial provisions (136) 26 (110) (13) 2 (11)
TOTAL (5,481) 973 (4,508) 10,119 (1,764) 8,355

Income tax and reclassification adjustments in other comprehensive income

Other comprehensive income before tax 01.01.-31.12.2018 01.01.-31.12.2017
Cash flow hedge (5,345) 10,132
fair value remeasurement in the period (14,690) (1,652)
reclassification to profit or loss 9,345 11,784
Valuation of actuarial provisions (136) (13)
remeasurement for the current period (136) (13)
Income tax attributable to other components of other comprehensive income 973 (1,764)
accrued for the current period 2,767 1,920
reclassification to profit or loss (1,794) (3,684)
Other comprehensive income net of tax (4,508) 8,355

4. INCOME TAX, DEFERRED TAX ASSETS AND LIABILITY

Accounting policy

Current tax receivables and liabilities for the current and prior periods are measured in the amount of the expected tax amount to be paid to tax authorities (recoverable from tax authorities) using tax rates and tax laws that are legally or substantively enacted at the reporting date.

4.1. MAIN COMPONENTS OF TAX EXPENSE

The main components of tax expense include:

THE MAIN COMPONENTS OF TAX EXPENSE (TAX INCOME) 01.01.-31.12.2018 01.01.-31.12.2017
Current income tax (47,487) (1,320)
Income tax for the reporting period (6,790) (1,320)
Adjustment to tax for previous years (40,697) -
Deferred tax (15,914) (56,244)
Origination/reversal of temporary differences (15,914) (56,244)
INCOME TAX RECOGNISED IN STATEMENT OF PROFIT OR LOSS (63,401) (57,564)

Under the current income tax, the Group presented a provision recognised for a potential tax liability, in the amount of PLN 43,700 thousand. For a detailed description of this case, see note 9.2 to these financial statements.

INCOME TAX RECOGNISED IN OTHER COMPREHENSIVE INCOME 01.01.-31.12.2018 01.01.-31.12.2017
Cash flow hedge 947 (1,766)
Valuation of actuarial provisions 26 2
TOTAL 973 (1,764)

4.2. EFFECTIVE TAX RATE

The following represents a reconciliation of income tax calculated by applying the currently enacted statutory tax rate to the Company's pre-tax financial result to income tax calculated based on the effective tax rate:

EFFECTIVE TAX RATE 01.01.-31.12.2018 01.01.-31.12.2017
Profit (loss) before taxes 334,013 301,471
Income tax based on currently enacted tax rate (63,462) (57,279)
Difference due to the application of tax rates of other tax jurisdictions* (1,023) (1,207)
Tax effect of revenues which are not revenues according to tax regulations
(permanent difference)**
65,054 40,405
Tax effect of costs which are not obtaining costs according to tax regulations
(permanent difference)***
(23,273) (40,294)
Tax losses from statement periods from which deferred tax asset was not included (40,697) 811
Income tax recognised In profit and loss statement (63,401) (57,564)
EFFECTIVE TAX RATE 19% 19%

*The Branch of CIECH S.A. in Romania is subject to a tax rate of 16% and the Branch of CIECH S.A. in Germany – to a tax rate of 30.88%. The tax rates were applied continuously in both periods.

**The main items included in the amount of revenues which are not revenues according to tax regulations result from reversal of impairment losses on investments in subsidiaries and dividend income.

***The main items included in the amount of non-tax deductible expenses result from the recognition of provisions and impairment losses under IFRS 9.

4.3.DEFERRED INCOME TAX

Accounting policy

Deferred tax is recognised in respect of temporary differences between the tax values of assets and liabilities and the carrying amounts recognised in the financial statements.

Deferred tax liability is recognised for all taxable temporary differences, unless:

  • ✓ the deferred tax liability arises from the initial recognition of goodwill or the initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction affects neither accounting profit nor taxable profit, or
  • ✓ the investor is able to control the timing of the reversal of temporary differences in respect of investments in subsidiaries, associates and joint ventures, and it is probable that the temporary differences will not reverse in the foreseeable future.

A deferred tax asset is recognised for all deductible temporary differences and for unused tax credits and tax losses carried forward to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and losses can be utilised:

  • ✓ unless the deferred tax asset arises from the initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction affects neither accounting profit nor taxable profit, and
  • ✓ deductible temporary differences in respect of investments in subsidiaries, associates and joint ventures are recognised in statement of financial position only to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

The carrying amount of a deferred tax asset is reviewed at the end of every reporting period and is reduced to the extent that it is no longer probable that sufficient taxable income will be available against which the asset can be utilised. Any previously unrecognised deferred tax asset is reassessed at each reporting date and is recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the tax rates and laws that have been enacted at the reporting date or whose application in the future is certain at the reporting date.

Income tax related to items recognised outside profit or loss is itself recognised either in other comprehensive income, when it relates to items recognised in other comprehensive income, or directly in equity, when it relates to items recognised directly in equity.

Deferred tax assets and liabilities are offset solely if there is a legally enforceable right to offset current tax assets and liabilities, and they relate to income taxes levied by the same tax authority on the same taxable entity.

Judgements and estimates

Deferred income tax is based on the assumption that future taxable profit will allow for its usage. In determining the amount of deferred tax assets, CIECH S.A. bases its calculations on estimates related to the term and amount of future taxable income.

Deferred income tax is attributable to the following items:

DEFERRED INCOME TAX ASSETS AND DEFERRED
INCOME TAX LIABILITY
31.12.2018 31.12.2017
Total asset Total
liability
Net value Total asset Total
liability
Net value
Property, plant and equipment 40 74 (34) - 74 (74)
Financial assets 646 9,746 (9,100) 700 14,970 (14,270)
Inventory - 203 (203) - - -
Trade and other receivables 118 152 (34) - 1,297 (1,297)
Provisions for employee benefits 106 3 103 111 31 80
Tax losses carried forward 15,916 - 15,916 48,023 - 48,023
Foreign exchange differences 2,511 - 2,511 3,212 - 3,212
Liabilities 16,417 62 16,355 5,383 810 4,573
Deferred tax assets/liability 35,754 10,240 25,514 57,429 17,182 40,247
Set - off of deferred tax assets/ liability (10,240) (10,240) - (17,182) (17,182) -
Deferred tax assets/liability recognised in the
statement of financial position
25,514 - 25,514 40,247 - 40,247

The company estimates that in over 12 months from the period for wchich the financial statements is presented, the deffered tax asset will be realized in the amount of PLN 662 thousand. In the same period, the estimated amount of reserve for deferred tax will be PLN 9,749 thousand.

CHANGE IN TEMPORARY DIFFERENCES IN THE
PERIOD
01.01.2018 Change in temporary
differences
recognised in the
statement of profit or
loss
Change in temporary
differences
recognised in equity
31.12.2018
Property, plant and equipment (391) 210 - (181)
Financial assets (79,567) 36,197 (5,233) (48,603)
Inventory - (1,068) - (1,068)
Trade and other receivables (6,826) 7,131 - 305
Provisions for employee benefits 421 (15) 135 541
Tax losses carried forward 252,753 (168,983) - 83,770
Foreign exchange differences 16,904 (3,683) - 13,221
Liabilities 24,064 62,273 - 86,337
TOTAL 207,358 (67,938) (5,098) 135,427
CHANGE IN TEMPORARY DIFFERENCES IN THE
PERIOD
01.01.2017 Change in temporary
differences
recognised in the
statement of profit or
loss
Change in temporary
differences
recognised in equity
31.12.2017
Property, plant and equipment (391) - - (391)
Financial assets (46,640) (23,632) (9,295) (79,567)
Trade and other receivables (2,026) (4,800) - (6,826)
Provisions for employee benefits 405 5 11 421
Tax losses carried forward 463,516 (210,763) - 252,753
Foreign exchange differences 19,878 (2,974) - 16,904
Liabilities 77,932 (53,868) - 24,064
TOTAL 512,674 (296,032) (9,284) 207,358

The Management Board of the Company predicts that sufficient taxable profit will be realised within the period after the reporting date against which the Company can fully utilise the benefits therefrom. The expected taxable profit will be generated primarily on operating activities.

The Company created an asset for deferred tax due to tax loss based on tax budgets. It is anticipated that in the period of the possible loss the tax income will occur, guaranteeing the realization of the deferred tax asset in its entirety.

The Company did not recognise any deferred tax assets on impairment losses on shares in subsidiaries due to the fact that the Management Board of CIECH S.A. does not intend to sell them in the foreseeable future.

A portion of impairment losses recognised by the Company constitute a permanent difference which will not reduce the tax base in the future. This concerns mainly impairment losses on shares and loans granted to related entities.

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

5. NOTES TO ASSETS REPORTED IN THE STATEMENT OF FINANCIAL POSITION

5.1. PROPERTY, PLANT AND EQUIPMENT

Accounting policy

5

Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. The cost of an item of property, plant and equipment comprises its purchase price and all other costs directly attributable to the acquisition of the asset and bringing it to a working condition for its intended use. The cost also includes the cost of replacing components of machinery and equipment when incurred if the recognition criteria are met.

Subsequent costs

The cost of replacing a part of an item of property, plant and equipment are capitalised. Other costs are capitalised only to the extent that it is probable that the future economic benefits embodied within the part will flow to the Group and its cost can be measured reliably. Other subsequent costs are recognised in the profit or loss statement as incurred expenses.

A separate component of an item of property, plant and equipment, requiring replacement at regular intervals, is depreciated over its economic useful life.

The Company increases the value of property, plant and equipment by the value of outlays for periodic major overhauls, necessary for the functioning of a given item of property, plant and equipment. These expenditures are treated as a separate item of property, plant and equipment and depreciated through the anticipated period to the next planned overhaul. Upon capitalisation of new costs of overhauls, the non-depreciated value of previous repairs is allocated to operating expenses.

Upon the acquisition or creation of an item of property, plant and equipment, the Company separates from the cost a value equal to the expenditures that need to be made during the next overhaul of a given item of property, plant and equipment and depreciates it through the anticipated period left until the next planned overhaul.

Depreciation

Items of property, plant and equipment, and also their significant and separate components, are depreciated on a straight-line basis over their respective estimated useful lives. Land is not depreciated. The estimated useful lives are as follows:

Buildings 20-40 years
Machinery and equipment 3-10 years
Means of transport 5 years

Judgements and estimates

Depreciation rates are determined on the basis of the expected useful lives of property, plant and equipment, and are subject to annual verification. Any adjustments resulting from the verification are made prospectively as a change in estimate.

Impairment losses on non-financial assets — detailed principles of estimation of impairment losses are described in accounting policies, in note 3.4.

01.01.-31.12.2018 Buildings offices and
land and water
engineering facilities
Machinery
and
equipment
Means of
transport
Other
tangible
fixed assets
Tangible fixed
assets under
construction
TOTAL
Gross value of property, plant and
equipment at the beginning of the period
761 19,792 63 1,580 992 23,188
Purchase 15 3,073 - 111 3,199 6,398
Investment outlays - - - - 499 499
Reclassification - 986 - 5 (4,189) (3,198)
Sales - (225) (3) - - (228)
Liquidation (363) (359) - - - (722)
Other - 6 - - - 6
Gross value of property, plant and
equipment at the end of the period
413 23,273 60 1,696 501 25,943
Accumulated depreciation at the
beginning of the period
(433) (7,826) (62) (986) - (9,307)
Depreciation for the period 305 (3,209) 2 (183) - (3,085)
Annual depreciation charge (58) (3,787) (1) (183) - (4,029)
Sales - 221 3 - - 224
Liquidation 363 357 - - - 720
Accumulated depreciation at the end of
the period
(128) (11,035) (60) (1,169) - (12,392)
Impairment losses at the beginning of the
period
- (1) - - - (1)
Reversal - 1 - - - 1
Impairment losses at the end of the
period
- - - - - -
Carrying amount of property, plant and
equipment at the beginning of period
328 11,965 1 594 992 13,880
Carrying amount of property, plant and
equipment at the end of the period
285 12,238 - 527 501 13,551
01.01.-31.12.2017 Buildings offices and
land and water
engineering facilities
Machinery
and
equipment
Means of
transport
Other
tangible
fixed assets
Tangible fixed
assets under
construction
TOTAL
Gross value of property, plant and
equipment at the beginning of the period
959 15,443 63 1,521 31 18,017
Purchase 21 4,607 - 59 4,687 9,374
Investment outlays - - - - 991 991
Reclassification - 30 - - (4,717) (4,687)
Sales (219) (294) - - - (513)
Liquidation - 6 - - - 6
Gross value of property, plant and
equipment at the end of the period
761 19,792 63 1,580 992 23,188
Accumulated depreciation at the
beginning of the period
(593) (5,180) (62) (820) - (6,655)
Depreciation for the period 160 (2,646) - (166) - (2,652)
Annual depreciation charge (59) (2,938) - (166) - (3,163)
Sales 219 292 - - - 511
Accumulated depreciation at the end of
the period
(433) (7,826) (62) (986) - (9,307)
Impairment losses at the beginning of the
period
- - - - - -
Recognition - (1) - - - (1)
Impairment losses at the end of the
period
- (1) - - - (1)
Carrying amount of property, plant and
equipment at the beginning of period
366 10,263 1 701 31 11,362
Carrying amount of property, plant and
equipment at the end of the period
328 11,965 1 594 992 13,880
PROPERTY, PLANT AND EQUIPMENT DEPRECIATION CHARGES 01.01.-31.12.2018 01.01.-31.12.2017
Selling costs - (2)
General and administrative expenses (4,029) (3,161)
TOTAL (4,029) (3,163)
In the current period changes in accounting estimates did not have a material impact and it is not expected that they will
have a material impact in future periods.

Depreciation of property, plant and equipment was charged to the following line items in the statement of profit or loss:

RECOGNIZED NON-CURRENT ASSETS (OWNERSHIP STRUCTURE) 31.12.2018 31.12.2017
Owned 13,551 13,880
TOTAL 13,551 13,880

In the reporting periods, CIECH S.A. did not receive any compensation from third parties for impaired items of property, plant and equipment.

As at 31 December 2018, collateral was established on all items of property, plant and equipment (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

Future commitments arising from agreements concerning acquisition of property, plant and equipment amounted to PLN 63 thousand in 2018 (in the comparable period: PLN 70 thousand).

OFF-BALANCE SHEET PROPERTY, PLANT AND EQUIPMENT 31.12.2018 31.12.2017
Used under lease, tenancy and other agreements including: 1,634 2,464
Operating lease agreement 1,634 2,464

CIECH S.A. uses passenger cars under operating lease agreements. The value of these cars includes the approximate value of the leased assets, determined as the initial value, less the annual depreciation rate for this group of fixed assets. As at 31 December 2018, this amount was PLN 1,634 thousand, and in the comparable period – PLN 2,464 thousand.

CIECH S.A. is also a lessee of office space, in which the largest item (approx. 2 thousand m2 ) is the office in Warsaw at Wspólna Street, where the Company's registered office is located. The term of the lease agreement expires in 2028. The company does not have a valuation report concerning the lease real property and is of the opinion that the cost of preparing such report would be higher than its informative value. The value of payments incurred in relation to the leased asset and the total amount of future minimum lease payments are disclosed in item 7.4 of this report.

