Cyfrowy Polsat S.A. — Annual Report (ESEF) 2022

Apr 20, 2023

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

Prepared in accordance with International Financial Reporting Standards as adopted by European Union

2

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Table of contents

• Approval of the Consolidated Financial Statements 4
• Consolidated Income Statement 5
• Consolidated Statement of Comprehensive Income 6
• Consolidated Balance Sheet 7
• Consolidated Cash Flow Statement 9
• Consolidated Statement of Changes in Equity 11
• Notes to the Consolidated Financial Statements 13

General information

• 1. The Parent Company 13
• 1. Composition of the Management Board of the Company 13
• 1. Composition of the Supervisory Board of the Company 14
• 1. Basis of preparation of the consolidated financial statements 14
• 1. Group structure 15

Principles applied in the preparation of financial statements

• 1. Accounting and consolidation policies 24
• 1. Determination of fair values 40
• 1. Approval of the Consolidated Financial Statements 41

Explanatory notes

• 1. Revenue 41
• 1. Operating costs 42
• 1. Gain/(loss) on investment activities, net 42
• 1. Finance costs, net 43
• 1. Income tax 43
• 1. EBITDA (unaudited) 45
• 1. Basic and diluted earnings per share 46
• 1. Property, plant and equipment 47
• 1. Goodwill 49
• 1. Brands 49
• 1. Impairment test (including goodwill and intangible assets with indefinite useful life) 51
• 1. Customer relationships and other intangible assets 53
• 1. Right-of-use assets 57
• 1. Programming assets 59
• 1. Investment property 59
• 1. Deferred distribution fees 60
• 1. Non-current trade receivables and other non-current assets 60
• 1. Inventories 61
• 1. Trade and other receivables 61
• 1. Other current assets 62
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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

• 1. Cash and cash equivalents 62
• 1. Equity 63
• 1. Hedge valuation reserve 65
• 1. Loans and borrowings 66
• 1. Issued bonds 67
• 1. Lease liabilities 67
• 1. Group as a lessor 68
• 1. UMTS license liabilities 69
• 1. Other non-current liabilities and provisions 69
• 1. Trade and other payables 69

Other notes

• 1. Acquisition of subsidiaries 71
• 1. Investment in associates 84
• 1. Financial instruments 86
• 1. Capital management 103
• 1. Operating segments 104
• 1. Barter transactions 108
• 1. Transactions with related parties 108
• 1. Contingent liabilities 110
• 1. Remuneration of the Management Board 113
• 1. Remuneration of the Supervisory Board 114
• 1. Important agreements and events 114
• 1. Events subsequent to the reporting date 121
• 1. Other disclosures 122
• 1. Judgments, financial estimates and assumptions 123

Financial results for the 3 months ended 31 December 2022 and 31 December 2021

• 1. Consolidated Income Statement 129
• 1. Consolidated Statement of Comprehensive Income 129
• 1. Revenue 130
• 1. Operating costs 130
• 1. Gain/(loss) on investment activities, net 131
• 1. Finance costs, net 131
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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Approval of the Consolidated Financial Statements

On 19 April 2023, the Management Board of Cyfrowy Polsat S.A. approved the consolidated financial statements of Cyfrowy Polsat S.A. Capital Group prepared in accordance with International Financial Reporting Standards as adopted by the European Union, which include:

• Consolidated Income Statement for the period from 1 January 2022 to 31 December 2022 showing a net profit for the period of: PLN 901.1
• Consolidated Statement of Comprehensive Income for the period from 1 January 2022 to 31 December 2022 showing a total comprehensive income for the period of: PLN 936.9
• Consolidated Balance Sheet as at 31 December 2022 showing total assets and total equity and liabilities of: PLN 32,306.6
• Consolidated Cash Flow Statement for the period from 1 January 2022 to 31 December 2022 showing a net decrease in cash and cash equivalents amounting to: PLN 2,820.6
• Consolidated Statement of Changes in Equity for the period from 1 January 2022 to 31 December 2022 showing an increase in equity of: PLN 426.2

Notes to the Consolidated Financial Statements

The consolidated financial statements have been prepared in million of Polish zloty (‘PLN’) except where otherwise indicated.

Mirosław Błaszczyk
President of the Management Board

Maciej Stec
Vice-President of the Management Board

Jacek Felczykowski
Member of the Management Board

Aneta Jaskólska
Member of the Management Board

Agnieszka Odorowicz
Member of the Management Board

Katarzyna Ostap-Tomann
Member of the Management Board

Warsaw, 19 April 2023

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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Income Statement

for the year ended

	Note	31 December 2022	31 December 2021
Continuing operations
Revenue	9	12,915.3	12,444.0
Operating costs	10	( 11,399.8 )	( 10,305.5 )
Gain on disposal of a subsidiary and an associate		153.2	3,680.6
Other operating income/(cost), net		( 26.5 )	( 22.7 )
Profit from operating activities		1,642.2	5,796.4
Gain/(loss) on investment activities, net	11	23.5	( 26.9 )
Finance costs, net	12	( 649.9 )	( 178.8 )
Share of the profit/(loss) of associates accounted for using the equity method		94.5	75.4
Gross profit for the period		1,110.3	5,666.1
Income tax	13	( 209.2 )	( 1,251.6 )
Net profit for the period		901.1	4,414.5
Net profit attributable to equity holders of the Parent		900.0	4,408.8
Net profit attributable to non-controlling interest		1.1	5.7
Basic earnings per share (in PLN)	15	1.62	6.95
Diluted earnings per share (in PLN)	15	1.62	6.95
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Cyfrowy Polsat S.A.# Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Statement of Comprehensive Income for the year ended 31 December 2022

	31 December 2022	31 December 2021
Net profit for the period	901.1	4,414.5
Items that may not be reclassified subsequently to profit or loss:
Actuarial (loss)/gain	2.9	2.3
Items that may be reclassified subsequently to profit or loss:
Valuation of hedging instruments	9.2	17.3
Share of other comprehensive income of subsidiaries and associates	23.7	10.9
Other comprehensive income, net of tax	35.8	30.5
Total comprehensive income for the period	936.9	4,445.0
Total comprehensive income attributable to equity holders of the Parent	934.6	4,439.3
Total comprehensive income attributable to non- controlling interest	2.3	5.7

7

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Balance Sheet - Assets

	Note	31 December 2022	31 December 2021
Reception equipment	16	282.0	284.0
Other property, plant and equipment	16	3,600.9	3,326.9
Goodwill	17	10,818.1	10,802.0
Customer relationships	20	643.7	1,005.7
Brands	18	2,060.9	2,069.6
Other intangible assets	20	3,340.6	2,374.1
Right-of-use assets	21	527.0	696.5
Non-current programming assets	22	501.8	739.4
Investment property	23	647.0	28.4
Non-current deferred distribution fees	24	79.8	73.5
Non-current trade receivables	25	930.0	777.1
Non-current loans granted	25	325.6	57.1
Other non-current assets, includes:	25	1,918.0	1,845.2
shares in associates accounted for using the equity method		1,884.2	1,764.4
derivative instruments	41	17.4	23.0
Deferred tax assets	13	99.9	80.2
Total non-current assets		25,775.3	24,159.7
Current programming assets	22	699.2	630.6
Contract assets		362.9	418.0
Inventories	26	1,162.4	595.7
Trade and other receivables	27	2,751.3	2,435.0
Current loans granted	25	250.5	15.3
Income tax receivable		5.0	4.5
Current deferred distribution fees	24	217.3	226.8
Other current assets, includes:	28	137.2	107.1
derivative instruments	41	63.9	60.9
Cash and cash equivalents	29	808.5	3,632.4
Restricted cash	29	9.3	11.9
Total current assets		6,403.6	8,077.3
Assets held for sale	49	127.7	-
Total assets		32,306.6	32,237.0

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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Balance Sheet - Equity and Liabilities

	Note	31 December 2022	31 December 2021
Share capital	30	25.6	25.6
Share premium	30	7,174.0	7,174.0
Share of other comprehensive income of associates		51.9	32.1
Other reserves	30	2,815.9	2,801.3
Retained earnings		8,057.6	7,823.6
Treasury shares	30	( 2,854.7 )	( 2,461.0 )
Equity attributable to equity holders of the Parent		15,270.3	15,395.6
Non-controlling interests	30	540.5	( 11.0 )
Total equity		15,810.8	15,384.6
Loans and borrowings	32	6,624.8	7,671.8
Issued bonds	33	1,900.4	1,942.1
Lease liabilities	34	345.6	497.5
Deferred tax liabilities	13	978.7	794.9
Other non-current liabilities and provisions, includes:	37	330.9	319.8
derivative instruments	41	4.3	-
Total non-current liabilities		10,180.4	11,226.1
Loans and borrowings	32	1,512.6	1,072.7
Issued bonds	33	176.0	66.4
Lease liabilities	34	178.6	201.1
UMTS license liabilities	36	-	139.9
Contract liabilities		606.8	650.8
Trade and other payables, includes:	38	3,767.1	2,531.2
derivative instruments	41	2.1	-
Income tax liability		74.3	964.2
Total current liabilities		6,315.4	5,626.3
Total liabilities		16,495.8	16,852.4
Total equity and liabilities		32,306.6	32,237.0

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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Cash Flow Statement for the year ended

