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Amber Grid

Annual Report Feb 28, 2025

2263_10-k_2025-02-28_2648d9e4-6cf7-415a-b548-51a5bebf925a.pdf

Annual Report

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Dokumentą elektroniniu parašu pasirašė RASA BALTARAGIENĖ 2025-02-28 14:39:07

Dokumentą elektroniniu parašu pasirašė GYTIS FOMINAS 2025-02-28 14:40:56

Dokumentą elektroniniu parašu pasirašė NEMUNAS BIKNIUS 2025-02-28 14:44:01

AB AMBER GRID

CONDENSED INTERIM CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS AS OF 31 DECEMBER 2024 PREPARED ACCORDING TO INTERNATIONAL FINANCIAL REPORTING STANDARDS AS ADOPTED BY THE EUROPEAN UNION

CONFIRMATION OF RESPONSIBLE PERSONS

28 February 2025

Following the Law on Securities of the Republic of Lithuania and the Rules on Information Disclosure of the Bank of Lithuania, we, Nemunas Biknius, Chief Executive Officer of AB Amber Grid, Gytis Fominas, Chief Financial Officer of AB Amber Grid, and Rasa Baltaragienė, Head of accounting of AB Amber Grid, hereby confirm that, to the best of our knowledge, the attached AB Amber Grid unaudited condensed interim consolidated and separate financial statements for the period of twelve months ended 31 December 2024 are prepared in accordance with International Financial Reporting Standards, adopted by the European Union, present a true and fair view of AB Amber Grid assets, liabilities, financial position, profit and cash flows.

Chief Financial Officer

Chief Executive Officer Nemunas Biknius (The document is signed with a qualified electronic signature)

Gytis Fominas (The document is signed with a qualified electronic signature)

Head of accounting Rasa Baltaragienė (The document is signed with a qualified electronic signature)

_________________________________________________________________________________________________________ Consolidated and separate statement of financial position

(All amounts are in EUR '000 unless otherwise stated)

Notes
As at 31 December 2024
As at 31 December 2023
ASSETS
Non-current assets
Intangible assets
5
2,210
2,559
Property, plant and equipment
6
276,754
284,353
Right-of-use assets
8
4,281
3,100
Investments in subsidiaries and associates
7
3,560
3,644
Derivatives
9
1,153
1,226
Deferred tax assets
3,931
4,086
Total non-current assets
291,889
298,968
Current assets
Inventories
10
4,761
4,874
Prepayments
865
794
Trade receivables
11
9,763
9,030
Other receivable
12
13,152
19,074
Other financial assets
13
6,735
528
Cash and cash equivalents
14
31
121
Total current assets
35,307
34,421
Total assets
327,196
333,389
EQUITY AND LIABILITIES
Equity
Issued capital
15
51,731
51,731
Legal reserve
17
5,173
5,173
Other reserves
17
403
114,430
Revaluation reserve
17
2,479
2,767
Retained earnings (deficit)
115,842
13,425
Total equity
175,628
187,526
Non-current liabilities
Non-current borrowings
19
55,312
60,962
Lease liabilities
20
3,492
2,933
Contract liabilities
1,700
1,530
Provisions
21
937
667
Total non-current liabilities
61,441
66,092
Current liabilities
Current borrowings
19
23,833
25,435
Current portion of non-current borrowings
19
5,649
5,649
Current portion of lease liabilities
20
986
317
Trade payables
22
6,384
5,335
Prepayments received and contract liabilities
23
1,036
622
Income tax liability
1,071
-
Other payables and current liabilities
24
45,197
41,950
Provisions
21
5,971
463
Total current liabilities
90,127
79,771
Total equity and liabilities
327,196
333,389
Company¹

1) As the Company has elected to apply the equity method of accounting to its investment in an associate (after the loss of control) in the consolidated and separate financial statements for 2023, there is an overlap between the economic interest (group) and the Company's figures for 2024, and therefore in 2024 only the Company's figures are presented.

Consolidated and separate statement of comprehensive income

(All amounts are in EUR '000 unless otherwise stated)

Company¹ Group
For the period of For the period of For the period of
three months three months three months
Notes ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
Revenue 25 22,874 19,685 19,685
Other income 26 89 909 909
Total revenue and other income 22,963 20,594 20,594
Purchase of natural gas and other services 27 (5,427) (3,295) (3,295)
Payroll and related expenses (4,849) (3,864) (3,864)
Purchase of repair and maintenance services (980) (1,084) (1,084)
Other expenses 28 (4,143) (4,693) (4,693)
Total expenses: (15,399) (12,936) (12,936)
EBITDA 7,564 7,658 7,658
Dividend income - - -
Result on transfer of control and revaluation of
associates - 1,070 1,070
Gain (loss) on derivatives (530) (208) (208)
Depreciation and amortization 5,6,8 (3,720) (3,212) (3,212)
Revaluation of property, plant and equipment - (7,940) (7,940)
Impairment and write-down losses on tangible fixed (42) (205) (205)
assets
Operating profit (loss) (EBIT) 3,272 (2,837) (2,837)
Finance income 56 12 12
Finance costs (588) (477) (477)
Finance costs at fair value 29 (532) (465) (465)
Share of net profit of associates 7 122 295 295
Profit/(loss) before income tax 2,862 (3,007) (3,007)
Income tax
Current year income tax expenses (579) - -
Deferred tax benefit (expenses) 352 604 604
Total income tax 30 (227) 604 604
Net profit/(loss) 2,635 (2,403) (2,403)
Other comprehensive income
Gain on revaluation of non-current assets 17 - 3,255 3,255
Deferred tax (expenses) 17 (30) (488) (488)
Total comprehensive income for the period 2,605 364 364
Basic and diluted earnings /(loss) per share (EUR) 31 0.01 (0.01) (0.01)

_________________________________________________________________________________________________________

The accompanying notes form an integral part of these financial statements.

Consolidated and separate statement of comprehensive income

(All amounts are in EUR '000 unless otherwise stated)

Company¹ Group
For the period of For the period of For the period of
twelve months twelve months twelve months
Notes ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
Revenue 25 74,310 80,029 80,921
Other income 26 273 1,308 1,308
Total revenue and other income 74,583 81,337 82,229
Purchases of natural gas and other services 27 (16,509) (25,352) (25,352)
Payroll and related expenses (15,501) (13,840) (14,096)
Purchases of repair and maintenance services (2,612) (3,055) (3,055)
Other expenses 28 (13,434) (13,351) (13,419)
Total expenses: (48,056) (55,598) (55,922)
EBITDA 26,527 25,739 26,307
Dividend income - 542 -
Result on loss of control and revaluation of
associates
- 10,146 9,489
Gain (loss) on derivatives (364) (208) (208)
Depreciation and amortisation 5,6,8 (14,932) (12,595) (12,680)
Revaluation of property, plant and equipment - (7,940) (7,940)
Loss on impairment and write-off of property,
plant and equipment (43) (229) (229)
Operating profit (loss) (EBIT) 11,188 15,455 14,739
Finance income 186 22 467
Finance costs (2,352) (1,780) (1,781)
Total finance costs, net 29 (2,166) (1,758) (1,314)
Share of results of associates 7
480
295 295
Profit (loss) before income tax 9,502 13,992 13,720
Income tax
Current year income tax expenses (1,071) - (140)
Deferred tax benefit (expenses) (125) (567) (567)
Total income tax 30 (1,196) (567) (707)
Net profit (loss) 8,306 13,425 13,013
Other comprehensive income
Items that will not be reclassified to profit or loss
Gain on revaluation of non-current assets 17 - 3,255 3,255
Deferred tax (expenses) 17 (30) (488) (488)
Total other comprehensive income (30) 2,767 2,767
Total comprehensive income for the period 8,276 16,192 15,780
Basic and diluted earnings /(loss) per share (EUR) 31 0.05 0.08 0.07

_________________________________________________________________________________________________________

1) As the Company has elected to apply the equity method of accounting to its investment in an associate (after the loss of control) in the consolidated and separate financial statements for 2023, there is an overlap between the economic interest (group) and the Company's figures for 2024, and therefore in 2024 only the Company's figures are presented.

The accompanying notes form an integral part of these financial statements.

Consolidated statement of changes in equity

(All amounts are in EUR '000 unless otherwise stated)

Issued Legal Other Revaluation Retained
capital reserve reserves reserve earnings Total
Balance as at 31 December 2022 51,731 5,231 110,768 - 16,074 183,804
Reserves established - - 3,662 - (3,662) -
Dividends declared - - - - (12,058) (12,058)
Eliminating the impact of loss of control - (58) - - 58 -
Total transactions with owners - (58) 3,662 - (15,662) (12,058)
Net profit (loss) for the year - - - - 13,013 13,013
Other comprehensive income - - - 2,767 - 2,767
Total comprehensive income /(loss) for the
period
- - - 2,767 13,013 15,780
Balance as at 31 December 2023 51,731 5,173 114,430 2,767 13,425 187,526
Depreciation of revaluation reserve and
write-offs
- - - (258) 258 -
Reserves established - - (114,027) - 114,027 -
Dividends declared - - - - (20,174) (20,174)
Total transactions with owners - - (114,027) (258) 94,111 (20,174)
Net profit (loss) for the year - - - - 8,306 8,306
Other comprehensive income - - - (30) - (30)
Total comprehensive income/(loss) for the
period
- - - (30) 8,306 8,276
Balance as at 31 December 2024 51,731 5,173 403 2,479 115,842 175,628

_________________________________________________________________________________________________________

The accompanying notes form an integral part of these financial statements.