5.2. INTANGIBLE ASSETS

Accounting policy

Intangible assets acquired by the company are measured at cost less accumulated amortisation and accumulated impairment losses. Any expenditure on internally generated goodwill and brands, is recognised in the profit or loss as incurred.

Subsequent costs

Subsequent expenditure on existing intangible assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other subsequent expenditure is expensed as incurred.

Amortisation

Intangible assets are amortised on a straight-line basis over their estimated useful lives. The estimated useful lives of the following categories of intangible assets are as follows:

Patents and licences 2–10 years
Other 2-12 years

Judgements and estimates

Amortisation rates are determined on the basis of the expected useful lives of intangible assets, and are subject to annual verification. Any adjustments resulting from the verification are made prospectively as a change in estimate. Impairment losses on non-financial assets — detailed principles of estimation of impairment losses are described in accounting policies, in note 3.4.

01.01.-31.12.2018 Licences,patents,
permits, etc.
obtained
Intangible
assets under
development
Other
intangible
assets
TOTAL
Gross value of intangible assets at the beginning of the period 33,107 26,459 9,887 69,453
Purchase 1,735 1,735 - 3,470
Investment outlays - 14,439 - 14,439
Reclassifications 2,531 (13,358) 9,092 (1,735)
Activated costs - 548 - 548
Gross value of intangible assets at the end of the period 37,373 29,823 18,979 86,175
Accumulated amortisation at the beginning of the period (30,715) - (4,595) (35,310)
Annual amortisation charge (1,164) - (3,434) (4,598)
Accumulated amortisation at the end of the period (31,879) - (8,029) (39,908)
Recognition - (210) - (210)
Impairment losses at the end of the period - (210) - (210)
Net value of intangible assets at the beginning of the period 2,392 26,459 5,292 34,143
Net value of intangible assets at the end of the period 5,494 29,613 10,950 46,057
01.01.-31.12.2017 Licences,patents,
permits, etc.
obtained
Intangible assets
under
development
Other
intangible
assets
TOTAL
Gross value of intangible assets at the beginning of the
period
31,745 5,578 5,188 42,511
Purchase 929 5,628 4,699 11,256
Investment outlays - 21,300 - 21,300
Reclassifications 419 (6,047) - (5,628)
Activated costs 14 - - 14
Gross value of intangible assets at the end of the period 33,107 26,459 9,887 69,453
Accumulated amortisation at the beginning of the period (29,991) - (3,269) (33,260)
Amortisation for the period (724) - (1,326) (2,050)
Annual amortisation charge (724) - (1,326) (2,050)
Liquidation - - - -
Accumulated amortisation at the end of the period (30,715) - (4,595) (35,310)
Net value of intangible assets at the beginning of the
period
1,754 5,578 1,919 9,251
Net value of intangible assets at the end of the period 2,392 26,459 5,292 34,143

In 2018, the capitalisation rate applied to determine the amount of borrowing costs to be capitalised was approx. 4%, whereas in 2017 it amounted to approx. 8%.

CIECH S.A. is the owner of all intangible assets held. The largest item in the Company's intangible assets is the right to market with the carrying amount of PLN 3,338 thousand.

As at 31 December 2018, collateral was established on all intangible assets (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

An increase in capital expenditure in 2018 was driven by expenditure related to the implementation of the SAP system.

Amortisation of intangible assets was included in the following line items of the statement of profit or loss:

AMORTISATION CHARGES ON INTANGIBLE ASSETS 01.01.-31.12.2018 01.01.-31.12.2017
General and administrative expenses (1,166) (1,204)
Selling costs (3,432) (846)
TOTAL (4,598) (2,050)

The Company does not have intangible assets with indefinite useful life. In the current period changes in accounting estimates did not have a material impact and it is not expected that they will have a material impact in future periods.

As at 31 December 2018, future commitments arising from agreements concerning acquisition of intangible assets amounted to PLN 220 thousand (in the comparable period: PLN 1,359 thousand).

In the reporting period and in the presented comparable period, the Company did not incur any expenditure on development activities.

5.3. LONG-TERM FINANCIAL ASSETS

Accounting policy

Shares in subsidiaries and associates are stated at purchase price less any impairment losses.

Loans after initial recognition are measured at amortised cost using the effective interest method less any impairment losses.

Accounting policy concerning financial instruments is presented in note 8.1.

Judgements and estimates

Accounting policy concerning judgements and estimates is presented in note 3.5.

NON-CURRENT FINANCIAL ASSETS 31.12.2018 31.12.2017
Shares 2,184,468 1,710,871
Loans granted 142,861 118,180
Derivatives 11,859 35,086
TOTAL 2,339,188 1,864,137
Change in long-term stocks and shares 01.01.-31.12.2018 01.01.-31.12.2017
Gross value at the beginning of the period 2,115,826 2,015,879
Purchase 209,721 100,600
Sales/liquidation 152 653
Gross value at the end of the period 2,325,395 2,115,826
Impairment update at the beginning of the period (404,955) 186,580
Recognition (2,096) (218,375)
Reversal/usage 266,124 -
Impairment update at the end of the period (140,927) (404,955)
Net value of the shares at the beggining of the period 1,710,871 1,829,299
Net value of the shares at the end of the period 2,184,468 1,710,871
Change in liabilities due to Long-term loan 31.12.2018 31.12.2017
Gross value at the beginning of the period 118,180 612,669
Grant 148,415 150,000
Repayment - (10,000)
Reclassfication to/from short-term items (118,180) (633,846)
Foreign exchange differences (3,420) (643)
Gross value at the end of the period 144,995 118,180
Impairment update at the beginning of the period - (24,250)
OB correction - recognition of impairment losses according to IFRS 9 (1,739) -
Recognition (2,134) -
Reversal 1,739 7,886
Reclassification to shares - 16,364
Closing balance (2,134) -
Carrying amount of loans at the beginning of period 116,441 588,419
Carrying amount of loans at the end of the period 142,861 118,180

Change in the gross value of long-term shares results primarily from:

  • acquisition of shares in Proplan Plant Protection Company, S.L. PLN 203,866 thousand. See note 6.4 for a description of this transaction,
  • acquisition of shares in the increased share capital of CIECH R&D Sp. z o.o. PLN 5,700 thousand,

In 2018, CIECH S.A. granted long-term loans to its subsidiaries:

  • CIECH Soda Polska S.A. in the amount of PLN 37,495 thousand,
  • CIECH Soda Deutschland GmbH & Co. KG in the amount of PLN 107,500 thousand (EUR 25,000 thousand at the mid rate quoted by NBP on 31 December 2018)

The change in long-term loans granted resulted from unrealised foreign exchange differences on the revaluation of loans as at the balance sheet date.

The main items which affect the decrease in long-term loans granted are as follows:

  • reclassification of loans granted to the following companies to short-term loans:
    • o CIECH Nieruchomości S.A. in the amount of PLN 24,250 thousand
    • o CIECH Soda Polska S.A. in the amount of PLN 74,412 thousand
    • o CIECH Vitrosilicon S.A. in the amount of PLN 19,518 thousand,

As at 31 December 2018, collateral was established on all long-term receivables (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

Ciech S.A. analyses its involvement in the subsidiaries on the basis of their net assets as at the balance sheet date. If any evidence of impairment is identified, the Company estimates the recoverable amount. Due to the occurrence of premises, CIECH S.A. analysed the recoverability of involvement in subsidiaries. The recoverable value applied was the value in use estimated based on the discounted cash flows determined based on five-year financial plans of the subsidiaries. The following assumptions were applied in the impairment tests:

  • the weighted average cost of capital for domestic companies was: 9.1% for cash flows in PLN, 7.5% for cash flows in EUR and 9.8% – for cash flows in USD;
  • the weighted average cost of capital for SDC GmbH for cash flows in EUR was 6.6%;
  • the weighted average cost of capital for Proplan Plant Protection Company, S.L. was 7.7% for cash flows in EUR and 9.9% – for cash flows in USD;
  • the assumed growth rate for the residual period was 2.0% for both the domestic companies and for the German company.

Based on analyses conducted, the Management Board of CIECH S.A. decided to recognise/reverse impairment losses on involvement in, among others, the following companies:

  • recognition of impairment losses:
    • o Ciech Nieruchomości S.A. impairment loss on shares in the amount of PLN 1,636 thousand,
    • o CIECH Group Financing AB impairment loss on shares in the amount of PLN 241 thousand,
  • reversal of impairment losses:
    • o CIECH Trading S.A. reversal of impairment loss on shares in the amount of PLN 5,628 thousand,
    • o SDC GmbH reversal of impairment loss on shares in the amount of PLN 260,494 thousand.

According to the Board's estimates:

  • in the case of the SDC GmbH Group, a change in the weighted average cost of capital by 1 pp without changing other factors will not change the carrying value of shares,
  • in the case of the Ciech Tradin S.A., a decrease in the average weighted cost of capital by 2.8 pp without changing the other factors would lead to equalization of recoverable amount with the carrying amount - the entire revaluation write-down would have been reversed
No Registered
office
31/12/2018 31/12/2017 The
Company's
direct share in
the share
capital/ total
number of
votes as at 31
December
2018
The
Company's
direct share in
the share
capital/ total
number of
votes as at 31
December
2017
Core activities
Subsidiaries
1. SDC GmbH Stassfurt –
Germany
797,471 536,977 100% 100% Manufacture of other basic
inorganic chemicals,
wholesale of chemical
products, power
generation and
distribution.
2. CIECH Soda
Polska S.A.
Inowrocław 553,098 553,098 100% 100% Manufacture of other basic
inorganic chemicals,
wholesale of chemical
products, power
generation and
distribution.
3. CIECH Sarzyna
S.A.
Nowa Sarzyna 295,947 295,947 100% 100% Manufacture of plastics,
manufacture of pesticides
and other chemical
products.
4. CIECH Soda
Romania S.A.
Rm. Valcea -
Rumunia
111,000 111,000 98.74% 98.74% Manufacture of other basic
inorganic chemicals,
wholesale of chemical
products.
5. CIECH Trading
S.A.
Warsaw 59,156 53,528 100% 100% Wholesale and distribution
of solid inorganic
and organic chemicals,
wholesale
and distribution of raw
materials for household
chemicals, wholesale
and distribution of raw
materials for cosmetic
and pharmaceutical
products, wholesale
and distribution of fillers,
pigments, raw materials for
paints and varnishes,
wholesale and distribution
of food and feed additives,
wholesale
and distribution of acids,
bases and other liquid
chemicals.
6. CIECH Pianki Sp. z
o.o.
Bydgoszcz 57,451 57,451 100% 100% Manufacture of organic
and other inorganic
chemicals.
7. VERBIS ETA Sp. z
o.o. SKA
Warsaw 37,971 37,971 100% 100% Financing activities, direct
lending to the CIECH Group
companies
8. CIECH R&D Sp. z
o.o.
Warsaw 45,715 40,015 100% 100% Granting licences to the
CIECH Group companies to
use the trademarks:
"Ciech", "Ciech Trading"
and "Sól Kujawska
naturalna czysta" for
business activity purposes,
research and
developments activities.

CARRYING AMOUNT OF SHARES IN RELATED ENTITIES

No Registered
office
31/12/2018 31/12/2017 The
Company's
direct share in
the share
capital/ total
number of
votes as at 31
December
2018
The
Company's
direct share in
the share
capital/ total
number of
votes as at 31
December
2017
Core activities
9. CIECH Vitrosilicon
S.A.
Iłowa 12,302 12,302 83.03% 83.03% Production of other basic
inorganic chemicals,
manufacture of hollow
glass and technical
glassware, manufacture of
plastic packaging goods,
manufacture of other
plastic products.
10. CIECH Transclean
Sp. z o.o.
Bydgoszcz 3,455 3,455 100% 100% International transport of
liquid chemicals
11. Gamma Finanse
Sp. z o.o.
Warsaw 2,889 2,889 100% 100% Financing activities.
12. Ciech Group
Financing AB
Sweden 1,815 2,056 100% 100% Financing activities.
13. VERBIS ETA Sp. z
o.o.
Warsaw 5 5 100% 100% Other activities.
14. Bosten S.A. Warsaw - 100 100% 90% Other research and
experimental development
on natural sciences and
engineering,
15. Ciech
Nieruchomości
S.A.
Warsaw - 1,636 99.2% 99.2% Buying and selling of own
real estate.
15. Proplan Plant
Protection
Company S.L.
Madrid 203,866 - 100% - Production and sales of
crop protection chemicals.
16. Janikosoda S.A. Warsaw 623 737 17.6% 17.6% Since March 2017, the
Company has not carried
out any operating
activities.
Other
subsidiaries
841 841
Associates 863 863
Carrying amount
of shares in
related entities
2,184,468 1,710,871

5.4. INVENTORIES

Accounting policy

Raw materials and goods are measured at cost being the purchase price increased by other costs incurred in bringing the asset to its present location and condition or place on the market but not higher than the selling price possible to achieve.

The cost of inventory is based on the first-in first-out principle (FIFO).

Judgements and estimates

CIECH S.A. recognises inventory impairment allowances for damaged and slow moving inventory. Inventory impairment allowances are also recognised for inventory with a carrying amount that exceeds the realisable net selling price. Reversal occurs as a result of the use or sales of inventory in the course of business activities while usage is the result of inventory being scrapped.

INVENTORY 31.12.2018 31.12.2017
Materials 1 1
Goods 41,018 31,794
TOTAL 41,019 31,795

In the presented periods, inventories write-offs to net sales prices did not occur.

The value of inventories (taking into account write-downs to net selling prices) recognised as costs in 2018 amounted to PLN 1,935,829 thousand (in the comparable period: PLN 1,795,248 thousand).

As at 31 December 2018, collateral was established on all inventories (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

5.5. SHORT-TERM RECEIVABLES

Accounting policy

After initial recognition, current trade and other receivables are measured at the amortised cost using the effective interest method less any impairment losses.

Receivables denominated in foreign currencies are recognised at the average NBP exchange rate effective on the working day immediately preceding the date of the transaction, unless a different exchange rate was indicated in the customs declaration or another binding document.

At the reporting date, receivables denominated in foreign currencies are translated at the average exchange rate established for that date by the NBP except for prepayments made for deliveries, which are translated using sell exchange rate of the bank effective on the payment date.

Factoring

The Company uses non-recourse factoring services. The factor transfers advance payments to the Company's account in the full amount of invoices accepted for financing. The financing of receivables transferred is provided in various timeframes, therefore, as at the balance sheet date, there may be receivables which have not been financed yet and are reported as factoring receivables. Advance payments received are posted as factoring liabilities. In the statement of financial position, factoring receivables and liabilities are recognised on a net basis up to 90% of the value of advance payments received from the factor (the 90% limit results from the level of the receivables insurance). The remaining 10% of receivables value is reported as factoring receivables, and 10% of the value of advance payments received is reported as factoring liabilities.