	Note	31 December 2022	31 December 2021
Net profit		901.1	4,414.5
Adjustments for:		2,072.4	( 724.8 )
Depreciation, amortization, impairment and liquidation	10	1,829.0	1,903.2
Payments for film licenses and sports rights		( 587.1 )	( 645.0 )
Amortization of film licenses and sports rights		668.6	558.8
Interest expense		660.6	299.4
Change in inventories		( 82.5 )	( 295.4 )
Change in receivables and other assets		( 0.9 )	( 25.7 )
Change in liabilities and provisions		( 218.6 )	( 55.0 )
Change in contract assets		55.1	119.7
Change in contract liabilities		( 48.1 )	( 30.6 )
Foreign exchange (gains)/losses, net		14.6	( 1.9 )
Income tax		209.2	1,251.6
Net additions of reception equipment		( 113.1 )	( 110.0 )
Share of the profit of associates accounted for using the equity method		( 94.5 )	( 75.4 )
Gain on disposal of a subsidiary and an associate		( 153.2 )	( 3,680.6 )
Other adjustments		( 66.7 )	62.1
Cash from operating activities		2,973.5	3,689.7
Income tax paid		( 1,278.4 )	( 463.0 )
Interest received from operating activities		66.6	7.6
Net cash from operating activities		1,761.7	3,234.3
Acquisition of property, plant and equipment		( 776.9 )	( 924.1 )
Acquisition of intangible assets		( 337.5 )	( 234.7 )
Concessions payments		( 514.0 )	( 159.4 )
Acquisition of subsidiaries, net of cash acquired	39	( 266.5 )	( 946.4 )
Acquisition of shares in associates	40	( 4.9 )	( 500.0 )
Capital increase in an associate	49	( 473.8 )	-
Proceeds from disposal of a subsidiary and an associate		757.4	7,111.9
Proceeds from sale of property, plant and equipment		78.2	5.7
Loans granted		( 686.9 )	( 64.9 )
Repayment of loans granted		272.5	1.0
Acquisition of bonds		-	( 27.8 )
Bonds redemption with interest		-	8.6
Dividends received from associate		64.0	59.2
Other inflows/(outflows)		11.8	( 1.2 )
Net cash from/(used in) investing activities		( 1,876.6 )	4,327.9

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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	Note	31 December 2022	31 December 2021
Loans and borrowings inflows	32	141.2	1,665.0
Repayment of loans and borrowings	32	( 1,045.1 )	( 2,682.8 )
Payment of interest on loans, borrowings, bonds, and commissions		( 616.9 )	( 208.2 )
Payment of lease liabilities	34	( 196.4 )	( 335.4 )
Payment of interest on lease liabilities	34	( 20.2 )	( 32.4 )
Dividend payment of the Parent Company		( 660.8 )	( 1,186.2 )
Hedging instrument effect		109.4	( 37.4 )
Acquisition of treasury shares	(1)	( 393.9 )	( 2,464.0 )
Other outflows		( 23.0 )	( 1.5 )
Net cash used in financing activities		( 2,705.7 )	( 5,282.9 )
Net increase/(decrease) in cash and cash equivalents		( 2,820.6 )	2,279.3
Cash and cash equivalents at the beginning of the period		3,644.3 (2)	1,365.8 (3)
Effect of exchange rate fluctuations on cash and cash equivalents		( 5.9 )	( 0.8 )
Cash and cash equivalents at the end of the period		817.8 (4)	3,644.3 (2)

(1) Includes amount paid for costs related to acquisition of treasury shares
(2) Includes restricted cash amounting to PLN 11.9
(3) Includes restricted cash amounting to PLN 10.4
(4) Includes restricted cash amounting to PLN 9.3

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Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Statement of Changes in Equity for the year ended 31 December 2022

	Share capital	Share premium	Share of other comprehensive income of associates	Other reserves	Retained earnings (1)	Treasury shares	Equity attributable to equity holders of the Parent	Non- controlling interests	Total equity
Balance as at 1 January 2022	25.6	7,174.0	32.1	2,801.3	7,823.6	( 2,461.0 )	15,395.6	( 11.0 )	15,384.6
Dividend approved and share of profits	-	-	-	-	( 660.8 )	-	( 660.8 )	( 4.4 )	( 665.2 )
Acquisition of treasury shares	-	-	-	( 0.2 )	-	( 393.7 )	( 393.9 )	-	( 393.9 )
Acquisition of subsidiaries (see note 39)	-	-	-	-	( 5.2 )	-	( 5.2 )	553.6	548.4
Total comprehensive income	-	-	19.8	14.8	900.0	-	934.6	2.3	936.9
Hedge valuation reserve	-	-	-	9.2	-	-	9.2	-	9.2
Share of other comprehensive income of subsidiaries and associates	-	-	19.8	2.7	-	-	22.5	1.2	23.7
Actuarial profits/(losses)	-	-	-	2.9	-	-	2.9	-	2.9
Net profit for the period	-	-	-	-	900.0	-	900.0	1.1	901.1
Balance as at 31 December 2022	25.6	7,174.0	51.9	2,815.9	8,057.6	( 2,854.7 )	15,270.3	540.5	15,810.8

(1) In accordance with the provisions of the Commercial Companies Code, joint-stock companies are required to transfer at least 8% of their annual net profits to reserve capital until its amount reaches one third of the amount of their share capital. As at 31 December 2022 the capital excluded from distribution amounts to PLN 8.5.

12# Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Consolidated Statement of Changes in Equity for the year ended 31 December 2021

	Share capital	Share premium	Share of other comprehensive income of associates	Other reserves	Retained earnings (1)	Treasury shares	Equity attributable to equity holders of the Parent	Non-controlling interests	Total equity
Balance as at 1 January 2021	25.6	7,174.0	21.2	99.7	7,112.3	-	14,432.8	( 6.6 )	14,426.2
Dividend approved and share of profits	-	-	-	-	( 767.5 )	-	( 767.5 )	( 6.0 )	( 773.5 )
Acquisition of treasury shares	-	-	-	( 15.0 )	-	( 2,461.0 )	( 2,476.0 )	-	( 2,476.0 )
Reserve capital for treasury shares purchase program	-	-	-	2,930.0	( 2,930.0 )	-	-	-	-
Put option valuation	-	-	-	( 106.7 )	-	-	( 106.7 )	654.7	548.0
Acquisition of subsidiary	-	-	-	( 126.3 )	-	-	( 126.3 )	( 658.8 )	( 785.1 )
Total comprehensive income	-	-	10.9	19.6	4,408.8	-	4,439.3	5.7	4,445.0
Hedge valuation reserve	-	-	-	17.3	-	-	17.3	-	17.3
Share of other comprehensive income of subsidiaries and associates	-	-	10.9	-	-	-	10.9	-	10.9
Actuarial profits/(losses)	-	-	-	2.3	-	-	2.3	-	2.3
Net profit for the period	-	-	-	-	4,408.8	-	4,408.8	5.7	4,414.5
Balance as at 31 December 2021	25.6	7,174.0	32.1	2,801.3	7,823.6	( 2,461.0 )	15,395.6	( 11.0 )	15,384.6

(1) In accordance with the provisions of the Commercial Companies Code, joint-stock companies are required to transfer at least 8% of their annual net profits to reserve capital until its amount reaches one third of the amount of their share capital. As at 31 December 2021 the capital excluded from distribution amounts to PLN 8.5.

Notes to the Consolidated Financial Statements for the year ended 31 December 2022

General information

• Name of reporting entity or other means of identification: Cyfrowy Polsat S.A.
• Domicile of entity: Poland
• Legal form of entity: joint stock company
• Country of incorporation: Poland
• Address of entity's registered office: Łubinowa 4a, 03-878 Warsaw

• Principal place of business: Poland

• The Parent Company Cyfrowy Polsat S.A. (‘the Company’, ‘Cyfrowy Polsat’, ‘the Parent Company’, ‘the Parent’) was incorporated in Poland as a joint stock company. The Company’s shares are traded on the Warsaw Stock Exchange. The Parent Company’s registered office is located at 4a, Łubinowa Street in Warsaw. The Parent operates in Poland as a provider of a paid digital satellite platform under the name of ‘Polsat Box’ and paid digital terrestrial television as well as telecommunication services provider. The Company was incorporated under the Notary Deed dated 30 October 1996. These consolidated financial statements comprise the Parent and its subsidiaries (‘the Group’) and joint ventures. The Group operates in three segments:

• B2C and B2B services which relates mainly to the provision of services to the general public, including digital television transmission signal, Internet access services, mobile TV services, online TV services, mobile services, production of set-top boxes,

• media which consist mainly of production, acquisition and broadcasting of information and entertainment programs as well as TV series and feature films broadcasted on television channels in Poland,

  • real estate segment, which mainly includes the implementation of construction projects as well as the sale, rental and management of own or leased real estate.

• Composition of the Management Board of the Company

  • Mirosław Błaszczyk President of the Management Board,
  • Maciej Stec Vice-President of the Management Board,
  • Jacek Felczykowski Member of the Management Board,
  • Aneta Jaskólska Member of the Management Board,
  • Agnieszka Odorowicz Member of the Management Board,
  • Katarzyna Ostap-Tomann Member of the Management Board.

• Composition of the Supervisory Board of the Company

  • Zygmunt Solorz Chairman of the Supervisory Board,
  • Marek Kapuściński Vice-Chairman of the Supervisory Board,
  • Józef Birka Member of the Supervisory Board,
  • Jarosław Grzesiak Member of the Supervisory Board,
  • Marek Grzybowski Member of the Supervisory Board,
  • Alojzy Nowak Member of the Supervisory Board,
  • Tobias Solorz Member of the Supervisory Board,
  • Tomasz Szeląg Member of the Supervisory Board,
  • Piotr Żak Member of the Supervisory Board.

• Basis of preparation of the consolidated financial statements

  Statement of compliance
  These consolidated financial statements for the year ended 31 December 2022 have been prepared in accordance with the International Financial Reporting Standards as adopted by the EU (IFRS EU). The Group applied the same accounting policies in the preparation of the financial data for the year ended 31 December 2022 and the consolidated financial statements for the year 2021, presented in the consolidated annual report, except for the EU-endorsed standards and interpretations which are effective for the reporting periods beginning on or after 1 January 2022.