Separate statement of changes in equity

(All amounts are in EUR '000 unless otherwise stated)

Issued Legal Other Revaluation Retained
capital reserve reserves reserve earnings Total
Balance as at 31 December 2022 51,731 5,173 110,768 - 15,720 183,392
Reserves established - - 3,662 - (3,662) -
Dividends declared - - - - (12,058) (12,058)
Total transactions with owners - - 3,662 - (15,720) (12,058)
Net profit (loss) for the year - - - - 13,425 13,425
Other comprehensive income - - - 2,767 - 2,767
Total comprehensive income /(loss) for the
period
- - - 2,767 13,425 16,192
Balance as at 31 December 2023 51,731 5,173 114,430 2,767 13,425 187,526
Depreciation of revaluation reserve and write
offs
- - - (258) 258 -
Reserves established - - (114,027) - 114,027 -
Dividends declared - - - - (20,174) (20,174)
Total transactions with owners - - (114,027) (258) 94,111 (20,174)
Net profit (loss) for the year - - - - 8,306 8,306
Other comprehensive income - - - (30) - (30)
Total comprehensive income/(loss) for the
period
- - - (30) 8,306 8,276
Balance as at 31 December 2024 51,731 5,173 403 2,479 115,842 175,628

_________________________________________________________________________________________________________

The accompanying notes form an integral part of these financial statements.

Consolidated and separate statement of cash flows

(All amounts are in EUR '000 unless otherwise stated)

Company ¹ Group
For the period of For the period of For the period of
twelve months twelve months twelve months
Notes ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
I. Cash flows from operating activities
I.1. Net profit/(loss) 8,306 13,425 13,013
Adjustments for non-cash items and other
corrections:
I.2. Depreciation and amortisation 5,6,8 14,932 12,595 12,680
I.3. Revaluation of property, plant and equipment - 7,940 7,940
Loss on impairment and gain/loss on
I.4. disposal/write-off of property, plant and 41 (78) (78)
equipment
I.5. Gain/loss on impairment and write-off of (132) (31) (31)
inventories, trade receivables
I.6. Income tax expenses (benefit) 30 1,196 567 707
I.7. Grants recognised as income (4) (54) (54)
I.8. Increase (decrease) in provisions 5,834 37 37
I.9. Elimination of other non-cash items - - 3
Elimination of results of financing and investing
activities:
I.10. Dividend income - (542) -
I.11. Result on loss of control and revaluation of 7 - (10,146) (9,489)
associate
I.12. Gain/loss on derivatives 9 364 208 208
I.13. Share of results of associate 7 (480) (295) (295)
I.14. Total finance costs, net 29 2,166 1,769 1,324
Changes in working capital:
I.15. (Increase) decrease in inventories, prepayments 255 8,167 8,173
and other current assets
I.16. (Increase) decrease in trade receivables (738) 9,466 18,664
I.17. (Increase) decrease in other receivables (1,376) 1,109 (1,277)
I.18. (Decrease) increase in trade payables 980 (6,079) (52,811)
I.19. (Decrease) increase in other payables and
current liabilities
3,259 1,484 (114,248)
I.20. (Increase) decrease in other financial assets (2) 398 156,063
I.21. Income tax received (paid) - - (95)
Net cash flows from operating activities 34,601 39,940 40,434

_________________________________________________________________________________________________________

The accompanying notes form an integral part of these financial statements. (cont'd on the next page)

Consolidated and separate statement of cash flows (continued) (All amounts are in EUR '000 unless otherwise stated)

Company ¹ Group
For the period of
For the period of
For the period of
twelve months twelve months twelve months
Notes ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
II. Cash flows from investing activities
II.1. (Acquisition) of property, plant and equipment
and intangible assets (6,072) (37,625) (37,633)
II.2. Proceeds from disposal of property, plant and
equipment
340 749 749
II.3. Grants received 18 7,192 14,259 14,259
II.4. Sale (acquisition) of subsidiaries (associates) - 6,500 5,307
II.5. Loans granted (repayments received) - - -
II.6. Interest received 135 8 453
II.7. Dividends received 564 542 -
II.8. Decrease (increase) in deposits 13 (6,205) (503) (503)
Net cash flows used in investing activities (4,046) (16,070) (17,368)
III. Cash flows from financing activities
III.1. Dividends (paid) (20,166) (12,051) (12,051)
III.2. Proceeds from borrowings - - -
III.3. (Repayments) of borrowings (5,649) (24,780) (24,780)
III.4. Change in overdraft (1,526) 15,437 15,437
III.5. Interest (paid) (2,415) (1,864) (1,864)
III.6. Coverage of lease liability (876) (512) (525)
III.7. Other cash flows from financing activities (13) - -
Cash flows from/used in financing activities (30,645) (23,770) (23,783)
IV. Change in cash and cash equivalents included in
disposal group
- - 817
V. Net increase (decrease) in cash and cash
equivalents
(90) 100 100
VI. Cash and cash equivalents at the beginning of the
year
14 121 21 21
VII. Cash and cash equivalents at the end of the
period
14 31 121 121

_________________________________________________________________________________________________________

1) As the Company has elected to apply the equity method of accounting to its investment in an associate (after the loss of control) in the consolidated and separate financial statements for 2023, there is an overlap between the economic interest (group) and the Company's figures for 2024, and therefore in 2024 only the Company's figures are presented.

The accompanying notes form an integral part of these financial statements.

Notes to the consolidated and separate financial statements

(All amounts are in EUR '000 unless otherwise stated)

1. General information

Amber Grid AB (hereinafter the "Company") is a public limited liability company registered in the Republic of Lithuania. Its registered office address is as follows: Laisvės pr. 10, LT – 04215, Vilnius, Lithuania.

_________________________________________________________________________________________________________

Amber Grid AB was registered on 25 June 2013 as a result of unbundling of natural gas transmission activity (including assets, rights and obligations attributed thereto) from Lietuvos Dujos AB. The Company has been actively operating since 1 August 2013. After obtaining a favourable decision from the European Commission, on 10 April 2015 the National Control Commission for Prices and Energy (the National Energy Regulatory Council (NERC) as from 1 July 2019) granted to the Company an energy operator licence No L2-3 (GDP) to engage in natural gas transmission activities for indefinite term in the territory of Lithuania.

Acting as a natural gas transmission system operator, the Company provides the following services to the system users, other operators and gas market participants:

  • natural gas transmission in the territory of Lithuania;
  • natural gas flow balancing within the transmission system;
  • administration of funds intended to compensate the construction and fixed operating expenses of the liquefied natural gas (LNG) terminal, its infrastructure, connector, and the reasonable supply costs of the required quantity of liquefied natural gas incurred by the designated supplier;
  • administration of the register of guarantees of origin of gas produced from renewable energy sources.

The Company's clients are large companies (operating in the sectors of electricity, district heating, and industry) and medium-sized local businesses, as well as natural gas suppliers receiving natural gas transmission services.

All the shares of the Company are ordinary registered shares with the par value of EUR 0.29 each. As at 31 December 2024 and 2023, all the shares had been fully paid. The Company had no its own shares. Since 1 August 2013, the Company's shares have been traded on stock exchange and have been quoted on the Baltic Secondary List of NASDAQ Vilnius. (ISIN – LT0000128696, LEI code 097900BGMP0000061061, ticker AMG1L).

As at 31 December 2024 and 31 December 2023, the Company's shareholders were as follows:

Number of shares held Ownership interest,
(%)
EPSO-G UAB (company code 302826889, Laisvės ave. 10, Vilnius) 172.279.125 96.58
Other shareholders 6.103.389 3.42
178.382.514 100

EPSO-G UAB (hereinafter "EPSO-G") is a state-owned group of energy transmission and exchange companies (www.epsog.lt). The rights and duties of the sole shareholder of the holding company EPSO-G UAB are exercised by the Ministry of Energy of the Republic of Lithuania (www.enmin.lt).

The consolidated and separate financial statements disclose the combined financial position and results of operations of Amber Grid AB (hereinafter - the "Company") and the Group consisting of Amber Grid AB and its subsidiary GET Baltic UAB (hereinafter - the "Group") up to the date of the change of control (on 31 May 2023).

Information on the shareholding of GET Baltic UAB (hereinafter – "GET Baltic") as at 31 December 2024 and 31 December 2023 is presented below:

Company's registered Shareholding
Company name As at 31 As at 31
office December 2024
December 2023
Profile of activities
Geležinio Vilko st. 18A, LT Licensed activities of natural gas market
GET Baltic UAB 08104 Vilnius, the Republic 34% 34% operator trading natural gas short-term and
of Lithuania long-term products.