Judgements and estimates

Impairment allowances are recognised on interest receivable on late payments of receivables, in the full amount of interest accrued. These allowances are recognised upon accrual, as at the due date or balance sheet date, and deducted from finance income from interest accrued.

The Entity estimates allowances always at the amount of long-term expected credit losses, regardless of whether there is an evidence of a material increase in credit risk.

At each balance sheet date, the Entity estimates allowances for all receivables regardless of their repayment status. The Entity estimates impairment allowances primarily on the basis of portfolio PD ratios estimated on the basis of historical observations for debt portfolios with similar characteristics. If it is not possible to estimate portfolio ratios, the Group permits the use of individual parameters (benchmark or expert parameters). Pursuant to Article 163 of the CRR1 , a PD ratio may not be lower than 0.03%.

In addition, regardless of the foregoing, the Entity recognises impairment allowances in respect of receivables:

    1. from debtors in liquidation or bankruptcy, up to the amount not guaranteed or secured in another manner, as reported to a receiver or judge-commissioner during bankruptcy proceedings;
    1. from debtors where a bankruptcy petition has been dismissed, if the debtor's assets are not sufficient to cover the cost of bankruptcy proceedings – in full;
    1. contested by debtors (disputed receivables) and where payments due are delayed and either the debtor's financial standing makes the collection no longer probable – up to the amount of receivables not guaranteed or secured in another manner;

1 Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms

4. receivables claimed in court.

Moreover, allowances in the full amount of receivables are recognised in relation to receivables that are more than 180 days past their maturity as at the balance sheet date.

The amount established as a result of the abovementioned allowances may be decreased if the Management Board is in possession of reliable documents, indicating that the receivables were secured and their payment is highly probable.

Impairment allowances on receivables are charged to other operating expenses. Allowances are also recognised for amounts that increase the value of receivables, including late payment interest, for which impairment allowances were previously recognised.

TRADE AND OTHER RECEIVABLES 31.12.2018 31.12.2017
Trade receivables, including: 280,416 217,339
- up to 12 months 280,363 217,333
- prepayments for inventory 53 6
Public and legal receivables (excluding income tax) 33,442 19,404
Insurance receivables 295 306
External services 1,108 691
Factoring receivables 36,528 23,255
Assets due to continuous involvement 2,103 1,821
Receivables from cashpool 42,219 12,524
Other receivables 4,562 5,425
NET TRADE AND OTHER RECEIVABLES 400,673 280,765
Impairment allowances with respect to trade receivables including (15,130) (13,164)
- impairment allowance recognized in the current reporting period (2,124) (1,363)
Impairment allowances with respect to other current receivables including (16,361) (15,701)
- impairment allowance recognized in the current reporting period (17) -
GROSS TRADE AND OTHER RECEIVABLES 432,164 309,630

Fair value of trade receivables and other receivables does not differ significantly from their carrying value.

As at the balance sheet date, continuing involvement is reported. It is calculated as a product of the financing received, interest and the period of delay in payments. As at 31 December 2018, the asset from continuing involvement amounted to PLN 2,103 thousand. The value of factoring assets derecognised from the statement of financial position is PLN 152,808 thousand (PLN 146,733 thousand in the comparable period).

CHANGE IN IMPAIRMENT ALLOWANCES ON SHORT-TERM RECEIVABLES 01.01.-31.12.2018 01.01.-31.12.2017
Opening balance (28,865) (33,420)
Opewning balance adjustment due to IFRS 9 (620) -
Recognized (2,141) (1,363)
Reversed 694 4,026
Used 261 471
Exchange differences (820) 1,421
Closing balance (31,491) (28,865)

The principles for recognising impairment allowances for short-term receivables are described above, in the "Accounting Policy" section.

AGEING OF PAST DUE TRADE RECEIVABLES 31.12.2018 31.12.2017
Up to 1 month 61,159 31,753
Between 1 and 3 months 13,995 738
3 to 6 months 5,531 2,660
6 months to 1 year 6,989 565
Above 1 year 11,868 11,487
Total (gross) past due trade receivables 99,542 47,203
Impairment allowances on past due trade receivables (12,389) (11,529)
Total (net) past due trade receivables 87,153 35,674

Terms of transactions with related entities have been presented in note 9.3.

Commercial contracts concluded by CIECH S.A. include various terms of payment of trade receivables depending on the type of transaction, market characteristics and trade conditions. The most common payment terms are: 14, 30, 60 and 90 days. As at 31 December 2018, collateral was established on all receivables (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

5.6. SHORT-TERM FINANCIAL ASSETS

Accounting policy

Loans after initial recognition are measured at amortised cost using the effective interest method less any impairment losses.

Accounting policy concerning financial instruments is presented in note 8.1.

Judgements and estimates

Accounting policy concerning judgements and estimates is presented in note 3.5.

SHORT-TERM FINANCIAL ASSETS 31.12.2018 31.12.2017
Derivatives 16,060 24,354
Loans granted 990,404 987,950
Total (net) short-term financial assets 1,006,464 1,012,304
Impairment of short-term financial assets (18,126) (49,345)
Total (gross) short-term financial assets 1,024,590 1,061,649
Change in liabilities due to Short-term loan 31.12.2018 31.12.2017
Gross value at the beginning of the period 1,037,295 343,218
Grant 81,601 251,644
Repayment (184,937) (174,387)
Reclassification from long-term positions 118,180 633,846
Cancelation - liquidation of the company (49,035) -
Exchange differences 5,426 (17,026)
Gross value at the end of the period 1,008,530 1,037,295
Impairment update at the beginning of the period (49,345) (130,300)
OB adjustment- recognition of impairment losses according to IFRS 9 (14,544) -
Recognition (17,816) (2,194)
Reversal 14,544 83,149
Usage - liquidation of the company 49,035 -
Closing balance (18,126) (49,345)
Carrying amount of loans at the beginning of period 973,406 212,918
Carrying amount of loans at the end of the period 990,404 987,950

As at 31 December 2018, collateral was established on all short-term receivables (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

Material items affecting the change in short-term loans including interests are as follows:

  • granting of a loan to Ciech Soda Deutschland GmbH & Co. KG in the amount of PLN 38,658 thousand (EUR 9,000 thousand),
  • granting of a loan to Vasco Sp. z o.o. in the amount of PLN 198 thousand,
  • interest accrued on loans granted in the amount of PLN 39,910 thousand,
  • reclassification of long-term loans granted to the following companies to short-term investments:
CIECH Nieruchomości S.A. in the amount of PLN 24,250 thousand
CIECH Soda Polska S.A. in the amount of PLN 74,412 thousand
CIECH Vitrosilicon S.A. in the amount of PLN 19,518 thousand
  • repayment of loans by subsidiaries (CIECH Vitrosilicon SA in the amount of PLN 10,000 thousand, CIECH Trading SA in the amount of PLN 20,000 thousand, CIECH Pianki Sp z o.o. in the amount of PLN 18,000 thousand, CIECH Soda Polska SA in the amount of PLN 40,000 thousand, CIECH Energy Deutschland GmbH in the amount of EUR 7,692 thousand (PLN 31,517 thousand), CIECH Soda Deutschland GmbH & Co. KG in the amount of EUR 4,100 thousand or PLN 16,910 thousand) and repayment of interest of PLN 48,510 thousand
  • Expiry of the right of loan and interest rate due to liquidation of company Ciech Cerium Sp z o.o. SKA ine the amount of PLN 49,035 thousand

The change in short-term loans resulted also from unrealised foreign exchange differences on the revaluation of loans as at the balance sheet date.

Based on analyses conducted, the Management Board of CIECH S.A. decided to recognise impairment losses on short-term loans granted to the following companies:

  • Vasco Polska sp. z o.o. impairment loss on the loan granted in the amount of PLN 218 thousand
  • CIECH Nieruchomości S.A. impairment loss on the loan granted in the amount of PLN 2,800 thousand.

The balance of impairment losses was also affected by:

  • the impairment loss of PLN 49,035 thousand on a loan granted to CIECH Cerium sp. z o.o., utilised due to its expiry by virtue of law,
  • impairment loss of PLN 14,797 thousand that was recognised and impairment loss of PLN 14,544 thousand that was reversed in line with the requirements of IFRS 9.

5.7. CASH AND CASH EQUIVALENTS

Accounting policy

Cash and cash equivalents include cash in hand and bank deposits repayable on demand. Current investments that are not subject to significant changes in value and that may be easily exchanged for a determinable amount of cash and that form an integral part of the Entity's cash management are recognised as cash and cash equivalents for the purposes of the statement of cash flows.

At the reporting date, any foreign currencies in bank accounts and on hand are measured at the average exchange rate for a given currency, quoted by the President of the NBP.

For cash and cash equivalents for which no evidence of impairment due to credit risk has been identified, impairment allowances are estimated using individual parameters determined on the basis of benchmarks (using information on bank ratings), scaled down to the horizon for estimating expected credit losses.

For cash and cash equivalents for which there is evidence of impairment due to credit risk, the Entity analyses recoveries using probability-weighted scenarios.

CASH AND CASH EQUIVALENTS 31.12.2018 31.12.2017
Bank accounts 44,332 218,927
Short-term deposits 10,673 156,455
Cash in hand 20 11
Impariment in accordance with IFRS 9 (37) -
Cash and cash equivalents – presented in the statement of financial position 54,988 375,393
Cash and cash equivalents – presented in the cash flow statement 54,988 375,393

The effective interest rates of short-term bank deposits are similar to the nominal interest rates, and fair value of short-term bank deposits is not significantly different from carrying value. Interest rates are based on WIBOR, EURIBOR and LIBOR.

As at 31 December 2018, collateral was established on all cash and cash equivalents (under an agreement on registered pledges over a set of movable assets and rights) for the Company's financial liabilities under a term loan taken out, RCF loan and overdraft loans.

As at 31 December 2018 and as at 31 December 2017, there was no restricted cash and cash equivalents in CIECH S.A.

6. EQUITY 6

6.1. CAPITAL MANAGEMENT

Capital structure management

CIECH S.A.'s capital structure consist of its debts, including the credit facilities presented in note 7.1, cash and cash equivalents and equity, including shares issued, reserve capital and retained earnings.

CIECH S.A. manages its capital in order to ensure its ability to continue as a going concern and, at the same time, maximize returns for stakeholders by optimising the debt to equity ratio. In 2017-2018 there were no changes in aims, principles and processes of capital management.

6.2. EQUITY

Accounting policy

CIECH S.A.'s share capital is disclosed at nominal value, adjusted by the effects of hyperinflation in the years 1989-1996. When shares are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognised as a change in equity. The purchased shares are presented as a deduction from total equity.

A liability for a dividend payable is recognised when authorised.

Net profit (loss) is presented in equity under retained earnings.

As at 31 December 2018, the carrying amount of the share capital of CIECH S.A. amounted to PLN 287,614 thousand and comprised the share capital from the share issues and from the hyperinflation adjustment. As at the date of adopting the IFRS, i.e. 1 January 2004, the share capital of the Company was adjusted for hyperinflation between 1989 and 1996. The hyperinflation adjustment of PLN 24,114 thousand was charged to retained profits.

The shares of CIECH S.A. are listed on Warsaw Stock Exchange and on Frankfurt Stock Exchange. The share capital of CIECH S.A. amounts to PLN 263,500,965 and is divided into 52,699,909 shares with a nominal value of PLN 5 each, including:

  • 20,816 A-series ordinary bearer shares,
  • 19,775,200 B-series ordinary bearer shares,
  • 8,203,984 C-series ordinary bearer shares,
  • 23,000,000 D-series ordinary bearer shares,
  • 1,699,909 E-series ordinary bearer shares.

The shares of all series are ordinary shares and do not carry any additional rights, preferences or restrictions as to dividend distribution or return of capital. Share capital is fully paid up.

To the best knowledge of the Company, as at the day of approving this report, entities holding significant blocks of shares (at least 5%) are the entities listed below:

Shareholder Type of shares Number of
shares
Number of votes at
the General
Meeting of
Shareholders
Share in the total
number of votes at
the General Meeting
of Shareholders
Stake in share
capital (%)
KI Chemistry s. à r. l.
with its registered office
in Luxembourg*
Ordinary
bearer
26,952,052 26,952,052 51.14% 51.14%
Nationale-Nederlanden
Otwarty Fundusz
Emerytalny**
Ordinary
bearer
3,900,000 3,900,000 7.40% 7.40%
Other Ordinary
bearer
21,847,857 21,847,857 41.46% 41.46%

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

** on the basis of the list of shareholders holding at least 5% of votes at the Ordinary General Meeting of Shareholders of CIECH S.A. on 28 January 2019, CR 5/2019 prepared and published pursuant to Article 70(3) of the Act of 29 July 2005 on Public Offering and Conditions Governing the Introduction of Financial Instruments to Organised Trading, and on Public Companies (Journal of Laws of 2009, No 185, item 1439).

The percentage share of above-listed shareholders in the share capital of CIECH S.A. equals the percentage share in the number of votes at the General Shareholders Meeting of CIECH S.A.

Treasury shares

In 2018 and in the comparable period, CIECH S.A. did not purchase or hold treasury shares.

Share premium

The share premium arose from the surplus in excess of nominal value achieved upon the issue of C, D and E series shares.

Other reserve capital

The table below presents the balances of other reserve capital, consisting of the following items:

OTHER RESERVE CAPITAL BY PURPOSE 31.12.2018 31.12.2017
Commercial risk fund 3,330 3,330
Fund for purchasing soda companies 15,200 15,200
Development funds 57,669 57,669
TOTAL 76,199 76,199

Cash flow hedge reserve

The cash flow hedge reserve reflects the valuation and settlement of hedging instruments to which the hedge accounting applies. Detailed information is presented in note 8.2.

Actuarial gains

Actuarial valuation reserve comprises actuarial gains or losses, i.e. the effects of differences between the previous assumptions made in the valuation of employee benefit provisions and what has actually occurred and the effects of changes in assumptions for these provisions, including change in discount rate.

6.3.DIVIDENDS PAID OR DECLARED

Until the date of approval of the financial statements for publication, the Management Board of CIECH SA has not adopted a resolution on the proposed distribution of net profit for 2018.

On 22 June 2018, the Ordinary General Meeting adopted a resolution to allocate the following to the payout of dividend in the amount of PLN 395,249 thousand:

  • the entire net profit earned by CIECH S.A. in 2017, amounting to PLN 243,907 thousand;
  • a part of profits included in the supplementary capital, amounting to PLN 151,342 thousand.

The dividend record and payment dates were set respectively for 2 July 2018 and 31 August 2018.

6.4. BUSINESS COMBINATIONS AND ACQUISITION OF INTEREST

There were no business combinations in the presented periods.

In 2018, changes in the CIECH Group's structure that occurred in relation to the companies in which CIECH S.A. held shares, either directly or indirectly, were related to, among others:

1) changes in control from indirect to direct control

On 3 January 2018, the Court registered the increase of the share capital of Ciech Nieruchomości S.A. The Company's share capital was increased by PLN 18,000 thousand by way of issue of 900 million series D bearer shares with the nominal value and issue price of PLN 0.02 per share. CIECH SA acquired series D shares in exchange for cash, thus control over the Company changed from indirect to direct. At present, CIECH S.A. holds 99.18% of this Company's share capital.