  During the year ended 31 December 2022 the following become effective:
  * Amendments to IFRS 3 Business Combinations,
  * Amendments to IAS 16 Property, Plant and Equipment,
  * Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets,
  * Annual Improvements 2018-2020 – the amendments contain explanations and clarify the guidelines for recognition and measurement: IFRS 1 "Adoption of International Financial Reporting Standards for the first time”, IFRS 9 "Financial Instruments", IAS 41 "Agriculture" and examples to illustrate IFRS 16 "Leases”.

  Amendments and interpretations that apply for the first time in 2022 do not have a material impact on the consolidated financial statements of the Group.

  Standards published but not yet effective:
  * IFRS 17 Insurance Contracts and Amendments to IFRS 17,
  * Amendments to IFRS 17 Insurance contracts: Initial Application of IFRS 17 and IFRS 9 – Comparative Information,
  * Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current,
  * Amendments to IAS 1 Presentation of Financial Statements and IFRS Board guidelines: Disclosure of Accounting policies,
  * Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates,
  * Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction
  * Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback.

The Group has not early adopted the new or amended standards in preparing these consolidated financial statements. The Group is currently analyzing the impact of the published standards that have not entered into force and believes that, apart from additional disclosures, they should not have a significant impact on the consolidated financial statements.

1. Group structure
   These consolidated financial statements for the year ended 31 December 2022 include the following entities:

Entity’s registered office	Activity	Share in voting rights (%)* 31 December 2022	Share in voting rights (%)* 31 December 2021
Parent Company:
Cyfrowy Polsat S.A. Łubinowa 4a, 03-878 Warsaw	radio, TV and telecommunication activities	n/a	n/a
Subsidiaries accounted for using full method:
Telewizja Polsat Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	television broadcasting and production	100%	100%
Polsat Media Sp. z o.o. (formerly Polsat Media Biuro Reklamy Sp. z o.o. Sp.k.) (p) Ostrobramska 77, 04-175 Warsaw	media	100%	100%
Polsat License Ltd. Alte Landstrasse 17, 8863 Buttikon, Switzerland	media	100%	100%
Polsat Media Biuro Reklamy Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	media	100%	100%
Polsat Investments Ltd. 3, Krinou Agios Athanasios, 4103 Limassol, Cyprus	media	100%	100%
Polsat Ltd. 238A King Street, W6 0RF London, United Kingdom	media	100%	100%
Muzo.fm Sp. z o.o. Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	media	100%	100%
INFO-TV-FM Sp. z o.o. Łubinowa 4a, 03-878 Warsaw	radio and TV activities	100%	100%
CPSPV1 Sp. z o.o. Łubinowa 4a, 03-878 Warsaw	technical services	100%	100%
CPSPV2 Sp. z o.o. Łubinowa 4a, 03-878 Warsaw	technical services	100%	100%
Polkomtel Sp. z o.o. Konstruktorska 4, 02-673 Warsaw	telecommunication activities	100%	100%
Liberty Poland S.A. Al. Stanów Zjednoczonych 61, 04-028 Warsaw	telecommunication activities	100%	100%
Polkomtel Business Development Sp. z o.o. Konstruktorska 4, 02-673 Warsaw	other activities supporting financial services, gaseous fuels trading activities	100%	100%
TM Rental Sp. z o.o. Konstruktorska 4, 02-673 Warsaw	intelectual property rights rental	100%	100%
Orsen Holding Ltd. Level 2 West, Mercury Tower, Elia Zammit Street, St. Julian’s STJ 3155, Malta	holding activities	100%	100%
Orsen Ltd. Level 2 West, Mercury Tower, Elia Zammit Street, St.

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Share in voting rights (%)*	Entity’s registered office	Activity	31 December 2022	31 December 2021
Subsidiaries accounted for using full method (cont.):
100%	Julian’s STJ 3155, Malta	holding activities	100%	100%
100%	Dwa Sp. z o.o. Al. Stanów Zjednoczonych 61, 04-028 Warsaw	holding activities	100%	100%
100%	Interphone Service Sp. z o.o. Inwestorów 8, 39-300 Mielec	production of set- top boxes	100%	100%
100%	Teleaudio Dwa Sp. z o.o. Sp.k. Al. Stanów Zjednoczonych 61, 04-028 Warsaw	call center and premium rate services	100%	100%
** (**)	IB 1 FIZAN Mokotowska 49, 00-542 Warsaw	financial activities	**	**
51%	Sferia S.A. Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	telecommunication activities	51%	51%
66%	Altalog Sp. z o.o. Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	software	66%	66%
100%	Plus Flota Sp. z o.o. Konstruktorska 4, 02-673 Warsaw	management and rental services	100%	100%
100%	Music TV Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	media	100%	100%
100%	Polo TV Sp. z o.o. (formerly Lemon Records Sp. z o.o.) (e) Ostrobramska 77, 04-175 Warsaw	media	100%	100%
100%	Netia S.A. (b)(f)(g)(h) Poleczki 13, 02-822 Warsaw	telecommunication activities	100%	99.999%
100%	Netia 2 Sp. z o.o. Poleczki 13, 02-822 Warsaw	telecommunication activities	100%	99.999%
100%	TK Telekom Sp. z o.o. Kijowska 10/12A, 03-743 Warsaw	telecommunication activities	100%	99.999%
100%	Petrotel Sp. z o.o. Chemików 7, 09-411 Płock	telecommunication activities	100%	99.999%
99.99%	Eleven Sports Network Sp. z o.o. Plac Europejski 2, 00-844 Warsaw	media	99.99%	99.99%
100%	Superstacja Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	media	100%	100%
100%	Netshare Media Group Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	advertising activities	100%	100%
75.96%	TVO Sp. z o.o. Kielecka 5, 81-303 Gdynia	retail sales	75.96%	75.96%
-	ISTS Sp. z o.o. (g) Bociana 4a/68a, 31-231 Cracow	wired communication	99.999%	-
100%	Plus Finanse Sp. z o.o. Konstruktorska 4, 02-673 Warsaw	other monetary intermediation	100%	100%
100%	Plus Pay Sp. z o.o. Konstruktorska 4, 02-673 Warsaw	monetary intermediation	100%	100%
51.25%	Esoleo Sp. z o.o. (i)(j) Al. Wyścigowa 6, 02-681 Warsaw	technical services	51.25%	51.25%
51.25%	Alledo Express Sp. z o.o. Broniwoja 3/85, 02-655 Warsaw	rental services	51.25%	51.25%
51.25%	Alledo Parts Sp. z o.o. (i) Broniwoja 3/85, 02-655 Warsaw	wholesale	51.25%	26.14%
51.25%	Alledo Parts Sp. z o.o. Sp.k. (j) Broniwoja 3/85, 02-655 Warsaw	wholesale	51.25%	26.40%
51.25%	Alledo Setup Sp. z o.o. Broniwoja 3/85, 02-655 Warsaw	technical services	51.25%	51.25%
51.25%	Alledo Setup Sp. z o.o. Sp.k. Broniwoja 3/85, 02-655 Warsaw	technical services	51.25%	51.25%
-	IST Sp. z o.o. (b) Księcia Janusza I 3, 18-400 Łomża	wired communication	99.999%	-
100%	Grupa Interia.pl Sp. z o.o. Os. Teatralne 9a, 31-946 Cracow	holding activities	100%	100%
100%	Interia.pl Sp. z o.o. (formerly Grupa Interia.pl Media Sp. z o.o. Sp.k.) (q) Os. Teatralne 9a, 31-946 Cracow	web portals activities	100%	100%
100%	Grupa Interia.pl Sp. z o.o. Sp.k. (l) Os. Teatralne 9a, 31-946 Cracow	web portals activities	100%	100%
100%	Mobiem Polska Sp. z o.o. Fabryczna 5a, 00-446 Warsaw	holding activities	100%	100%
100%	Mobiem Polska Sp. z o.o. Sp.k. Fabryczna 5a, 00-446 Warsaw	advertising activities	100%	100%
100%	TV Spektrum Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	media	100%	100%
60%	Polot Media Sp. z o.o. Ludwika Solskiego 55, 52-401 Wroclaw	consulting	60%	60%
60%	Polot Media Sp. z o.o. Sp.k. Ludwika Solskiego 55, 52-401 Wroclaw	movie and TV production	60%	60%
70.02%	BCAST Sp. z o.o. Rakowiecka 41/21, 02-521 Warsaw	telecommunication activities	70.02%	70.02%
100%	Polsat Talenty Sp. z o.o. Ostrobramska 77, 04-175 Warsaw	cooperation with artists and presenters	100%	100%
100%	Premium Mobile Sp. z o.o. Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	telecommunication activities	100%	100%
100%	Visignio Sp. z o.o. Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	sales network management	100%	100%
100%	Saveadvisor Sp. z o.o. (o) Warszawska 18, 35-205 Rzeszów	call center services	100%	100%
-	Mobi Dealer Sp. z o.o. (o) Warszawska 18, 35-205 Rzeszów	sales network management	100%	-
100%	CKS Ossa Sp. z o.o. (m) Al. Stanów Zjednoczonych 61, 04-028 Warsaw	hotel services (m)	100%	-
100%	Ossa Medical Center Sp. z o.o. (n) Al. Stanów Zjednoczonych 61, 04-028 Warsaw	medical services (n)	100%	-
100%	Logitus Sp. z o.o. Orzechowa 5, 80-175 Gdańsk	wired communication	100%	99.999%
100%	Stork 5 Sp. z o.o. Łubinowa 4A, 03-878 Warsaw	holding activities	100%	100%
100%	Swan 5 Sp. z o.o. Łubinowa 4A, 03-878 Warsaw	agricultural activities	100%	100%
100%	Vindix S.A. (a) Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	other financial services	100%	(a)
100%	Vindix Investments Sp. z o.o. (a) Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	other financial services	100%	-
100%	Direct Collection Sp. z o.o. (a) Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	other financial services	100%	-
100%	Vindix Sp. z o.o. (a) Heroiv UPA 73 ż, 79018, Lviv	call center services	100%	-
**	Vindix NSFIZ (a) Mokotowska 49, 00-542 Warsaw	financial services	**	-
100%	Mag7soft Sp. z o.o. (a) Al. Stanów Zjednoczonych 61A, 04-028 Warsaw	software activities	100%	-
100%	Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. (c) Zwierzyniecka 18, 60-814 Poznań	real estate services	100%	-
66.94%	Port Praski Sp. z o.o. (d)(k) Krowia 6, 03-711 Warsaw	implementation of construction projects	66.94%	-
66.94%	Port Praski Inwestycje Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	66.94%	-
66.94%	Port Praski Nowe Inwestycje Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	real estate management	66.94%	-
66.94%	Port Praski Sp. z o.o. Białystok Sp.k. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	66.94%	-
45.52%	Port Praski Office Park Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski City Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski City III Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski City IV Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski Sp. z o.o. S.K.A. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski Education Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski Doki Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski Doki II Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski Media Park Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski II Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	implementation of construction projects	45.52%	-
45.52%	Port Praski Hotel Sp. z o.o. (d) Krowia 6, 03-711 Warsaw	hotel services	45.52%	-
45.52%	Pantanomo Limited (d) 3 KRINOU, Limassol 4103, Cyprus	holding activities	45.52%	-
66.94%	Laris Investments Sp. z o.o. (d)(k) Pańska 77/79, 00-834 Warsaw	real estate rental	66.94%	-
66.94%	Laris Development Sp. z o.o. (d)(k) Pańska 77/79, 00-834 Warsaw	implementation of construction projects	66.94%	-
66.94%	Laris Technologies Sp. z o.o. (d)(k) Pańska 77/79, 00-834 Warsaw	property rental and management	66.94%	-
66.94%	SPV Baletowa Sp. z o.o. (d)(k) Pańska 77/79, 00-834 Warsaw	implementation of construction projects	66.94%	-
66.94%	Megadex Development Sp. z o.o. (d)(k) Gdańska 14/1, 01-691 Warsaw	property rental and management	66.94%	-
66.94%	Megadex Expo Sp. z o.o. (d)(k) Adama Mickiewicza 63, 01-625 Warsaw	property rental and management	66.94%	-
66.94%	Centrum Zdrowia i Relaksu Verano Sp. z o.o. (d)(k) Sikorskiego 8, 78-100 Kołobrzeg	hotel services	66.94%	-
66.94%	Turystyka Zdrowotna Verano Plus Sp. z o.o. (d)(k) Sikorskiego 8A, 78-100 Kołobrzeg	catering services	66.94%	-
100%	Enterpol Sp. z o.o. (f) Braci Wieniawskich 5, 20-844 Lublin	telecommunication activities	100%	-
100%	Oktawave S.A. (h) ul. Poleczki 13, 02-822 Warsaw	website management	100%	-
70%	Antyweb Sp. z o.o. (l) Sarmacka 12C/14, 02-972 Warsaw	web portal activities	70%	-