As at 31 December 2024 and 31 December 2023, the share capital of GET Baltic amounted to EUR 580,450, and it was divided into 3,055,000 shares with a par value of EUR 0.19 each.

On 31 May 2023, upon sale of 66% shares in GET Baltic, the Company lost control in GET Baltic. The retained investment in GET Baltic is accounted for as investment in associate. The more detailed information about the loss of control and accounting for as investment in associate.

As at 31 December 2024, the number of employees on payroll at the Company was 349 (31 December 2023: 351).

2. Summary of material accounting policies

The principal accounting policies applied in the preparation of the Company's and the Group's financial statements for the twelve months period ended 31 December 2024 are set out below:

2.1 Basis of preparation

These condensed interim consolidated and separate financial statements, including the statement of financial position, and statement of comprehensive income, cash flow statement and the statement of changes in equity for the period of twelve months ended 31 December 2024 have not been audited. The consolidated and separate financial statements for the period ended 31 December 2023 have been audited and prepared in accordance with International Financial Reporting Standards (IFRS) as adopted in European Union and are in compliance thereof.

For a better understanding of the information presented in these financial statements, these interim condensed consolidated and separate financial statements should be read together with the annual consolidated and separate financial statements for the period ended 31 December 2023. PricewatehouseCoopers UAB carried out an audit of Consolidated and separate Financial Statements for the period ended on 31 December 2023.

These condensed interim consolidated financial statements as of 31 December 2024 were prepared in accordance with International Accounting Standard 34 Interim Financial Reporting. The Company have been following the same accounting principles as the ones that were followed in the preparation of financial statements for the year 2023.

The interim statements were prepared based on an acquisition cost, excluding tangible fixed assets, which were presented at revalued amount.

In accordance with the accounting principles of fixed assets of EPSO–G UAB group companies, assets are accounted at revalued amount less accumulated depreciation and impairment losses, whereas grants are accounted for by reducing the carrying amount of the related asset.

The Company's and the Group's financial year coincides with the calendar year.

2.2 Presentation currency

All amounts in these financial statements have been measured and presented in the euros (EUR), which is an official currency of the Republic of Lithuania.

3. Accounting estimates and assumptions

The preparation of financial statements in conformity with International Financial Reporting Standards requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses and disclosure of contingencies. Future events may occur which may cause the assumptions used in arriving

at the estimates to change. The effect of any changes in estimates will be recorded in the financial statements, when determinable.

_________________________________________________________________________________________________________

3.1 Loss of control of a subsidiary

On 31 May 2023, upon sale of 66% shares in the subsidiary, the Company lost control in GET Baltic. The retained 34 percent investment in GET Baltic was recognised at fair value at the time of loss of control, with the revaluation result of the remaining part of the investment recognised in profit or loss.

The investment in associate GET Baltic are reported in the separate and consolidated financial statements using the equity method. More information on the investment in associate is disclosed in Note 7.

3.2 GET Baltic's share options

On 31 May 2023, the Company purchased a put option enabling the Company to sell the remaining shareholding in GET Baltic at a fixed price. Under the same option agreement, the Company issued a call option for the investor to purchase the remaining shares of GET Baltic at a fixed price. In the Company management's assessment, these options meet the definition of derivatives. The put option, given the maximum 48-month option expiration term, creates a non-current financial asset for the Company that is measured at fair value. The investor's call option creates a financial liability for the Company. Based on the Company management's estimates, the expected exercise period of the call option is 24 months from the reporting date, i.e. upon fulfillment of the contractual obligations by the investor. As the Company does not have an irrevocable right to defer the put option, the liability is recognised as a current liability and measured at fair value. More information on options is disclosed in Note 9.

4. Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The Group's chief operating decision-maker, who is responsible for allocating resources and assessing performance, has been identified as the Board of Directors that makes strategic decisions.

The Group has two business segments which are consistent with the business directions stipulated in the Group's strategy:

  • natural gas transmission segment;
  • natural gas exchange operator's segment (activities of GET Baltic until 31 May 2023).

The Group has a single geographical segment – the Republic of Lithuania. All non-current assets of the Group are domiciled in Lithuania, where the Group operates.

The Board as the main decision-making body monitors the results with reference to the financial reports that have been prepared using the same accounting policies as those used for the preparation of the financial statements, i.e., information on profit or loss, including the reported amounts of income and expenses.

Key performance indicators are net profit and profit before interest, taxes, depreciation and amortisation, loss on revaluation, impairment and write-off of property, plant and equipment (EBITDA). These indicators are calculated on the basis of data reported in the financial statements.

The Board also monitors adjusted performance indicators, particularly the adjusted EBITDA. Adjusted EBITDA ratio is EBITDA ratio further adjusted by adding management's adjustments. That is non-IFRS alternative performance measure. Management's adjustments include temporary regulatory differences resulting from the Council's decisions. Management's adjustments may have both positive and negative impact on the adjusted ratios for the period. In management's view, adjusted EBITDA ratio more accurately presents results of the operations and allows for an objective comparison of the results between the periods as revenue and costs have been adjusted due to the regulator's decisions or are of a one-off nature.

Management also analyses investments and net debt of each individual segment.

The table below contains information on the Group's operating segments for the year ended 31 December 2024:

Transmission of natural gas
Revenue and other income 74,583
Operating expenses, excl. depreciation, write-off and impairment (48,056)
EBITDA 26,527
Adjusted EBITDA 27,373
Temporary regulatory differences for previous periods 2,006
Temporary regulatory differences for reporting period (1,160)
Overall effect of management's adjustments on EBITDA 846
EBITDA (under IFRS) reconciliation to Net profit/loss (18,221)
Depreciation and amortisation (14,932)
Loss on impairment and write-off of property, plant and equipment (43)
Total finance costs, net (2,166)
Income tax (1,196)
Gains (losses) on derivative financial instruments (364)
Share of net profit of associates 480
Net profit/(loss) 8,306
Total assets 327,196
Net debt 89,241
Investments (additions of property, plant and equipment and intangible assets) 6,405
The table below contains information on the Group's operating segments for the year ended 31 December 2023:
Transmission of Natural gas exchange
natural gas operator's activities Total
Revenue and other income 81,337 892 82,229
Operating expenses, excl. depreciation, write-off and
impairment
(55,598) (324) (55,922)
EBITDA 25,739 568 26,307
Adjusted EBITDA 24,680 568 25,248
Temporary regulatory differences for previous periods (2,883) - (2,883)
Temporary regulatory differences for reporting period 1,824 - 1,824
Overall effect of management's adjustments on
EBITDA
(1,059) - (1,059)
EBITDA (under IFRS) reconciliation to Net profit/loss (12,314) (980) (13,294)
Depreciation and amortisation (12,595) (85) (12,680)
Revaluation of property, plant and equipment (7.940) - (7.940)
Loss on impairment and write-off of property, plant and
equipment
(229) - (229)
Finance costs, net (1,758) 444 (1,314)
Income tax (567) (140) (707)
Dividend income 542 (542) -
Result on loss of control and revaluation of associates 10.146 (657) 9.489
Gains (losses) on derivative financial instruments (208) - (208)
Share of net profit of associates 295 - 295
Net profit/(loss) 13,425 (412) 13,013
Total assets 333,389 - 333,389
Net debt 95,175 - 95,175
Investments (additions of property, plant and
equipment and intangible assets)
35,703 - 35,703

5. Intangible assets

Movements on intangible assets account during the current and previous reporting period were as follows:

_________________________________________________________________________________________________________

Patents and
licences
Computer
software
Other
intangible
assets
Protected
areas
Total
As at 31 December 2022 6 1,288 - 1,290 2,584
Cost (revalued amount) 51 4,808 5 1,290 6,154
Accumulated amortisation (45) (3,520) (5) - (3,570)
Net book value as at 31 December 2022 6 1,288 - 1,290 2,584
Additions 4 767 - - 771
Write-offs - (4) - - (4)
Adjustment for changes in assumptions - - - (264) (264)
Amortisation charge (3) (525) - - (528)
Off-set of grants against non-current
assets
- - - - -
As at 31 December 2023 7 1,526 - 1,026 2,559
Acquisition/revaluation amount 55 5,571 5 1,026 6,657
Accumulated amortisation (48) (4,045) (5) - (4,098)
Net book value as at 31 December 2023 7 1,526 - 1,026 2,559
Net book value as at 31 December 2023 7 1,526 - 1,026 2,559
Additions - 460 - - 460
Write-offs - (12) - - (12)
Adjustment for changes in assumptions - - - (48) (48)
Amortisation charge (3) (746) - - (749)
Off-set of grants against non-current
assets
- - - - -
As at 31 December 2024 4 1,228 - 978 2,210
Acquisition/revaluation amount 55 6,019 5 978 7,057
Accumulated amortisation (51) (4,791) (5) - (4,847)
Net book value as at 31 December 2024 4 1,228 - 978 2,210

The Company's intangible assets with the acquisition cost of EUR 63 thousand as at 31 December 2024 (31 December 2023: EUR 101 thousand) was fully amortised but still in use.