2) acquisition and increased shareholding in companies

CIECH Cerium Sp. z o.o. Sp. k.

On April 2018 at the general meeting of partners of CIECH Cerium Sp. z o.o. Sp. k., it was decided to express consent for CIECH S.A. to make a new contribution in the amount of PLN 150 thousand, therefore the current contribution of CIECH S.A. amounts to PLN 625 thousand.

CIECH R&D Sp. z o.o.

On 4 October 2018, the Extraordinary Shareholders' Meeting of CIECH R&D Sp. z o.o. resolved to increase the Company's share capital by PLN 5 thousand, i.e. from PLN 40,000 thousand to PLN 40,005 thousand through creation of 100 new, equal and indivisible shares with a value of PLN 50 per share. The new shares were earmarked for acquisition by CIECH S.A. in exchange for a cash contribution of PLN 5,700 thousand, where the amount of PLN 5,695 thousand represents the share premium allocated to the supplementary capital. By way of a representation of 4 October 2018, CIECH S.A. acquired 100 new shares. The court registered the share capital increase on 30 October 2018.

On 22 November 2018, the Extraordinary Shareholders' Meeting of CIECH R&D Sp. z o.o. increased the Company's share capital by PLN 2 thousand, i.e. from PLN 40,005 thousand to PLN 40,007 thousand through creation of new, equal and indivisible shares with a value of PLN 50 per share. The right to acquire 40 new shares with a total nominal value of PLN 2 thousand was granted to CIECH S.A. in exchange for a cash contribution of PLN 2,200 thousand, where the amount of PLN 2,198 thousand represented the share premium allocated to the supplementary capital. The court registered the share capital increase on 23 January 2019.

Vasco Polska Sp. z o.o.

On 14 November 2018, the Extraordinary Shareholders' Meeting of Vasco Polska sp. z o.o. increased the Company's share capital by PLN 500, i.e. from PLN 50 thousand to PLN 50.5 thousand through creation of 10 new, equal and indivisible shares with a nominal value of PLN 50 per share. The pre-emptive right of existing shareholders to acquire new shares in the increased share capital pro rata to their respective holdings in the share capital was waived. The right to acquire the new shares was granted to CIECH S.A. in exchange for a cash contribution of PLN 130 thousand, where the amount of PLN 129.5 thousand represents the share premium and was allocated to the supplementary capital. By way of a representation of 15 November 2018, CIECH S.A. acquired the new shares. The Court registered the increase of the Company's share capital on 11 January 2019.

On 15 November 2018, CIECH S.A. and a minority shareholder signed an agreement on the sale of 100 shares in Vasco Polska sp. z o.o. with a nominal value of PLN 50 per share, representing 10% of the Company's share capital in total. Following the aforementioned operations, CIECH S.A. was registered by the Court as the sole shareholder of the Company on 11 January 2019.

Proplan Plant Protection Company S.L.

On 26 July 2018. CIECH SA acquired 100% of shares in Proplan Plant Protection Company S.L. ("Proplan") and obtained control of the supplier of crop protection products.

The acquisition price was determined as follow:

  • EUR 40,053 thousand paid in cash at the acquisition date (90% of the acquisition price from the share purchase agreement),
  • EUR 3,614 thousand of discounted deferred payment (the remaining 10% of the purchase price), payable in cash in 4 installments of EUR 1,115 thousand on subsequent anniversaries (in 2019-2022 respectively) of the takeover of control over Proplan (nominal value of EUR 4,461 thousand) and
  • EUR 3,706 thousand of discounted conditional deferred payment depending on Proplan's results for 2018 and 2019, payable respectively in 2019 and 2020 (current estimation of nominal payments is EUR 4,270 thousand).

3) dissolution of a partnership

CIECH Cerium sp. z o.o. sp.k.

On 15 November 2018, the Partners' Meeting of CIECH Cerium spółka z ograniczoną odpowiedzialnością spółka komandytowa decided to dissolve the Partnership and agreed on the manner of terminating the Partnership's operations without liquidation. The Partnership's operations were terminated without liquidating the Partnership, by dividing the Partnership's assets on an in-kind basis, without the need to convert them into cash. The Partnership's assets were first allocated for the repayment of its liabilities, including any known non-matured or disputable liabilities, except for liabilities towards the Partners. According to the resolution of the Partners' Meeting, other assets of the Partnership have been distributed among the Partners in the proportion in which they participate in the Partnership's profit. The Partnership was deleted from the National Court Register on 27 November 2018.

7. LIABILITIES, PROVISIONS, EMPLOYEE BENEFITS

7.1. INFORMATION ABOUT FINANCIAL LIABILITIES

LOANS, BORROWINGS AND OTHER DEBT INSTRUMENTS 31.12.2018 31.12.2017
LONG-TERM 1,333,695 1,130,482
Loans and borrowings 1,333,695 1,130,482
SHORT-TERM 493,601 413,516
Loans and borrowings 415,936 295,559
Cash pooling liabilities 77,665 117,957
TOTAL 1,827,296 1,543,998

Reconciliation of changes in liabilities resulting from financial activities

01.01.-31.12.2018 01.01.-31.12.2017
Opening balance 1,426,041 1,405,436
Income from contracted debt 649,072 39,000
received funding 649,072 39,000
Calculation of interest 42,381 46,016
Debt payments (375,372) (49,396)
refund of capital (334,515) (5,438)
interest paid (40,857) (43,958)
Foreign exchange differences on borrowing in foreign currencies 7,200 10
Valuation 2,011 (17,639)
Others (1,702) 2,614
Closing balance 1,749,631 1,426,041

Debt financing

The CIECH S.A.'s debt financing is secured mainly through loans made available to CIECH S.A. under the Facilities Agreement dated 9 January 2018:

  1. loan agreements of 9 January 2018:

  2. o term loan in the amount of PLN 1,212,520 thousand and EUR 30,000 thousand (the total amount of the loan as at 31 December 2018 was PLN 1,341,520 thousand),

  3. o revolving credit facility granted to CIECH S.A. in the amount of up to PLN 250,000 thousand (the amount of used credit as at 31 December 2018 was PLN 250,000 thousand).

  4. short-term liability on account of loans, with limit PLN 100,000 thousand and EUR 10,000 thousand loan agreements of 28 and 29 August 2018 (the amount of credits used as at 31 December was PLN 32,873 thousand.

Detailed information about loan liabilities is disclosed in the Management Board Report on activities of the CIECH Group and CIECH S.A. for 2018, in section 4.6.

As at 31 December 2018, CIECH S.A. has a short-term liability on account of loans received in the amount of PLN 132,444 thousand, including:

  • a loan from Gamma Finanse sp. z o.o. in the amount of PLN 93,000 thousand
  • a loan from Verbis Eta Sp. z o.o. SKA in the amount of PLN 35,000 thousand
  • interest accrued on loans in the amount of PLN 4,444 thousand.

Interest rates

The interest rate of the Loans is a floating rate and it is determined on the basis of the WIBOR / EURIBOR base rate, plus margin, the level of which depends on the level of the net debt index to EBITDA. The initial value of the margin was 1.5%. The current value of the margin is 1%. Based on the level of the net debt ratio to the operating result plus amortization as at the end of 2018, the loan margin will increase to 1.5%.

7

Information about the financial covenants included in loan agreements

During the period covered by these financial statements, no loan agreement was called to maturity and there were no violations of payment terms for repayment of principal or interest due in relation to financial liabilities recognised in the balance sheet. Under the Facilities Agreement dated 29 October 2015, CIECH S.A. and its selected subsidiaries were obliged to, among others, maintain a certain level of net leverage ratio for the Group specified in the Facilities Agreement (the ratio of the CIECH Group's consolidated net debt to consolidated EBITDA of the CIECH Group calculated according to the guidelines in the amount of at least 4.0, measured at the end of a year and first six months of a year). As at the balance sheet date, i.e. 31 December 2018, this ratio was maintained and amounted to 2.4.

7.2.OTHER NON-CURRENT LIABILITIES

Accounting policy, judgements and estimates

Accounting policy concerning financial instruments is presented in note 8.1.

OTHER NON-CURRENT LIABILITIES 31.12.2018 31.12.2017
Derivatives 38,181 41,528
Liabilities due to purchase of shares and other financial assets 21,235 -
TOTAL 59,416 41,528

The balance of liabilities due to purchase of shares comprises long-term portion of the deferred payment for the acquisition of Proplan Plant Protection Company, S.L. - see note 6.4 for more information.

7.3. CURRENT TRADE AND OTHER LIABILITIES

Accounting policy

Trade and other liabilities are classified as current or non-current based on the following principles:

  • ✓ trade liabilities are reported as current liabilities, regardless of maturity,
  • ✓ other liabilities due to be settled within 12 months of the balance sheet date are classified as current liabilities,
  • ✓ other payables, which do not meet the current liability conditions, are classified as non-current liabilities.

Liabilities denominated in foreign currencies are recognised at the NBP's average exchange rate effective on the last working day before the date of transaction.

At the reporting date foreign currency denominated liabilities are translated at the average exchange rate announced for that day by the NBP except for received prepayments. Currency translation differences arising upon the repayment of a liability (realised) or its valuation (unrealised) are presented within financial income or expense. Prepayments for deliveries denominated in foreign currencies are recognised at the exchange rate applicable as at the transaction day.

Factoring

The Company uses non-recourse factoring services. The factor transfers advance payments to the Company's account in the full amount of invoices accepted for financing. The financing of receivables transferred is provided in various timeframes, therefore, as at the balance sheet date, there may be receivables which have not been financed yet and are reported as factoring receivables. Advance payments received are posted as factoring liabilities. In the statement of financial position, factoring receivables and liabilities are recognised on a net basis up to 90% of the value of advance payments received from the factor (the 90% limit results from the level of the receivables insurance). The remaining 10% of receivables value is reported as factoring receivables, and 10% of the value of advance payments received is reported as factoring liabilities.

Judgements and estimates

At the reporting date trade payables are measured at amortised cost (i.e. they are discounted using the effective interest method) and increased by any applicable late interest accrued.

Late interest is not accrued when a formal waiver is received from the counterparty. In all other cases such interest is accrued and recognised in accordance with the following principles:

  • ✓ on an ongoing basis, based on interest notes received;
  • ✓ in estimated amounts, with such estimates based on comparison of interest charged in the past by a counterparty to the related amounts owed.
CURRENT TRADE AND OTHER LIABILITIES 31.12.2018 31.12.2017
Trade liabilities and advances taken 476,681 398,885
- in up to 12 months 471,094 396,908
- prepayments received for supplies 5,587 1,977
Public and legal liabilities (excluding income tax) - 282
Liabilities for purchase of property, plant and equipment 5,851 15,705
Financial instruments liabilities 6,587 2,141
Liabilities to employees 836 765
Payroll liabilities 1,928 15,070
Holiday leave accrual 2,721 2,326
Materials and energy consumption - 131
External services 649 2,731
Social security and other employee benefits 277 1,388
Factoring liabilites 16,979 16,304
Other 20,386 20,715
TOTAL 532,895 476,443

Trade liabilities do not bear interest. Commercial contracts concluded by CIECH S.A. include various terms of payment of trade liabilities depending on the type of transaction, market characteristics and trade conditions. The most common payment terms are: 14, 30, 60 and 90 days.

7.4.OPERATING LEASES

Accounting policy

A financial lease is when, and only when, all the risks and rewards incidental to ownership of the subject matter of the contract (including a lease contract) remain with the financing party — in such case the Company does not recognise the asset as property, plant and equipment. Costs are recognised proportionally to the term of the agreement (on a straight line basis) unless another systematic basis is representative of the time pattern of the user's benefit, even if the payments are not on that basis. Initial direct costs incurred before the conclusion of a lease contract, if substantial, are settled over time, proportionally to lease payments disclosed in financial statements, or are recognised as an expense in the statement of profit or loss in the period in which they are incurred.

All incentives for the agreement of a new or renewed operating lease should be recognised as an integral part of the net consideration agreed for the use of the leased asset, irrespective of the incentive's nature or form or the timing of payments.

The lessee recognises the aggregate benefit of incentives as a reduction of rental expense over the lease term, on a straight-line basis unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Assets used in CIECH S.A. under operating lease agreements include passenger cars and premises – mainly office and warehouse space. The operating lease agreement for cars is a renewable agreement, making it possible to acquire an asset at its estimated market value at the end of its use. The Company is not obliged to purchase the leased assets.

In the financial year 2018, the costs of lease payments were as follows:

  • lease of passenger cars – PLN 909 thousand (PLN 830 thousand for the comparable period),

  • lease of space – PLN 5,107 thousand (PLN 4,868 thousand for the comparable period).

Total amounts of future minimum lease payments are presented in the table below:

TOTAL FUTURE MINIMUM OPERATING LEASE PAYMENTS 31.12.2018 31.12.2017
Up to 1 year 4,821 5,824
Between 1 and 5 years 15,500 23,565
Over 5 years 17,954 -
TOTAL 38,275 29,389

These payments reflect only lease payments (excluding non-lease payments).

7.5. PROVISIONS FOR EMPLOYEE BENEFITS

Accounting policy

Provisions for retirement and disability benefits

Based on the Company's remuneration plan, the employees of CIECH S.A. are entitled to retirement and disability benefits. The Company's obligations in respect of the above benefits is the amount of benefit entitlement that employees have earned as a result of their service in the current and prior years.

Net defined benefit liabilities are calculated separately for each plan by estimation of future payments required to settle the obligation resulting from employee service in the current and prior periods (discounted to its present value and reduced by the fair value of plan assets). The discount rate is the rate of return for low-risk debt securities with similar maturity date as the Company's liabilities as at the end of the reporting period. An appropriate estimation is made by an authorised actuary with the application of forecast discounted unit right method.

The Company recognises in the statement of profit or loss:

  • ✓ current service cost, which is the change in liability resulting from increase in value of the defined benefit obligation due to increase in the period of service and age of employees;
  • ✓ past service cost connected with plan amendment during the current period;
  • ✓ interest change in liability resulting from unwinding of discount.

The Company recognises in other comprehensive income actuarial gains and losses – the effects of differences between the previous actuarial assumptions and what has actually occurred and the effects of changes in actuarial assumptions and change in discount rate.

Judgements and estimates

The amount of the provision for employee benefits is determined based on actuarial valuations performed by independent professional firms. By actuarial valuation estimates are made regarding the rotation in employment, wage growth, discount rates and inflation.

LONG-TERM SHORT-TERM
PROVISIONS FOR EMPLOYEE BENEFITS 01.01.-
31.12.2018
01.01.-31.12.2017 01.01.-31.12.2018 01.01.-31.12.2017
Opening balance 436 447 400 313
Recognition 325 83 55 60
Use and reversal - - (221) (67)
Reclassification from lon-gterm do short-term
provision
(187) (94) 187 94
Closing balance 574 436 421 400

In 2018, short-term provision for employee benefits was recognised in the amount of PLN 55 thousand and a long-term provision for employee benefits was recognised in the amount of PLN 325 thousand, of which PLN 136 thousand was recognised in equity. In the comparable period, a provision for employee benefits included in equity and amounting to PLN 11 thousand was recognised.

