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CD Projekt Interim / Quarterly Report 2019

Aug 29, 2019

5556_rns_2019-08-29_119bb17b-baca-418c-b62d-cbb00b9bb0ce.pdf

Interim / Quarterly Report

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Disclaimer

This English language translation has been prepared solely for the convenience of English speaking readers. Despite all the efforts devoted to this translation, certain discrepancies, omissions or approximations may exist. In case of any differences between the Polish and the English versions, the Polish version shall prevail. CD PROJEKT, its representatives and employees decline all responsibility in this regard.

CD PROJEKT Capital Group – selected financial highlights (converted into EUR)

PLN EUR
01.01.2019 -
30.06.2019
01.01.2018 -
30.06.2018*
01.01.2019 -
30.06.2019
01.01.2018 -
30.06.2018*
Revenues from sales of products, services, goods and
materials
214 407 168 434 50 002 39 730
Cost of products, goods and materials sold 66 168 43 829 15 431 10 338
Operating profit (loss) 59 994 61 301 13 991 14 459
Profit (loss) before tax 64 375 66 590 15 013 15 707
Net profit (loss) attributable to equity holders of parent
entity
51 680 52 430 12 052 12 367
Net cash flows from operating activities 44 931 23 989 10 478 5 658
Net cash flows from investment activities 23 816 41 763 5 554 9 851
Net cash flows from financial activities (104 351) (242) (24 335) (57)
Total net cash flows (35 604) 65 510 (8 303) 15 452
Stock volume (thousands) 96 120 96 120 96 120 96 120
Net earnings per share (PLN/EUR) 0.54 0.55 0.13 0.13
Diluted net earnings per share (PLN/EUR) 0.51 0.52 0.12 0.12
Book value per share (PLN/EUR) 10.15 9.78 2.39 2.24
Diluted book value per share (PLN/EUR) 9.68 9.37 2.28 2.15
Declared or paid out dividend per share (PLN/EUR) 1.05 - 0.24 -

* adjusted data

PLN EUR
30.06.2019 31.12.2018* 30.06.2019 31.12.2018*
Total assets 1 136 658 1 126 838 267 323 262 055
Liabilities and provisions for liabilities (less accrued
charges)
77 258 91 464 18 170 21 271
Long-term liabilities 6 678 6 691 1 571 1 556
Short-term liabilities 154 650 117 283 36 371 27 275
Equity 975 330 1 002 864 229 381 233 224
Share capital 96 120 96 120 22 606 22 353

* adjusted data

The financial data has been converted into EUR under the following assumptions:

  • Elements of the consolidated profit and loss account and consolidated statement of cash flows were converted into EUR by applying the arithmetic average of exchange rates for the final day of each month belonging to the reporting period, as published by NBP. The corresponding exchange rates were: 4.2880 PLN/EUR for the period between 1 January and 30 June 2019, and 4.2395 PLN/EUR for the period between 1 January and 30 June 2018 respectively.
  • Assets and liabilities listed in the consolidated statement of financial positions were converted into EUR by applying the exchange rate for the final day of the reporting period, as published by the National Bank of Poland. These exchange rates were: 4.2520 PLN/EUR on 30 June 2019 and 4.3000 PLN/EUR on 31 December 2018 respectively.
Primary Financial Data of the CD PROJEKT Capital Group6
Condensed interim consolidated profit and loss account 7
Condensed interim consolidated statement of comprehensive income8
Condensed interim consolidated statement of financial position 8
Condensed interim statement of changes in consolidated equity10
Condensed interim consolidated statement of cash flows12
Clarifications regarding the condensed interim consolidated financial statement 14
General information 15
Consolidation principles 15
Entities subject to consolidation 15
Subsidiaries 16
Basis for the preparation of the condensed interim consolidated financial statement16
Assumption of going concern16
Compliance with International Financial Reporting Standards16
Standards and interpretations approved by the IASB but not yet approved by the EU17
Functional currency and presentation currency17
Functional currency and presentation currency 17
Transactions and balances17
Assumption of comparability of financial statements and changes in accounting policies and estimates 18
Changes in accounting policies 18
Presentation changes20
Change in accounting estimate21
Disclosure of seasonal or cyclical activities21
Financial audit21
Supplementary information – CD PROJEKT Capital Group activity segments22
Activity segments 23
Disclosure of activity segments 24
Segmented consolidated profit and loss account for the period between 01.01.2019 and 30.06.201925
Segmented consolidated profit and loss account for the period between 01.01.2018 and 30.06.2018 26
Segmented consolidated statement of financial position as of 30.06.2019 27
Segmented consolidated statement of financial position as of 31.12.2018*29
Supplementary information – additional notes and clarifications regarding the condensed interim consolidated
financial statement 31
Note 1. Disclosure of circumstances affecting assets, liabilities, equity, net financial result and cash flows
which are unusual due to their type, size or effect 32
Note 2. Tangible fixed assets 33
Note 3. Fixed assets held for sale 34
Note 4. Intangibles and expenditures on development projects 35
Note 5. Goodwill 36
Note 6. Investment properties36
Note 7. Perpetual usufruct of land36
Note 8. Inventories36
Note 9. Trade and other receivables37
Note 10. Prepaid expenses 38
Note 11. Deferred income tax 39
Note 12. Provisions for employee benefits and similar liabilities 40
Note 13. Other provisions40
Note 14. Other liabilities 41
Note 15. Deferred revenues 41
Note 16. Disclosure of financial instruments 41
Note 17. Sales revenues 42
Note 18. Operating expenses 43
Note 19. Other operating revenues and expenses 43
Note 20. Financial revenues and expenses 44
Note 21. Short-term lease agreements and lease of low-value assets 45
Note 22. Issue, buyback and redemption of debt and capital securities 45
Note 23. Dividends declared or paid out and collected 45
Note 24. Transactions with affiliates45
Note 25. Bad loans and breaches of loan agreements not subject to remedial proceedings as of

Note 26. Changes in conditional liabilities and assets since the close of the most recent fiscal year 48
Note 27. Changes in the structure of the Capital Group and its member entities occurring during
the reporting period50
Note 28. Agreements which may, in the future, result in changes in the proportion of shares held by
shareholders and bondholders 50
Note 29. Fiscal settlements50
Note 30. Clarifications regarding the condensed interim consolidated statement of cash flows 51
Note 31. Cash flows and other non-monetary changes associated with financial liabilities52
Note 32. Events occurring after the balance sheet date52
Condensed interim separate financial statement of CD PROJEKT S.A 53
Condensed interim separate profit and loss account 54
Condensed interim separate statement of comprehensive income55
Condensed interim separate statement of financial position 55
Condensed interim statement of changes in separate equity 57
Condensed interim statement of changes in separate cash flows 59
Assumption of comparability of financial statements and changes in accounting policies and estimates 61
Changes in accounting policies 61
Presentation changes62
Change in accounting estimate62
Supplementary information concerning the separate financial statement of CD PROJEKT S.A 63
A.
Deferred income tax63
B.
Goodwill64
C.
Business combinations 64
D.
Dividends paid out (or declared) and collected64
E.
Trade and other receivables 64
F.
Disclosure of financial instruments66
G.
Transactions with affiliates 67
Statement of the Management Board of the parent entity68
Approval of the financial statement 68

Primary Financial Data of the CD PROJEKT Capital Group

Condensed interim consolidated profit and loss account

Note 01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Sales revenues 214 407 168 434
Revenues from sales of products 17 109 775 108 772
Revenues from sales of services 17 31 755 25
Revenues from sales of goods and materials 17 72 877 59 637
Cost of products, goods and materials sold 66 168 43 829
Cost of products and services sold 18 14 926 91
Value of goods and materials sold 18 51 242 43 738
Gross profit (loss) from sales 148 239 124 605
Selling costs 18 53 373 46 639
General and administrative costs 18 35 836 16 546
Other operating revenues 19 1 966 632
Other operating expenses 19 1 023 984
(Impairment losses)/reversal of impairment losses of financial instruments 21 233
Operating profit (loss) 59 994 61 301
Financial revenues 20 5 199 5 781
Financial expenses 20 818 492
Profit (loss) before tax 64 375 66 590
Income tax 11 12 695 14 160
Net profit (loss) 51 680 52 430
Net profit (loss) attributable to equity holders of parent entity 51 680 52 430
Net earnings per share (in PLN)
Basic for the reporting period 0.54 0.55
Diluted for the reporting period 0.51 0.52

Condensed interim consolidated statement of comprehensive income

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Net profit (loss) 51 680 52 430
Other comprehensive income which will be entered as profit (loss) following
fulfillment of specific criteria
(15) 86
Exchange rate differences on valuation of foreign entities (15) 86
Other comprehensive income which will not be entered as profit (loss) - -
Total comprehensive income 51 665 52 516
Total comprehensive income attributable to minority interest equity - -
Total comprehensive income attributable to equity holders of CD PROJEKT S.A. 51 665 52 516

Condensed interim consolidated statement of financial position

Note 30.06.2019 31.12.2018
FIXED ASSETS 454 783 388 309
Tangible assets 2 31 976 19 241
Intangibles 4 51 547 50 210
Expenditures on development projects 4 291 803 242 816
Investment properties 6 9 640 9 553
Perpetual usufruct of land 7 3 478 3 478
Goodwill 4,5 56 438 56 438
Shares in subsidiaries excluded from consolidation 16 6 757 3 683
Deferred income tax assets 11 2 570 2 320
Other long-term receivables 16 574 570
WORKING ASSETS 681 875 738 529
Inventories 8 731 258
Fixed assets held for sale 3 - 49
Trade receivables 9,16 90 401 37 008
Current income tax receivables 3 765 1 611
Other receivables 9 36 224 19 231
Prepaid expenses 10 21 194 21 502
Cash and cash equivalents 16 68 274 103 878
Bank deposits (maturity beyond 3 months) 16 461 286 554 992
TOTAL ASSETS 1 136 658 1 126 838
Note 30.06.2019 31.12.2018*
EQUITY 975 330 1 002 864
Equity attributable to equity holders of parent entity 975 330 1 002 864
Share capital 22 96 120 96 120
Supplementary capital 780 951 739 724
Other reserve capital 47 872 26 145
Exchange rate differences 997 1 012
Retained earnings (2 290) 30 529
Net profit (loss) for the reporting period 51 680 109 334
Minority interest equity - -
LONG-TERM LIABILITIES 6 678 6 691
Other financial liabilities 16 6 262 163
Deferred revenues 15 226 6 338
Provisions for employee benefits and similar liabilities 12 190 190
SHORT-TERM LIABILITIES 154 650 117 283
Other financial liabilities 16 5 451 246
Trade liabilities 16 45 327 49 914
Current income tax liabilities 19 -
Other liabilities 14 9 222 17 785
Deferred revenues 15 83 844 26 172
Provisions for employee benefits and similar liabilities 12 2 2
Other provisions 13 10 785 23 164
TOTAL EQUITY AND LIABILITIES 1 136 658 1 126 838

* adjusted data

Condensed interim statement of changes in consolidated equity

Share
capital
Supplement
ary capital
Own shares Other
reserve
capital
Exchange rate
differences
Retained
earnings
Net profit (loss)
for the reporting
period
Parent entity
shareholders'
equity
Total equity
01.01.2019

30.06.2019
Equity as of
01.01.2019
96 120 739 724 - 26 145 1 012 139 863 - 1
002 864
1
002 864
Incentive program costs - - - 21 727 - - - 21 727 21 727
Allocation of net profit /
coverage of losses
- 41 227 - - - (41
227)
- - -
Dividend payments - - - - - (100
926)
- (100
926)
(100
926)
Total comprehensive
income
- - - - (15) - 51 680 51 665 51 665
Equity as of
30.06.2019
96 120 780 951 - 47 872 997 (2
290)
51 680 975 330 975 330
Share
capital
Supplement
ary capital
Own shares Other
reserve
capital
Exchange rate
differences
Retained
earnings
Net profit (loss)
for the reporting
period
Parent entity
shareholders'
equity
Total equity
01.01.2018 –
30.06.2018*
Equity as of
01.01.2018
96 120 549 335 - 15 212 118 222 114 - 882 899 882 899
Rectification of
fundamental errors
- (6
729)
- - 794 6 082 - 147 147
Equity after adjustments 96 120 542 606 - 15 212 912 228 196 - 883 046 883 046
Cost of incentive
program
- - - 4 969 - - - 4 969 4 969
Creation of reserve
capital to finance
purchase of own shares
- (3
600)
- 3 600 - - - - -
Purchase of own shares - - 3 051 (3
051)
- - - - -
Transfer of own shares
as partial payment for
the purchase of an
enterprise
- 3 051 (3
051)
- - - - - -
Allocation of net
profit/coverage of losses
- 186 828 - - - (186 828) - - -
Total comprehensive
income
- - - - 86 - 52 430 52 516 52 516
Equity as of 30.06.2018 96 120 728 885 - 20 730 998 41 368 52 430 940 531 940 531

* adjusted data

GOG sp. z o.o. has rectified the recognition of the merger which took place within the GOG.com segment, as well as recognition of income tax and coverage of losses for 2016 in the financial statement of GOG sp. z o.o. for 31 December 2017. This rectification in an increase in equity by 147 thousand PLN. Furthermore, the Group has also rectified the recognition of past transactions which produced changes in the Group's composition, as well as payment of dividends by Group member companies to the parent company. This rectification had no effect on equity.