• including direct and indirect shares

**Cyfrowy Polsat S.A. indirectly holds 100% of certificates.

(a) As at 31 December 2021, Cyfrowy Polsat held 46.27% shares of Vindix S.A., therefore Vindix S.A. and its subsidiaries were consolidated using the equity method. On 19 January 2022 Cyfrowy Polsat acquired 53.73% shares of Vindix S.A.# Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

(i) On 4 August 2022 Esoleo Sp. z o.o acquired 49% shares of Alledo Parts Sp. z o.o. Consequently, Esoleo Sp. z o.o. holds 100% shares of Alledo Parts Sp. z o.o.

(j) On 4 August 2022 Esoleo Sp. z o.o acquired 48% of all rights and obligations of a limited partner of Alledo Parts Sp. z o.o. Sp.k. Consequently Esoleo Sp. z o.o. and its subsidiaries hold 100% shares of Alledo Parts Sp. z o.o. Sp.k.

(k) On 9 August 2022 Port Praski Sp. z o.o acquired 0.09% shares of Laris Investments Sp. z o.o. Consequently, Port Praski Sp. z o.o holds 100% shares of Laris Investments Sp. z o.o.

(i) On 26 September 2022 Grupa Interia.pl Sp. z o.o Sp.k. acquired 70% shares of Antyweb Sp. z o.o.

(m) On 28 September 2022 Polkomtel Sp. z o.o sold 100% shares of CKS Ossa Sp. z o.o. to Embud 2 Sp. z o.o. S.K.A

(n) On 28 September 2022 Polkomtel Sp. z o.o sold 100% shares of Ossa Medical Center Sp. z o.o. to Embud 2 Sp. z o.o. S.K.A

(o) On 1 December 2022 merger of Saveadvisor Sp. z o.o. (acquiring company) with Mobi Dealer Sp. z o.o. (acquired company) was registered.

(p) On 2 January 2023, Polsat Media Sp. z o.o. was registered. The Company was established as a result of the transformation from Polsat Media Biuro Reklamy Sp. z o. o. Sp.k.

(q) On 2 January 2023, Interia.pl Sp. z o.o. was registered. The Company was established as a result of transformation from Grupa Interia.pl Media Sp. z o.o. Sp.k.

Investments accounted for under the equity method:

Entity’s registered office	Activity	Share in voting rights (%)* 31 December 2022	Share in voting rights (%)* 31 December 2021
Polsat JimJam Ltd.	media	50%	50%
Polski Operator Telewizyjny Sp. z o.o.	technical services	50%	50%
Vindix S.A. (a)	other financial services (a)	46.27%
Asseco Poland S.A.	software activities	22.95%	22.95%
Modivo S.A. (b)(e)	retail sales (e)	10%
Polsat Boxing Promotion Sp. z o.o.	movie and TV production	24%	24%
Pollytag S.A. (c)	sale of wood and construction materials	31.12%	-
PAK-Polska Czysta Energia Sp. z o.o. (d)	holding activity	40.41%	-
Port Praski Medical Center Sp. z o.o. (f)	implementation of construction projects	22.76%	-
Port Praski City II Sp. z o.o. (f)	implementation of construction projects	22.76%	-

• including direct and indirect shares

(a) On 19 January 2022 Cyfrowy Polsat acquired 53.73% shares of Vindix S.A. Consequently, Cyfrowy Polsat holds 100% shares of Vindix S.A. and its subsidiaries.

(b) On 21 January 2022 company’s name change from eObuwie.pl S.A. to Modivo S.A. was registered.

(c) On 1 April 2022 Cyfrowy Polsat acquired 66.94% shares of Port Praski Sp. z o.o. which indirectly holds shares in Pollytag S.A.

23

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

(d) On 27 July 2022 share capital increase in PAK-Polska Czysta Energia Sp. z o.o. was registred by the court. Consequently, Cyfrowy Polsat holds 40.41% shares of PAK-Polska Czysta Energia Sp. z o.o.

(e) On 28 September 2022 Cyfrowy Polsat sold 9.96% shares of Modivo S.A. to Embud 2 Sp. z o.o. S.K.A.

(f) On 24 October 2022 HB Reavis Holding Cz a.s. acquired 50% shares of Port Praski City II Sp. z o.o. from Port Praski City III Sp. z o.o. and Pantanomo Limited and acquired 50% shares of Port Praski Medical Center Sp. z o.o. from Pantanomo Limited.

Additionally, the following entities were included in these consolidated financial statements for the year ended 31 December 2022:

Share in voting rights (%)	Entity’s registered office	Activity	31 December 2022	31 December 2021
Karpacka Telewizja Kablowa Sp. z o.o. (1)	Radom	dormant	99%	99%
Polskie Badania Internetu Sp. z o.o.	Warsaw	web portals activities	21.43% (2)	21.43% (2)
Pluszak Sp. z o.o.	Warsaw	retail sales	9%	9%
Exion Hydrogen Polskie Elektrolizery Sp. z o.o.	Gdańsk	production of electrical equipment	10%	10%
Towerlink Poland Sp. z o.o.	Warsaw	telecommunication activities	0.01%	0.01%
MESE Sp. z o.o.	Warsaw	movie and TV production	10%	10%
Megadex SPV Sp. z o.o. (3)	Warsaw	other financial services	7.02%	-
Megadex Księży Młyn Sp. z o.o. (3)	Warsaw	implementation of construction projects	7.02%	-
Stocznia Remontowa NAUTA S.A.	Gdynia	repair and maintenance of ships and boats	0.03%	-

(1) Investment accounted for at cost less any accumulated impairment losses.

(2) Not included in investments accounted for under the equity method due to immateriality.

(3) On 1 April 2022 Cyfrowy Polsat acquired 66.94% shares of Port Praski Sp. z o.o. which indirectly holds shares in the company.

24

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

6. Accounting and consolidation policies

The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements by all entities within the Group.

a) Basis of measurement

The consolidated financial statements have been prepared on the historical cost basis, except for derivative financial instruments, which are stated at fair value.

b) Going concern

These consolidated financial statements have been prepared assuming that the Group’s entities will continue as a going concern in the foreseeable future, not shorter than 12 months from 31 December 2022.

c) Functional and presentation currency

These consolidated financial statements are presented in the Polish zloty, rounded to million, the Group’s functional currency.

d) Use of estimates and judgments

The preparation of consolidated financial statements in conformity with EU IFRS requires the Management Board to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and costs. Estimates and underlying assumptions are based on historical data and other factors considered as reliable under the circumstances, and their results provide grounds for an assessment of the carrying amounts of assets and liabilities which cannot be based directly on any other sources. Actual results may differ from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Information about critical estimates and judgments in applying accounting policies is included in note 52.

e) Comparative financial information

Comparative data or data presented in previously published financial statements has been updated, if necessary, in order to reflect presentational changes introduced in the current period. The changes had no impact on previously reported amounts of net income or equity.

f) Basis of consolidation

Subsidiaries

Subsidiaries are entities controlled by the Parent. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The financial statements of subsidiaries are prepared for the same period as the financial statements of the Company and using the accounting policies that are consistent with those of the Company for like transactions and events. Equity transactions between a parent entity and the non-controlling interests are treated as transactions between shareholders, provided that the transactions do not result in a change of control. No gains or losses are recognised in consolidated profit or loss for transactions

25

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

between the parent entity and the non-controlling interest, unless control is lost.# Accounting Policies

Transactions where control is not lost are recorded within equity. Put options granted in business combinations to holders of non-controlling interest in the subsidiary (i.e., obligating the Group to acquire non-controlling interests in particular circumstances in the future for a particular price) give rise to a financial liability recognized in the consolidated balance sheet. While such put option remains unexercised, at the end of each reporting period the Group determines the amount of non-controlling interest (including share of profit/losses attributable to the non-controlling interest), de-recognizes the controlling interest as if it was acquired at that balance sheet date and recognizes a financial liability measured at the present value of the redemption amount. The difference is accounted for as a transaction between a parent entity and the non-controlling interests as described above. On expiry of an unexercised put option, the Group derecognizes the financial liability in full and recognizes non-controlling interest as if the put option was never granted.