Employee benefits are measured on the basis of actuarial valuations and including provision for retirement and disability benefits. A discount rate of 3.0% p.a. was applied in order to determine the current value of future liabilities due to employee benefits. The discount rate applied is established in nominal value. At the same time, future inflation in the amount of 2.5% per annum was taken into account. The estimated nominal growth rate of 1.0% was applied. The remuneration growth rate of 1.0% was applied for the residual period. Staff turnover ratio is established based on historic data, adjusted for employment restructuring plans. According to the Company's estimations, a change in actuarial assumptions will not have a significant impact on financial results.

7.6.OTHER PROVISIONS

Accounting policy

A provision is recognised if, as a result of a past event, the Company has a present obligation and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.

A provision for restructuring is recognised when the Management Board has approved a detailed and formal restructuring plan, and the restructuring either has commenced or has been announced publicly and a reliable estimate can be made.

Judgements and estimates

For measurement of the provisions, the Company is required to make estimates, assumptions regarding discount rates, expected costs and payment terms.

CHANGE IN OTHER SHORT-TERM PROVISIONS Provision for
liabilities
Provision for
expected losses
Other provisions TOTAL
01.01.-31.12.2018
Opening balance 6,179 29,387 507 36,073
Recognition 68,713 90 - 68,803
Use and reversal (1,085) - (507) (1,592)
Closing balance 73,807 29,477 - 103,284
01.01.-31.12.2017
Opening balance 7,574 28,066 758 36,398
Recognition 102 1,321 - 1,423
Use and reversal (1,497) - (251) (1,748)
Closing balance 6,179 29,387 507 36,073

The amount of provisions is an estimated value and may be subject to change during utilisation.

Short-term provision of PLN 103,284 thousand are related to potential claims (principal liability plus interest liabilities and litigation costs) resulting from litigation. An significant item is the provision for potential tax liability and default interest in the amount of PLN 43,700 thousand and PLN 23,511 thousand, respectively (see note 9.2 for more information).

8. FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT.

8.1. FINANCIAL INSTRUMENTS

Accounting policy applicable as of 1 January 2018 (IFRS 9)

Principles of measurement after initial recognition/at the end of reporting period and presentation of financial instruments in financial statements

Category of assets or
liabilities
Measurement Recognition
Assets at fair value through
profit or loss
At fair value Remeasurement changes adjust the carrying
amount of the asset and are recognised in current
period profit or loss.
Financial assets measured at
amortised cost
At amortised cost using the effective
interest rate (IRR)
Remeasurement changes adjust the carrying
amount of the asset and are recognised in current
period profit or loss.
Financial assets at fair value
through other
comprehensive income
At fair value Changes from remeasurement at fair value are
recognised in other comprehensive income. For
debt instruments interest is recognised directly in
profit or loss.
Purchased or originated
credit impaired (POCI) assets
At fair value Remeasurement changes adjust the carrying
amount of the asset and are recognised in current
period profit or loss.
Other financial liabilities At amortised cost using the effective
interest rate (IRR)
Remeasurement changes adjust the carrying
amount of the liability and are recognised in
current period profit or loss.
Liabilities at fair value
through profit or loss
At fair value Remeasurement changes adjust the carrying
amount of the asset and are recognised in current
period profit or loss.

Impairment of financial assets

At each balance sheet date, the Entity assesses whether there has been a significant increase in credit risk for a single financial asset (financial instrument) since its initial recognition. If such a significant increase has taken place, the Entity estimates allowances in the amount of long-term expected credit losses. Otherwise, the Entity estimates allowances in the amount of 12-month expected credit losses, even if in previous periods allowances were recognised in the amount of long-term expected credit losses.

The Entity assumes that in the case of financial instruments that meet the definition of a low credit risk instrument as at a given balance sheet date, there has been no significant increase in credit risk and therefore the allowance is estimated at the amount of 12-month expected credit losses. The credit risk on a financial instrument is considered low for these purposes, if:

  • a) the financial instrument has a low risk of default,
  • b) the borrower has a strong capacity to meet its contractual cash flow obligations in the near term and
  • c) adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligations.

An external rating of "investment grade" is an example of an instrument that is considered by the Entity as having low credit risk.

The Entity considers that there has been a significant increase in credit risk for a given financial instrument, if there has been a delay in contractual payments of more than 30 days.

For a financial asset that is credit-impaired at the reporting date, but that is not a purchased or originated credit-impaired financial (POCI) asset, the Entity measures the expected credit losses as the difference between the asset's gross carrying

amount and the present value of estimated future cash flows discounted at the financial asset's original effective interest rate. Any adjustment is recognised in profit or loss as an impairment gain or loss.

A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impaired include observable data about the following events:

  • a) significant financial difficulty of the issuer or the borrower;
  • b) a breach of contract, such as a default or past due event;
  • c) the lender(s) of the borrower, for economic or contractual reasons relating to the borrower's financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider;
  • d) it is becoming probable that the borrower will enter bankruptcy or other financial reorganisation;
  • e) the disappearance of an active market for that financial asset because of financial difficulties; or
  • f) the purchase or origination of a financial asset at a deep discount that reflects the incurred credit losses.

It may not be possible to identify a single discrete event—instead, the combined effect of several events may have caused financial assets to become credit-impaired. Regardless of the above criteria, the Entity considers that there has been an impairment loss in the event of a delay in payment of more than 180 days.

The amount of the write-down determined as a result of the above-mentioned estimates may be reduced if the Management Board possess reliable documents that indicate the receivables are secured and their payment is highly probable.

For financial assets for which no evidence of impairment due to credit risk has been identified, impairment allowances are estimated using individual parameters determined on the basis of benchmarks (using information on bank ratings) or values provided by experts, scaled down to the horizon for estimating expected credit losses.

For financial assets for which there is evidence of impairment due to credit risk, the Entity analyses recoveries using probability-weighted scenarios.

Trade receivables and contract assets are exceptions to this rule. For these categories of assets, the Entity may choose a simplified approach whereby write-downs are estimated over the lifetime horizon - right from the initial recognition of exposures.

Accounting policy applied until 31 December 2017 (IAS 39)

Impairment of financial assets

At each reporting date the Company assesses whether there is any objective evidence that a financial asset or a group of financial assets is impaired.

Financial assets measured at amortised cost

If any objective evidence indicates that loans and receivables measured at amortised cost are impaired, the impairment loss is the amount of the difference between the carrying amount of the financial asset and the present value of estimated future cash flows (excluding future losses on unrecoverable receivables that have not yet been incurred) discounted at the original (i.e. determined at initial recognition) effective interest rate. The carrying amount of assets is reduced through the use of allowances. The amount of allowance is recognised in profit or loss.

The Company first assesses whether there is any objective evidence of impairment of individually significant financial assets, and also whether any indications of impairment exist in respect of financial assets that are not individually significant. If the analysis does not reveal any objective evidence of impairment of an individually assessed financial asset, regardless of whether it is significant or not, the Company includes such an asset in a group of financial assets with similar credit risk and evaluates them collectively in terms of impairment. Assets that are individually assessed for impairment and for which an impairment loss was recognised or it was considered that the existing allowance should not change, are not taken into account when assessing the group of assets for impairment.

If in a subsequent period the amount of impairment loss decreases and the decrease can be objectively associated with an event occurring after the recognition of the impairment loss, the previously recognised impairment loss is reversed. The subsequent reversal of the impairment loss is recognised in profit or loss to the extent that the asset's carrying amount at the reversal date does not exceed its amortised cost.

In particular, in relation to trade receivables from entities in liquidation or bankruptcy, or not admitted to bankruptcy, or in relation to receivables that are contested by debtors (disputed receivables), or where payments due are delayed and either the debtor's financial standing makes the collection no longer probable or such delay exceeds 180 days, an impairment loss is recognised in the full amount due after taking into account the amounts of any existing security which the Management Board of the Company considers highly probable of execution.

Available-for-sale financial assets

If objective evidence indicates that available-for-sale financial assets are impaired, the amount of the difference between the asset's acquisition cost (net of any principal repayment and amortisation) and the current fair value, less any

impairment loss previously recognised in profit or loss, is removed from other comprehensive income and reclassified into profit or loss. Reversals of impairment losses on equity instruments classified as available-for-sale cannot be recognised in profit or loss. If, in a subsequent period, the fair value of an impaired available-for-sale debt security increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, then the impairment loss is reversed, with the amount of the reversal recognised in profit or loss.

Financial assets measured at cost

If objective evidence indicates that impairment may exist in respect of an unquoted equity instrument that is not recognised at fair value due to the fact that its fair value cannot be reliably measured, or a derivative which is linked to or must be settled through delivery of such an unquoted equity instrument, the amount of impairment loss is determined as the difference between the carrying amount of the financial asset and the present value of its estimated future cash flows discounted at the current market rate of return for similar financial assets.

The main financial instruments disclosed in the statement of financial position of CIECH S.A. as at 31 December 2018 include: Financial assets:

  • cash and cash equivalents,
  • loans granted,
  • financial instruments with positive valuation,
  • trade receivables,
  • factoring receivables,
  • cash pooling receivables.

Financial liabilities:

  • term loan liabilities, revolving loan liabilities and overdraft liabilities,
  • trade payables,
  • financial instruments with negative valuation,
  • loans liabilities,
  • cash pooling liabilities,
  • factoring liabilities.

Carrying amount of financial instruments

CLASSES OF FINANCIAL INSTRUMENTS note 31.12.2018 31.12.2017 CATEGORIES OF FINANCIAL
INSTRUMENTS
Cash and cash equivalents 5.7 54,988 375,393 Loans measured at amortized cost
Loans granted 5.3;5.6 1,133,265 1,106,130 Loans measured at amortized cost
Trade receivables 5.5 280,363 217,333 Loans measured at amortized cost
Factoring receivables 5.5 36,528 23,255 Loans measured at amortized cost
Hedging derivatives with positive value 5.3; 5.6 27,521 53,530 Valued in fair value through income
statement
Derivative instruments recognized in financial
assets designated as hedging instruments
5.3; 5.6 398 5,910 Hedging instruments
Cash pooling receivables 5.5 42,219 12,524 Loans measured at amortized cost
ASSETS 1,575,282 1,794,075
Trade liabilities 7.3 (471,094) (396,908) Loans measured at amortized cost
Loans and borrowings 7.1 (1,749,631) (1,426,041) Loans measured at amortized cost
Factoring liabilities 7.3 (16,979) (16,304) Loans measured at amortized cost
Hedging derivatives with negative value 7.2;7.3 (43,087) (41,713) Valued in fair value through income
statement
Derivative instruments with negative value 7.2;7.3 (1,681) (1,956) Hedging instruments
Cash pooling liabilities 7.3 (77,665) (117,957) Loans measured at amortized cost
LIABILITIES (2,360,137) (2,000,879)

Selected trade receivables in CIECH S.A. are subject to factoring. This is factoring with the assumption of insolvency risk whereby the factor assumes the risk in the amount specified in the insurance policy.

Items of revenues, costs, profits and losses
recognized in the statement of profit or loss
01.01.-
31.12.2018
01.01.-
31.12.2017
Categories of financial instruments
Revenues/(costs) due to interests, including those
calculated using the effective interest rate method
(17,476) (4,497)
52,966 45,854 Financial assets valued at amortized cost
(70,442) (50,351) Financial liabilities valued at amortized cost
Profits/(losses) due to exchange differences 2,671 (12,155)
2,671 (12,155) Financial liabilities valued at amortized cost
Recognition of impairment losses (2,192) (3,256) Financial liabilities valued at amortized cost
Reversal of write-offs 724 4,026 Financial liabilities valued at amortized cost
Income/expenses due to the use of derivative
financial instruments
236 89,441
(9,086) 75,236 Assets/financial liabilities valued in fair value
through income statement
9,322 14,205 Hedging instruments
TOTAL (16,037) 73,559

Revenues, costs, profit and loss recognised in the income statement by the category of financial instruments.

8.2. FINANCIAL INSTRUMENTS DESIGNATED FOR HEDGE ACCOUNTING

Accounting policy

Hedge accounting recognises the offsetting effects on profit or loss of changes in the fair values of the hedging instrument and the hedged item. Derivatives such as options, forwards, swaps are held to hedge the fair value of assets or liabilities or expected future cash flows.

For the hedging instruments, the Entity may apply hedge accounting if, and only if, all the following conditions are met:

  • ✓ the hedging relationship consists only of eligible hedging instruments and eligible hedged items.
  • ✓ at the inception of the hedging relationship there is formal designation and documentation of the hedging relationship and the entity's risk management objective and strategy for entity the hedge. That documentation shall include identification of the hedging instrument, the hedged item, the nature of the risk being hedged and how the entity will assess whether the hedging relationship meets the hedge effectiveness requirements (including its analysis of the sources of hedge ineffectiveness and how it determines the hedge ratio).
  • ✓ the hedging relationship meets all of the following hedge effectiveness requirements:
    • a) there is an economic relationship between the hedged item and the hedging instrument;
      • b) the effect of credit risk does not dominate the value changes that result from that economic relationship; and
      • c) the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the entity actually hedges and the quantity of the hedging instrument that the entity actually uses to hedge that quantity of hedged item. However, that designation shall not reflect an imbalance between the weightings of the hedged item and the hedging instrument that would create hedge ineffectiveness (irrespective of whether recognised or not) that could result in an accounting outcome that would be inconsistent with the purpose of hedge accounting.

Cash flow hedge:

A cash flow hedge is a hedge of the exposure to variability in cash flows that is attributable to a particular risk associated with all, or a component of, a recognised asset or liability (such as all or some future interest payments on variable-rate debt) or a highly probable forecast transaction, and could affect profit or loss. Cash flow hedge shall be accounted for as follows:

✓ the separate component of equity associated with the hedged item (cash flow hedge reserve) is adjusted to the lower of the following (in absolute amounts):

  • a) the cumulative gain or loss on the hedging instrument from inception of the hedge; and
  • b) the cumulative change in fair value (present value) of the hedged item (ie the present value of the cumulative change in the hedged expected future cash flows) from inception of the hedge.
  • ✓ the portion of the gain or loss on the hedging instrument that is determined to be an effective hedge (ie the portion that is offset by the change in the cash flow hedge reserve calculated in accordance with (a)) shall be recognised in other comprehensive income.
  • ✓ any remaining gain or loss on the hedging instrument (or any gain or loss required to balance the change in the cash flow hedge reserve calculated in accordance with (a)) is hedge ineffectiveness that shall be recognised in profit or loss.

The effective portion of the hedge is transferred to profit or loss as a reclassification adjustment in the period or periods when the hedged expected future cash flows affect profit or loss.