Condensed interim consolidated statement of cash flows

Note 01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018*
OPERATING ACTIVITIES
Net profit (loss) 51 680 52 430
Total adjustments: 30 (4 352) (22 766)
Depreciation of fixed assets, intangibles and expenditures on
development projects
3 952 2 350
Depreciation of expenditures on development projects recognized as
cost of products and services sold
13 191 -
Interest and profit sharing (dividends) (4 867) (5 771)
Profit (loss) from investment activities (821) 299
Change in provisions (10 111) (36 734)
Change in inventories (473) 71
Change in receivables (72 051) 9 200
Change in liabilities excluding credits and loans (6 093) 512
Change in other assets and liabilities 51 868 2 756
Other adjustments 21 053 4 551
Cash flows from operating activities 47 328 29 664
Income tax on pre-tax profit (loss) 12 695 14 160
Income tax (paid)/collected (15 092) (19 835)
Net cash flows from operating activities 44 931 23 989

INVESTMENT ACTIVITIES

Inflows 567 839 633 772
Reimbursement of advance payment for investment properties and
perpetual usufruct of land
1 667 -
Sale of intangibles and fixed assets 130 41
Cash assets gained in acquisition of enterprise - 26
Closing bank deposits (maturity beyond 3 months) 560 839 627 929
Other inflows from investment activities 5 203 5 776
Outflows 544 023 592 009
Purchases of intangibles and fixed assets 5 766 10 917
Expenditures on development projects 59 770 47 015
Purchase of investment properties and perpetual usufruct of land 9 054 -
Capital contributions to subsidiary 2 300 -
Advance payment for investment properties and perpetual usufruct of land - 727
Acquisition of enterprise - 10 550
Opening bank deposits (maturity beyond 3 months) 467 133 522 800
Net cash flows from investment activities 23 816 41 763

FINANCIAL ACTIVITIES

Inflows 18 -
Collection of receivables arising from financial lease agreements 17 -
Interest payments 1 -
Outflows 104 369 242
Dividends and other payments to equity holders 100 926 -
Payment of liabilities arising from lease agreements 3 113 237
Interest payments 330 5
Net cash flows from financial activities (104 351) (242)
Total net cash flows (35 604) 65 510
Balance of changes in cash and cash equivalents (35 604) 65 510
Cash and cash equivalents at beginning of period 103 878 66 987
Cash and cash equivalents at end of period 68 274 132 497

* adjusted data

Clarifications regarding the condensed interim consolidated financial statement

General information

Name: CD PROJEKT S.A.
Legal status: Joint-stock company
Headquarters: Jagiellońska 74, 03-301 Warsaw
Country of registration: Poland
Principal scope of activity: CD PROJEKT S.A. is the holding company of the CD PROJEKT Capital Group
which conducts its operations in two activity segments: CD PROJEKT RED and
GOG.com
Keeper of records: District Court for the City of Warsaw in Warsaw – Poland; 13th Commercial
Department of the National Court Register (Sąd Rejonowy dla m.st. Warszawy
w Warszawie, XIII Wydział Gospodarczy Krajowego Rejestru Sądowego)
Statistical Identification Number
(REGON):
492707333

The Group is established for an indefinite duration.

Consolidation principles

Entities subject to consolidation

capital share voting share consolidation method
CD PROJEKT S.A. parent entity - -
GOG sp. z o.o. 100% 100% full
CD PROJEKT Inc. 100% 100% full
CD PROJEKT Co., Ltd. 100% 100% excluded from
consolidation
Spokko sp. z o.o. 75% 75% excluded from
consolidation
CD PROJEKT RED STORE sp. z o.o. 100% 100% excluded from
consolidation

In accordance with the accounting policies in force within the Group, the parent entity may elect to exclude certain subsidiaries from consolidation as long as each of these subsidiaries:

  • contributes not more than 2% to the parent entity's profit and loss balance,
  • contributes not more than 1% to the parent entity's aggregate sales and financial revenues.

Note that the above values are exclusive of any transactions between the subsidiary and the parent company which would have otherwise been subject to consolidation eliminations.

In addition to the above, all subsidiaries excluded from consolidation must jointly:

  • contribute not more than 5% to the parent entity's profit and loss balance,
  • contribute not more than 2% to the parent entity's aggregate sales and financial revenues.

The above values are also exclusive of any transactions between each subsidiary and the parent company which would have otherwise been subject to consolidation eliminations.

The above criteria are met by CD PROJEKT Co., Ltd., Spokko sp. z o.o. and CD PROJEKT RED STORE sp. z o.o.

Subsidiaries

Subsidiaries are defined as all entities which fall under the Group's control. An entity is considered to fall under the Group's control if all of the following criteria are met:

  • executive control, i.e. possession of the required legal title to direct the entity's significant operations (operations, which significantly affect the entity's financial standing),
  • exposure to variation in the entity's financial results, or possession of the required legal title to adjust the Group's financial results in relation to the entity's own financial results,
  • possession of the required administrative apparatus to affect the Group's own financial results by exercising the right to affect financial results attributable to the Group by leveraging the Group's involvement in the entity.

Subsidiaries which meet materiality criteria are subject to full consolidation from the date of acquisition of control by the Group and cease to be reported as such on the day control is lost.

Any revenues, expenses, settlements and unrealized gains on transactions between companies belonging to the Group are eliminated in full. Unrealized losses are also eliminated unless the nature of the transaction indicates impairment on any of the transferred assets. Accounting practices in use at subsidiary companies are adjusted whenever necessary to ensure compliance with accounting practices adopted by the Group.

Basis for the preparation of the condensed interim consolidated financial statement

This condensed interim consolidated financial statement is prepared in compliance with International Accounting Standard 34 (IAS 34) Interim financial reporting, approved for use within the EU.

The condensed interim consolidated financial statement does not contain all the information and disclosures which would otherwise be required in an annual financial statement. Accordingly, this statement should be read in conjunction with the Consolidated Financial Statement of the CD PROJEKT Capital Group for the year ending 31 December 2018, approved for publication on 27 March 2019.

Assumption of going concern

This consolidated financial statement is prepared under the assumption that the Group and its parent entity intend to continue as a going concern in the foreseeable future, i.e. at least throughout the 12-month period following the balance sheet date.

The Management Board of the parent entity is not aware of any facts or circumstances which would jeopardize the assumption of going concern within said 12-month period by way of intended or forced cessation or significant reduction of continuing operations.

As of the day of preparation of this consolidated financial statement covering the period between 1 January and 30 June 2019 the Management Board is not aware of any events which should have been reflected in the accounts for that period but have not been reflected therein. Additionally, no important events have occurred in relation to the preceding years.

Compliance with International Financial Reporting Standards

This condensed interim consolidated financial statement conforms to International Accounting Standard (IAS) 34, Interim Financial Reporting, as well as to International Financial Reporting Standards (IFRS) applicable to interim financial reporting, endorsed by the International Accounting Standard Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) and approved by the EU under the relevant Regulation on the Application of International Accounting Standards (European Council 1606/2002), hereinafter referred to as UE IFRS, valid for 30 June 2019.

UE IFRS comprise standards and interpretations endorsed by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC), approved for use in the EU.

Where the above mentioned standards are not applicable the statement conforms to the Accounting Act of 29 September 1994 (Journal of Laws of the Republic of Poland, 2019, item. 351 as amended) and to any secondary legislation based on said Act, as well as to the directive of the Finance Minister of 29 March 2018 regarding the publication of periodic and current reports by issuers of securities and conditions for regarding as equivalent the information required under the laws of a non-member state (Journal of Laws of the Republic of Poland, 2018, item 757).

The Group intends to apply amendments to IFRS which have been published but have not yet entered into force on the publication date of this condensed interim consolidated financial statement, depending on their date of entry into force. Information regarding standards and interpretations applied for the first time, early application of new standards, standards which have entered into force on or after 1 January 2019 and the effect of changes in IFRS upon the Group's future financial statements is provided in Section 2 of the Group's Consolidated Financial Statement for 2018.

Standards and interpretations approved by the IASB but not yet approved by the EU

In approving this financial statement the Group did not apply the following standards, amendments and interpretations which have not yet been approved for use in the EU:

  • Amendments to IAS 1 and IAS 8 Definition of 'material' applicable to reporting periods beginning on or after 1 January 2020,
  • Amendments to IFRS 3 Business combinations applicable to reporting periods beginning on or after 1 January 2020,
  • Amendments to references to the Conceptual Framework in IFRS Standards applicable to reporting periods beginning on or after 1 January 2020,
  • IFRS 14 Regulatory deferral accounts applicable to annual reporting periods beginning on or after 1 January 2016. The European Commission has decided to withhold approval of this temporary standard for use in the UE until the final version of the standard is published,
  • IFRS 17 Insurance Contracts applicable to reporting periods beginning on or after 1 January 2021.

As of the publication date of this financial statement, the Group is performing an assessment of the effect these new standards and amendments to standards upon the Group's financial statement.

Functional currency and presentation currency

Functional currency and presentation currency

The functional currency of the Group and its parent entity, and the presentation currency of this financial statement is the Polish Zloty (PLN). Unless specified otherwise, all figures are quoted in PLN thousands.

Transactions and balances

Transactions denominated in foreign currencies are converted to the functional currency according to the exchange rate on the date of the transaction. Exchange rate losses and gains on settlement of transactions and on valuation of assets and liabilities denominated in foreign currencies are reported in the profit and loss statement unless deferred in the equity capital as cash flow hedges and hedges of net investments.

Assumption of comparability of financial statements and changes in accounting policies and estimates

The accounting practices applied in preparing this condensed interim consolidated financial statement, the Management Board's professional judgment concerning the Group's accounting practices as well as the main sources of uncertainty in estimations are in all material aspects consistent with the practices applied in preparing the Consolidated Financial Statement of the CD PROJEKT Capital Group for 2018, except for changes in accounting policies, presentation-related adjustments and accounting estimates described below. This condensed interim consolidated financial statement should be read in conjunction with the consolidated financial statement for the period ending 31 December 2018.

Changes in accounting policies

Amendments to IFRS 9 – Prepayment Features with Negative Compensation – applicable to reporting periods beginning on or after 1 January 2019

These amendments concern the accounting of prepayable financial assets with the so-called negative compensation. Such assets should be measured at amortized cost or fair value through other comprehensive income instead of at fair value through or loss. These amendments do not affect the Group's accounting practices or its financial result.

Amendments to IAS 19 – Plan amendment, curtailment or settlement – applicable to reporting periods beginning on or after 1 January 2019

These amendments affect amendment, curtailment or settlement of certain plans by specifying that it is now mandatory that the current service cost and the net interest for the period after the remeasurement are determined using the assumptions used for the remeasurement. These amendments do not have a significant impact on the Group's accounting practices or its financial result.