Depreciation of grants in amount of EUR 177 thousand as at 31 December 2024 (31 December 2023: EUR 205 thousand) was reported in the statement of profit or loss as an offsetting of depreciation of related assets against proceeds from grants.

Taking into account changes in the regulatory framework, the value of services for the establishment of protected zones and classes of the areas acquired through public procurement, changes in the prices of services provided by the State Enterprise Centre of Registers (e-delivery, submission of registration data), the Company reviews the estimated cost of establishing special land use conditions and remeasures the intangible asset and liability over the expected term of fulfilment of obligation. Due to changes in assumptions, the value of provision and related intangible assets was reduced by EUR 48 thousand as at 31 December 2024, and by EUR 264 thousand as at 31 December 2023.

6. Property, plant and equipment

Movements on the property, plant and equipment account during the current and previous reporting period were as follows:

Land Buildings Structures
and equip
ment
Plant and
machinery
Vehicles Other
PP&E
Constru
ction work
in progress
Total
As at 31 December 2022 125 6,527 229,891 33,831 220 3,849 6,646 281,089
Acquisition/revaluation
amount
125 7,720 250,016 47,571 967 8,702 6,646 321,747
Accumulated depreciation - (1,193) (20,125) (13,740) (747) (4,853) - (40,658)
Net book value as at 31 125 6,527 229,891 33,831 220 3,849 6,646 281,089
December 2022
Additions - - 83 25 2 55 34,767 34,932
Write-offs - (13) (440) (183) - (9) - (645)
Sales - - - - - (1) - (1)
Impairment (reversal) of
assets
- - (57) - - - 11 (46)
Revaluation 11 85 (8,821) 4,010 21 9 - (4,685)
Reclassification from/to
inventories
- - (38) (12) - (1) - (51)
Reclassifications between
categories
- 1,343 13,727 3,414 - 2,378 (20,862) -
Depreciation charge - (295) (6,156) (3,383) (108) (1,612) - (11,554)
Off-set of grants against
non-current assets
- - - - - - (14,686) (14,686)
As at 31 December 2023 136 7,647 228,189 37,702 135 4,668 5,876 284,353
Acquisition/revaluation
amount
136 7,647 228,189 37,702 135 4,668 5,876 284,353
Accumulated depreciation - - - - - - - -
Net book value as at 31
December 2023
136 7,647 228,189 37,702 135 4,668 5,876 284,353
Net book value as at 31
December 2023
136 7,647 228,189 37,702 135 4,668 5,876 284,353
Additions - - (2) 191 3 165 5,588 5,945
Write-offs - - (441) - (2) (1) (29) (473)
Disposals - - - - - (2) - (2)
Reclassification from/to
inventories
- - (7) 77 (40) - - 30
Reclassifications between
categories
- 1,278 6,064 259 - 1,344 (8,945) -
Depreciation charge - (351) (6,855) (3,989) (92) (1,973) - (13,260)
Recovery of recognised
grants
- 34 193 77 - 27 (170) 161
As at 31 December 2024 136 8,608 227,141 34,317 4 4,228 2,320 276,754
Acquisition/revaluation
amount
136 8,959 233,996 38,306 96 6,201 2,320 290,014
Accumulated depreciation
after revaluation
- (351) (6,855) (3,989) (92) (1,973) - (13,260)
Net book value as at 31
December 2024
136 8,608 227,141 34,317 4 4,228 2,320 276,754

The Company's part of property, plant and equipment with the carrying amount of EUR 196 thousand as at 31 December 2024 (31 December 2023: EUR 94 thousand) was fully depreciated but still in use.

In the Company non-current assets are accounted at revalued amount of assets, reduced by the amount of accumulated depreciation, recognized grants and impairment losses.

_________________________________________________________________________________________________________

The cost of PP&E in 2024 included: the renovation of cathodic protection systems amounting to EUR 649 thousand; the reconstruction of the Dispatching Building amounting to EUR 1,230 thousand; the installation of the gas pipeline shutoff devices and the remote control systems (SCADA) amounting to EUR 1,190 thousand, the reconstruction of the main gas pipelines based on diagnostics results amounting to EUR 724 thousand, etc.

Prepayments for PP&E, reflected under construction in progress:

As at 31 December 2024 As at 31 December 2023
Carrying amount at the beginning of the period 48 -
Prepayment for PP&E during the period 269 87
Moved to construction in progress (297) (39)
Carrying amount at the end of the period 20 48

Depreciation of grants in amount of EUR 5,181 thousand as at 31 December 2024 (As at 31 December 2023: EUR 4,293 thousand) was reported in the statement of profit or loss as an offsetting of depreciation of related assets against proceeds from grants.

As at 31 December 2023, part of the Company's capitalised borrowing costs (interest) were added to the cost of PP&E and amounted to EUR 329 thousand. As at 31 December 2024, no borrowing costs (interest) were added to the cost of PP&E.

The table below presents the net book values of property, plant and equipment, which would have been recognised had the historical cost method been used, less grants received and negative revaluations that would be treated as an impairment equivalent, as at 31 December 2024 and 31 December 2023:

Land Buildings Structures
and
equipment
Plant and
machinery
Vehicles Other PP&E Construction
work in
progress
Total
As at 31 December 2024 125 8,519 225,655 32,958 4 4,225 2,320 273,806
As at 31 December 2023 125 7,553 226,645 36,135 114 4,651 5,876 281,099

Had the value of the Company's PP&E been not reduced by the amount of grants, the carrying amount of PP&E as at 31 December 2024 would be higher by EUR 132,109 thousand (31 December 2023: EUR 137,451 thousand). Information on grants received/receivable used to reduce the value of property, plant and equipment:

As at 31 December 2024 As at 31 December 2023
Carrying amount at the beginning of the period 137,451 127,087
Grants used for the acquisition of fixed assets (161) 14,686
Depreciation charge (5,181) (4,293)
Write-offs - (29)
Carrying amount at the end of the period 132,109 137,451

7. Loss of control of subsidiary, investment in associate

Once the General Meeting of Shareholders approved the sale of shares in GET Baltic and the material terms and conditions thereof on 11 April 2023, the sale of a 66 % shareholding in GET Baltic was completed on 31 May 2023.

The Company lost control of GET Baltic following the completion of the share sale transaction on 31 May 2023. The remaining part of the investment in GET Baltic after the loss of control is recognised as an investment in an associate, which is accounted for using the equity method and measured at fair value at the time of loss of control. The fair value of investment in GET Baltic was determined on the basis of the sale of 66% of the shares. In the consolidated statement of comprehensive income, the result of disposal of the subsidiary (after considering the GET Baltic shares' call/put options) and revaluation of the remaining part of investment in associate was EUR 9,489 thousand, of which gain on disposal of control was EUR 6,627 thousand, and gain on revaluation of investment in associate was EUR 2,862

thousand. In the separate financial statements, the result of disposal of the subsidiary (after considering the GET Baltic shares' call/put options) and revaluation of the remaining part of investment in associate was EUR 10,146 thousand, of which gain on disposal of control was EUR 7,059 thousand, and gain on revaluation of investment in associate was EUR 3,087 thousand.

_________________________________________________________________________________________________________

The investment in associate is recorded in the consolidated and separate financial statements using the equity method.

Loss of control of subsidiary

Effect of loss of control on the items of the consolidated statement of comprehensive income:

2023
Gain on disposal of subsidiary, cash 6,500
Fair value after the revaluation of the remaining part of the
investment
3,348
Fair value of options at the date of issue 1,070
Fair value of the loss of control transaction 10,918
Net assets of subsidiary (1,429)
Gain on loss of control and revaluation of associates 9,489

Effect of loss of control on the items of the separate statement of comprehensive income:

2023
Gain on disposal of subsidiary, cash 6,500
Fair value after the revaluation of the remaining part of the
investment
3,348
Fair value of options at the date of issue 1,070
Fair value of the loss of control transaction 10,918
Carrying amount of investment in subsidiary (769)
Other transaction costs (3)
Gain on loss of control and revaluation of associates 10,146

Investment in associate

Investment in an associate in consolidated and separate financial statements is accounted for using the equity method.

Summarized statement of financial position of GET Baltic is presented below:

As at 31 December 2024 As at 31 December 2023
Non-current assets 165 353
Current assets 53,343 74,900
Total assets: 53,508 75,253
Non-current liabilities 43 36
Current liabilities 51,414 72,920
Total liabilities: 51,457 72,956
Net assets 2,051 2,297
Group's share, % 34% 34%
Group's share of net assets 697 781
Group's share of goodwill 2,863 2,863
Carrying amount of investment in associate 3,560 3,644

Summarized statement of comprehensive income of GET Baltic for the period ended 31 December 2024 and for the period of 2023 from the date of loss of control until 31 December 2023:

1 January - 31 December 1 June - 31 December
2024 2023
Revenue 1,918 1,111
Profit before tax 1,676 1,027
Income tax benefit (expenses) (264) (159)
Net profit (loss) 1,412 868
Other comprehensive income - -
Total comprehensive income for the period 1,412 868
Total comprehensive income attributable to the
Company/ Group 480 295
Dividends paid to Company/Group 564 -

Changes in carrying amount of the investment in associate due to the application of the equity method:

As at 31 December 2024 As at 31 December 2023
Carrying amount at the beginning of the period 3,644 -
Acquisition - 3,348
Associate's net profit (loss) 480 295
Associate's other comprehensive income - -
Dividends received (564) -
Carrying amount at the end of the period 3,560 3,644

8. Right-of-use assets

As described below, the Group and the Company have taken on lease office premises, motor vehicles, and land. Lease periods for premises, motor vehicles and land are 5-10 years, 3 years, and 99 years, respectively. The Group and the Company assessed the probability of exercising the lease extension option when recognising right-of-use assets and lease liabilities, and when determining the lease periods.