The table below presents a summary of specific groups of relationships existing in 2018, designated for hedge accounting:

31.12.2018 31.12.2017
Type of
instrument
Secured position Nominal
value/Volume
Maturity Value in
financial
assets
Value in
financial
liabilities
Value in
financial
assets
Value in
financial
liabilities
Derivative instruments - cash flow hedge
Currency risk
Currency
Forwards
EUR/PLN
Future cash flows due to the
realization of sales revenues
denominated or indexed to the
EUR exchange rate
EUR 78,784
Thousand
2019 543 (218) 4 271 -
Currency
Forwards
USD/RON
Future cash flows due to the
realization of sales revenues
denominated or indexed to the
USD exchange rate
USD 31,800
Thousand
2019 - (848) 1 429 -
Interest rate risk
Interest
rate swap
EURIBOR
6M fixed
rate
Interest payments on a term loan
contracted by CIECH S.A. with a
nominal value of PLN 30,000
thousand EUR
EUR 25,521
Thousand
2022 - (756) 210 (1,956)
31.12.2018 31.12.2017
Before tax Tax After tax Before tax Tax After tax
Provision for the use of cash flow hedges at the
beginning of the period
3,954 (707) 3,246 (6,178) 1,058 (5,120)
Effective part of profits / (losses) on hedging
instruments:
-currency risk (13,702) 2,553 (11,149) (8,888) 1,830 (7,059)
-interest rate risk (988) 188 (800) (466) 88 (377)
Reclassification to the statment of profit or
loss:
- currency risk (sales revenues) 7,367 (1,418) 5,950 16,834 (3,181) 13,654
-interest rate risk (interest costs) 1,978 (376) 1,602 2,651 (503) 2,148
Provision for the use of cash flow hedges at
the end of the period
(1,391) 240 (1,152) 3,954 (707) 3,246

The aim of CIECH S.A. when taking the decision concerning the implementation of the principles of cash flow hedging was to reduce the influence of interest rate movements and exchange rates differences from valuation of financial instruments on the statement of profit or loss by reflecting their hedging nature in the financial statements.

In the reporting period, there were no instances of identifying the inability to realise a future transaction in respect of which the cash flow hedge accounting was applied.

Sales revenues designated to hedge accounting are considered as highly probable. Their occurrence is anticipated in the Company's long-term financial forecast. Additionally, majority of these transactions are concluded with regular customers of CIECH S.A., which supports the probability of their occurrence.

8.3. FINANCIAL RISK MANAGEMENT

Risk management principles

CIECH S.A. actively manages operational and financial risk, striving to reduce the fluctuation of cash flows and maximise the companies' market value.

CIECH S.A.'s policy assumes natural hedging of imports and exports and hedging of up to 75% of net exposure to currencies exchange rate change by using derivatives and 100% exposure to interest rate risk.

In 2018, the Company concluded futures contracts to hedge currency risk and interest rate risk (forward, IRS and CIRS transactions).

Cash management

CIECH S.A. cooperates with bank service providers of high credit rating and with substantial experience in the cash management area. Allocation of financial resources is performed through the use of intra-group loans, dividends payout by subsidiaries, participation in a cash management system (cashpooling) and increase of share capital in the subsidiaries.

Quantitative and qualitative information on financial risks

CIECH S.A. manages financial risks based on, among others, the developed and adopted market risk hedging strategy. The aim of the financial risk management policy is to identify areas requiring risk analysis to determine methods to identify and measure it, to determine activities undertaken in relation to identified risk areas and to define organisational solutions in the risk management process.

In fulfilling its main goals, CIECH S.A. aims to avoid excessive market risk. This goal is realised by identifying, monitoring and hedging cash flow fluctuation risk and monitoring the size and costs of the Company's debt. When assessing risk, the Company takes into account the risk portfolio effect resulting from the variety of conducted business activities. Effects of the risk are reflected in the financial statements.

Financial risk management covers processes of identifying, measuring and establishing the manner of responding to that risk, including processes related to currency exchange rates and interest rate fluctuations. CIECH S.A. monitors risk areas which are most important for its activities.

Interest rate risk

CIECH S.A. finances its activity mainly through term loans. The amount of the costs of interest-bearing debt held by the Company depends on the reference rate. This refers to term loans made available under a facilities agreement dated 9 January 2018 in the amount of PLN 1,212 million and EUR 30 million, a revolving credit facility made available under a facilities agreement dated 9 January 2015 in the amount of PLN 250 million (as at the end of 2018, the debt amounted to PLN 250), overdraft facilities (as at the end of 2018, the debt amounted to PLN 32,873 Thousand) and a part of lease and factoring contracts.

Therefore, the Company is exposed to risk of change in finance costs due to changing interest rates on existing debt. This may result in increased financial costs and, consequently, deterioration of the Company's financial performance. The risk is partially reduced by the assets owned by CIECH S.A. (bank deposits), interest bearing in accordance with variable interest rate, and by concluding hedging transactions.

In 2018, CIECH S.A. used the following interest rate hedging transactions:

  • interest rate swap transaction to hedge the variable interest rate levels applicable to the calculation of interest on the term loan made available in November 2015 and annexed on 9 january 2018. The transaction hedged indebtedness in the amount of EUR 30 million, depreciated in accordance with the IRS transaction schedule;
  • currency and interest rate swap transactions to hedge the variable interest rate levels applicable to the calculation of interest on the term loan made available in November 2015 and annexed on 9 january 2018. The transaction hedges indebtedness of initial nominal value of PLN 1,045 millionm depreciated in accordance with the CIRS transaction schedule.

The table below presents the statement of financial position items (without derivative instruments) exposed to interest rate risk:

Total carrying amount 31.12.2018 31.12.2017
Fixed interest rate instruments 354,132 (3,945)
Financial assets 354,132 92,177
Financial liabilities - (96,122)
Floating interest rate instruments (950,956) (46,006)
Financial assets 876,340 1,401,870
Financial liabilities* (1,827,296) (1,447,876)

*EUR 30 milion secured by the IRS, PLN 1,045 thousand PLN secured by CIRS – IRS transaction separated as part of the CIRS decomposition

The table below shows the effects of a change in the interest rate by 100 basis points in relation to the floating interest rate instruments presented in the statement of financial position.

Statement of profit or loss Equity*
increase by 100 bp decrease by 100 bp increase by 100 bp decrease by 100 bp
31.12.2018
Floating interest rate instruments (9,510) 9,510 - -
Interest rate swap transactions (IRS) - - 1,364 (1,410)
Cash flows sensitivity (net) (9,510) 9,510 1,364 (1,410)
31.12.2017
Floating interest rate instruments (460) 460 - -
Interest rate swap transactions (IRS) - - 10,412 (10,862)
Cash flows sensitivity (net) (460) 460 10,412 (10,862)

* Do not include the impact of profit/loss on equity.

Currency risk

Currency risk is an inevitable component of commercial activity denominated in foreign currencies. Due to the nature of conducted import and export operations, CIECH S.A. is subject to currency exposure related to the significant lead of export over import. Sources of currency risk to which the Company was exposed in 2018 included: purchase of raw materials, product sales, loans taken out and cash in foreign currencies. Unfavourable changes in currency exchange rates may worsen the Company's financial results.

In 2018, CIECH S.A. used hedging contracts, such as forward options, to partially cover currency risk. CIECH S.A. tries to naturally hedge the foreign currency exposure, including matching of currency flows arising from sales and purchases as well as strategic debt denominated in EUR, in order to fit it to the expected exposure to currency risk in operations.

The table below presents the estimated currency exposure of CIECH S.A. in EUR and USD as at 31 December 2018 and 2017 due to financial instruments:

Exposure to currency risk in EUR
(figures denominated in EUR)
31.12.2018 31.12.2017 Impact on the statement
of profit or loss
Impact on the
statement of other
comprehensive
income*
Assets
Borrowings granted sensitive to FX rate
changes
83,400 61,192 x
Trade and other receivables 12,395 13,380 x
Cash including bank deposits 2,941 13,600 x
Liabilities
Trade and other liabilities (13,741) (13,760) x
Term loan liabilities (30,000) (69,673) x
Hedging instruments: Forward (78,784) (15,600) x
Forward not designated in headge accounting (25,000) - x
Hedging instruments: CIRS (forward
transactions isolated as part of
decomposition of CIRS)
(209,764) (246,665) x
Total exposure (258,553) (257,526)
Exposure to currency risk in USD
(figures denominated in USD)
31.12.2017 31.12.2016 Impact on the statement
of profit or loss
Impact on the
statement of other
comprehensive
income*
Assets
Trade and other receivables 15,000 12,624 x
Cash including bank deposits 968 9,538 x
Liabilities
Trade and other liabilities (4,653) (3,048) x
Hedging instruments: Forward* (31,800) (5,600) x
Total exposure (20,485) 13,514

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

The table contains an analysis of the sensitivity of individual statement of financial position items to exchange rate changes as at 31 December 2018.

Figures denominated in EUR* Impact on the
statement of profit or
loss
Impact on the statement
of other comprehensive
income
Analysis of sensitivity to EUR exchange rate changes – 2017
Currency balance sheet items (2,885) - (2,885)
Hedging instruments: Forward 473 773 (300)
Analysis of sensitivity to EUR exchange rate changes – 2016
Currency balance sheet items (2,419) (2,419) -
Hedging instruments: Forward (156) - (156)

* Increase of EUR/PLN exchange rate by 1 grosz

Figures denominated in USD* Impact on the
statement of profit or
loss
Impact on the statement
of other comprehensive
income
Analysis of sensitivity to USD exchange rate changes – 2017
Currency balance sheet items 113 113 -
Hedging instruments: Forward (318) - (318)
Analysis of sensitivity to USD exchange rate changes – 2016
Currency balance sheet items 191 191 -
Hedging instruments: Forward (56) - (56)

* Increase of EUR/PLN exchange rate by 1 grosz

Raw material price risk

A significant portion of CIECH S.A.'s activity is the import and export of chemical raw materials. The raw materials markets are characterised by a cyclical nature related to fluctuations of the global economy. The growing prices of raw materials cause a decrease in margins of trade intermediaries and a decrease of demand generated by recipients. On the other hand, the falling prices are usually a symptom of a decreasing demand and the beginning of an economic downturn. On the domestic market, raw materials are subject to similar tendencies. The maintenance of a stable pace of economic growth and stable prices of chemical raw materials will have a positive impact on the commercial activity of CIECH S.A. Considerable fluctuations of demand and prices caused either by fast economic growth or economic stagnation will have a negative influence on the activity related to trading in chemical raw materials by the Company.

CIECH S.A. reduces price risk through concluding agreements with suppliers with appropriate price formula.

Credit risk

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

From the CIECH S.A.'s point of view, credit risk is linked to:

  • trade receivables from customers,
  • loans granted,
  • cash and bank deposits,
  • guarantees and sureties granted.

CIECH S.A. is exposed to credit risk connected with the credit rating of customers being parties to products and goods sales transactions. That risk is limited by using internal procedures to establish amounts of credit limits for customers and to manage trade receivables (the Company uses securities in the form of a letter of credit, bank guarantees, mortgages, receivables insurance and non-recourse factoring). Customers' creditworthiness is assessed and appropriate collateral is obtained from the borrowers, allowing for a reduction of potential losses in the case of failure to repay the debt. Credit risk assessment for customers is performed prior to concluding an agreement and periodically at subsequent deliveries of goods in accordance with the binding procedures. The risk of the receivables portfolio is assessed on a weekly basis. On selected markets, where more risky payment deadlines are applied, the Company makes use of services provided by companies specialising in insuring receivables. Credit risk connected with cash in bank and bank deposits is low as CIECH S.A. enters into transactions with high-rating banks with stable market position.

The table below presents the maximum exposure of financial assets to credit risk as at the end of reporting period.

31.12.2018 31.12.2017
Cash and cash equivalents 54,988 375,393
Loans granted 1,133,265 1,106,130
Trade receivables 280,363 217,333
Factoring receivables 36,528 23,255
Cash pooling receivables 42,219 12,524
Assets due to valuation of derivatives 27,919 59,440
TOTAL 1,575,282 1,794,075

The fair value of financial assets exposed to credit risk is similar to their carrying amount. At the end of the presented periods, there were no loans granted to non-related entities.

31.12.2018 31.12.2017
Trade receivables and
factoring receivables (gross
value)
Impairment loss Trade receivables
and factoring
receivables (gross
value)
Impairment loss
Not overdue 232,475 (2,740) 206,555 (1,635)
Up to 1 month 61,160 - 31,753 -
1-3 months 13,995 - 738 -
3-6 months 5,532 - 2,660 -
6-12 months 6,991 (600) 565 (42)
Over 1 year 11,868 (11,790) 11,487 (11,487)
TOTAL 332,021 (15,130) 253,758 (13,164)

The table below presents trade receivables and factoring receivables by age from maturity date.

According to the Management Board of CIECH S.A., the Company's assets that are not overdue and not covered by an impairment allowance are of high credit quality. The Company has no material items which would be uncollectible as at the reporting date and not covered by an impairment allowance.

Information on guarantees and sureties granted is provided in note 9.2 to these statements.

Trade receivables and factoring receivables (net value) Loans granted (net value)
31.12.2018 31.12.2017 31.12.2018 31.12.2017
Poland 200,475 115,675 779,134 850,906
European Union 40,207 59,800 354,131 255,224
Other European countries 17,012 16,350 - -
North America - 54 - -
South America - 117 - -
Africa 9,745 3,779 - -
Asia 49,452 44,819 - -
TOTAL 316,891 240,594 1,133,265 1,106,130
Trade receivables and factoring receivables (net value) Loans granted (net value)
31.12.2018 31.12.2017 31.12.2018 31.12.2017
Soda segment 194,229 183,968 - -
Organic segment 99,423 43,778 - -
Transport segment 17,228 4,589 - -
Silicates and Glass segment 4,694 5,106 - -
Other activities 1,317 3,153 1,133,265 1,106,130
TOTAL 316,891 240,594 1,133,265 1,106,130

Impairment of financial assets

Changes in the gross carrying amounts of trade receivables and loans with reconciliation of write-downs as at 31 December 2018 and as at 31 December 2017 to opening balances are presented in the table below:

Trade receivables Loans
Basket 1 Basket 3 Basket 1 Basket 3
ECL in life - no loss
of value
ECL in life - with
loss of value
TOTAL 12-month ECL ECL in life TOTAL
Gross value on 01.12.2018 215,455 15,048 230,503 1,103,113 52,362 1,155,475
Created 2,304,976 - 2,304,976 187,271 - 187,271
Interest accrued 6,955 - 6,955 42,744 (2,834) 39,910
Written off - - - - (46,200) (46,200)
Repaid (2,238,564) - (2,238,564) (184,938) - (184,938)
Exchange differences (8,325) - (8,325) 2,006 - 2,006
Gross value on 31.12.2018 280,497 15,048 295,545 1,150,196 3,328 1,153,524
Impairment 31.12.2017
According to IAS 39 - 13,164 13,164 - 49,344 49,344
Adjustment of the initial
application of IFRS 9
588 - 588 16,282 - 16,282
Opening balance of
revaluation write-offs on
01/01/2018 (calculated in
accordance with IFRS 9)
588 13,164 13,752 16,282 49,344 65,626
write-downs included in the
financial result
82 1,960 2,042 16,931 3,018 19,949
Reversal of write-offs (588) (76) (664) (16,282) (49,034) (65,316)
Net-value on 31.12.2018 280,415 - 280,415 1,133,265 - 1,133,265

The net carrying amount of trade receivables and loans reflects the maximum exposure to credit risk.