IFRS 16 – Leases, applicable to annual reporting periods beginning on or after 1 January 2019

This financial statement marks the first time the Group has applied IFRS 16 Leases, which supersedes IAS 17 Leases. IFRS 16 sets forth rules concerning assessment, presentation and disclosure of lease agreements. The major change is to introduce a uniform model for lessee accounting, forgoing the distinction between financial and operating lease agreements. Under the new regulation all agreements which meet the definition of a lease agreement or which include aspects of such are to be treated in accordance with the erstwhile financial lease model. Accordingly, the new standard will contribute to an increase in the value of non-financial assets and other financial liabilities in the statement of financial position, and to a decrease in operating expenditures along with an increase in financial expenditures in the profit and loss account. Regarding the statement of cash flows, a decrease in operating and investment outflows and an increase in financial outflows can be expected.

The new standard most significantly affects the presentation of fixed-term building lease agreements, which, due to their economic content, had previously been classified as operating lease agreements in accordance with IAS 17. As a consequence, the Group had not previously recognized assets covered by these agreements in its financial statement. In 2019 these agreements are treated as financial and subject to a uniform model of lessee accounting, requiring the Group to recognize its right to use the leased buildings as an asset, along with liabilities which reflect the corresponding lease payments.

On the day of initial application of IFRS 16 the Group applied a retrospective approach to building lease agreements scheduled to end later than 12 months after the aforementioned initial application date, recognizing the aggregate effect of applying the new standard on the initial application date without converting the relevant comparative data. Disclosure of leased assets and the corresponding liabilities has not resulted in an adjustment in the balance of retained earnings (i.e. the value of assets recognized is equivalent to the value of the corresponding liabilities). Assets and liabilities related to lease agreements are recognized at the current value of other lease payments adjusted by the lessee's marginal interest rate on the date of initial application.

The Group also recognizes subleasing of office space wherein a leased asset (master agreement) is subject to further leasing. With regard to such agreements the Group does not directly recognize the leased asset; instead, it recognizes a lease liability and the corresponding receivables under the relevant sublease agreement. If the subleasing agreement involves transferring (reinvoicing) expenses to another entity, the liability arising under the master agreement is equivalent to the receivables arising under the subleasing agreement, adjusted for the discount rate applicable to the master agreement. In such circumstances the liabilities related to the master agreement and the receivables related to the subleasing agreement, as well as the related financial expenses and revenues due to interest, are offset prior to being reported, as this form of presentation best reflects the nature of the agreement (according to Art. 32-33 of IAS 1 and Art. 42-50 of IAS 32, concerning financial instruments). Offsetting assets and liabilities or revenues and expenses is, in principle, forbidden unless it reflects the nature of a given transaction.

The application of IFRS 16 affects the following line items in the financial statement for the period between 1 January and 30 June 2019:

As of 31.12.2018 Adjustments related
to implementation of
IFRS 16
As of 01.01.2019
Fixed assets
Tangible fixed assets, including: 19 241 14 443 33 684
- leased buildings - 14 443 14 443
Long-term liabilities
Other financial liabilities, including: 163 8 556 8 719
- lease of buildings - 8 556 8 556
Short-term liabilities
Other financial liabilities, including: 246 5 887 6 133
- lease of buildings - 5 887 5 887

With regard to space lease agreements scheduled to end earlier than 12 months following the initial application date of IFRS 16, the Group has applied the practical expedient foreseen in section C10 item c) of the standard. According to this regulation, a lessee may elect not to apply the previously specified requirements to leases for which the lease term ends within 12 months of the date of initial application. Consequently, the Group accounts for those leases in the same way as short-term leases, recognizing the cost associated with those leases throughout the duration of the lease agreement. The costs associated with these agreements are presented in Note 18.

With regard to lease agreements classified as financial under IAS 17, on the date of initial application of IFRS 16 the balance sheet value of assets which represent the right to use the leased object, as well as the corresponding liabilities, correspond to the balance sheet value of such assets and liabilities on the day preceding the initial application date and evaluated in accordance with IAS 17. In 2019 all such agreements are subject to the provisions of IFRS 16.

The Group does not apply the provisions of IFRS 16 to short-term lease agreements and to agreements where the value of the leased asset is low, as permitted under Art. 5 of the new standard. In these cases lease payments are recognized as costs using the straight-line method or another applicable method which best reflects the breakdown of payments throughout the duration of the agreement.

With regard to other contracts not classified as either operating or financial lease agreements under IAS 17, including contracts concerning perpetual usufruct of land recognized as a separate asset, the Group applies another practical expedient foreseen in section C3 of the interim regulations of IFRS 16. According to this regulation, an entity is not required to reassess whether a contract is, or contains, a lease at the date of initial application. Instead, the entity is permitted not to apply IFRS 16 to contracts that were not previously identified as containing a lease. Consequently, the Group will apply the new standard only to agreements concluded (or amended) on the date of initial application of IFRS 16 or thereafter.

As permitted under Art. 4 of IFRS 16, the Group does not apply the provisions of the new standards to intangibles.

Amendments to MSR 28 – Long-term Interests in Associates and Joint Ventures – applicable to reporting periods beginning on or after 1 January 2019

The amendments concern recognition of long-term interests in an associate or joint venture that form part of the net investment in the associate or joint venture but to which the equity method is not applied. In line with the amended regulation, such interests should be recognized in accordance with the new IFRS 9 standard, particularly as concerns impairment. These amendments do not have a significant impact on the Group's accounting practices or its financial result.

Amendments to IFRS (2015-2017) adopted under the annual IFRS improvements cycle – applicable to reporting periods beginning on or after 1 January 2019

These amendments concern four standards: IAS 12 Income taxes with regard to recognizing the income tax consequences of dividends, IAS 23 Borrowing costs with regard to modified assets readied for intended use or sale, IFRS 3 Business combinations with regard to acquisition of control of a business that is a joint operation, and IFRS 11 Joint arrangements with regard to lack of control of a participant over a joint arrangement. These amendments do not have a significant impact on the Group's accounting practices or its financial result.

The IFRIC 22 interpretation concerns the exchange rate to be applied to foreign currency transactions which involve receipt or payment of advance consideration prior to recognition of the related asset, expense or income. This interpretation cannot be applied if the relevant asset, expense or income was initially estimated at fair value. This interpretation does not have a significant impact on the Group's accounting practices or its financial result.

IFRIC 23 – Uncertainty over Income Tax Treatments – applicable to reporting periods beginning on or after 1 January 2019

The interpretation clarifies the recognition and measurement procedures specified in IAS 12 Income Taxes when there are uncertainties in the amount of income tax payable (recoverable). An uncertainty over income tax treatment emerges when there is doubt whether the applied treatment will be accepted by taxation authorities. If the entity regards such uncertainties as significant, they should be reflected in the tax disclosures for the period to which the treatment applies, e.g. by recognizing an additional tax liability or applying a higher tax rate. Measurement of such uncertainties should be based either on the most likely amount or the expected value of the tax treatment. This interpretation does not have a significant impact on the Group's accounting practices or its financial result.

Presentation changes

This condensed interim consolidated financial statement for the period between 1 January and 30 June 2019 includes certain adjustments in the presentation of financial data, introduced in order to maintain comparability of financial statements. The following presentation changes have been introduced with regard to financial data for the reference period between 1 January and 30 June 2018 as well as for 31 December 2018:

  • In the statement of financial position for 31 December 2018 and in the statement of cash flows for the period between 1 January and 30 June 2018 the presentation of future period revenues was adjusted as follows:
    • Statement of financial position for 31 December 2018
      • Other liabilities adjusted by (22 603) thousand PLN
      • Deferred revenues adjusted by 22 603 thousand PLN.
    • Statement of cash flows for the period between 1 January and 30 June 2018
      • Change in liabilities except credits and loans adjusted by 225 thousand PLN
      • Change in other assets and liabilities adjusted by (225) thousand PLN.

This change has no effect on the Group's financial result or equity.

  • In the statement of cash flows for the period between 1 January and 30 June 2018 the presentation of advance payments for investment properties was adjusted as follows:
    • Advance payment for investment properties and perpetual usufruct of land adjusted by 727 thousand PLN
    • Purchase of intangibles and fixed assets adjusted by (727) thousand PLN.
  • In the statement of cash flows for the period between 1 January and 30 June 2018 the presentation of provisions for compensation contingent upon the Group's financial result, capitalized upon expenditures on development projects was adjusted as follows:
    • Change in provisions adjusted by (3 877) thousand PLN
    • Expenditures on development projects adjusted by (3 877) thousand PLN.

Change in accounting estimate

The aggregate consolidated basic net earnings per share from continuing operations of the CD PROJEKT Capital Group for the period between 1 January 2016 and 30 June 2019 was 6.39 PLN, which is 0.12 PLN below the goal of the incentive program for 2016-2019 in force at the Group. Given the Company's stock volume, this corresponds to a difference of 11 534 thousand PLN in the Group's consolidated net profit from continuing operations. Validation of attainment of the program's goals is based solely on annual results; however, in light of the results obtained by the end of the first half of 2019, along with the Company's release schedule for the second half of the year (with regard to entitlements attributable to the CD PROJEKT RED segment), the Board has decided to alter its projections regarding the likely attainment of the program goals in the years 2016-2019. Accordingly, the Board now believes that – with regard to entitlements attributable to the CD PROJEKT RED segment – the goals of the program are likely to be met for the period between 2016 and 2019.

This change in estimate necessitated recognition of costs related to the expected entitlements over a shorter timeframe than originally anticipated. Earlier recognition of costs associated with the incentive program in relation to past reporting periods was reflected in the Company's accounts at the moment of the reported change in projections, i.e. during the second quarter of 2019. In the consolidated profit and loss account this change resulted in the recognition of additional expenses aggregated in the "General and administrative costs" line item, in the amount of 15 193 thousand PLN, while in the consolidated statement of financial position it resulted in an increase in the "Shares in subsidiaries excluded from consolidation" line item by 577 thousand PLN. In future reporting periods, costs associated with the incentive program will be recognized in accordance with the updated estimate.

The GOG.com segment follows additional goals related specifically to the activities of that segment. In this scope, the Management Board has decided not to change its estimate regarding the likely attainment of the incentive program's goals for the period between 2016 and 2021.

Disclosure of seasonal or cyclical activities

A detailed presentation of seasonal and cyclical character of the Group's activities can be found in the Management Board report on CD PROJEKT Capital Group activities for the period between 1 January and 30 June 2019.

Financial audit

The financial data presented in the statement of financial position for 30 June 2019, and the financial data presented in the profit and loss account, statement of cash flows and statement of changes in equity for the period between 1 January and 30 June 2019 as well as for the period between 1 January and 30 June 2018 was not subjected to a financial audit. The aforementioned data was, however, subjected to a review by a licensed auditor. The statement of financial position for 31 December 2018 was subjected to a financial audit.

Supplementary information – CD PROJEKT Capital Group activity segments

Activity segments

Presentation of results by activity segment

The scope of financial disclosures in relation to each of the Group's activity segments is regulated by IFRS 8. For each segment the result is based on net profit.

Description of changes in the differentiation of activity segments, or of the assessment of persegment profit or loss compared to the most recent annual consolidated financial statement

No changes in the differentiation of activity segments occurred during the reporting period as compared to 31 December 2018.