Associates and Joint Arrangements

Associates are all entities over which the Group has significant influence but not control or joint control, over the financial and operating policies. This is generally the case where the Group holds between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method.

The Group applies IFRS 11 to all joint arrangements. Under IFRS 11, investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations of each investor. The Group has assessed the nature of its joint arrangements and determined them to be joint ventures.

Joint ventures are accounted for using the equity method. Under the equity method of accounting, the investments are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the post-acquisition profits or losses and movements in other comprehensive income. When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity (which includes any long-term interests that, in substance, form part of the Group’s net investment), the Group does not recognize further losses, unless it has incurred obligations or made payments on behalf of the entity.

Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of the equity accounted investees have been changed where necessary to ensure consistency with the policies adopted by the Group.

Transactions Eliminated on Consolidation

Intra-group balances and transactions, and any unrealised gains and losses or income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from transactions with associates and joint ventures are eliminated against the investment to the extent of the Group’s interest in the entity. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

g) Foreign Currency Transactions

Foreign Currency Transactions

Transactions in foreign currencies are translated to the Polish zloty at exchange rates in effect one day prior to the recording of these transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to Polish zloty at the average exchange rate quoted by the National Bank of Poland (“NBP”) for that date. The foreign currency exchange differences arising on translation of transactions denominated in foreign currencies and from the reporting date retranslation of monetary assets and liabilities denominated in foreign currencies are recognized in profit and loss. Non-monetary assets and liabilities in a foreign currency that are measured in terms of historical cost are translated using the average NBP exchange rate in effect at the date of the initial recognition. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are translated at the average NBP foreign exchange rate in effect at the date the fair value was determined.

h) Financial Instruments

Non-derivative Financial Instruments

Financial Assets

Financial assets are classified in the following measurement categories depending on the business model in which assets are managed and their cash flow characteristics:

• assets measured at amortised cost - if the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows, and the contractual terms of this financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding;
• financial asset measured at fair value through other comprehensive income – if the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of this financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding;
• assets measured at fair value through profit or loss - all other financial assets.

Financial assets at initial recognition are measured at fair value plus, in the case of financial assets not at fair value through profit or loss, directly attributable transaction costs. Trade receivables that do not have a significant financial component are initially measured at their transaction price.

Financial Assets Measured at Amortised Cost

Financial assets measured at amortised cost include trade and other receivables, loans granted and cash and cash equivalents. Interest income from these financial assets is calculated using the effective interest rate method and is presented within Gain/(loss) on investment activities, net.

Financial Asset Measured at Fair Value Through Other Comprehensive Income

Financial asset measured at fair value through other comprehensive income include investments in equity instruments for which at initial recognition, the Group makes an irrevocable election to present in other comprehensive income subsequent changes in their fair value. Gains and losses on these financial assets are never recycled to profit or loss.

Financial Assets Measured at Fair Value Through Profit or Loss

Financial assets measured at fair value through profit or loss include derivative instruments not designated as hedging instruments. Financial assets classified to this category are measured at fair value and the subsequent changes in their fair value are recognized in profit or loss. The subsequent changes in their fair value of derivative instruments not designated as hedging instruments are presented in Gain/(loss) on investment activities, net or Finance costs, net depending on the economic substance of the hedged transaction.

A financial asset is derecognised when the contractual rights to receive cash flows from the asset have expired or the Group has transferred substantially all the risks and rewards of the asset.

Financial Liabilities

Financial liabilities include financial liabilities measured at amortised cost and financial liabilities measured at fair value through profit or loss. Financial liabilities are recognised initially at fair value and, in the case of financial liabilities which are not measured at fair value through profit or loss, net of directly attributable transaction costs.

Financial Liabilities Measured at Amortised Cost

Financial liabilities measured at amortised cost include loans and borrowings, issued bonds, UMTS license liabilities, trade and other payables and lease liabilities. Interest expense related to these financial liabilities is calculated using the effective interest rate method and is presented within Gain/(loss) on investment activities, net or Finance costs, net.

Financial Liabilities Measured at Fair Value Through Profit or Loss

Financial liabilities measured at fair value through profit or loss include derivative instruments not designated as hedging instruments. Financial liabilities classified to this category are measured at fair value and the subsequent changes in their fair value are recognized in profit or loss. The subsequent changes in their fair value of derivative instruments not designated as hedging instruments are presented in Gain/(loss) on investment activities, net or Finance costs, net depending on the economic substance of the hedged transaction.

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in profit or loss.

Accounting policies related to gains and losses on investment activities and finance costs are presented in 6u.# Derivative financial instruments

Hedge accounting

The Group may use derivative financial instruments such as forward currency contracts, foreign exchange call options, interest rate swaps and cross-currency interest rate swaps to hedge its foreign currency and interest rate risks. For the purpose of hedge accounting, the Group’s hedges are classified as cash flow hedges when hedging exposure to variability in cash flows that is either attributable to a particular risk associated with a recognized asset or liability or a highly probable forecast transaction. At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the Group wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how the Group will assess the effectiveness of changes in the hedging instrument’s fair value in offsetting the exposure to changes in cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in cash flows and are assessed on an ongoing basis to determine that they actually have been highly effective throughout the financial reporting periods for which they were designated.

28 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

For cash flow hedges the effective portion of the gain or loss on the hedging instrument is recognized directly as other comprehensive income in the hedge valuation reserve, while any ineffective portion is recognized immediately in profit or loss. The amounts recognized within other comprehensive income are transferred from equity to the income statement when the hedged transaction affects profit or loss, such as when the related gain or loss is recognized in Finance costs or when a forecast sale occurs. Gains and losses from the settlement of derivative instruments that are designated as, and are effective hedging instruments, are presented in the same position as the impact of the hedged item. The derivative instrument is divided into a current portion and a non-current portion only if a reliable allocation can be made.

In accordance with IFRS 9, the Group chose to apply hedge accounting requirements as in IAS 39 instead of those included in IFRS 9.

i) Equity

Ordinary shares

Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity.

Preference share capital

Preference share capital is classified as equity, if it is non-redeemable, or redeemable only at the Company’s option, and any dividends are discretionary. Dividends thereon are recognized as distributions within equity.

Costs attributable to issue and public offering of shares

Costs attributable to a new issue of shares are recognized in equity while costs attributable to a public offering of existing shares are recognized directly in finance costs. These costs relating to both new issue and sale of existing shares are recognized on a pro-rata basis in equity and finance costs.

Share premium

Share premium includes the excess of the issue value over the nominal value of shares issued decreased by share issuance-related consulting costs.

Retained earnings

In accordance with the provisions of article 396 of the Commercial Companies Code, joint-stock companies are required to transfer at least 8% of their annual net profits to reserve capital until its amount reaches one third of the amount of their share capital. This capital is excluded from distribution, however, it can be utilised to cover accumulated losses.

j) Property, plant and equipment and investment property

Property, plant and equipment owned by the Group

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Cost includes purchase price of the asset and other expenditure that is directly attributable to the acquisition and bringing the asset to a working condition for its intended use, including initial delivery as well as handling and storage costs. The cost of purchased assets is reduced by the amounts of vendor discounts, rebates and other similar reductions received. The cost of self-constructed assets and assets under construction includes all costs incurred for their construction, installation, adoption, and improvement as well as borrowing costs incurred until the date they are accepted for use (or until the reporting date for an asset not

29 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

yet accepted for use). The above cost also may include, if necessary, the estimated cost of dismantling and removing the asset and restoring the site. When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Investment property

Investment property is defined as a property (land, building, or both) held by the Group to earn rentals or for capital appreciation or both. Investment property is measured initially at cost. Once recognized all investment property held by the Group are measured using the cost model as set out in IAS 16. This means that the assets are recognized at cost model as presented in Property, plant and equipment owned by the Group above. Investment property is removed from the balance sheet on disposal or when it is permanently withdrawn from use and no further economic benefits are expected from its disposal.

Subsequent costs

Subsequent cost of replacing a component of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the component will flow to the Group and the amount of the cost can be measured reliably. Replaced item is derecognized. Other property, plant and equipment related costs are recognized in profit and loss as incurred.

Depreciation

Depreciation expense is based on the cost of an asset less its residual value. Significant components of individual assets are assessed and if a component has a useful life that is different from the remainder of that asset, that component is depreciated separately. Depreciation is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment. Land is not depreciated. The following are estimated useful lives of respective group of property, plant and equipment:

Item	Useful Lives (years)
Reception equipment	2 or 3 or 5
Buildings and structures	2-61
Technical equipment and machinery	2-30
Vehicles	2-10
Other	2-26

Depreciation methods, useful lives and residual values of material assets are reviewed at each financial year-end.