Calculation of impairment losses on loans granted

As at 1 January 2018, in accordance with IAS 39, the Company recognised impairment allowances for loans in the amount of PLN 49,344 thousand, based on a case-by-case analysis of particular loans and the probability of their repayment. As at the date of application of IFRS 9, the Company, in accordance with the three-stage expected credit loss model, calculated the expected credit loss on the basis of the probability of default (calculated based on the assessment of credit risk, i.e. the Company's rating). The impairment allowance of PLN 16,282 thousand was charged to retained earnings as at 1 January 2018. As at the effective date of IFRS 9, all loans were classified by the Company in Stage 1 (loans for which no significant deterioration in credit quality was observed and expected credit losses are estimated in the period of 12 months after the reporting date). As at 31 December 2018, loans were reclassified to Stage 2 or Stage 3.

The following tables present the reconciliation of impairment allowances for financial assets.

IFRS 9 MSSF 9 IAS 39
31.12.2018 01.01.2018 31.12.2017
Gross carrying amount 1,153,524 1,155,474 1,155,474
Write-down (20,259) (65,626) (49,344)
TOTAL 1,133,265 1,089,848 1,106,130
31.12.2018 01.01.2018
Rating Bakset 1 Basket 3 Basket 1 Basket 3
12-month ECL ECL in life TOTAL 12-month ECL ECL in life TOTAL
Rating CIECH SA (-BB
S&P)
1,150,196 3,328 1,153,524 1,106,100 49,344 1,155,474
Gross value 1,150,196 3,328 1,153,524 1,106,130 49,344 1,155,474
Impariment loss (16,931) (3,328 ) (20,259) (16,282) (49,344) (65,626)
Net value 1,133,265 - 1,133,265 1,089,848 - 1,089,848

The following table presents an analysis of the credit risk stages of loans measured at amortised cost.

Calculation of impairment allowances for trade receivables

The following tables present the reconciliation of impairment allowances for financial assets in accordance with IFRS 9.

Default rates and calculation of impairment allowances as at 1 January 2018 are presented in the following table.

In addition, as at 1 January 2018 the Company carried out an analysis of receivables with a total carrying amount of PLN 250,503 thousand which, in accordance with IAS 39, were identified on a case by case basis as impaired (receivables past due by more than 180 days). The analysis confirmed previous estimates that these receivables are fully irrecoverable. Therefore, no adjustments were made to these items as at 1 January 2018. In 2018, the Company recognised additional impairment allowances for receivables overdue by more than 180 days in the amount of PLN 8,400 thousand.

01.01.2018 TOTAL Current 0-30 days 30-60 days >90 days
Receivables 230,503 215,053 738 14,712
Liabilities failure ratio - 0.03% 0.03% 0.03%
Expected credit losses 588 64 - 524
Total expected losses 13,752 1,699 - 12,053
from group analysis 588 64 - 524
from individual analysis 13,164 1,635 - 11,529
31.12.2018 TOTAL Current 0-30 days 30-60 days >90 day
Gross receivables 295,545 257,161 13,995 24,389
Liabilities failure ratio - 0.03% 0.03% 0.03%
Expected credit losses 82 76 4 2
Total expected losses 15,130 2,734 4 12,392
from group analysis 82 76 4 2
from individual analysis 15,048 2,658 12,390

Liquidity risk

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

The following measures are applied to reduce liquidity risk:

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

The CIECH S.A.'s debt financing is ensured by a term loan. In addition, a revolving credit facility in the amount of PLN 250 million has been made available to the Company, constituting an additional source of current liquidity and working capital financing (as at 31 December 2018, the facility was drawn down in the amount of PLN 250 million).

31.12.2018 Carrying
amount
Contractual
cash flows
Below up to 12 months 1–2
years
3–5 years
Trade liabilities (471,094) (471,094) (471,094) - - -
Loans and borrowings (1,749,631) (1,886,343) (268,053) (183,074) (35,121) (1,400,095)
Factoring liabilities (16,979) (16,979) (16,979) - - -
Cash pooling liabilities (77,665) (77,665) (77,665) - - -
Derivative instruments with negative
value
(43 087) (44 371) - (5 137) (39 234) -
Hedging derivatives with negative value (1 681) (1 422) (789) (433) (200) -
Total financial liabilities (2 315 369) (2 452 081) (834 580) (183 507) (35 321) (1 400 095)

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

31.12.2017 Carrying
amount
Contractual
cash flows
Below up to 12 months 1–2 years 3–5 years
Trade liabilities (396,908) (396,908) (396,908) - - -
Loans and borrowings (1,426,041) (1,510,252) (15,713) (312,039) (226,365) (956,135)
Factoring liabilities (16,304) (16,304) (16,304) - - -
Cash pooling liabilities (117,957) (117,957) (117,957) - - -
Derivative instruments with negative
value
(41,713) (44,307) - (819) (43,488) -
Hedging derivatives with negative value (1,956) (1,592) (393) (385) (814) -
Total financial liabilities (2,000,879) (2,087,320) (547,275) (313,243) (270,667) (956,135)

Detailed information concerning revenues and costs pertaining to financial instruments, recognised in the statement of profit or loss has been presented in note 8.1.

8.4.DETERMINATION OF FAIR VALUE

The following list presents the fair value of financial instruments.

31.12.2018 31.12.2017
Carrying
amount
Fair value Carrying
amount
Fair value
Cash and cash equivalents 54,988 54,988 375,393 375,393
Loans granted 1,133,265 1,133,265 1,106,130 1,106,130
Trade receivables 280,363 280,363 217,333 217,333
Assets due to valuation of derivatives 27,521 27,521 53,530 53,530
Derivative instruments recognized in financial assets designated
as hedging instruments
398 398 5,910 5,910
Cash pooling receivables 42,219 42,219 12,524 12,524
Factoring receivables 36,528 36,528 23,255 23,255
ASSETS 1,575,282 1,575,282 1,794,075 1,794,075
Loans and borrowings (1,749,631) (1,756,842) (1,426,041) (1,431,752)
Trade liabilities (471,094) (471,094) (396,908) (396,908)
Liabilities due to valuation of derivatives (43,087) (43,087) (41,713) (41,713)
Derivative instruments recognized in financial liabilities
designated as hedging instruments
(1,681) (1,681) (1,956) (1,956)
Cash pooling liabilities (77,665) (77,665) (117,957) (117,957)
Factoring liabilities (16,979) (16,979) (16,304) (16,304)
LIABILITIES (2,360,137) (2,367,348) (2,000,879) (2,006,590)

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

  • cash, trade receivables and liabilities are not measured at fair value it is assumed that the carrying amount is the closest to fair value due to the short maturities of these instruments,
  • fair value of financial assets and liabilities recognised in the statement of financial position at amortised cost for which no active market exists was established as the present value of future cash flows discounted at market interest rate.

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

  • Level 1 fair value based on market listing stock exchange prices (unadjusted) offered for identical assets or liabilities on active markets – did not occur.
  • Level 2 CIECH S.A. measures derivatives at fair value by using measurement models for financial instruments and applying generally available interest rates, currency exchange rates etc.
  • Level 3 fair value estimated on the basis of various valuation techniques which are not based on observable market inputs - did not occur.

Assets and liabilities measured at fair value

31.12.2018 31.12.2017
Level 2 Level 2
ASSETS 27 919 59,440
Hedging instruments 398 5,910
Derivatives at fair value through profit or loss 27 521 53,530
LIABILITIES (44 768) (43,669)
Hedging instruments (1 681) (1,956)
Derivatives at fair value through profit or loss (43 087) (41,713)
TOTAL (16 849) 15,771

As at 31 June 2018, CIECH S.A. held the following types of financial instruments measured at fair value: interest rate swap contracts, currency forward contracts EUR/PLN, forward USD/RON and CIRS (currency and interest rate swap) contract EUR/PLN. The CIRS contract is not designated to hedge accounting.

The fair value of the interest rate swap contract is determined as a difference in the discounted interest rate cash flow (cash flow based on a floating rate, the so-called floating leg, and a fixed rate, the so-called fixed leg). The input data for the method is the market data for interest rates provided by Reuters. The fair value of the CIRS contract is determined as a difference in discounted interest and capital cash flows. The input data for the method is the market data for interest rates and cross currency basis-swaps quotations provided by Reuters. The fair value of the currency forward is determined as a difference between the transaction rate and the forward rate at the valuation date multiplied by the nominal value of the contract in the foreign currency. The input data for the method is the market data for interest rates and cross currency basis-swaps quotations provided by Reuters.

Fair value of financial instruments Longterm
financial
assets
Short-term
financial
assets
Other long
term
liabilities
Trade and
other
liabilities
TOTAL
31.12.2018
IRS EUR - - (282) (474) (756)
CIRS 11,859 15,517 (37,899) (5,047) (15,570)
Forward EUR/PLN - 543 - (218) 325
Forward USD /RON - - - (848) (848)
TOTAL 11,859 16,060 (38,181) (6,587) (16,849)
31.12.2017
IRS EUR 210 - (620) (1,336) (1,746)
CIRS 34,876 18,654 (40,908) (805) 11,817
Forward EUR/PLN - 4,271 - - 4,271
Forward USD /RON - 1,429 - - 1,429
TOTAL 35,086 24,354 (41,528) (2,141) 15,771

The above financial instruments were classified at level 2 of the fair value hierarchy. In 2018, there were no transfers within the fair value hierarchy of instruments measured at fair value.

Financial instruments not measured at fair value

CIECH S.A. has taken out term and revolving credit facilities whose book value, as at 31 December 2018, was PLN 1,617,187 thousand, and whose fair value amounted to PLN 1,624,398 thousand (Level 2 of fair value hierarchy). The Company recognised that the fair value of the loans taken out does not differ significantly from their nominal value due to the fact that these loans carry variable interest rates.

In the case of the remaining financial instruments held by CIECH S.A. (classified mainly as cash, loans and receivables, financial liabilities measured at amortised cost other than loans and financial liabilities excluded from the scope of IFRS 9), the fair value is close to the book value.

9. OTHER NOTES 9

9.1.NOTES TO THE STATEMENT OF CASH FLOWS

The tables below present the reasons for the differences between the changes of particular items of the statement of financial position and changes resulting from the statement of cash flows:

31.12.2018 31.12.2017
Change of liabilities presented in statement of financial position 353,747 (199,337)
Change of financial liabilities (283,298) 150,864
Change of income tax liabilities 3,891 1,552
Change of liabilities applying to non-current assets 7,067 (12,457)
Change of liabilities - compensation (32,655) 23,884
Valuation of derivatives (253) 83,268
Change of liabilities in statement of cash flow 48,499 47,774
31.12.2018 31.12.2017
Receivables change presented in statement of financial position (119,908) 113,946
Zmiana stanu należności z tytułu podatku dochodowego - (807)
Reclasification of receivables from cashpool 29,695 11,585
Receivables change due to increase in the capital of a subsidiary company 2,330 -
Receivables change - compensation due to purchase of asset (619) (4,598)
Receivables change - conversion to a loan - (64,849)
Receivables change - redeemed loans with interest 49,034 -
Receivables change - compensation of interest on the loan 26,327 -
Receivables change presented in statement of cash flow (13,141) 55,277
31.12.2018 31.12.2017
Change in reserves and employee benefits 67,370 (249)
Change in reserves from income tax (43,700) -
Receivables change presented in statement of cash flow 23,670 (249)

9.2. INFORMATION ON CHANGES IN CONTINGENT ASSETS AND LIABILITIES AND OTHER MATTERS

Accounting policy

Contingent assets usually arise from unplanned or other unexpected events that give rise to the possibility of an inflow of economic benefits to the Company. Contingent assets are not recognised in the statement of financial position since this may result in the recognition of income that may never be realised.

A contingent liability is a possible future obligation, whose existence will be confirmed by the occurrence or non occurrence of uncertain future events not wholly within the Company's control. These are also liabilities that arose from past events but were not recognised in the financial statements because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or the amount of obligation cannot be measured with sufficient reliability. Contingent liabilities are not recognised in the statement of financial position.

Significant disputed liabilities of CIECH S.A.

As at 31 December 2018, CIECH S.A. did not have any significant disputed liabilities pursued in all types of proceedings before court, body appropriate for arbitration proceedings or public administration bodies, except for the cases described in section "Checks in the field of tax settlements" hereof.

Significant disputed receivables of the CIECH Group

As at 31 December 2018, CIECH S.A. did not hold any significant disputed receivables pursued in all types of proceedings before court, body appropriate for arbitration proceedings or public administration bodies.

Contingent assets and contingent liabilities including guarantees and sureties

31.12.2018 31.12.2017
Contingent assets 18,864 18,864
Other contingent receivables* 18,864 18,864
Other contingent liabilities 586,262 511,416
Guarantees and sureties granted** 586,262 511,416

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

** Including:

  • guarantee granted up to the amount of 125% of liability related to term loan in the amount of PLN 1,212,520 thousand and revolving loan in the amount of PLN 250,000 thousand – contingent liability in the amount of PLN 365,630 thousand,
  • guarantee granted up to the amount of 125% of liability related to term loan in the amount of EUR 30,000 thousand – contingent liability in the amount of PLN 32,250 thousand,
  • guarantee granted up to the amount of 125% of liability related to short-term loan in the amount of EUR 50,000 thousand – contingent liability in the amount of PLN 12,500 thousand,
  • guarantee granted up to the amount of 125% of liability related to short-term loan in the amount of EUR 10,000 thousand – contingent liability in the amount of PLN 10,750 thousand.

As at 31 December 2018, contingent liabilities amounted to PLN 586,262 thousand and decreased as compared to 31 December 2017 by PLN 74,846 thousand. This change resulted primarily from the value of guarantees to loans (described above) and the change in the value of gurantees granted for liabilities of subsidiaries:

  • issue of a new guarantee for the liabilities of a subsidiary, Ciech Soda Deutschland GmBH & CO. KG, in the amount of EUR 26,368 thousand,
  • issue of a new guarantee for the liabilities of a subsidiary, Ciech Cargo Sp. z o.o., in the amount of PLN 2,850 thousand,
  • decrease in a contingent liability under a guarantee in the amount of PLN 67,035 thousand following the expiry of a surety for liabilities of a subsidiary, Ciech Vitrosilicon S.A.