Disclosure of activity segments

Continuing operations
CD PROJEKT RED GOG.com Consolidation eliminations Total (continuing operations)
01.01.2019

30.06.2019
Sales revenues 138 725 81 108 (5
426)
214 407
sales to external clients 133 299 81 108 - 214 407
sales between segments 5 426 - (5
426)
-
Segment net profit (loss) 51 037 643 - 51 680

Continuing operations
CD PROJEKT RED GOG.com Consolidation eliminations Total (continuing operations)
01.01.2018

30.06.2018
Sales revenues 108 512 64 575 (4 653) 168 434
sales to external clients 103 859 64 575 - 168 434
sales between segments 4 653 - (4
653)
-
Segment net profit (loss) 53 610 (1
178)
(2) 52 430

Segmented consolidated profit and loss account for the period between 01.01.2019 and 30.06.2019

CD PROJEKT RED GOG.com Consolidation eliminations Total
Sales revenues 138 725 81 108 (5
426)
214 407
Revenues from sales of products 104 460 3 733 1
582
109 775
Revenues from sales of services 33 584 1 (1
830)
31 755
Revenues from sales of goods and materials 681 77 374 (5
178)
72 877
Cost of products, goods and materials sold 12 981 57 413 (4
226)
66 168
Cost of products and services sold 12 319 3 236 (629) 14 926
Value of goods and materials sold 662 54 177 (3
597)
51 242
Gross profit (loss) from sales 125 744 23 695 (1
200)
148 239
Selling costs 34 867 19 611 (1
105)
53 373
General and administrative costs 32 709 3 222 (95) 35 836
Other operating revenues 2 297 123 (454) 1 966
Other operating expenses 1 369 108 (454) 1 023
(Impairment)/reversal of impairment of financial instruments 3 18 - 21
Operating profit (loss) 59 099 895 - 59 994
Financial revenues 4 957 294 (52) 5 199
Financial expenses 427 443 (52) 818
Profit (loss) before taxation 63 629 746 - 64 375
Income tax 12 592 103 - 12 695
Net profit (loss) 51 037 643 - 51 680
Net profit (loss) attributable to equity holders of the parent entity 51 037 643 - 51 680

Segmented consolidated profit and loss account for the period between 01.01.2018 and 30.06.2018

CD PROJEKT RED GOG.com Consolidation eliminations Total
Sales revenues 108 512 64 575 (4
653)
168 434
Revenues from sales of products 104 682 2 906 1 184 108 772
Revenues from sales of services 2 240 4 (2
219)
25
Revenues from sales of goods and materials 1 590 61 665 (3
618)
59 637
Cost of products, goods and materials sold 2 270 44 702 (3
143)
43 829
Cost of products and services sold 800 - (709) 91
Value of goods and materials sold 1 470 44 702 (2
434)
43 738
Gross profit (loss) from sales 106 242 19 873 (1
510)
124 605
Selling costs 30 860 17 150 (1
371)
46 639
General and administrative costs 13 710 2 973 (137) 16 546
Other operating revenues 1 011 222 (601) 632
Other operating expenses 1 070 515 (601) 984
(Impairment)/reversal of impairment of financial instruments 220 13 - 233
Operating profit (loss) 61 833 (530) (2) 61 301
Financial revenues 5
754
235 (208) 5 781
Financial expenses 29 671 (208) 492
Profit (loss) before taxation 67 558 (966) (2) 66 590
Income tax 13 948 212 - 14 160
Net profit (loss) 53 610 (1
178)
(2) 52 430
Net profit (loss) attributable to equity holders of the parent entity 53 610 (1
178)
(2) 52 430

Segmented consolidated statement of financial position as of 30.06.2019

CD PROJEKT RED GOG.com Consolidation eliminations Total
FIXED ASSETS 441 243 30 267 (16
727)
454 783
Tangible assets 29 462 2 514 - 31 976
Intangibles 50 930 617 - 51 547
Expenditures on development projects 266 851 24 955 (3) 291 803
Investment properties 9 640 - - 9 640
Perpetual usufruct of land 3 478 - - 3 478
Goodwill 56 438 - - 56 438
Investments in subsidiaries 16 724 - (16
724)
-
Shares in subsidiaries excluded from consolidation 6 757 - - 6 757
Deferred income tax assets 389 2 181 - 2 570
Other long-term receivables 574 - - 574
WORKING ASSETS 619 746 82 572 (20
443)
681 875
Inventories 731 - - 731
Trade receivables 95 234 5 164 (9
997)
90 401
Current income tax receivables 3 172 593 - 3 765
Other receivables 35 167 3 597 (2
540)
36 224
Prepaid expenses 2 366 26 734 (7
906)
21 194
Cash and cash equivalents 21 790 46 484 - 68 274
Bank deposits (maturity beyond 3 months) 461 286 - - 461 286
TOTAL ASSETS 1
060 989
112 839 (37
170)
1
136 658
CD PROJEKT RED GOG.com Consolidation eliminations Total
EQUITY 950 164 41 893 (16
727)
975 330
Equity attributable to equity holders of parent entity 950 164 41 893 (16
727)
975 330
Share capital 96 120 136 (136) 96 120
Supplementary capital 748 324 38 142 (5
515)
780 951
Other reserve capital 47 872 3 035 (3
035)
47 872
Exchange rate differences on valuation of foreign entities 48 (65) 1 014 997
Retained earnings 6 763 2 (9
055)
(2
290)
Net profit (loss) for the reporting period 51 037 643 - 51 680
Minority interest equity - - - -
LONG-TERM LIABILITIES 6 490 188 - 6 678
Other financial liabilities 6 262 - - 6 262
Deferred revenues 44 182 - 226
Provisions for employee benefits and similar liabilities 184 6 - 190
SHORT-TERM LIABILITIES 104 335 70 758 (20
443)
154 650
Other financial liabilities 5 009 442 - 5 451
Trade liabilities 10 661 44 656 (9
990)
45 327
Current income tax liabilities 19 - - 19
Other liabilities 1 796 9 966 (2
540)
9 222
Deferred revenues 76 812 14 938 (7
906)
83 844
Provisions for employee benefits and similar liabilities 2 - - 2
Other provisions 10 036 756 (7) 10 785
TOTAL EQUITY AND LIABILITIES 1
060 989
112 839 (37
170)
1
136 658

Segmented consolidated statement of financial position as of 31.12.2018*

CD PROJEKT RED GOG.com Consolidation eliminations Total
FIXED ASSETS 375 012 29 520 (16
223)
388 309
Tangible assets 16 867 2 374 - 19 241
Intangibles 49 413 797 - 50 210
Expenditures on development projects 218 753 24 066 (3) 242 816
Investment properties 9 553 - - 9 553
Perpetual usufruct of land 3 478 - - 3 478
Goodwill 56 438 - - 56 438
Investments in subsidiaries 16 220 - (16
220)
-
Shares in subsidiaries excluded from consolidation 3 683 - - 3 683
Deferred income tax assets 37 2 283 - 2 320
Other long-term receivables 570 - - 570
WORKING ASSETS 677 133 91 017 (29
621)
738 529
Inventories 258 - - 258
Fixed assets held for sale 49 - - 49
Trade receivables 31 714 6 607 (1
313)
37 008
Current income tax receivables 1 525 86 - 1 611
Other receivables 45 764 1 775 (28
308)
19 231
Prepaid expenses 1 272 20 230 - 21 502
Cash and cash equivalents 41 559 62 319 - 103 878
Bank deposits (maturity beyond 3 months) 554 992 - - 554 992
TOTAL ASSETS 1
052 145
120 537 (45
844)
1
126 838
CD PROJEKT RED GOG.com Consolidation eliminations Total
EQUITY 978 340 40 747 (16
223)
1
002 864
Equity attributable to equity holders of parent entity 978 340 40 747 (16
223)
1
002 864
Share capital 96 120 136 (136) 96 120
Supplementary capital 739 798 5 441 (5
515)
739 724
Other reserve capital 26 145 2 531 (2
531)
26 145
Exchange rate differences on valuation of foreign entities 63 (65) 1 014 1 012
Retained earnings 6 907 32 674 (9
052)
30 529
Net profit (loss) for the reporting period 109 307 30 (3) 109 334
Minority interest equity - - - -
LONG-TERM LIABILITIES 6 648 43 - 6 691
Other financial liabilities 163 - - 163
Deferred revenues 6 301 37 - 6 338
Provisions for employee benefits and similar liabilities 184 6 - 190
SHORT-TERM LIABILITIES 67 157 79 747 (29
621)
117 283
Other financial liabilities 246 - - 246
Trade liabilities 9 995 41 179 (1
260)
49 914
Other liabilities 12 357 33 736 (28
308)
17 785
Deferred revenues 22 790 3 382 - 26 172
Provisions for employee benefits and similar liabilities 2 - - 2
Other provisions 21 767 1 450 (53) 23 164
TOTAL EQUITY AND LIABILITIES 1
052 145
120 537 (45
844)
1
126 838

* adjusted data

Supplementary information – additional notes and clarifications regarding the condensed interim consolidated financial statement

4

Note 1. Disclosure of circumstances affecting assets, liabilities, equity, net financial result and cash flows which are unusual due to their type, size or effect

Important events

At the Microsoft Xbox conference preceding the E3 fair, on 9 June 2019, CD PROJEKT announced the expected release date of a product which will fundamentally shape the Group's revenues in the near future – i.e. Cyberpunk 2077. In parallel, the Group also began accepting preorders from retail customers interested in purchasing the game. Selected distributors, including GOG.com, collect prepayments associated with these preorders, and report them to the Company in line with their contractual reporting obligations. Consequently, GOG.com has reported initial revenues from sales of Cyberpunk 2077 and CD PROJEKT has received initial sales reports. While preorder campaigns are commonplace in the videogame industry, in the scope of the Group's activities the last such campaign preceding a major release occurred in 2014; thus, the event is not mirrored by reference data presented in this financial statement. It resulted in significant changes in the value of several asset and liability categories – mainly by increasing the Group's Deferred revenues, Trade receivables and Cash assets.

In the scope of the Cyberpunk 2077 promotional campaign the Company has entered into close collaboration with selected publishing partners. This collaboration entails joint financial involvement in the campaign, as well as mutual promotion. As a result, the financial statement for the first half of 2019 shows a significant increase in Revenues from sales of services, which is not mirrored by reference data.

Given the observed progress towards fulfillment of the incentive program's goals at the end of H1 2019, the Company's release schedule and its likely impact on H2 2019 financial results, the Management Board has decided to alter its earlier projections regarding the likely attainment of the aforementioned goals during the period between 2019 and 2021. Accordingly, the Board now believes that – with regard to entitlements attributable to the CD PROJEKT RED segment – the goals of the program are likely to be met as defined for the period between 2016 and 2019. This change in projections necessitated recognition of costs related to the expected entitlements over a shorter timeframe than originally anticipated. Early recognition of costs associated with the incentive program in relation to past reporting periods was reflected in the Company's accounts at the moment of the reported change in projections, i.e. during the second quarter of 2019. This change resulted in the recognition of additional costs aggregated in the General and administrative costs line item. Note that these costs correspond to actuarial estimates and have no associated cash flows – thus, the reported increase does not affect current or future cash outflows related to the incentive program.

No other circumstances affecting the Group's assets, liabilities, equity, net financial result and cash flows which could be classified as unusual due to their type, size or effect occurred in the first half of 2019.

Note 2. Tangible fixed assets

Changes in fixed assets (by category) between 01.01.2019 and 30.06.2019

Buildings and
structures
engineering
objects
Civil
Machinery
equipment
and
Vehicles Other fixed
assets
Fixed assets
construction
under
Total
Gross carrying amount as
of 01.01.2019
14 724 141 24 810 2 057 1 572 658 43 962
Increases from: 15 606 - 3 828 - 622 898 20 954
purchases 128 - 3 080 - 221 898 4 327
lease agreements* 14 443 - - - - - 14 443
reclassification from fixed assets
under construction
1 035 - 8 - 401 - 1 444
acquisition free of charge - - 740 - - - 740
Reductions from: 54 - 181 4 - 1 444 1 683
sales - - 33 4 - - 37
disposal - 147 - - - 147
reclassification from fixed assets
under construction
- - - - - 1 444 1 444
others 54 - 1 - - - 55
Gross carrying amount as
of 30.06.2019
30 276 141 28 457 2 053 2 194 112 63 233
Depreciation as of 01.01.2019 5 062 15 17 708 962 974 - 24 721
Increases from: 3 856 7 2 408 191 269 - 6 731
depreciation 3 856 7 2 408 191 269 - 6 731
Reductions from: 10 - 181 4 - - 195
sales - - 33 4 - - 37
disposal - - 147 - - - 147
others 10 - 1 - - - 11
Depreciation as of 30.06.2019 8 908 22 19 935 1 149 1 243 - 31 257
Impairment allowances as of
01.01.2019
- - - - - - -
Impairment allowances as of
30.06.2019
- - - - - - -
Net carrying amount as of 01.01.2019 9 662 126 7 102 1 095 598 658 19 241
Net carrying amount as of 30.06.2019 21 368 119 8 522 904 951 112 31 976

* In addition to agreements concluded during the reporting period this item also covers agreements which meet the disclosure obligations associated with initial applications of IFRS 16 Leasing, as described in the section titled Assumption of comparability of financial statements and changes in accounting policies and estimates.