Leased assets

Assets used under lease, tenancy, rental or similar contracts which meet lease criteria, are classified separately in the balance sheet as right-of-use assets. Set-top boxes, modems and routers that are provided to customers under operating lease agreements are recognized within non-current assets (Reception equipment in the balance sheet) and depreciated as described in Depreciation above. The set-top boxes are depreciated over a period that exceeds the period the lease agreements are entered into. Carrying amounts of reception equipment and other items of property, plant and equipment as well as right-of-use assets may be reduced by impairment losses whenever there is any

30 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

indication that an asset may be impaired and there is uncertainty as to those assets’ revenue generating potential or their future use in the Group’s operations. The accounting policies relating to impairment are presented in note 6n. Detailed accounting policies related to lease contracts are described in point 6v.

k) Intangible assets

Goodwill

Goodwill represents the excess of the sum of consideration transferred and payable, the amount of non-controlling interest in the acquiree and the fair value as at the date of acquisition of any previously held equity interest in the acquiree over the fair value of the identifiable net assets acquired. Goodwill is presented at purchase price less accumulated impairment losses. Goodwill is tested for impairment annually or more frequently if possible impairment is indicated. Goodwill is allocated to acquirer’s cash-generating units for the purpose of testing for impairment. The allocation is made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose.

Customer relationships

Customer relationships acquired as a result of the acquisition of subsidiaries are amortized on a straight-line basis over their useful lives.

Brands

Brands acquired as a result of the acquisition of subsidiaries are amortized on a straight-line basis over their useful lives, except where an indefinite period of use is justified. Brands with an indefinite useful life are tested annually for impairment or more frequently if impairment indicators exist. The estimated useful lives for respective brands are as follows:

• Polsat, TV4, TV6 and Polo TV brands: indefinite useful life,
• Plus brand: 51 lat years (i.e. 2065),
• Netia brand: 10 lat years (i.e.# Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

31

Other intangible assets

The Group capitalises costs of IT software internally generated, including employee-related expenses, directly resulting from generating and preparing an asset to be capable of operating, if the Group is able to measure reliably the expenditure attributable to such development and when it can reliably establish the commencement as well as the completion date of the software development activities. Other intangible assets acquired by the Group are measured at cost less accumulated amortization and impairment losses. Subsequent expenditure on existing intangible assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is recognized in the profit or loss as incurred. Amortization expense is based on the cost of an asset less its residual value. Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use. The recoverable amounts of intangible assets which are not yet available for use are measured as at each balance sheet date.

The estimated useful lives for respective intangible assets groups are as follows:
* Computer software: 2-15 years,
* Customer relationships: 3-13 years,
* Concessions: period resulting from an administrative decision,
* Other: 2-7 years.

l) Programming assets

Programming assets comprise acquired formats, licences and copyrights for broadcasting feature films, series, news and shows, capitalized costs of commissioned external productions ordered by the Group, capitalized sports rights and advance payments made (including advance payments for sports rights).

Initial recognition

Programming rights, other than sports rights, are recognized at cost as programming assets when the legally enforceable licence period begins and all of the following conditions have been met:
* the cost of each program is known or reasonably determinable,
* the program material has been accepted by the licensee in accordance with the conditions of the licence agreement,
* the program is available for its first showing.

Capitalized costs of productions include costs of programs ordered by the Group, including productions made based on licences purchased from third parties. Capitalized costs of productions are measured individually for each program at their respective production or acquisition costs, not to exceed their recoverable amounts.

Sports broadcasting rights are recognized at purchased price at the time of TV transmission. Broadcasting rights to seasonal sport events, acquired under long-term contracts (frequently multi-seasonal), are recognized at the relative value determined by internal experts and allocated to each of the sport events’ season as part of the purchased programming package. The Group’s method of recognition of sports broadcasting rights is dependent on the type of sports channel on which the use of these rights is planned:
* sports broadcasting rights for premium sports channels are recognized in relation to all seasons contracted by the Group at the start of the first of them,
* sports broadcasting rights for other channels are recognized separately for each season at the start of each of them.

Advance payments for acquired programming assets, prior to licence begin date, are recognized as prepayments for programming assets. Signed and binding contracts for purchase of programming, which do not meet recognition criteria for programming assets are not recognized in the balance sheet and are instead disclosed as contractual commitments in the amount of the outstanding contract liability at the reporting date.

Programming assets are classified as non-current or current based on the estimate timing of the broadcast. A programming asset is recognized as current when the expected broadcast falls within 1 year from the reporting date. Sport rights and prepayments for sport rights are classified as current or non-current based on dates of related sport events.

32 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Amortization

Programming assets are amortized using the method reflecting the manner of consuming the economic benefits embodied in the licenses acquired within their estimated useful lives limited by the term of the respective license agreements.

• Feature films and series – amortization starts at the first broadcast. For some assets introduced until 2019, consumption of the economic benefits is measured using a declining balance method according to a standardized rate matrix and depends on the number of showings permitted or planned, primarily as described below:

  Feature films
  | Number of depreciable runs | Rate per run I | II | III | IV | V |
  |---|---|---|---|---|---|
  | 1 | 100% | | | | |
  | 2 | 60% | 40% | | | |
  | 3 | 40% | 30% | 30% | | |
  | 4 | 35% | 25% | 25% | 15% | |
  | 5 and more | 30% | 20% | 20% | 15% | 15% |

  TV series
  | Number of depreciable runs | Rate per run I | II |
  |---|---|---|
  | 1 | 100% | |
  | 2 | 80% | 20% |

  In other cases, films and series are amortized on a straight-line based on the number of runs and licence term.
  * Feature films and series broadcasted on thematic channels are mainly amortized in four or five runs using the rates of 25% and 20% respectively.
  * Sports broadcasting rights - 100% of the right’s value is recognized as an expense in the income statement at the time of the first broadcast, however acquired rights to game seasons or rights to many seasons or a series of competitions are amortized on a straight-line basis over the period between the beginning of the first season and the end of the last season in respect to sports broadcasting rights primarily intended for premium sports channels or over the duration of the season or series of competitions in respect to sports broadcasting rights intended for other channels.
  * Commissioned external productions intended for only one run are fully amortized on their first broadcast.
  * News programming is fully amortized at its first broadcast.
  * General entertainment shows are fully amortized at their first broadcast.

Amortization of programming assets is presented in Content costs line in the operating costs of the income statement.

Impairment

Programming assets are reviewed for impairment at least annually and whenever there is any indication that the carrying amount may not be recoverable. Impairment losses are recognized on each license in case of withdrawal from broadcasting an item in the expected future (resulting from changes in strategic program scheduling, changing audience tastes, media law

33 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

restrictions on the usability of films) or expected future losses anticipated on disposal of the rights. Impairment write downs on programming assets are recognized as part of the content costs. Impairment of programming assets is reversed if the reason for the original impairment ceases to exist. The reversals are recorded as content cost reductions.

m) Inventories

Inventories are measured at the lower of cost and net realizable value. Cost of acquisition or production cost of inventories is determined by using the weighted average cost method. The cost of inventories includes expenditure incurred in acquiring the inventories and other costs incurred in making them available for use or sale. In case of finished products and work in progress, cost includes an appropriate share of production overheads determined based on normal operating capacity. Net realizable value is the current market price in the ordinary course of business, less the estimated costs of completion and selling expenses. In the case of set-top boxes, mobile phones, modems and tablets, which under the business model applied by the Group are sold below cost, the loss on the sale is recorded when transferred to the customer. The Group creates an allowance for slow-moving or obsolete inventories. Inventories also include real estate built for sale (work in progress) and ready-to-sell properties (finished products) as part of development activities. Capitalised expenditures include, but are not limited to, construction planning and design costs, costs of land acquisition or perpetual usufruct of land for construction, remuneration payable to contractors and construction financing costs.

n) Impairment of assets

Financial assets measured at amortised cost

The Group measures the loss allowance at an amount equal to lifetime expected credit losses for trade receivables (including loans granted) and contract assets. The trade receivables are assessed for impairment collectively in groups that share similar credit risk characteristics. The expected credit losses are estimated based on historical pattern for repayment and overdue receivables collection adjusted with currently available forward-looking information. The credit risk characteristics of contract assets correspond to the credit risk characteristics of trade receivables for a particular type of contract. The Group considers financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full.# Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The Group considers a financial asset to be credit impaired when events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred, including significant financial difficulty of the debtor or a breach of contract, such as a default or past due event. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.

Non-financial assets

The carrying amounts of non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated by the Group. The recoverable amount of intangible assets which are not yet available for use as well as of goodwill and brands with indefinite useful life is estimated at each reporting date.

An impairment loss is recognized when the carrying amount of an asset or its related cash-generating unit exceeds its estimated recoverable amount. A cash-generating unit represents the smallest identifiable group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of thereof. Impairment losses are recognized in profit or loss. Impairment losses recognized in respect of a cash-generating unit are allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit (group of units), and then to reduce the carrying amounts of the other assets in the cash-generating unit on a pro rata basis. The recoverable amount of an asset or a cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In the case of assets that do not generate independent cash inflows, the value in use is estimated for the smallest identifiable cash-generating unit to which the asset belongs. An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recorded in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

o) Employee benefits

Defined contribution plan

All Group entities that act as employers have an obligation, under applicable legislation, to collect and remit contributions to the state pension fund. According to IAS 19 Employee Benefits such benefits represent state plans that are classified as defined contribution plans. Therefore, the Group’s obligations for a given period are estimated as the amount of contributions to be remitted for that period.

Defined benefit plan – retirement benefits

The Group entities have an obligation, under applicable legislation, to pay retirement benefits calculated in accordance with the relevant provisions of the Polish labor code. The minimum retirement benefit is as per the labor code provisions at the moment of payment. The calculation is carried out using the Projected Unit Credit Method. Employee turnover is estimated based on historical experience and expected future employment levels. Changes in the amount of the retirement benefits liability are recognized in the income statement. Actuarial gains and losses are recognized in the equity, in other comprehensive income in full in the period they originated.