As at 31 December 2024, the initial cost of moto vehicles recognised as right of use assets amounted to EUR 2,076 thousand, lease period was 3 years.

From 1 January 2024 the Company has reviewed the value of right of use assets (office premises) for rent indexation. The rent for the office premises may be revalued based on the average change in the consumer price index in line with inflation, but may not exced 2 per cent.

Buildings Land Vehicles Total
Net book value at 31 December 2022 1,495 1,478 392 3,365
New leases - - 217 217
Indexation 31 - - 31
Write-offs - - - -
Depreciation charge (180) (16) (317) (513)
Net book value as at 31 December 2023 1,346 1,462 292 3,100
Initial cost 1,747 1,534 1,442 4,723
Accumulated depreciation (401) (72) (1,150) (1,623)
Net book value as at 31 December 2023 1,346 1,462 292 3,100

Buildings Land Vehicles Total
Net book value as at 31 December 2023 1,346 1,462 292 3,100
New leases - - 2,076 2,076
Indexation 28 - - 28
Write-offs - - - -
Depreciation charge (184) (16) (723) (923)
Net book value as at 31 December 2024 1,190 1,446 1,645 4,281
Initial cost 1,775 1,534 2,399 5,708
Accumulated depreciation (585) (88) (754) (1,427)
Net book value as at 31 December 2024 1,190 1,446 1,645 4,281

As the useful life of the right-of-use assets is longer than the lease term, depreciation is calculated from the commencement date of the lease till the end of the lease term.

9. Derivatives

The Company's derivatives are reported under the following items of the statement of financial position:

As at 31 December 2024 As at 31 December 2023
Non-current assets
Put option of GET Baltic 1,153 1,226
Total non-current derivative assets: 1,153 1,226
Current liabilities
Call option of GET Baltic 654 364
Total current derivative liabilities: 654 364

Below are the assumptions and estimates used to measure fair values of financial instruments.

Fair value of option
Exercise As at 31 December As at 31 December
Share option Subscription date Maturity price 2024 2023
Put Option As at 31 May 2023 As at 31 May 2027 4.07 1,153 1,226
Call Option As at 31 May 2023 As at 31 December 2026 3.97 654 364

The call option can be exercised at any time after the investor has fulfilled its obligations, therefore this obligation is classified as a current liability. The fair value was determined based on the most likely option exercise period estimated by the management.

Information on the changes in the fair value of derivatives:

As at 31 December 2024 As at 31 December 2023
Non-current assets
Carrying amount at the beginning of the period 1,226 -
Initial recognition 1,392
Change in fair value (73) (166)
Carrying amount at the end of the period 1,153 1,226
Current liabilities
Carrying amount at the beginning of the period 364 -
Initial recognition 322
Change in fair value 290 42
Carrying amount at the end of the period 654 364

_________________________________________________________________________________________________________

10. Inventories

As at 31 December 2024 As at 31 December 2023
Raw materials, spare parts and other inventories 1,245 1,052
Natural gas 3,908 4,339
Assets held for sale 40 -
Inventories, gross 5,193 5,391
Less: impairment (432) (517)
Total inventories 4,761 4,874

The acquisition cost of the Company's inventories accounted for at net realisable value as at 31 December 2024 amounted to EUR 1,245 thousand (31 December 2023: EUR 1,052 thousand). Inventory write-down allowance was included in other expenses.

Inventories recognised as expenses during the reporting period amounted to EUR 17,740 thousand as at 31 December 2023 (31 December 2022: EUR 26,854 thousand).

11. Trade receivables

As at 31 December 2024 As at 31 December 2023
I. Trade receivables under contracts with customers
I.1 Receivables after one year - -
Net book of receivables after one year: - -
I.2. Current trade receivables
Receivables for transmission of natural gas 8,103 6,770
Receivables for natural gas 112 713
Receivables for balancing of transmission system 1,564 1,553
Receivables for other services 4 2
Less: expected credit losses for trade receivables (23) (19)
Trade receivables under contracts with customers 9,760 9,019
II. Trade receivables under other contracts
Other trade receivables 3 11
Less: impairment of trade receivables - -
Total trade receivables under other contracts 3 11
Total trade receivable 9,763 9,030

Current trade receivables are interest free and their settlement term is typically between 7 and 30 calendar days. Impairment allowance of EUR 23 thousand was established for trade receivables as at 31 December 2024 (31 December 2023: EUR 19 thousand). The change in trade receivables as at 31 December 2024, compared to 31 December 2023, was a response to higher volumes of natural gas transmitted due of increased natural gas consumption

_________________________________________________________________________________________________________

The Company applies a simplified credit risk assessment approach as required by IFRS 9, and accounts for loss allowances for lifetime credit losses from initial recognition of receivables.

To determine credit losses for receivables, the Company applies an individual assessment and a provision matrix. The loss ratio matrix is based on historical data for a period exceeding 36 months on settlements of debts by customers. The loss ratios may be adjusted in view of macroeconomic forecasts. The loss ratios are classified into separate groups of receivables on the basis of credit risk characteristics and overdue period. Debts of entities undergoing or in bankruptcy/liquidation are subject to a 100% expected credit loss ratio.

Expected credit losses of trade receivables as at 31 December 2024 were as follows:

Not past due 1-30 days 31-90 days 91-180 days 181 and
more days
Total:
Trade receivables assessed
individually
3,619 - - - - 3,619
Expected credit losses (15) - - - - (15)
Trade receivables assessed collectively
State-owned companies 2,673 - - - - 2,673
Loss ratio (%) 0% 0% 0% 0% 0%
Expected credit losses - - - - - -
Other entities 3,273 221 - - - 3,494
Loss ratio (%) 0,04% 2,99% 5,83% 17,55% 100%
Expected credit losses (1) (7) - - (8)
Total trade receivables 9,565 221 - - 9,786
Total expected credit losses (16) (7) - - - (23)

Expected credit losses of trade receivables as at 31 December 2023 were as follows:

Not past due 1-30 days 31-90 days 91-180 days 181 and
more days
Total:
Trade receivables assessed
individually
2,945 - - - - 2,945
Expected credit losses (7) - - - - (7)
Trade receivables assessed collectively
State-owned companies 2,174 - - - - 2,174
Loss ratio (%) 0% 0% 0% 0% 0%
Expected credit losses - - - - - -
Other entities 3,764 6 159 - 1 3,930
Loss ratio (%) 0,04% 2,99% 5,83% 17,55% 100%
Expected credit losses (2) - (9) - (1) (12)
Total trade receivables 8,883 6 159 - 1 9,049
Total expected credit losses (9) - (9) - (1) (19)

For the purpose of the individual assessment, the range of expected credit losses was 0-2.0% in 2023 (2023: 0-1.1%).

Movement on impairment allowance account of the Company's trade receivables:

As at 31 December 2024 As at 31 December 2023
Carrying amount at the beginning of the period 19 17
Impairment (reversal of impairment) 4 2
Carrying amount at the end of the period 23 19

12. Other receivables

As at 31 December 2024 As at 31 December 2023
Non-financial assets
LNG terminal funds receivable 11,626 9,377
Grants receivable - 7,360
Taxes receivable 221 37
Total non-financial assets 11,847 16,774
Contract assets 1,220 1,798
Financial assets
Other receivables 85 502
Total financial assets 85 502
Total other receivables 13,152 19,074

The fair value of other receivables of the Company approximates their carrying amount.

As at 31 December 2024 LNG terminal funds receivable included an overdue amount of EUR 7,632 thousand, whereof overdue amount of Achema AB amounted to EUR 7,429 thousand. As at 31 December 2023, the overdue amount included in LNG terminal funds receivable amounted to EUR 6,582 thousand of which EUR 6,432 thousand of AB Achema debt. The legal dispute with Achema AB is disclosed in Note 32.

The Company does not recognise impairment for the LNG terminal funds receivable as the Company, acting as administrator of the LNG terminal funds, is not exposed to credit risk.

Since the LNG terminal funds are not treated as assets of the administrator of the LNG terminal funds based on the Description of the procedure for administration of the LNG terminal funds, and therefore, they cannot be subject to debt recovery procedures based on the obligations of the administrator of the LNG terminal funds that are not related to the administration of the LNG terminal funds.