Contractual commitments for future acquisition of fixed assets

30.06.2019 31.12.2018*
Leasing of passenger cars 114 245
Total 114 245

* adjusted data

Fixed assets held under lease agreements

30.06.2019
Gross carrying
amount
Net carrying
amount
Buildings and structures 14 394 3 057 11 337
Vehicles 547 100 447
Total 14 941 3 157 11 784
31.12.2018
Gross carrying
amount
Net carrying
amount
Vehicles 1 173 275 898
Total 1 173 275 898

Note 3. Fixed assets held for sale

30.06.2019 31.12.2018
Passenger car - 49
Total - 49

One of the passenger cars belonging to the Group was offered for sale. The sale transaction was carried out on 15 April 2019. The sale price, discounted by selling costs, was higher than the corresponding balance sheet value.

Note 4. Intangibles and expenditures on development projects

Changes in intangibles and expenditures on development projects between 01.01.2019 and 30.06.2019

Development projects
progress
in
Development projects
completed
Trademarks Patents and licenses Copyrights Computer software Goodwill Intangibles under
construction
Others Total
Gross carrying amount
as of 01.01.2019
177 817 239 385 32 199 1 926 11 318 26 065 56 438 706 1 545 855
Increases from: 62 400 2 445 - 1 068 - 2 544 - 462 - 68 919
purchases - - - 1 068 - 1 819 - 462 - 3 349
reclassification
from intangibles
under construction
- - - - - 725 - - - 725
reclassification
from development
projects in
progress
- 2 445 - - - - - - - 2 445
own creation 62 400 - - - - - - - - 62 400
Reductions from: 2 445 - - - - - - 725 - 3 170
reclassification
from intangibles
under construction
- - - - - - - 725 - 725
reclassification
from development
projects in
progress
2 445 - - - - - - - - 2 445
Gross carrying amount
as of 30.06.2019
237 772 241 830 32 199 2 994 11 318 28 609 56 438 443 1 611 604
Depreciation as of
01.01.2019
- 174 386 - 1 048 - 20 956 - - 1 196 391
Increases from: - 13 413 - 206 - 1 806 - - - 15 425
Depreciation - 13 413 - 206 - 1 806 - - - 15 425
Reductions - - - - - - - - - -
Depreciation as of
30.06.2019
- 187 799 - 1 254 - 22 762 - - 1 211 816
Impairment
allowances as
of 01.01.2019
- - - - - - - - - -
Impairment
allowances as
of 30.06.2019
- - - - - - - - - -
Net carrying amount
as of 01.01.2019
177 817 64 999 32 199 878 11 318 5 109 56 438 706 - 349 464
Net carrying amount
as of 30.06.2019
237 772 54 031 32 199 1 740 11 318 5 847 56 438 443 - 399 788

Contractual commitments for future acquisition of intangibles

None reported.

Note 5. Goodwill

No changes in goodwill occurred between 1 January and 30 June 2019.

Note 6. Investment properties

On 31 December 2018 the parent Company concluded a purchase agreement concerning the immovable property located at Jagiellońska 76 in Warsaw, directly adjacent to its current headquarters. According to the agreement, the parent Company purchased perpetual usufruct of the land and all buildings and structures located thereupon. The main structure comprising the property is an office building. As the parent Company intends to lease the property to other entities, including other member companies of the CD PROJEKT Capital Group, it has decided to report it as an investment property. The property will be classified at purchase cost less depreciation.

30.06.2019 31.12.2018
Investment property in Warsaw at Jagiellońska 76 9 640 9 553
Activated costs related to the property - -
Total 9 640 9 553

Contractual commitments for acquisition of investment properties

30.06.2019 31.12.2018
Purchase of investment property in Warsaw at Jagiellońska 76 - 10 952
Total - 10 952

Note 7. Perpetual usufruct of land

Value and area of land subject to perpetual usufruct

30.06.2019 31.12.2018
Perpetual usufruct of land in Warsaw at Jagiellońska 76 (2 913 m2
)
3 478 3 478
Total 3 478 3 478

Note 8. Inventories

Changes in inventories

30.06.2019 31.12.2018
Goods 723 249
Other materials 8 9
Gross inventories 731 258
Inventory impairment allowances - -
Net inventories 731 258

Changes in inventory impairment allowances

None reported.

Note 9. Trade and other receivables

Changes in receivables

30.06.2019 31.12.2018
Trade and other receivabes 126 625 56 239
from affiliates 212 31
from external entities 126 413 56 208
Impairment allowances 909 912
Gross receivables 127 534 57 151

Changes in impairment allowances on receivables

Trade
receivables
Other
receivables
Total
OTHER ENTITIES
Impairment allowances as of 01.01.2019 180 732 912
Increases - - -
Reductions from: 3 - 3
dissolution of allowances due to collection of receivables 3 - 3
Impairment allowances as of 30.06.2019 177 732 909

Current and overdue trade receivables as of 30.06.2019

Days overdue
Total Not overdue 1 – 60 61 – 90 91 – 180 181 – 360 >360
AFFILIATES
gross receivables 193 193 - - - - -
non-fulfillment ratio 0% 0% 0% 0% 0% 0%
impairment
allowances as
determined by non
fulfillment ratio
- - - - - - -
impairment
allowances as
individually assessed
- - - - - - -
total expected credit loss - - - - - - -
Net receivables 193 193 - - - - -
CD PROJEKT
Days overdue
Total Not overdue 1 – 60 61 – 90 91 – 180 181 – 360 >360
OTHER ENTITIES
gross receivables 90 385 90 066 37 4 95 5 178
non-fulfillment ratio 0% 0% 0% 0% 0% 2%
impairment
allowances as
determined by non
fulfillment ratio
- - - - - - -
impairment
allowances as
individually assessed
177 - - - - - 177
total expected credit loss 177 - - - - - 177
Net receivables 90 208 90 066 37 4 95 5 1
Total
gross receivables 90 578 90 259 37 4 95 5 178
impairment
allowances
177 - - - - - 177
Net receivables 90 401 90 259 37 4 95 5 1

Other receivables

30.06.2019 31.12.2018
Other receivables, including: 36 224 19 231
tax returns except corporate income tax 11 789 15 311
advance payments for supplies 23 333 1 085
deposits 446 480
prepaid licensing royalties 589 620
advance payment for investment properties and perpetual usufruct of land - 1 667
employee settlements 52 29
others 15 39
Impairment allowances 732 732
Other gross receivables 36 956 19 963

Note 10. Prepaid expenses

30.06.2019 31.12.2018*
Non-life insurance 167 117
Minimum guarantees; payments advanced to GOG 17 841 19 670
Software, licenses 1 472 890
Business travel (airfare, accommodation, insurance) 140 113
Transaction costs 381 -
Marketing platform costs 319 -
IT security 190 282
Expenditures related to participation in fairs 387 -
Other prepaid expenses 297 430
Total prepaid expenses 21 194 21 502

* adjusted data

Note 11. Deferred income tax

Negative temporary differences requiring recognition of deferred tax assets

31.12.2018 increases reductions 30.06.2019
Provisions for other employee benefits 214 52 42 224
Provisions for compensation dependent on
financial result
14 356 7 134 14 401 7 089
Tax loss 2 760 - 282 2 478
Negative exchange rate differences 16 778 204 590
Employee compensation and social security
expenses payable in future reporting periods
6 10 4 12
Deferred revenues associated with adding
funds to virtual wallets and participation in the
additional benefits program
3 364 3 580 4 173 2 771
Other provisions 2 024 631 2 220 435
R&D tax relief 52 532 - - 52 532
Other sources - 7 - 7
Total negative temporary differences 75 272 12 192 21 326 66 138
Tax rate (Poland) 19% 19% 19% 19%
Deferred tax assets 14 302 2 316 4 052 12 566

Positive temporary differences requiring recognition of deferred tax provisions

31.12.2018* increases reductions 30.06.2019
Difference between net carrying value and net
tax value of fixed assets and intangibles
21 596 1 385 18 912 4 069
Income in the current period invoiced in the
following period, and sales returns in the
current period
30 793 51 293 42 096 39 990
Positive exchange rate differences 271 1 234 622 883
Difference between balance sheet value and
tax value of R&D expenditures
9 912 - 2 376 7 536
Other sources 490 101 458 133
Total positive temporary differences 63 062 54 013 64 464 52 611
Tax rate (Poland) 19% 19% 19% 19%
Deferred tax provisions 11 982 10 262 12 248 9 996

* adjusted data

Balance of deferred tax assets/provisions

30.06.2019 31.12.2018
Deferred tax assets 12 566 14 302
Deferred tax provisions 9 996 11 982
Net deferred tax assets (provisions) 2 570 2 320

Income tax reported in profit/loss account

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Current income tax 12 945 7 195
Changes in deferred income tax (250) 6 965
Income tax reported in profit/loss account 12 695 14 160

Note 12. Provisions for employee benefits and similar liabilities

30.06.2019 31.12.2018
Provisions for retirement benefits and pensions 192 192
Total, including: 192 192
long-term provisions 190 190
short-term provisions 2 2

No changes in provisions for employee benefits and similar liabilities occurred between 1 January and 30 June 2019.

Note 13. Other provisions

30.06.2019 31.12.2018
Provisions for warranty-covered repairs and returns 3 15
Provisions for liabilities, including: 10 782 23 149
financial statement audit and review expenses 50 100
provisions for bought-in services 355 457
provisions for bonuses dependent on the financial result 10 375 21 246
provisions for other expenses 2 1 346
Total, including: 10 785 23 164
long-term provisions - -
short-term provisions 10 785 23 164

Changes in other provisions

Provisions for
warranty
covered
repairs and
returns
Provisions for
bonuses
dependent on
financial result
Other
provisions
Total
As of 01.01.2019 15 21 246 1 903 23 164
Provisions created during fiscal year 3 10 508 678 11 189
Provisions consumed - 21 379 2 141 23 520
Provisions dissolved 15 - 33 48
As of 30.06.2019, including: 3 10 375 407 10 785
long-term provisions - - - -
short-term provisions 3 10 375 407 10 785

Note 14. Other liabilities

30.06.2019 31.12.2018*
Liabilities associated with other taxation, duties, social security and other payments,
except corporate income tax
9 099 6 822
VAT 7 090 5 186
Flat-rate tax deducted at source 9 17
Personal income tax 890 1 019
Social security (ZUS) payments 1 073 571
National Fund for the Rehabilitation of the Disabled (PFRON) payments 29 26
PIT-8A settlements 8 3
Other liabilities 123 10 963
Other settlements with employees 15 9
Other settlements with members of the management boards of Capital Group
member companies
13 30
Liabilities associated with purchase of investment properties - 10 952
Social Benefits Fund (ZFŚS) – other settlements 17 (31)
Advance payments from foreign clients 78 3
Total other liabilities 9 222 17 785

* adjusted data

Note 15. Deferred revenues

30.06.2019 31.12.2018*
Subsidies 7 744 6 510
Future period sales 73 543 22 614
Official mobile phone rental 13 18
Others 2 770 3 368
Total, including: 84 070 32 510
long-term deferrals 226 6 338
short-term deferrals 83 844 26 172

* adjusted data

Note 16. Disclosure of financial instruments

Fair value of financial instruments per class

The Management Board of the Group has performed an analysis of each class of financial instruments and came to the conclusion that the carrying amount of each instrument matches their respective fair value as of 30 June 2019 and 31 December 2018 respectively.