Sureties and guarantees granted as at 31 December 2018

Beneficiary's name Total amount of liabilities covered by
guarantee/surety in whole or in specific part
Financial terms, including guarantee fee due to the
company; guarantee period
Principal
currency PLN
CIECH S.A.
Landesamt fuer
Geologie und
Bergwesen
Sachsen-Anhalt
EUR 7,101
thousand
30,534 thousand Commission of 1.5% p.a. of the guaranteed liability;
collateral pertaining to liability; no time limit
CIECH Soda
Deutschland
(subsidiary)
Santander
Faktoring Sp. z o.o.
PLN 18,000
thousand
18,000 thousand Commission of 1.5% p.a. of the guaranteed liability;
collateral pertaining to liability; no time limit
CIECH Trading S.A.
(subsidiary)
Beneficiary's name Total amount of liabilities covered by
guarantee/surety in whole or in specific part
Financial terms, including guarantee fee due to the
company; guarantee period
Principal
currency PLN
Spolana a.s. EUR 1,500
thousand
6,450 thousand Commission of 1.5% p.a. of the guaranteed liability;
collateral pertaining to liability. Liabilities incurred
and outstanding by 31.12.2018
CIECH Trading S.A.
(subsidiary)
Siemens Industrial
Turbo- machinery
s.r.o
EUR 1,753
thousand
7,538 thousand Commission of 0.4% p.a. of the guaranteed liability,
lease instalments outstanding by 30.04.2019
CIECH Energy
Deutschland
GmbH
(subsidiary)
DB Cargo Polska
S.A.
PLN 2,850
thousand
2,850
thousand
Commission of 1.5% p.a. of the guaranteed liability;
collateral for payment – court settlement relating to
a damage to a leased locomotive; 30.06.2019
CIECH Cargo Sp. z
o.o.
(subsidiary)
Evatherm AG EUR 23,200
thousand
99,760 thousand Commission of 1.5% p.a. of the guaranteed liability;
collateral pertaining to liability; until the liabilities
arising from the agreement between Evatherm AG
and CIECH Soda Deutschland GmbH have been
settled
CIECH Soda
Deutschland
(subsidiary)

Total amount of guarantees and sureties granted PLN 165,132 thousand

Selected subsidiaries in Poland, Germany and Romania

Banks:
Bank Handlowy
w Warszawie S.A.,
Bank Millennium
S.A., Santander
Bank Polska S.A.,
Bank PKO BP S.A.,
Credit Agricole
Bank Polska S.A.,
HSBC Bank Polska
S.A., ICBC (Europe)
S.A. Branch in
Poland, mBank
S.A., BGŻ BNP
Paribas S.A.
PLN 1,828,150 thousand
(guarantee granted up to
the amount of 125% of
liability related to term loan
in the amount of
PLN 1,212,520 thousand
and for a revolving credit
facility in the amount of PLN
250,000 thousand)
EUR 37,500 thousand
(guarantee granted up to
the amount of 125% of
liability related to term loan
in the amount of
EUR 30,000 thousand)
PLN 62,500 thousand
(guarantee granted up to
the amount of 125% of
liability related to
overdraft facility granted by
Bank Millennium S.A. in the
amount of PLN 50,000
thousand and
2,105,650
thousand
Commission of 0.55% p.a of the difference between
the limit of the guarantee collateralised by assets
and a surplus of the guarantee limit;
Period for which the surety was granted –
31 December 2023 – term loan and revolving credit
facility
and
31 December 2021 – overdraft facilities in PLN and
EUR
CIECH S.A.
(parent company)
EUR 12,500 thousand
(guarantee granted up to
the amount of 125% of
liability related to overdraft
facility in the amount of EUR
10,000 thousand)
Total amount of guarantees and sureties granted PLN 2,105,650
thousand

Letters of support

As at 31 September 2018, CIECH S.A. was the obliged party in the letter of support (Patronatserklärung) regarding CIECH Soda Deutschland GmbH&Co. KG seated in Staßfurt (CSD) granted to RWE Gasspeicher GmbH ("RWE") relating to liabilities of CSD resulting from the agreement dated 5 May 2009 on salt caverns construction for the purpose of natural gas storage on the Staßfurt mining field according to which CSD received payments of EUR 43.9 million from RWE by 31 December 2018. In the letter of support, CIECH S.A. has committed, among other things, to ensure that CSD will have sufficient funds to fulfil its financial commitments against RWE resulting from the above-mentioned agreement.

Checks in the field of tax settlements

In 2018, the following audits and proceedings were carried out at CIECH S.A.:

    1. a customs and fiscal audit followed by tax proceedings concerning Corporate Income Tax settlements for 2012 (CIT 2012),
    1. tax proceedings concerning Corporate Income Tax settlements for 2013 (CIT 2013).

CIT audit for 2012 at CIECH S.A. was initiated by the Head of the Małopolskie Province Customs and Tax Office in Kraków on 5 April 2018. CIECH SA received the outcome of the audit on 4 July 2018. The tax authority challenged the transaction concerning the capital increase in a subsidiary. In the opinion of the authority, making a cash contribution by means of a contractual set-off of mutual receivables gives rise to income on the part of the Company for which, according to the auditors, the Company cannot recognise a cost. The company's management board and its tax advisors do not agree with the findings made by the auditors

On 27 December 2018, the company received a decision of the Head of the Małopolskie Province Customs and Tax Office in Kraków, upholding the previous position of the authority. The Company contested the position and filed an appeal. At present, proceedings before the Second Instance are pending.

If the unfavourable position of the authority is upheld, an obligation may arise to pay tax arrears in the amount of PLN 43.7 million (the tax base challenged by the authority is PLN 230 million) together with interest due, amounting to PLN 23.5 million as at the balance sheet date.

Under the prudence principle, CIECH S.A. recognised a provision for potential tax liabilities and interest (PLN 67.2 million in total).

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

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

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

The company appealed to the Provincial Administrative Court against this decision. Despite this, the company decided to pay tax in the amount of PLN 1.8 million and interest (PLN 0.3 million) on 10 April 2018. The hearing before the Provincial Administrative Court in Warsaw was scheduled for 16 May 2019.

Apart from the above audits, in February 2018 CIECH S.A. received a written statement of reasons for the judgment issued by the Regional Administrative Court in 2017, in which the Provincial Administrative Court agreed in full with the position of the Company. The case concerned income tax for 2010. The auditors challenged the costs incurred, which translated into a tax liability of PLN 3 million. The Head of the Tax Administration Chamber did not appeal to the Supreme Administrative Court and thus the verdict became legally binding.

9.3. INFORMATION ON TRANSACTIONS WITH RELATED PARTIES

9.3.1. TRANSACTIONS WITH RELATED PARTIES IN TOTAL

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

CIECH SA TRANSACTIONS WITH RELETED ENTITIES Subsidiary affiliates Other
related
TOTAL
01.01.-31.12.2018
Sales revenues 748,110 49,797 - 797,907
Financial income including: 94,380 273 - 94,653
Dywidendy 1,298 273 - 1,571
Purchase of products, goods, materials and services including: 1,463,891 - 4,090 1,467,981
KI One SA* - - 425 425
Financial expenses 35,586 - - 35,586
31.12.2018
Receivables 188,829 6,019 799 195,647
Loans granted 1,133,265 - - 1,133,265
Trade and other liabilities including: 432,669 494 1,071 434,234
KI One SA* - - 1,071 1,071
Recived loans 132,444 - - 132,444
01.01.-31.12.2017
Sales revenues 742,921 44,445 - 787,366
Financial income including: 261,724 288 - 262,012
Dywidendy 127,587 288 - 127,875
Purchase of products, goods, materials and services including: 1,351,421 13,002 3,807 1,368,230
Kulczyk Holding S.A. - - 758 758
Financial expenses 16,186 - - 16,186
31.12.2017
Receivables 62,851 2,909 939 66,699
Loans granted 1,145,901 - - 1,145,901
Trade and other liabilities 410,247 1,593 - 411,840
Recived loans 96,122 - - 96,122

*In 2017, the Company operated under the name Kulczyk Holding S.A.

Terms of transactions with related entities

Material sales to and purchases from related entities were, to the best of the Company's knowledge and belief, carried out on terms reflecting arm's length terms.Overdue liabilities and receivables are not secured and are settled in cash or by setoff.

No material non-standard or non-routine transactions were concluded with related entities in 2018 except for the ones presented in section 9.3.3.

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

9.3.2. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES OTHER THAN ON AN ARM'S LENGTH BASIS

To the best of the Company's judgement, there were no transactions with related entities in CIECH S.A. on other than market conditions in 2018.

9.3.3. DESCRIPTION OF NON-ROUTINE TRANSACTIONS WITH RELATED PARTIES

Information on significant transactions with related entities is presented in note 6.4 of these financial statements.

9.3.4. TRANSACTIONS CONCLUDED WITH KEY MANAGERIAL PERSONNEL

Key managerial personnel comprises persons who are authorised to and are responsible for direct and indirect planning, managing and controlling the activities of CIECH S.A.

Remuneration of the Management Board of CIECH S.A.

The following table presents the amount of remuneration and additional benefits paid or payable to particular Members of the Management Board in 2018 and in the comparable period. In the years 2017-2018, members of the Management Board of CIECH S.A. did not receive any remuneration for holding a position in the Supervisory Boards or any other functions performed in the subsidiaries of the CIECH Group.

2018 2017
Dawid Jakubowicz 450 -
Artur Osuchowski 3,033 2,923
Mirosław Skowron 300 -
Maciej Tybura 4,276 4,119
Artur Król 3,034 2,921
Krzysztof Szlaga 1,196 -
Dariusz Krawczyk 81 969
TOTAL 12,370 10,932

Members of the Management Board are employed based on employment contracts. Remuneration of the Management Board Members are set out in individual employment contracts. Members of the Management Board are also entitled to:

  • discretionary bonus in the amount determined by the Supervisory Board of CIECH S.A.;
  • annual bonus determined in individual employment contracts.

Remuneration of the Supervisory Board of CIECH S.A.

Salary received from CIECH S.A. Salary received from CIECH S.A.
w 2018 w 2017
Sebastian Kulczyk -* -*
Piotr Augustyniak 411 158
Dominik Libicki 82 117
Tomasz Mikołajczak 200 144
Mariusz Nowak 332 144
Artur Olech 332 144
Dawid Jakubowicz 37 -
TOTAL 1,394 707

*From 1 April 2016, Chairman of the Supervisory Board, Mr. Sebastian Kulczyk does not receive any remuneration due to the waiver of the claim for remuneration for the position of the Chairman of the Supervisory Board.

In accordance with a Resolution of the Extraordinary General Shareholders' Meeting, as of 1 November 2017 Members of the Supervisory Board are entitled to a monthly gross remuneration computed as a percentage of the calculation base. The calculation base is the average monthly remuneration in the sector of enterprises with profit distributions for the month preceding the calculation, announced by the President of the Central Statistical Office. This remuneration is paid in the following amount:

  • to the Chairman of the Supervisory Board 400% of the calculation base,
  • to the Deputy Chairman 350% of the calculation base,
  • to a Board Member 300% of the calculation base.

The Chairman of the Audit Committee is entitled to an additional gross monthly remuneration amounting to 150% of the remuneration payable to a Member of the Supervisory Board. Members of the Audit Committee are entitled to an additional gross monthly remuneration amounting to 100% of the remuneration payable to a Member of the Supervisory Board.

9.4. INFORMATION ABOUT AGREEMENTS CONCLUDED WITH THE ENTITY AUTHORISED TO AUDIT THE FINANCIAL STATEMENTS OF CIECH S.A.

The entity authorised to audit financial statements for the period from 1 January 2018 to 31 December 2018 was PricewaterhouseCoopers Polska Spółka z ograniczoną odpowiedzialnością Audyt sp.k. (formerly: PricewaterhouseCoopers Sp. z o.o.) with its registered office in Warsaw. On 25 June 2015, CIECH S.A. signed an agreement with PricewaterhouseCoopers Polska Spółka z ograniczoną odpowiedzialnością Audyt sp.k. on the review of semi-annual and audit of annual financial statements for the years 2015, 2016 and 2017. On 16 April 2018, the Supervisory Board of CIECH S.A. resolved to extend the agreement with PricewaterhouseCoopers Polska Spółka z ograniczoną odpowiedzialnością Audyt sp.k. on the review of semiannual and audit of annual financial statements for the years 2018 and 2019. The value of agreements concluded with PricewaterhouseCoopers Polska Spółka z ograniczoną odpowiedzialnością Audyt sp.k. and members of the PricewaterhouseCoopers network is presented below:

31.12.2018* 31.12.2017*
Audit of the annual financial statements 335 102
Review of the semi-annual report 93 83
Other services 10 204
Other certifying services 1 1
Tax advisory services - 156**
TOTAL 439 546

* The remuneration includes additional costs, such as travel, accommodation and nourishment costs.

**The amount concerns the verification of the Group's transfer pricing documentation for 2011-2015. The agreement was signed before the entry into force of restrictions concerning the assignment of additional services to the auditor and was completed by the end of 2017.

9.5. EVENTS AFTER THE BALANCE SHEET DATE

On 28 January 2019, the Extraordinary Shareholders' Meeting of CIECH S.A. appointed Mr Marek Kośnik to the Supervisory Board.

On 19 March 2019, the Management Board of the CIECH S.A. adopted a resolution to initiate a detailed review of the following options:

  • changes to the corporate and organisational structure of the CIECH Group, with particular emphasis on the target model in the form of a holding company with a division of competences between individual business areas and the headquarters;
  • changes to the asset structure of the CIECH Group.

This review is aimed at achieving the key objective under the Strategy, i.e. creating an effective and fully diversified chemical holding company that generates positive value for shareholders in the long term. This goal is also to be achieved by building value through changes in the asset portfolio and focusing on areas of key importance for the CIECH Group's operations.

As part of the review, CIECH S.A. will carry out a detailed analysis of the corporate and organisational model of the CIECH Group, and possible measures aimed at its optimisation in order to adjust the CIECH Group's structure to the challenges arising from the Strategy. Measures considered may include, among others, transfer of individual assets within the Company's group, as well as acquisition and disinvestment of selected assets. The analyses conducted by CIECH S.A. will be combined with the research of the mergers and acquisitions market in various areas.

Pursuant to the decision of the Management Board of CIECH S.A., the review of the options of changes in the asset structure will primarily concern the following companies: CIECH Pianki Sp. z o.o. and CIECH Trading S.A.

The Management Board of CIECH S.A. would like to stipulate that no decision has been made in relation to the selection of any particular option of specific changes to the corporate and organisational structure of the CIECH Group, or the structure of its assets. Thus, it is not certain whether or not, and if so – when, such decisions will be taken in the future.

REPRESENTATION OF THE MANAGEMENT BOARD

These financial statements of CIECH S.A. for the financial year ended 31 December 2018 were approved by the Company's Management Board on 26 March 2019.

Warsaw, 26 March 2019

(signed on the polish original)

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

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

(signed on the polish original)

……………………………………………………………………..……...

Artur Osuchowski — Member of the Management Board of CIECH Spółka Akcyjna

(signed on the polish original)

………………………………………………………………………………

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

(signed on the polish original)

…………………………………………………………………..…………..

Katarzyna Rybacka — Chief Accountant of CIECH Spółka Akcyjna

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