The decrease in grants receivable was influenced by the support received from the EU Structural Funds to fund the Company's investment projects, of which EUR 3,196 thousand was the financing of the GIPL project under the Connecting Europe Facility (CINEA) fund; EUR 253 thousand - the financing for the ELLI project; EUR 3,743 thousand the financing from the European Regional Development Fund.

No impairment was established for the Company's other amounts receivable for immateriality.

13. Other financial assets

As at 31 December 2024 and 31 December 2023, 2023 m. gruodžio 31 d., the Company's other financial assets comprised term deposits, security deposits collected from the system users and LNG terminal funds. Part of the security deposits received from the system users is held in the form of term bank deposits. Three fixed-term deposit agreements with different maturities were concluded for storage of the deposits: EUR 575 thousand (12-month fixedterm deposit), EUR 140 thousand (6-month fixed-term deposit), and EUR 177 thousand (4-month fixed-term deposit). On 27 September 2024, the Company entered into a term deposit agreement for a period of 6 months in the amount of EUR 5,815 thousand to meet the Company's future long-term obligations.

As at 31 December 2024 As at 31 December 2023
LNG terminal funds 3 -
Deposits received 917 528
Fixed-term deposits 5,815 -
Total other financial assets 6,735 528

14. Cash and cash equivalents

As at 31 December 2024 As at 31 December 2023
Cash at bank 31 121
31 121

The Company keeps its cash balances on bank accounts. As at 31 December 2024, the cash balance was not material due to the Company's and the Group's treasury management policy aimed at maintaining minimum cash balances.

15. Issued capital

The Company's share capital amounted to EUR 51,731 thousand and it is divided into 178,382,514 ordinary registered shares with par value of EUR 0.29 each. All shares were fully paid as at 31 December 2024 and 31 December 2023.

16. Dividends

The Ordinary General Meeting of Shareholders held on 30 April 2024 approved the distribution of profit for 2023. EUR 20,174 thousand was allocated to payment of dividends, i.e. € 0.1131 per share.

During the Company's Ordinary General Meeting of Shareholders held on 11 April 2023, the decision was made to pay put dividends in total amount of EUR 12,059 thousand, i.e. € 0.0676 per share.

17. Reserves

Legal reserve

A legal reserve is a compulsory reserve under the laws of the Republic of Lithuania. Annual transfers of not less than 5% of net profit are compulsory until the reserve reaches 10% of the authorised share capital.

The Company's legal reserve amounts to EUR 5,173 thousand and represents 10% of its authorised share capital.

Other reserves

Other reserves are formed by the decision of the Annual General Meeting of Shareholders regarding the proposed appropriation of profit. When approving the proposed appropriation of profit for 2023, an unutilised reserves EUR 114,430 thousand were transferred back to retained earnings, a EUR 403 thousand share of profit allocated to a target reserve for support.

When approving the proposed appropriation of profit for 2022, an unutilised reserve for support of EUR 166 thousand by the decision of the Annual Meeting Of Shareholders was reclassified back to retained earnings, a EUR 3,827 thousand was transferred to other reserves of which EUR 471 thousand a target reserve for support.

Revaluation reserve

Below is the impact of revaluation of property, plant and equipment on revaluation reserve as at 31 December 2023 and changes in the revaluation reserve over 2024.

As at 31 December 2024 As at 31 December 2023
Carrying amount at the beginning of the period 2,767 -
PP&E revaluation impact - 3,255
Transfer of revaluation reserve to retained earnings (304) -
Effect of deferred income tax 46 (488)
Impact of a change in income tax tariff (30) -
Carrying amount at the end of the period 2,479 2,767

Pursuant to Articles 39, 42, 51 and 59 of the Law on Companies of the Republic of Lithuania, no part of the revaluation reserve may be distributed, either directly or indirectly, it may be used only to increase the issued capital. The general meeting of shareholders may not adopt a decision to pay dividends if the equity capital of the company is lower or upon payment of dividends would become lower than the revaluation reserve, i.e. the use of the revaluation reserve for profit/loss allocation is prohibited.

18. Grants

Grants comprise grants for the acquisition of non-current assets and compensation of expenses. As at 31 December 2024 and 31 December 2023 movements in grants were as follows:

Opening balance As at 31 December 2024 As at 31 December 2023
Grants receivable (Note 12) 7,360 6,976
Grants received in advance (current liabilities) (10) (107)
7,350 6,869
Recognised grants
Transfer to property, plant and equipment (Note 6) - 14,686
Transfer to intangible assets (Note 5) - -
Write-off (161) -
Grants used for compensation of expenses 3 54
(158) 14,740
Grants received
Grants received as cash 7,192 14,259
7,192 14,259
Grants received in the form of assets - -
Closing balance
Grants receivable (Note 12) - 7,360
Grants received in advance (current liabilities) - (10)
- 7,350

19. Borrowings

To balance its working capital, on 2 September 2024 the Company and EPSO-G entered into a cash pool contract, based on which the maximum borrowing limit (overdraft) from EPSO-G was set in amount of EUR 70,000 thousand. As at 31 December 2024, the Company's borrowings under this contract amounted to EUR 23,482 thousand (31 December 2023: EUR 25,009 thousand).

As at 31 December 2024, the weighted average interest rate on the Company's borrowings was 2.25% (31 December 2023: 2.60%).

Accrued interest payable
Total borrowings
351
84,794
426
92,046
Current portion of non-current borrowings 5,649 5,649
Current borrowings 23,482 25,009
Current borrowings 29,482 31,084
Non-current borrowings 55,312 60,962
As at 31 December 2024 As at 31 December 2023

Non-current borrowings by maturity:

As at 31 December 2024 As at 31 December 2023
Between 1 and 2 years 5,649 5,649
Between 2 and 5 years 16,948 16,949
After 5 years 32,715 38,364
Total 55,312 60,962

All borrowings of the Company were obtained in the euros, and therefore, the outstanding balances of borrowings were denominated in the euros for the period of 31 December 2024 and 31 December 2023, thereby resulting in no foreign exchange effect.

There are no third-party guarantees or assets pledged by the Company as a collateral for bank borrowings.

Net debt balances:

As at 31 December 2024 As at 31 December 2023
Cash and cash equivalents 31 121
Non-current borrowings (55,312) (60,962)
Lease liabilities (3,492) (2,933)
Current portion of non-current borrowings (5,649) (5,649)
Current borrowings (23,482) (25,009)
Accrued interest payable (351) (426)
Current portion of lease liabilities (986) (317)
Net debt (89,241) (95,175)

Reconciliation of net debt balances and cash flows from financing activities:

Cash Borrowings Lease liabilities Total
Net debt as at 31 December 2022 21 (101,137) (3,514) (104,630)
Changes in cash and cash equivalents 100 - - 100
Loan (received) - - - -
Repayment of borrowings - 24,780 - 24,780
Change in overdraft - (15,437) - (15,437)
Lease payments - - 512 512
Concluded lease contracts - - (217) (217)
Indexation - - (31) (31)
Other movements - - - -
Interest charges expensed and interest
capitalised
- (2,071) (30) (2,101)
Interest paid - 1,834 30 1,864
Other non-cash changes - (15) - (15)
Net debt as at 31 December 2023 121 (92,046) (3,250) (95,175)
Net debt as at 31 December 2023 121 (92,046) (3,250) (95,175)
Changes in cash and cash equivalents (90) - - (90)
Loans (received) - - - -
Repayment of borrowings - 5,649 - 5,649
Change in overdraft - 1,526 - 1,526
Lease payments - - 876 876
Concluded lease contracts - - (2,076) (2,076)
Indexation - - (28) (28)
Other changes - - - -
Interest charges expensed and interest
capitalised
- (2,235) (103) (2,338)
Interest paid - 2,312 103 2,415
Other non-cash changes - - - -
Net debt as at 31 December 2024 31 (84,794) (4,478) (89,241)

20. Lease liabilities

Lease liabilities and their movement were as follows:

As at 31 December 2024 As at 31 December 2023
Carrying amount at the beginning of the period 3,250 3,514
Indexation 28 31
Concluded lease contracts 2,076 217
Terminated lease contracts (write-off of debt and accrued
interest)
- -
Interest charged 103 30
Lease payments (principal and interest) (979) (542)
Carrying amount at the end of the period 4,478 3,250
Non-current lease liabilities 3,492 2,933
Current lease liabilities 986 317

Future rental payments under non-cancellable lease agreements:

As at 31 December 2024 As at 31 December 2023
Current portion 986 317
Maturity of non-current liabilities: 3,492 2,933
Between 1 and 2 years 1,013 295
Between 2 and 3 years 314 291
Between 3 and 5 years 390 386
After 5 years 1,775 1,961

Interest charged on lease liabilities and included in the Group's finance costs amounted to EUR 103 thousand as at 31 December 2024 (31 December 2023: EUR 30 thousand).

The Company has a lease contract for office premises with variable lease payments not included in the value of lease liabilities. As from 1 January 2024, the lease rate for office premises revised in view of changes in the average consumer price index up to a maximum of 2 per cent. As at 31 December 2024, the Company's lease payments (principal amount) totalled EUR 876 thousand (as at 31 December 2023: EUR 512 thousand).