Financial assets – classification and appraisal

30.06.2019 31.12.2018
Financial assets held at amortized cost 620 535 696 448
Other long-term receivables 574 570
Trade receivables 90 401 37 008
Cash and cash equivalents 68 274 103 878
Bank deposits (maturity beyond 3 months) 461 286 554 992
Capital market instruments held at purchase price 6 757 3 683
Shares in entities excluded from consolidation 6 757 3 683
Total financial assets 627 292 700 131

Condensed interim consolidated financial statement of the CD PROJEKT Capital Group for the period between 1 January and 30 June 2019 (all figures quoted in PLN thousands unless indicated otherwise)

The appended information constitues an integral part of this financial statement.

Financial liabilities – classification and appraisal

30.06.2019 31.12.2018
Financial liabilites held at amortized cost 57 040 50 323
Trade liabilities 45 327 49 914
Other financial liabilities 11 713 409

Note 17. Sales revenues

Sales revenues by territory

01.01.2019 – 30.06.2019 01.01.2018 – 30.06.2018
PLN % PLN %
Domestic sales 7 806 3.64% 7 091 4.20%
Exports, including: 206 601 96.36% 161 343 95.80%
Europe 51 496 24.02% 49 531 29.41%
North America 140 716 65.63% 99 356 58.99%
South America 1 485 0.69% 1 363 0.81%
Asia 9 213 4.30% 7 134 4.24%
Australia 3 364 1.57% 3 573 2.12%
Africa 327 0.15% 386 0.23%
Total 214 407 100% 168 434 100%

Sales revenues by product type

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Own products 109 775 108 772
External products 72 877 59 637
Other revenues 31 755 25
Total 214 407 168 434

Sales revenues by distribution channel

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Box editions of videogames 7 743 13 702
Digital editions of videogames 173 153 153 343
Other revenues 33 511 1 389
Total 214 407 168 434

Note 18. Operating expenses

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018*
Depreciation and impairment of fixed assets, intangibles and development projects,
including:
3 952 2 350
- depreciation of buildings held under lease agreements 1 472 -
- depreciation of vehicles held under lease agreements 100 84
Consumption of materials and energy 1 040 663
Bought-in services, including: 33 825 30 567
- costs associated with short-term lease agreements and leasing of low-value
assets
266 -
Taxes and fees 473 353
Employee compensation, social security and other benefits 48 183 27 551
Business travel 1 615 1 503
Use of company cars 58 68
Value of goods and materials sold 51 242 43 738
Cost of products and services sold 14 926 91
Other expenses 63 130
Total 155 377 107 014
Selling costs 53 373 46 639
General and administrative costs 35 836 16 546
Cost of products, goods and materials sold 66 168 43 829
Total 155 377 107 014
* adjusted data

Note 19. Other operating revenues and expenses

Other operating revenues

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018*
Subsidies 98 92
Reinvoicing revenues 961 309
Dissolution of unused provisions 2 78
Insurance claims and compensation for damages - 12
Fixed assets and goods received free of charge 740 29
Profit from sales of fixed assets 81 41
Other miscellaneous operating revenues 84 71
Total operating revenues 1 966 632

* adjusted data

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Donations 6 41
Reinvoicing expenses 963 309
Unrecoverable withholding tax 13 26
Insurance premiums - 1
Disposal of materials and goods - 69
Losses from revaluation of own shares - 96
Expenses associated with other sales 34 112
Other taxes and fees - 315
Other miscellaneous operating expenses 7 15
Total operating expenses 1 023 984

Note 20. Financial revenues and expenses

Financial revenues

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Revenues from interest: 5 199 5 781
on short-term bank deposits 5 195 5 776
on trade settlements 4 5
Other financial revenues - -
Total financial revenues 5 199 5 781

Financial expenses

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Interest payments: 349 33
on lease agreements 328 5
on budget commitments 21 28
Other financial expenses, including: 469 459
surplus negative exchange rate differences 469 459
Total financial expenses 818 492
Net balance of financial activities 4 381 5 289

Note 21. Short-term lease agreements and lease of low-value assets

The Group has entered into agreements concerning leasing of office equipment (multipurpose photocopiers, kitchen equipment) as well as apartments which potentially meet the criteria of lease agreements under IFRS 16. However, the Group regards these agreements as either short-term or concerning low-value assets and, consequently, does not apply the new standard to these agreements in line with the exemption specified in Art. 5 of the new standard. In such cases lease payments are reported as costs during the period in which they are incurred, using either the straight-line method or another method which best reflects the breakdown of payments throughout the duration of the agreement (information regarding costs related to such agreements, incurred between 1 January and 30 June 2019, can be found in Note 18).

As of 30 June 2019 future minimum payments associated with irrevocable short-term lease agreements and lease agreements concerning low-value assets are as follows:

30.06.2019
less than 1 year 269
between 1 and 5 years 867
more than 5 years -
Total 1 136

Note 22. Issue, buyback and redemption of debt and capital securities

Issue of debt securities

Not applicable.

Issue of capital securities

30.06.2019 31.12.2018
Stock volume (thousands) 96 120 96 120
Nominal value per share (PLN) 1 1
Share capital 96 120 96 120

Note 23. Dividends declared or paid out and collected

On 23 May 2019 the Ordinary General Meeting of CD PROJEKT S.A. adopted a resolution directing the Company to allocate part of its profit obtained in 2018 to a dividend payable to shareholders. In line with this resolution, on 13 June 2019, the parent Company paid out a dividend in the amount of 100 926 000 PLN, i.e. 1.05 PLN per share. The dividend applied to 96 120 000 parent Company shares.

Note 24. Transactions with affiliates

Rules governing transactions with affiliates

Intragroup transactions are conducted at market prices on the basis of the so-called arm's length principle. The principle stipulates that transactions between affiliated entities should be carried out under conditions similar to those which would otherwise apply to transactions carried out by unaffiliated entities.

The prices of goods and services exchanged within the CD PROJEKT Capital Group are estimated in accordance with OECD guidelines and national legislation. Transfer method selection is preceded by a thorough analysis of each transaction, which includes, among others, the assignment of responsibilities to each party, the assets involved and the corresponding allocation of risks and costs. In each case, the method regarded as most appropriate for the given transaction type is applied so that transactions between member companies of the CD PROJEKT Capital Group are carried out under conditions approximating those which unaffiliated entities could be expected to agree upon. Given that entities comprising the CD PROJEKT Capital Group fulfill the Corporate Income Tax Act provisions regarding transfer prices, they are obligated to submit the relevant tax forms.

Transactions with affiliates following consolidation eliminations

Sales to affiliates Purchases from affiliates Receivables from affiliates Liabilities due to affiliates
01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
30.06.2019 31.12.2018 30.06.2019 31.12.2018

SUBSIDIARIES

CD PROJEKT
Co., Ltd.
- 29 1 654 2 045 - - 281 625
Spokko sp. z o.o. 145 - - - 58 28 - -
CD PROJEKT RED STORE sp. z o.o. 258 - - - 147 - - -

GROUP MEMBER COMPANY EXECUTIVES

Marcin Iwiński 10 4 - - 19 - - 2
Adam Kiciński 5 2 - - - - 3 28
Piotr Nielubowicz 2 2 - - - - 9 -
Michał Nowakowski 5 5 - - - 3 - -
Adam Badowski 2 1 - - - - 1 -
Oleg Klapovskiy 1 - - - - - - -

Note 25. Bad loans and breaches of loan agreements not subject to remedial proceedings as of the balance sheet date

Not applicable.

Note 26. Changes in conditional liabilities and assets since the close of the most recent fiscal year

Conditional liabilities from sureties and collateral pledged

Type of agreement Currency 30.06.2019 31.12.2018
mBank S.A.
Declaration of submission to enforcement Collateral for credit card agreement PLN 920 920
Promissory note agreement Framework agreement concerning forward and derivative transactions PLN 7 710 7 710
Promissory note agreement Collateral for lease agreement PLN 667 667
Ingenico Group S.A. (formerly
Global Collect Services BV)
Contract of guarantee Guarantee of discharge of liabilities by GOG sp. z o.o. EUR 155 155
National Centre for Research and Development (Narodowe Centrum Badań i Rozwoju)

Contract of guarantee Guarantee of discharge of liabilities by GOG sp. z o.o. EUR 155 155
National Centre for Research and Development (Narodowe Centrum Badań i Rozwoju)
Promissory note agreement Co-financing agreement no. POIR.01.02.00-00-0105/16 PLN 7 934 7 934
Promissory note agreement Co-financing agreement no. POIR.01.02.00-00-0110/16 PLN 5 114 5 114
Promissory note agreement Co-financing agreement no. POIR.01.02.00-00-0112/16 PLN 3 857 3 857
Promissory note agreement Co-financing agreement no. POIR.01.02.00-00-0118/16 PLN 5 324 5 324
Promissory note agreement Co-financing agreement no. POIR.01.02.00-00-0120/16 PLN 1 234 1 234
Promissory note agreement Lease agreement no. CZ5/00013/2017 PLN - 115
Promissory note agreement Lease agreement no. CZ5/00036/2017 PLN - 50
Promissory note agreement Lease agreement no. CR/01390/2018 PLN 241 299

Santander Bank Polska S.A. (formerly BZ WBK S.A.)

Promissory note agreement Framework agreement concerning treasury transactions PLN 6 500 6 500
--------------------------- ------------------------------------------------------ ----- ------- -------

Note 27. Changes in the structure of the Capital Group and its member entities occurring during the reporting period

On 14 January 2019 a new company was incorporated in the framework of the Capital Group under the name CD PROJEKT RED STORE sp. z o.o. CD PROJEKT S.A. holds 100% of shares of the new company. The mission of the newly established company is to carry out online marketing of tie-in products associated with CD PROJEKT RED videogames.

Note 28. Agreements which may, in the future, result in changes in the proportion of shares held by shareholders and bondholders

On 24 May 2016 the General Meeting of Shareholders voted to institute a new incentive program covering the years 2016-2021. According to the program's conditions, a maximum of 6 000 000 entitlements may be granted. Implementation of the program may be carried out by issuing and assigning series B subscription warrants, entitling holders to claim Company shares issued as a conditional increase in the Company share capital, or by presenting entitled parties with an offer to buy existing shares which the Company will have previously bought back on the open market. In either case, implementation of the program is contingent upon meeting specific result goals (80% of entitlements) and market goals (20% of entitlements), in addition to a loyalty criterion which applies to each entitled party until such time as the attainment of either goal is officially declared.

In conjunction with assignment of Series B subscription warrants, the Company is also discretionarily empowered to present each entitled party with an offer to repurchase said warrants, in part or in whole, for redemption.

Note 29. Fiscal settlements

Fiscal settlements and other areas of activity governed by tax regulations may be subject to audits by administrative bodies authorized to impose high penalties and sanctions. The lack of entrenched legal regulations in Poland leads to numerous ambiguities and inconsistencies in this regard. Interpretation of existing tax law frequently varies from state organ to state organ as well as between state organs and business entities, giving rise to areas of uncertainty and conflict. These conditions increase tax risks in Poland beyond the level encountered in states with more developed fiscal systems.

As a rule, fiscal settlements may be subject to state audits within five years following the end of the period in which tax payment was effected.

On 15 July 2016 the Tax Code was amended to reflect the stipulations of the General Anti-Avoidance Rule (GAAR). The goal of GAAR is to discourage creation and exploitation of fictitious legal structures which serve primarily as a means of avoiding taxation. GAAR is applicable to transactions carried out following its introduction as well as to preceding transactions, if such transactions continued to generate tax benefits on the date of introduction of GAAR. Implementation of the abovementioned rules enables Polish tax authorities to question legal agreements concluded by taxable entities, such as restructuring and reorganization of the Capital Group, as well as – in certain instances – refuse to issue binding interpretations securing fiscal settlements.