Short-term employee benefits

Short-term employee benefit obligations are measured on an undiscounted basis and are recognized as an expense as the related service is provided. A liability is recognized for the amount expected to be paid under short-term bonus, if the Group has a present legal or constructive obligation to make such payments as a result of past services provided by the employees and the obligation can be estimated reliably.

p) Provisions

A provision is recognized if, as a result of past event, the Group has a present obligation, and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. When the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the liability. Certain disclosures may not be included in these consolidated financial statements as they relate to sensitive information.

Warranties

A provision for warranties is recognized when the underlying products or goods are sold. The amount of the provision is based on historical warranty data and a weighting of all possible outflows against their associated probabilities.

Onerous contracts

A provision for onerous contracts is recognized when the expected benefits to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of fulfilling the contract. Before a provision is established, the Group recognizes any impairment loss on the assets dedicated to that contract.

q) Contingent liabilities

A contingent liability is a possible obligation that arises from past events and whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group or a present obligation that arises from past events, but its amount cannot be estimated reliably or it is not probable that there will be an outflow of resources embodying economic benefits. The Group does not recognize a contingent liability, except for contingent liability assumed in a business combination. Unless the possibility of any outflow of resources embodying economic benefits is remote, the Group discloses for each class of contingent liability at the end of the reporting period a brief description of the nature of the contingent liability and, where practicable:

• an estimate of its financial effect,
• an indication of the uncertainties relating to the amount or timing of any outflow and
• the possibility of any reimbursement.

r) Revenue

Revenue is measured at the transaction price representing the gross inflow of economic benefit from Group’s operating activities, net of returns, trade discounts and volume rebates. Revenue is recognized when persuasive evidence exists that recovery of the consideration is probable, the associated costs can be estimated reliably and the amount of revenue can be measured reliably. If it is probable that discounts will be granted and the amount can be measured reliably, then such discounts are recognized as a reduction of revenue when it is recognized.

The Group’s main sources of revenue are recognized as follows:

• Retail revenue consists primarily of monthly subscription fees for digital television programming packages, subscription fees for telecommunication services, fees for telecommunication services not included in the subscription fee, fees for telecommunication services for prepaid and mix customers, fees for the lease of set- top boxes, activation fees, penalties, and fees for additional services. Services revenues are recognized in profit and loss in the period when related services are rendered. Revenues from prepaid mobile telephone services are recognized in profit or loss once the prepaid credit is utilized or expired. Revenue from the rental of reception equipment and activation fees are recognized on a straight-line basis over the minimum base period of the subscription contract.

• Wholesale revenue comprises advertising and sponsorship revenue, revenue from cable and satellite operator fees, revenue from the lease of infrastructure, interconnect revenue, revenue from roaming, revenue from the sale of broadcasting and signal transmission services and revenue from the sale of licenses, sublicenses and property rights and revenue from premium rate services. Advertising and sponsorship revenue is derived primarily from broadcasting of advertising content and is recognized in the period when the advertising is broadcast. Revenue is recognized in profit or loss in the amount due from customers net of value added tax, taxes on revenue from advertising of alcohol beverages and any rebates granted. Advertising and sponsorship revenue also comprises revenue on commissions on sales of commercial airtime when the Group acts as an agent on behalf of third parties. The commissions are recognized at amounts due from the buyers of advertising airtime or sponsorship services, less of any amounts due to television broadcasters.# Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

s) Distribution fees

Commissions payable to distributors for acquiring new subscribers and for retention of existing subscribers are recognized over the minimum base period of the subscription agreement and presented in Income Statement in Distribution, marketing, customer relation management and retention costs. Commissions for distributors which will be settled within 12 months of the reporting date are classified as other current assets, while the commissions, which will be settled more than 12- months after the reporting date, are classified as non-current assets.

t) Barter revenue and cost

Barter revenue for dissimilar services or goods is recognized when the services are rendered or goods delivered. Programming licences, products and services received are expensed or capitalized when received or used. The Group recognizes barter transactions at the estimated fair value of the programming licences, products or services received. When products or services are received before related advertising is broadcast, a liability is recognized by the Group. Conversely, when advertising is broadcast before products or services are received, a receivable is recognized by the Group.

u) Gains and losses on investment activities and finance costs

Gains and losses on investment activities include interest income on funds invested, interest expenses (including lease liabilities interests but other than interest expenses on borrowings), dividends income, gains/losses on financial instruments at fair value through profit or loss, net foreign exchange gains/losses, and results on completed forward exchange contracts and call options, impairment losses recognized on financial assets, unwinding of the discount on provisions. Interest income and expense (other than interest expense on borrowings) is recognized as it accrues in profit or loss using the effective interest rate’s method. Dividends income is recognized in profit or loss on the date that the Group’s right to receive payment is established. Finance costs comprise interest expense on borrowings (including bank loans and bonds), foreign exchange gains/losses on bonds, realization and valuation costs of hedging instruments and instruments not under hedge accounting related to finance activities, bank and other charges on borrowings as well as guarantee fees resulting from the indebtedness. Borrowing costs are recognized in profit or loss using the effective interest rate’s method.

v) Lease payments

Group as a lessor

Agreements which meet the lease definition are classified as finance lease or operating lease. The main criterion is the extent to which the risks and rewards associated with the leased asset are transferred between the Group and the lessee. Similarly to agreements in which the Group acts as a lessee, the Group as a lessor also determines for each agreement: commencement date, lease term, lease payments and interest rate. At the commencement date lessor accounts for the finance lease by:

• excluding carrying amount of the underlying asset,
• recognizing net investment in the lease,
• recognizing selling profit or loss in profit and loss statement (if applicable).

For operating lease, Group recognize revenue in profit and loss statement on a straight line basis over the lease term.

Group as lessee

Assets

Assets used under agreements which meet the leasing definition are recognized as right-of- use assets and lease liabilities representing the Group’s obligation to make payments for the underlying asset on the day when the leased assets are available for use by the Group. At the commencement date, the right-of-use assets are measured at cost and consist of the following:

• the amount of the initial measurement of the lease liability,
• any lease payments made to the lessor at or before the commencement date, less any lease incentives received from the lessor,
• any initial direct costs incurred by the lessee,
• an estimate of the costs to be incurred by the lessee in dismantling, removing and restoring the underlying assets and/or the site where it is located.

After the commencement date, the right-of-use assets are measured at cost less accumulated depreciation, accumulated impairment losses and adjusted for remeasurement of the lease liability resulting from reassessment or lease modification which does not require recognition of a separate lease component.

Right-of-use assets are depreciated on a straight-line basis over the shorter of: the term of the lease agreement or the useful life of the underlying asset. If the Group is reasonably certain that ownership of the underlying asset will be transferred to the lessee by the end of the lease term – then the right-of-use asset shall be depreciated from the commencement date to the end of its useful life. The Group depreciates the right-of-use assets as follows:

• technical infrastructure - premises for telecommunications equipment installations: 2- 24 years,
• telecommunications infrastructure, including links (“dark fibers”): 2-13 years,
• office space, other premises and perpetual usufruct: 1,5-100 years,
• point of sales premises: 2-7 years,
• vehicles: 3-5 years.

Right-of-use assets are subject to impairment based on the accounting policies as presented in note 6n.

Liabilities

At the commencement date, the lease payments included in the measurement of the lease liability comprise the following payments for the right to use the underlying asset during the lease term that are not paid at the commencement date:

• fixed payments (including in-substance fixed payments), less any lease incentives receivable,
• variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date,
• the exercise price of a purchase option if the lessee is reasonably certain to exercise that option,
• payments of penalties for terminating the lease (understood as any economic factors discouraging the Group from terminating the contract), if the lease term reflects that the lessee will exercise the option to terminate the lease,
• amounts expected to be payable by the lessee under residual value guarantees.

Lease payments are discounted using the interest rate implicit in the lease if that rate can be readily determined. Otherwise the incremental borrowing rate is used.

After the commencement date, the Group shall measure the lease liability by:

• increasing the carrying amount to reflect interest on the lease liability,
• reducing the carrying amount to reflect the lease payments made,
• remeasuring the carrying amount to reflect any reassessment or lease modifications, e.g. change in the lease term or the amount of future lease payments.

Interest expenses on lease liabilities are recognized in profit or loss over the term of the lease.

w) Income tax

Income tax expense/benefit comprises current and deferred tax. Income tax is recognized in profit or loss except to the extent that it relates to items recognized in other comprehensive income.# Current tax is the tax payable on the taxable income for the year, using tax rates enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognized using the balance sheet approach, in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred taxes are measured based on the expected manner of recovery or settlement of the carrying amounts of assets and liabilities, respectively, using tax rates that are enacted or substantively enacted at the reporting date. A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences can be utilized. An amount of deferred tax assets is reduced to the extent that it is no longer probable that the related tax benefit will be partly or wholly realized. When not recognized deferred tax asset becomes recoverable, it is recognized to the extent that it has become probable that future taxable profit will allow the deferred tax assets to be recovered. The Group recognizes a deferred tax asset used to carry over unused tax losses to the extent that it is probable that the future taxable profits will be available and unused tax losses may be utilized. While assessing whether the future taxable profits available will be sufficient, the Group takes into account inter alia forecasted future tax revenues. Deferred tax assets and liabilities are offset by the Group companies.

x) Non-current assets held for sale

The Group classifies non-current assets (or disposal group of assets) as held for sale when their carrying value will be recovered principally through a sale transaction rather than through continuing use. In such case the asset must be available for immediate sale in its present condition and its sale must be highly probable. The fact of classifying an asset as held for sale means that the Group’s management intends to complete the sale transaction within 12 months from the date of such classification. Non-current assets that have been classified as held for sale are measured at the lower of (i) their carrying value and (ii) their fair value less costs to sell. Non-current assets that are classified as held for sale are not depreciated.

y) Earnings per share

The Group presents basic and diluted earnings per share for its ordinary and preference shares. Basic earnings per share are calculated by dividing the period’s profit or loss from continuing operations attributable to ordinary and preference shareholders of the Company by the weighted average number of ordinary and preference shares outstanding during the period. Diluted earnings per share are calculated by dividing the period’s profit or loss from the continuing operations attributable to ordinary and preference shareholders by the

40 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

weighted average number of ordinary and preference shares, adjusted by the effects of all dilutive potential ordinary and preference shares.

z) Segment reporting

An operating segment is a component of the Group:
* that is engaged in business activities from which it may earn revenues and incur expenses (including revenues and expenses that relate to transactions with other components of the same unit),
* whose operating results are reviewed on regular basis by the main responsible authority for making operational decisions in the unit and using those results when making decisions on the resources allocated to the segment and when assessing the results of the segment's activities,
* when separate financial information are available.