The Company had no short-term lease contracts. The EUR 154 thousand lease payments were recognised as expenses under low-value leases which are not part of the lease liabilities.

21. Provisions

As at 31 December 2024 As at 31 December 2023
Provisions for pension benefits to employees 793 774
Provisions for registration of special land use conditions
(protected areas)
300 356
Other provisions 5,815 -
Carrying amount 6,908 1,130
Non-current provisions 937 667
Current provisions 5,971 463

Movement in provisions:

Provisions for
pension benefits to
employees
Provisions for
registration of
protection zones
Other
provisions
Total
Carrying amount as at 31 December
2022
738 1,024 - 1,762
Calculated 36 - - 36
Revised estimate - (264) - (264)
Payments made - (404) - (404)
Carrying amount as at 31 December
2023
774 356 - 1,130
Calculated 19 - 5,815 5,834
Revised estimate - (49) - (49)
Payments made - (7) - (7)
Carrying amount as at 31 December
2024 793 300 5,815 6,908

As at 31 December 2024, the Company's employee benefit obligations related to payment of one-off benefits to employees leaving the Company at retirement age amounted to EUR 793 thousand (as at 31 December 2023: EUR 774 thousand). There are no other long-term employee benefit obligations for long-term service of employees as per the collective agreement.

Key assumptions used in assessing the Company's and the Group's long-term employee benefit obligations are given below:

_________________________________________________________________________________________________________

As at 31 December 2024 As at 31 December 2023
Discount rate 0.96% 1.24%
Annual employee turnover rate 7.12% 6.91%
Annual salary growth 2.80% 3.00%
Average time to retirement (years) 19.84 19.81

The Company has obligation to register special conditions for the use of land (protection zones). As at 31 December 2024 and 2023, the Company re-measured the provision for registration of special land use conditions (protected areas) and the related intangible assets in view of changes in assumptions. As at 31 December 2024, the provision reduced by EUR 49 thousand (31 December 2023: EUR 264 thousand). As at 2024 m. gruodžio 31 d., the Company's outstanding obligation to register special conditions for the use of land (protection zones) amounted to EUR 300 thousand (31 December 2023: EUR 356 thousand).

Other provisions as at 31 December 2024 included a provision of EUR 5,815 thousand for the repayment of the funds received under the guarantee of guarantee obligations.

22. Trade payable

As at 31 December 2024 As at 31 December 2023
Payables for property, plant and equipment 969 900
Payables for goods and services 1,602 1,892
Payables for repair services 47 127
Payables for natural gas 1,513 1
Payables for balancing services 2,253 2,415
6,384 5,335

Trade payables are non-interest bearing and are generally collectible within 30 days. As at 31 December 2024, trade payables were by 20% higher than as at 31 December 2023. The increase in trade payables was influenced by higher volumes of natural gas transmitted due of increased natural gas consumption and increased technological needs.

23. Prepayments received

As at 31 December 2024 As at 31 December 2023
Financial liabilities
Security deposits received 918 528
Other prepayments received - -
Total financial liabilities 918 528
Non-financial liabilities
Contract liabilities 89 70
Advance grants received - 6
Other accrued revenue - 4
Other prepayments received 29 14
Total non-financial liabilities 118 94
Total prepayments received and contract liabilities 1,036 622

As at 31 December 2024 in prepayments received consisted of comprised security deposits received from the system users as a contract enforcement measure amounted to EUR 918 thousand as at 31 December 2024 (31 December 2023 – EUR 528 thousand). The system user, before entering into the transmission contract, must provide the Company with appropriate contract enforcement measures.

24. Other amounts payable and current liabilities

As at 31 December 2024 As at 31 December 2023
Non-financial liabilities
Employment-related liabilities 1,952 1,199
Accrued expenses relating to vocation reserve 1,525 1,654
Administered LNG terminal funds payable 10,794 8,906
Accrued administered LNG terminal funds 833 471
Real estate tax payable 780 732
Payable value added tax - -
Other taxes payable 16 19
Other payables - -
Total non-financial liabilities 15,900 12,981
Financial liabilities
Payable CBCA contribution 27,450 27,450
Payable dividends 73 65
Other payables - 1
Accrued expenses 1,120 1,089
Derivative liabilities 654 364
Total financial liabilities 29,297 28,969
Total other payables 45,197 41,950

_________________________________________________________________________________________________________

Other payables of EUR 27,450 thousand include the commitment to pay CBCA contribution. In accordance with the cross-border cost allocation principles, as part of GIPL project, the CBCA contribution will be paid to the Polish transmission system operator upon receipt of its payment request based on the audited value of the GIPL pipeline construction works on the Polish side. Accrued expenses include EUR 5,815 thousand of accrued guarantee funds for the replacement of the interconnectors of the GIPL project.

25. Revenue

The Group's and the Company's revenue includes as follows:

Company Group
For the period of For the period of For the period of
twelve months twelve months twelve months
ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
Revenue under contracts with customers
Transmission of natural gas in the territory of Lithuania 61,195 67,364 67,364
Revenue from system balancing products 12,879 12,544 12,544
Revenue from trading on exchange - - 812
Revenue from connection of new consumers (deferred
revenue)
76 42 42
Other income 35 10 90
Total revenue from contracts with customers 74,185 79,960 80,852
Revenue other than under contracts with customers
Revenue from administration of LNG terminal funds 125 69 69
Total revenue other than under contracts with
customers
125 69 69
Total revenue 74,310 80,029 80,921

Company Group
For the period of
twelve months
ended 31
For the period of
twelve months
ended 31
For the period of
twelve months
ended 31
December 2024 December 2023 December 2023
Revenue recognised over the period
Transmission of natural gas in the territory of Lithuania 61,195 67,364 67,364
Revenue from system balancing products 12,879 12,544 12,544
Other income 236 121 201
Total revenue recognised over the period 74,310 80,029 80,109
Revenue recognised at a point in time, upon provision of
services
Revenue from trading on exchange - - 812
Total revenue recognised at a point in time, upon
provision of services:
- - 812
Total revenue under contracts with customers 74,310 80,029 80,921

Revenue from natural gas transmission and related services decreased by 8% in 2024, compared to 2023. Revenue from transmission in 2024 decreased by 10% (EUR 6.2 million) due to a 10% decrease in the volume of natural gas transmitted; balancing revenues in 2024 increased by 3% (EUR 0.3 million), due to a higher demand for balancing services.

26. Other income

The Group's other income includes as follows:

Company Group
For the period of For the period of For the period of
twelve months twelve months twelve months
ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
Grants recognised as income 4 54 54
Proceeds from the sale of inventories and returnable
materials
4 875 875
Rental income 8 1 1
Gain on disposal of PP&E 2 19 19
Interest on late payment 39 40 40
Other income 216 319 319
273 1,308 1,308

27. Purchase of natural gas

The cost of purchase of natural gas were consisted of:

Company Group
For the period of
twelve months
ended 31
For the period of
twelve months
ended 31
For the period of
twelve months
ended 31
December 2024 December 2023 December 2023
Expenses for natural gas system balancing products
Expenses for natural gas technological needs
(13,079)
(3,430)
(18,210)
(7,142)
(18,210)
(7,142)
Total (16,509) (25,352) (25,352)

In 2024, compared to 2023, natural gas costs decreased by 35%. The changes in natural gas costs were driven by:

_________________________________________________________________________________________________________

  • ‐ a 28% decrease in expenses from balancing services due lower prices;
  • ‐ a 52% decrease in technological needs due to lower consumption and lower gas prices.

28. Other expenses

Other expenses of the Group and Company were consisted of:

Company Group
For the period of For the period of For the period of
twelve months twelve months twelve months
ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
Telecommunications and IT system expenses (2,263) (2,285) (2,336)
Business trips (304) (259) (259)
Consulting services (334) (117) (117)
Expenses of governing bodies (104) (92) (92)
Management services (760) (349) (349)
Personnel development (222) (227) (227)
Public relations (177) (236) (236)
Premise expenses (740) (1,071) (1,071)
Transport (791) (702) (702)
Council fee (1,112) (1,321) (1,321)
Taxes (3,314) (2,979) (2,979)
Business protection (583) (542) (542)
Membership fees (259) (242) (242)
Insurance (623) (520) (520)
Other expenses (1,848) (2,409) (2,426)
Total (13,434) (13,351) (13,419)

29. Financing activities

Company
For the period of For the period of For the period of
twelve months
twelve months
twelve months
ended 31 ended 31 ended 31
December 2024 December 2023
Interest income 186 9 454
Other - 13 13
Total finance income 186 22 467
Interest on borrowings (2,345) (1,778) (1,778)
Other finance costs (7) (2) (3)
Total finance costs (2,352) (1,780) (1,781)
Total finance costs, net (2,166) (1,758) (1,314)

30. Current and deferred income tax

Income tax expenses include as follows:

Company Group
For the period of For the period of
twelve months twelve months twelve months
ended 31 ended 31 ended 31
December 2024 December 2023 December 2023
Current income tax expense for the reporting year 1,071 - 140
Deferred income tax expenses (benefit) 125 567 567
Income tax expenses/(benefit) for the reporting period 1,196 567 707

_________________________________________________________________________________________________________

Deferred income tax assets and deferred income tax liabilities were offset in the Group's and the Company's statement of financial position, as they were related to the same tax authority.