Note 30. Clarifications regarding the condensed interim consolidated statement of cash flows

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018*
Total cash and cash equivalents reported in the cash flow statement 68 274 132 497
Cash on balance sheet 68 274 132 497
Depreciation 3 952 2 350
Depreciation of intangibles 715 872
Depreciation of expenditures on development projects 149 22
Depreciation of fixed assets 3 088 1 456
Interest and profit sharing consists of: (4 867) (5 771)
Interest collected (5 195) (5 776)
Interest on lease agreements 328 5
Profit (loss) from investment activities consists of: (821) 299
Sales of fixed assets (130) (41)
Net value of tangible fixed assets sold 49 -
Fixed assets received free of charge (740) (29)
Losses from revaluation of own shares - 96
Other costs related to acquisition of an enterprise, aggregated with general and
administrative expenses
- 273
Changes in provisions consist of: (10 111) (36 734)
Changes in provisions for liabilities (12 379) (32 857)
Changes in provisions for compensation contingent upon the Group's financial result
capitalized upon expenditures on development projects
2 268 (3 877)
Changes in inventories consist of: (473) 71
Changes in inventories (473) 71
Changes in receivables consist of: (72 051) 9 200
Balance of changes in short-term receivables (72 540) (925)
Balance of changes in long-term receivables (4) (11)
Advance payments for investment properties and perpetual usufruct of land (1 667) 727
Income tax set against withholding tax 8 249 3 547
Adjustments for current income tax (6 081) 5 818
Receivables taken over in acquisition of enterprise - 44
Changes in receivables associated with withdrawal from an agreement concerning
purchase of fixed assets
(8) -
Changes in short-term liabilities except financial liabilities consist of: (6 093) 512
Balance of changes in short-term liabilities (7 926) (2 366)
Adjustments for current income tax (19) 3 158
Changes in financial liabilities (5 205) (54)
Changes in liabilities associated with purchases of fixed assets 126 232
Changes in liabilities associated with purchases of intangibles (2 036) (457)
Changes in liabilities associated with purchases of investment properties 8 967 -
Liabilities taken over in acquisition of enterprise - (1)
Changes in other assets and liabilities consist of: 51 868 2 756
Balance of changes in prepaid expenses 308 (102)
Balance of changes in deferred revenues 51 560 2 835
Balance of prepaid expenses and deferred revenues taken over in acquisition of
enterprise
- 23
Other adjustments consist of: 21 053 4 551
Costs of incentive program 20 953 4 440
Depreciation aggregated with cost of sales and consortium settlements 116 49
Exchange rate differences (16) 62

* adjusted data

Note 31. Cash flows and other non-monetary changes associated with financial liabilities

Non-monetary changes
01.01.2019 Cash
flows
Acquisitions
of fixed
assets
under lease
agreements
Changes in
exchange
rate
differences
Accrued
interest
Adoption of
resolution
concerning
dividend
payment
30.06.2019
Lease
liabilities
409 (3 425) 14 460 (59) 328 - 11 713
Liabilities
due to
shareholders
in
conjunction
with
dividend
payments
- (100 926) - - - 100 926 -
Total 409 (104 351) 14 460 (59) 328 100 926 11 713
Non-monetary changes
01.01.2018 Cash
flows
Acquisitions
of fixed
assets
under lease
agreements
Changes in
exchange
rate
differences
Accrued
interest
Adoption of
resolution
concerning
dividend
payment
30.06.2018
Lease
liabilities
338 (242) 217 - 5 - 318
Total 338 (242) 217 - 5 - 318

Note 32. Events occurring after the balance sheet date

A description of events occurring after the balance sheet date can be found in the Management Board report on CD PROJEKT Capital Group activities for the period between 1 January and 30 June 2019.

Condensed interim separate financial statement of CD PROJEKT S.A.

Condensed interim separate profit and loss account

Note 01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Sales revenues 137 680 107 205
Revenues from sales of products 104 460 104 681
Revenues from sales of services 32 539 933
Revenues from sales of goods and materials 681 1 591
Cost of products, goods and materials sold 12 981 2 271
Cost of products and services sold 12 319 801
Value of goods and materials sold 662 1 470
Gross profit (loss) from sales 124 699 104 934
Selling costs 36 961 31 171
General and administrative costs 29 435 12 334
Other operating revenues 2 297 1 018
Other operating expenses 1 369 1 078
(Impairment losses)/reversal of impairment of financial instruments 3 221
Operating profit (loss) 59 234 61 590
Financial revenues 4 964 5 758
Financial expenses 353 30
Profit (loss) before tax 63 845 67 318
Income tax A 12 299 13 765
Net profit (loss) 51 546 53 553
Net earnings per share (in PLN)
Basic for the reporting period 0.54 0.56
Diluted for the reporting period 0.51 0.53

Condensed interim separate statement of comprehensive income

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Net profit (loss) 51 546 53 553
Other comprehensive income which will be entered as profit (loss) following
fulfillment of specific criteria
- -
Other comprehensive income which will not be entered as profit (loss) - -
Total comprehensive income 51 546 53 553

Condensed interim separate statement of financial position

Note 30.06.2019 31.12.2018
FIXED ASSETS 432 956 369 328
Tangible assets 26 493 16 507
Intangibles 101 365 99 848
Expenditures on development projects 266 892 218 795
Investment properties 9 640 9 553
Perpetual usufruct of land 3 478 3 478
Investments in subsidiaries F 24 033 20 279
Other financial assets 95 298
Deferred income tax assets A 386 -
Other long-term receivables F 574 570
WORKING ASSETS 619 182 676 398
Inventories 348 258
Fixed assets held for sale - 49
Trade receivables E,F 95 075 31 397
Current income tax receivables 3 171 1 396
Other receivables E 34 880 45 474
Other financial assets 784 421
Prepaid expenses 2 332 1 262
Cash and cash equivalents F 21 306 41 149
Bank deposits (maturity beyond 3 months) F 461 286 554 992
TOTAL ASSETS 1 052 138 1 045 726
Note 30.06.2019 31.12.2018*
EQUITY 943 861 971 515
Share capital 22** 96 120 96 120
Supplementary capital 748 324 739 799
Other reserve capital 47 871 26 145
Net profit (loss) for the reporting period 51 546 109 451
LONG-TERM LIABILITIES 4 394 6 853
Other financial liabilities F 4 166 163
Deferred income tax provisions A - 204
Deferred revenues 44 6 302
Provisions for employee benefits and similar liabilities 184 184
SHORT-TERM LIABILITIES 103 883 67 358
Other financial liabilities F 4 358 246
Trade liabilities F 10 879 10 429
Other liabilities 1 796 12 357
Deferred revenues 76 813 22 790
Provisions for employee benefits and similar liabilities 2 2
Other provisions 10 035 21 534
TOTAL EQUITY AND LIABILITIES 1 052 138 1 045 726

* adjusted data

** Detailed information concerning these items can be found in explanatory notes appended to the condensed interim semiannual consolidated financial statement.

Condensed interim statement of changes in separate equity

Share capital Supplementary
capital
Own shares Other reserve
capital
Retained earnings Net profit (loss) for
the reporting period
Total equity
01.01.2019

30.06.2019
Equity as of
01.01.2019
96 120 739 799 - 26 145 109 451 - 971 515
Cost of incentive
program
- - - 21 726 - - 21 726
Allocation of net profit /
coverage of losses
- 8 525 - - (8
525)
- -
Dividend payments - - - - (100
926)
- (100
926)
Total comprehensive
income
- - - - - 51 546 51 546
Equity as of 30.06.2019 96 120 748 324 - 47 871 - 51 546 943 861
Share capital Supplementary
capital
Own shares Other reserve
capital
Retained earnings Net profit (loss) for
the reporting period
Total equity
01.01.2018 –
30.06.2018
Equity as of
01.01.2018
96 120 539 294 - 15 212 201 054 - 851 680
Cost of incentive
program
- - - 4 969 - - 4 969
Creation of reserve
capital to finance
purchase of own shares
- (3
600)
- 3 600 - - -
Purchase of own shares - - 3 051 (3
051)
- - -
Transfer of own shares
as partial payment for
purchase of an
enterprise
- 3 051 (3
051)
- - - -
Allocation of net profit /
coverage of losses
- 201 054 - - (201 054) - -
Total comprehensive
income
- - - - - 53 553 53 553
Equity as of
30.06.2018
96 120 739 799 - 20 730 - 53 553 910 202

Condensed interim statement of changes in separate cash flows

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018*
OPERATING ACTIVITIES
Net profit (loss) 51 546 53 553
Total adjustments: (9 111) (30 621)
Depreciation of fixed assets, intangibles and development projects 2 414 1 320
Depreciation of development projects recognized as cost of products and services
sold
9 955 -
Profit (loss) from exchange rate differences 11 9
Interest and profit sharing (4 721) (5 540)
Profit (loss) from investment activities (820) 299
Change in provisions (9 231) (34 846)
Change in inventories (90) 71
Change in receivables (70 870) 5 267
Change in liabilities excluding credits and loans (3 012) (2 496)
Change in other assets and liabilities 46 695 1 269
Other adjustments 20 558 4 026
Cash flows from operating activities 42 435 22 932
Income tax on profit (loss) before taxation 12 299 13 765
Income tax (paid)/reimbursed (14 680) (18 265)
Net cash flows from operating activities 40 054 18 432

INVESTMENT ACTIVITIES

Inflows 593 596 633 746
Development expenditures reimbursed under the consortium agreement 16 122 -
Reimbursement of advance payment for investment properties and perpetual
usufruct of land
1 667 -
Sales of intangibles and tangible fixed assets 130 41
Cash assets gained in acquisition of enterprise - 26
Repayment of long-term loans granted 9 869 205
Closing bank deposits (maturity beyond 3 months) 560 839 627 929
Other inflows from investment activities 4 969 5 545
Outflows 549 798 586 717
Purchases of intangibles and fixed assets 5 547 9 388
Expenditures on development projects 55 723 42 972
Purchase of investment properties and perpetual usufruct of land 9 054 -
Capital contributions to subsidiary 2 300 -
Advance payment for investment properties and perpetual usufruct of land - 727
Acquisition of enterprise - 10 550
Long-term loans granted 10 041 280
Opening bank deposits (maturity beyond 3 months) 467 133 522 800
Net cash flows from investment activities 43 798 47 029

FINANCIAL ACTIVITIES

Inflows 290 -
Collection of receivables under financial lease agreements 272 -
Interest payments 18 -
Outflows 103 985 242
Dividends and other payments to equity holders 100 926 -
Payment of liabilities under lease agreements 2 802 237
Interest payments 257 5
Net cash flows from financial activities (103 695) (242)
Total net cash flows (19 843) 65 219
Balance of changes in cash and cash equivalents (19 843) 65 219
Cash and cash equivalents at beginning of period 41 149 18 499
Cash and cash equivalents at end of period 21 306 83 718

* adjusted data

Clarifications regarding the separate statement of cash flows

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
The "other adjustments" line item comprises: 20 558 4 026
Cost of incentive program 20 273 3 936
Depreciation aggregated with cost of sales and consortium settlements 285 90

Assumption of comparability of financial statements and changes in accounting policies and estimates

The accounting practices applied in preparing this condensed interim separate financial statement, the Management Board's professional judgment concerning the Company's accounting practices as well as the main sources of uncertainty in estimations are in all material aspects consistent with the practices applied in preparing the Separate Financial Statement of CD PROJEKT S.A. for 2018, except for changes in practices, presentation-related adjustments and accounting estimates described below. This condensed interim separate financial statement should be read in conjunction with the Company's separate financial statement for the year ending 31 December 2018.

Changes in accounting policies

Changes in accounting practices applicable to the Company are in all matters analogous to those described in the section titled "Assumption of comparability of financial statements and changes in accounting policies" of the consolidated financial statement for the period between 1 January and 30 June 2019.

The application of IFRS 16 affects the following line items in the separate financial statement for the period between 1 January and 30 June 2019:

As of 31.12.2018 Adjustments related
to implementation of
IFRS 16
As of 01.01.2019
Fixed assets
Tangible fixed assets, including: 16 507 10 674 27 181
- leased buildings - 10 674 10 674
Long-term liabilities
Other financial liabilities, including: 163 5 932 6 095
- lease of buildings - 5 932 5 932
Short-term liabilities
Other financial liabilities, including: 246 4 742 4 988
- lease of buildings - 4 742 4 742

Presentation changes

This condensed interim separate financial statement for the period between 1 January and 30 June 2019 includes certain adjustments in the presentation of financial data, introduced in order to maintain comparability of financial statements. The following presentation changes have been introduced with regard to financial data for the reference period between 1 January and 30 June 2018, as well as for 31 December 2018:

  • In the statement of financial position for 31 December 2018 and in the statement of cash flows for the period between 1 January and 30 June 2018 the presentation of future period revenues was adjusted as follows:
    • Statement of financial position for 31 December 2018
      • Other liabilities adjusted by (22 603) thousand PLN
      • Deferred revenues adjusted by 22 603 thousand PLN.
    • Statement of cash flows for the period between 1 January and 30 June 2018
      • Change in liabilities except credits and loans adjusted by 225 thousand PLN
      • Change in other assets and liabilities adjusted by (225) thousand PLN.

This change has no effect on the Company's financial result or equity.

  • In the statement of cash flows for the period between 1 January and 30 June 2018 the presentation of advance payments for investment properties was adjusted as follows:
    • Advance payment for investment properties and perpetual usufruct of land adjusted by 727 thousand PLN
    • Purchase of intangibles and fixed assets adjusted by (727) thousand PLN.
  • In the statement of cash flows for the period between 1 January and 30 June 2018 the presentation of provisions for compensation contingent upon the Company's financial result, capitalized upon expenditures on development projects was adjusted as follows:
    • Change in provisions adjusted by (3 877) thousand PLN
    • Expenditures on development projects adjusted by (3 877) thousand PLN.

Change in accounting estimate

The aggregate consolidated basic net earnings per share from continuing operations of the CD PROJEKT Capital Group for the period between 1 January 2016 and 30 June 2019 was 6.39 PLN, which is 0.12 PLN below the goal of the incentive program for 2016-2019 in force at the Group. Given the Company's stock volume, this corresponds to a difference of 11 534 thousand PLN in the Group's consolidated net profit from continuing operations. Validation of attainment of the program's goals is based solely on annual results; however, in light of the results obtained by the end of the first half of 2019, along with the Company's release schedule for the second half of the year (with regard to entitlements attributable to the CD PROJEKT RED segment), the Board has decided to alter its projections regarding the likely attainment of the program goals during the period between 2016 and 2021. Accordingly, the Board now believes that – with regard to entitlements attributable to the CD PROJEKT RED segment – the goals of the program are likely to be met as defined for the period between 2016 and 2019.

This change in estimate necessitated recognition of costs related to the expected entitlements over a shorter timeframe than originally anticipated. Earlier recognition of costs associated with the incentive program in relation to past reporting periods was reflected in the Company's accounts at the moment of the reported change in projections, i.e. during the second quarter of 2019. In the profit and loss account this change resulted in the recognition of additional expenses aggregated in the "General and administrative costs" line item, in the amount of 15 061 thousand PLN, while in the statement of financial position it resulted in an increase in the "Investments in subsidiaries" line item by 709 thousand PLN. In future reporting periods, costs associated with the incentive program will be recognized in accordance with the updated estimate.

Supplementary information concerning the separate financial statement of CD PROJEKT S.A.

Changes in allowances and provisions in the condensed interim separate financial statement of CD PROJEKT S.A. for the period between 1 January and 30 June 2019 are as follows:

  • 3 thousand PLN dissolution of impairment allowances due to collection of receivables,
  • 10 117 thousand PLN creation of provisions for compensation dependent on financial result,
  • 20 209 thousand PLN reduction in provisions for compensation dependent on financial result due to partial use,
  • 295 thousand PLN creation of other provisions,
  • 1 670 thousand PLN reduction in other provisions due to partial use,
  • 32 thousand PLN dissolution of other provisions.

A. Deferred income tax

Negative temporary differences requiring recognition of deferred tax assets

31.12.2018 increases reductions 30.06.2019
Provisions for other employee benefits 211 52 42 221
Provisions for compensation dependent on
financial result
13 411 6 742 13 461 6 692
Negative exchange rate differences 9 215 140 84
Other provisions 1 128 218 1 289 57
R&D tax relief 43 745 - - 43 745
Total negative temporary differences 58 504 7 227 14 932 50 799
Tax rate (Poland) 19% 19% 19% 19%
Total deferred tax assets 11 116 1 373 2 837 9 652

Positive temporary differences requiring creation of deferred tax provisions

31.12.2018* increases reductions 30.06.2019
Difference between net carrying amount and
net tax value of fixed assets and intangibles
22 752 1 088 18 684 5 156
Revenues obtained in the current period but
invoiced in future periods
29 545 50 225 40 495 39 275
Positive exchange rate differences 60 148 127 81
Difference between balance sheet value and
tax value of R&D expenditures
6 735 - 2 612 4 123
Other sources 489 101 458 132
Total positive temporary differences 59 581 51 562 62 376 48 767
Tax rate (Poland) 19% 19% 19% 19%
Total deferred tax provisions 11 320 9 797 11 851 9 266

* adjusted data

Balance of deferred tax assets/provisions

30.06.2019 31.12.2018
Deferred tax assets 9 652 11 116
Deferred tax provisions 9 266 11 320
Net deferred tax assets (provisions) 386 (204)

Income tax reported in profit and loss account

01.01.2019 –
30.06.2019
01.01.2018 –
30.06.2018
Current income tax 12 890 7 011
Change in deferred income tax (591) 6 754
Income tax reported in profit and loss account 12 299 13 765

B. Goodwill

No changes in goodwill occurred between 1 January and 30 June 2019.

C. Business combinations

The Company did not merge with any other entity between 1 January and 30 June 2019.

D. Dividends paid out (or declared) and collected

The Company did not collect any dividends between 1 January and 30 June 2019.

On 23 May 2019 the Ordinary General Meeting of CD PROJEKT S.A. adopted a resolution directing the Company to allocate part of its profit obtained in 2018 to a dividend payable to shareholders. In line with this resolution, on 13 June 2019, the Company paid out a dividend in the amount of 100 926 000 PLN, i.e. 1.05 PLN per share. The dividend applied to 96 120 000 parent Company shares.

E. Trade and other receivables

Changes in receivables

30.06.2019 31.12.2018
Trade and other receivables 129 955 76 871
from affiliates 12 563 29 288
from external entities 117 392 47 583
Impairment allowances 909 912
Gross trade and other receivables 130 864 77 783

Changes in impairment allowances on receivables

Trade
receivables
Other
receivables
OTHER ENTITIES
Impairment allowances as of 01.01.2019 180 732
Increases - -
Reductions, including: 3 -
dissolution of allowances due to collection of receivables 3 -
Impairment allowances as of 30.06.2019 177 732

Current and past-due trade receivables as of 30.06.2019

Days overdue
Total Not overdue 1 – 60 61 – 90 91 – 180 181 – 360 >360
AFFILIATES
gross receivables 10 005 9 999 6 - - - -
non-fulfillment ratio 0% 0% 0% 0% 0% 0%
impairment
allowances as
determined by non
fulfillment ratio
- - - - - - -
impairment
allowances as
individually assessed
- - - - - - -
total expected credit loss - - - - - - -
Net receivables 10 005 9 999 6 - - - -
Days overdue
Total Not overdue 1 – 60 61 – 90 91 – 180 181 – 360 >360
OTHER ENTITIES
gross receivables 85 247 84 955 33 4 73 5 177
non-fulfillment ratio 0% 0% 0% 0% 0% 2%
impairment
allowances as
determined by non
fulfillment ratio
- - - - - - -
impairment
allowances as
individually assessed
177 - - - - - 177
total expected credit loss 177 - - - - - 177
Net receivables 85 070 84 955 33 4 73 5 -
Total
gross receivables 95 252 94 954 39 4 73 5 177
Impairment
allowances
177 - - - - - 177
Net receivables 95 075 94 954 39 4 73 5 -

30.06.2019 31.12.2018
Other receivables, including: 34 880 45 474
tax returns except corporate income tax 8 858 14 272
advance payments for supplies 23 306 1 047
consortium settlements 2 540 28 308
deposits 128 160
employee settlements 41 16
advance payment for investment properties and perpetual usufruct of land - 1 667
others 7 4
Impairment allowances 732 732
Other gross receivables 35 612 46 206

F. Disclosure of financial instruments

Fair value of financial instruments per class

The Company Board has assessed each class of financial instruments held by the Company and reached the conclusion that their carrying amount does not significantly differ from their corresponding fair value as of 30 June 2019 and 31 December 2018 respectively.

Financial assets – classification and appraisal

30.06.2019 31.12.2018
Financial assets held at amortized cost 578 241 628 108
Other long-term receivables 574 570
Trade receivables 95 075 31 397
Cash and cash equivalents 21 306 41 149
Bank deposits (maturity beyond 3 months) 461 286 554 992
Capital market instruments held at purchase price 24 033 20 279
Investments in subsidiaries 24 033 20 279
Total financial assets 602 274 648 387

Financial liabilities – classification and appraisal

30.06.2019 31.12.2018
Financial liabilities held at amortized cost 19 403 10 838
Trade liabilities 10 879 10 429
Other financial liabilities 8 524 409

G. Transactions with affiliates

Sales to affiliates Purchases from affiliates Receivables from affiliates Liabilities due to affiliates
01.01.2019

30.06.2019
01.01.2018

30.06.2018
01.01.2019

30.06.2019
01.01.2018

30.06.2018
30.06.2019 31.12.2018 30.06.2019 31.12.2018
SUBSIDIARIES
GOG sp. z o.o. 4 779 3 864 40 83 12 793 29 257 8 48
CD PROJEKT Inc. - 8 2 109 2 607 880 719 303 482
CD PROJEKT
Co., Ltd.
- 29 1 634 1 725 - - 281 603
Spokko sp. z o.o. 145 - - - 58 28 - -
CD PROJEKT RED STORE sp. z o.o. 258 - - - 147 - - -

COMPANY BOARD MEMBERS

Marcin Iwiński 10 4 - - 19 - - 2
Adam Kiciński 5 2 - - - - 3 28
Piotr Nielubowicz 2 2 - - - - 9 -
Michał Nowakowski 5 5 - - - 3 - -
Adam Badowski 2 1 - - - - 1 -

Statement of the Management Board of the parent entity

With regard to the correctness of the condensed interim consolidated financial statement

Pursuant to the directive of the Finance Minister of 29 March 2018 regarding the publication of periodic and current reports by issuers of securities and the conditions for regarding as equivalent the information required under the laws of a non-member state (Journal of Laws of the Republic of Poland, 2018, item no. 757), the Management Board of the parent entity hereby states that, to the best of its knowledge, this condensed interim consolidated financial statement and comparative data contained herein have been prepared in accordance with all accounting regulations applicable to the CD PROJEKT Capital Group and that they constitute a true, unbiased and clear description of the finances and assets of the Capital Group as well as its current profit and loss balance.

This condensed interim consolidated financial statement conforms to International Financial Reporting Standards (IFRS) approved by the European Union and in force as of 1 January 2019. Where the above mentioned standards are not applicable the statement conforms to the Accounting Act of 29 September 1994 (Journal of Laws of the Republic of Poland, 2019, item no. 351 as amended) and to any secondary legislation based on said Act, as well as to the directive of the Finance Minister of 29 March 2018 regarding the publication of periodic and current reports by issuers of securities and the conditions for regarding as equivalent the information required under the laws of a non-member state (Journal of Laws of the Republic of Poland, 2018, item no. 757).

With regard to the entity contracted to review the condensed interim consolidated financial statement

On 14 June 2018 the Supervisory Board of the parent Company concurred with the Audit Committee recommendation and selected Grant Thornton Polska sp. z o.o. sp. k. with a registered office in Poznań as the entity contracted to review the semiannual financial statements and to perform an audit of the annual financial statements of the Company and its Capital Group for 2018 and 2019. Grant Thornton Polska sp. z o.o. sp. k. is authorized to conduct audits of financial statements by the National Chamber of Licensed Auditors (license no. 4055).

Approval of the financial statement

This semiannual financial statement was signed and approved for publication by the Management Board of CD PROJEKT S.A. on 29 August 2019.

Warsaw, 29 August 2019