When estimating the components of deferred income assets and liabilities as at 31 December 2024 the Company applied income tax rate of 16% , as at 31 December 2023 - income tax rate of 15%.

The reported amount of current income tax expenses can be reconciled to the income tax expenses that would result from applying a standard income tax rate of 15% to profit before tax:

For the period of twelve
months ended 31
December 2024
For the period of twelve
months ended 31
December 2023
Profit (loss) before tax 13,992 13,720
Income tax (expenses) at the effective income tax rate 1,425 2,099
Non-deductible expenses, non-taxable income 56 29
Disposal of subsidiary and revaluation of the remaining
investment in associate
- (1,521)
Investment relief utilised during the reporting period (10) (40)
Impact of a change in the corporate income tax rate (275) -
Other - -
Adjustments to previous year income tax - -
1,196 567

31. Basic and diluted earnings per share

Basic and diluted earnings (loss) per share reflect net profit (loss) divided by the weighted average number of shares. There are no diluting instruments, therefore, the basic and diluted earnings (loss) per share are the same. Calculation of basic and diluted earnings (loss) per share is presented below:

Group
For the period of twelve For the period of twelve
months ended 31 months ended 31
December 2024 December 2023
Net profit attributable to equity holders of the Group (EUR '000) 8,306 13,013
Weighted average number of shares ('000 units) 178,383 178,383
Basic and diluted earnings (loss) per share (EUR) 0.05 0.07

32. Off balance sheet commitments and contingencies

Litigations

Below is information on pending civil cases:

  1. Civil case regarding the award of LNG terminal funds in the amount of EUR 7,080 thousand and late payment interest in the amount of EUR 830 thousand from Achema AB under the natural gas transmission service agreements concluded on 21 December 2012 and 22 December 2014.

_________________________________________________________________________________________________________

The District Court of Kaunas suspended the proceedings, as it is pending the decision of the European Commission on the compatibility of the LNG terminal surcharge funds collected for the period from 1 January 2016 to 31 December 2018 with the State aid rules under the EU law.

In respect of the civil case regarding award of the LNG terminal funds, the Company acts solely as an administrator of the LNG terminal funds, transfers the LNG terminal funds to their recipients only after collecting them from the buyers, and accordingly, the Company does not incur credit risk in respect of the disputed amount.

  1. Civil case in which the Company is the defendant, is pending on the claim of the claimant Alvora UAB, by which it request the Court to declare the claims of the defendant, i.e. the Company, for the payment of EUR 4,868 thousand on the basis of the guarantee obligations unlawful and unfounded, and the Company's claim (treated as a counterclaim), by which it request Alvora UAB to be ordered to pay EUR 4,820 thousand by way of damages, in addition to default interest on the awarded amount and a fine of EUR 290 thousand for breach of the contract. At the moment, the proceedings are pending before the court of first instance.

The Company considers that the bank guarantees were used duly in accordance with laws and terms and conditions of the contract, as defects were found in the work, which Alvora UAB refused to remedy. The proceeds from the guarantees will be used to remedy the defects found. In the event Alvora UAB remedies the defects found at its own expense until the outcome of the proceedings, the Company will reimburse the money to the claimant Alvora UAB received under the guarantees.

  1. A administrative case is pending on two appeals by the Company against two decisions of the National Energy Regulatory Council (NERC) adopted by NERC following a non-routine inspection of the legality of the use of the GIPL pipeline interconnectors during construction and testing during operation: (i) Resolution, approving the Inspection Report (the 'Report'), finding the infringements by the Company and imposing related obligations on the Company (including the replacement of the fittings found by the Report to be unsuitable); and (ii) NERC's resolution, finding that the Company has committed an infringement of a regulatory obligation and imposing a EUR 81 thousand fine. The Company seeks to prove that it did not commit the infringements of the regulated activities identified by NERC (the infringements were committed by the contractor for the construction of the GIPL gas pipeline) and there were no grounds for imposing the sanction. If the Company's submissions are rejected by the Court or upheld in part, the sanction will remain the same or will be reduced. The Court suspended the administrative proceedings until the final judgement in the said civil case becomes effective (see point 2).

33. Related-party transactions

Disclosure includes transactions and their balances with the EPSO-G group companies, associate GET Baltic UAB, all state-owned enterprises or entities under significant influence of the State (transactions with such entities are disclosed separately only if the amount of the transactions exceeds EUR 100,000 per calendar year), management and their close family members.

The Group's and the Company's related parties as at 31 December 2024 and 31 December 2023 were as follows:

‐ the Company's parent company EPSO-G UAB, which is wholly owned by the Lithuanian Ministry of Energy;

EPSO-G Group companies:

  • ‐ Litgrid AB (common shareholders);
  • ‐ TETAS UAB (common shareholders);
  • ‐ Baltpool UAB (common shareholders);

  • ‐ Energy Cells UAB (common shareholders);
  • ‐ EPSO-G Invest UAB (common shareholders), registered on 18 July 2024.

Associate GET Baltic.

The companies of Ignitis Grupė AB:

  • ‐ Energijos Skirstymo Operatorius AB
  • ‐ Ignitis UAB
  • ‐ Ignitis Gamyba UAB
  • ‐ Transporto Valdymas UAB
  • ‐ Ignitis Polska sp. z.o.o.
  • ‐ Other companies of Ignitis Grupė AB.

Other state-owned enterprises:

  • ‐ KN Energies AB;
  • ‐ Other state-owned enterprises or entities under significant influence;
  • ‐ Management

The tables below present the Company's related-party transactions and their balances as at 31 December 2024 and 31 December 2023:

_________________________________________________________________________________________________________

As at 31 December 2024

Purcha
ses
LNG
terminal
funds
(purcha
ses)
Sales LNG
terminal
funds
(sales)
Recei
vables
LNG
terminal
funds
receivable
Proceeds
from
borro
wings
Payables LNG
terminal
funds
payable
Divi
dends
received
Finance
costs
GET Baltic 17,616 - 2,128 - 228 - - 1,516 - 564 -
EPSO-G 751 - - - - - 23,482 274 - - 1,084
TETAS UAB 4 - - - - - - - - - -
Ignitis gamyba AB 1,547 - 5,152 8,568 1,014 864 - 315 - - -
Energijos skirstymo
operatorius AB
424 - 532 150 29 15 - 39 - - -
Ignitis UAB 4,163 31,797 12,312 7,047 1,650 733 - 768 6,817 - -
Transporto valdymas
UAB
52 - - - - - - - - - -
KN Energies AB - - - - - - - - 3,975 - -
Other state-owned
enterprises
62 - - - - - - 7 - - -
24,619 31,797 20,124 15,765 2,921 1,612 23,482 2,919 10,792 564 1,084

As at 31 December 2023

Pur
chases
LNG
terminal
funds
(purchases)
Sales LNG
terminal
funds
(sales)
Recei
vables
LNG
terminal
funds
recei
vable
Proceeds
from
borro
wings
Pay
ables
LNG
terminal
funds
payable
Divi
dends
recei
ved
Finan
ce
costs
GET Baltic 19,210 - 4,801 - 796 - - 5 - 4 -
EPSO-G 349 - - - - - 25,009 227 - - 683
TETAS UAB 4 - - - - - - - - - -
Ignitis gamyba AB
Energijos
2,811 - 4,947 3,172 625 640 - 293 - - -
skirstymo
operatorius AB
474 - 354 58 167 12 - 21 - - -
Ignitis UAB 4,845 11,235 13,024 2,796 1,457 528 - 704 4,932 - -
Transporto
valdymas UAB
401 - - - - - - 40 - - -
KN Energies AB - - - - - - - - 3,975 - -
Ignitis Polska sp.
Z.o.o.
- - 121 - - - - - - - -
Other state-owned
enterprises
184 - - - - - - 2 - - -
28,278 11,235 23,247 6,026 3,045 1,180 25,009 1,292 8,907 4 683

_________________________________________________________________________________________________________

There were no guarantees issued or received for payables to/receivables from related parties, the settlement term was between 15 and 30 days. As at 31 December 2024, the Company neither formed nor recognised any impairment provisions for receivables from related parties.

For the period of twelve For the period of twelve
months ended 31 months ended 31
December 2024 December 2023
Employment-related payments 784 805
Payments to Board members 99 92
883 897

The management of the Company is deemed to include the Company's manager, the Technical Director, the Legal and Administration Director, the Commerce Director, the Organisational Progress Director, and the Finance Director. No loans, guarantees were issued nor were any assets transferred to the management of the Company.

34. Events after the end of the financial year

There were no other events after the reporting period until the date of approval of the financial statements that could have a material impact on the Company's financial statements.

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