The Group presents operating segments according to its internal management accounting principles applied in the preparation of periodical management reports. These reports are analyzed on regular basis by the Management Board of Cyfrowy Polsat S.A., which was identified as the chief operating decision maker.

zz) Cash flows statement

Cash and cash equivalents in the cash flow statement are equal to cash and cash equivalents presented in the consolidated balance sheet. Purchases of set-top boxes to be provided to customers under operating lease contracts are classified in the cash flows statement within operating activities. The purchases and disposals of these set-top boxes are classified in the cash flows statement within operating activities and presented as “Net disposals/(additions) of reception equipment provided under operating lease”. Acquisition of items of property, plant and equipment or intangible assets are presented in their net amount (net of related value added tax). Payments for film licences and sport rights are presented on a net basis (net of related value added tax) within operating activities. Expenditures on the acquisition of programming assets also include the amount of withholding tax paid to the relevant tax authorities.

7. Determination of fair values

A number of accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. The methods for determining fair values are described below. When applicable further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

Derivatives

The fair value of derivatives is calculated based on their quoted closing bid price at the balance sheet date or, in the lack thereof, other inputs that are observable for the asset or liability, either directly (i. e. as prices) or indirectly (i. e. derived from prices). In the second case, the fair value of derivatives is estimated as the present value of future cash flows, discounted using the market interest rate at the reporting date. Information on the structure of Polish and Eurozone interest rates and Polish złoty exchange rate are used in order to estimate future cash flows and market interest rate.

41 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Non-derivative financial assets

The fair value of non-derivative financial asset for disclosure purposes is estimated as the present value of future cash flows discounted using the market interest rate as at the balance sheet date.

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on liabilities’ quoted closing bid price at the balance sheet date or, in the lack thereof, estimated on the present value of future principal and interest cash flows, discounted using the market interest rate at the reporting date. Market interest rate is estimated as interbank interest rate for a given currency zone (WIBOR, EURIBOR) plus a margin regarding the Group’s credit risk. A market interest rate for a lease contract is estimated based on interest rates for similar lease contracts.

8. Approval of the Consolidated Financial Statements

These consolidated financial statements were approved for publication by the Management Board of Cyfrowy Polsat S.A. on 19 April 2023.

Explanatory notes

9. Revenue for the year ended 31 December 2022

	31 December 2022	31 December 2021
Retail revenue	6,952.1	6,767.0
Wholesale revenue	3,531.7	3,678.8
Sale of equipment	1,805.1	1,450.3
Other revenue	626.4	547.9
Total	12,915.3	12,444.0

Retail revenue mainly consists of pay-TV, telecommunication services, revenue from rental of reception equipment and contractual penalties related to terminated agreements. Wholesale revenue mainly consists of advertising and sponsorship revenue, interconnect revenue, revenue from rental of infrastructure, roaming revenues, revenue from cable and satellite operator fees, sales of broadcasting and signal transmission services and sales of licenses, sublicenses and property rights. Other revenue mainly consists of revenue from interest on installment plan purchases, revenue from the lease of premises and facilities, revenue from the sale of electric energy, revenue from the sale of photovoltaic installations and sale of apartments.

42 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

10. Operating costs for the year ended

	Note	31 December 2022	31 December 2021
Technical costs and cost of settlements with telecommunication operators		3,271.5	2,849.7
Depreciation, amortization, impairment and liquidation		1,829.0	1,903.2
Cost of equipment sold		1,454.4	1,200.7
Content costs		2,063.9	1,826.9
Distribution, marketing, customer relation management and retention costs		1,035.0	1,025.0
Salaries and employee-related costs	a)	1,034.0	946.9
Cost of debt collection services, bad debt allowance and receivables written off		97.8	95.4
Other costs		614.2	457.7
Total		11,399.8	10,305.5

a) Salaries and employee-related costs for the year ended 31 December 2022

	31 December 2022	31 December 2021
Salaries	857.1	790.5
Social security contributions	136.3	118.9
Other employee-related costs	40.6	37.5
Total	1,034.0	946.9

Average headcount of non-production employees * for the year ended 31 December 2022

	31 December 2022	31 December 2021
Employment contracts (full-time equivalents)	7,648	7,498
* excluding workers who did not perform work in the reporting period due to long-term absences

11.## 12. Finance costs, net

	31 December 2022	31 December 2021
Interest expense on loans and borrowings	582.0	202.9
Interest expense on issued bonds	155.6	49.6
Valuation and realization of hedging instruments	(19.8)	5.1
Valuation and realization of derivatives not used in hedge accounting – relating to interest	(72.7)	(83.7)
Guarantee fess, bank and other charges	4.8	4.9
Total	649.9	178.8

13. Income tax

Income tax expense for the year ended 31 December 2022

	31 December 2022	31 December 2021
Current tax expense	395.4	1,303.1
Change in deferred tax	(161.9)	(55.3)
Other	(24.3)	3.7
Income tax expense in the income statement	209.2	1,251.6

Change in deferred income tax for the year ended 31 December 2022

	31 December 2022	31 December 2021
Tax losses carried forward	10.1	(9.3)
Receivables and other assets	(5.4)	(12.2)
Liabilities	(68.2)	23.6
Other property, plant and equipment and intangible assets	(105.6)	(71.0)
Other	7.2	13.6
Change in deferred tax recognized in income statement – total	(161.9)	(55.3)

Income tax recognized in the statement of other comprehensive income for the year ended 31 December 2022

	31 December 2022	31 December 2021
Change in deferred income tax on hedge valuation	2.2	4.1
Income tax expense recognized in other comprehensive income - total	2.2	4.1

Effective tax rate reconciliation for the year ended 31 December 2022

	31 December 2022	31 December 2021
Gross profit	1,110.3	5,666.1
Income tax at applicable statutory tax rate of 19%	211.0	1,076.6
Other	(1.8)	175.0
Tax expense for the year	209.2	1,251.6
Effective tax rate	18.8%	22.1%

Deferred tax assets

	31 December 2022	31 December 2021
Tax losses carried forward	15.1	22.9
Liabilities	391.9	341.4
Tangible and intangible assets	22.4	22.9
Receivables and other assets	111.5	87.9
Other	3.7	1.7
Total deferred tax assets	544.6	476.8
Set off of deferred tax assets and liabilities	(444.7)	(396.6)
Deferred tax assets in the balance sheet	99.9	80.2

Tax loss

	31 December 2022	31 December 2021
2022 tax loss carried forward	27.9	-
2021 tax loss carried forward	61.8	56.1
2020 tax loss carried forward	50.3	60.7
2019 tax loss carried forward	70.2	68.9
2018 tax loss carried forward	51.7	90.4
2017 tax loss carried forward	12.3	35.1
2016 tax loss carried forward	-	31.0
Tax losses carried forward – total	274.2	342.2

Tax losses recognized

	31 December 2022	31 December 2021
2022 tax loss carried forward	2.8	-
2021 tax loss carried forward	19.3	52.0
2020 tax loss carried forward	1.4	-
2019 tax loss carried forward	30.5	28.7
2018 tax loss carried forward	19.1	26.4
2017 tax loss carried forward	7.1	13.3
Tax losses carried forward – total	80.2	120.4

As at 31 December 2022 the Group recognized deferred tax asset on tax losses to the extent that it was probable that they would be utilized in the future. According to Art. 7 of the Polish Corporate Income Tax Act dated 15 February 1992, tax losses incurred in a given financial year can be utilized in the subsequent five fiscal years. However, no more than 50% of a tax loss for any given year can be utilized in a single subsequent fiscal year.

Deferred tax liabilities

	31 December 2022	31 December 2021
Receivables and other assets	485.5	190.0
Liabilities	21.5	43.1
Tangible and intangible assets	867.8	920.7
Other	48.6	37.7
Total deferred tax liabilities	1,423.4	1,191.5
Set off of deferred tax assets and liabilities	(444.7)	(396.6)
Deferred tax liabilities in the balance sheet	978.7	794.9

The tax authorities may at any time inspect the books and records within 5 years from the end of the year when a tax declaration was submitted, and may impose additional tax assessments with penalty interest and penalties. Furthermore, on 15 July 2016 provisions of General Anti- Avoidance Rule (GAAR) were introduced, which aim at preventing establishing and using artificial legal arrangements with tax savings as its principal purpose. Frequent amendments in the tax laws and contradicting legal interpretations among the tax authorities result in uncertainties and lack of consistency in the tax system, which in fact lead to difficulties in the judgement of the tax consequences in the foreseeable future.

14. EBITDA (unaudited)

EBITDA (earnings before interest, taxes, depreciation, amortization, impairment and liquidation) presents the Group’s key measure of earnings performance. The level of EBITDA measures the Group’s ability to generate cash from recurring operations, however it is neither a measure of liquidity nor cash level. The Group defines EBITDA as operating profit adjusted by depreciation, amortization, impairment and liquidation. EBITDA is not an IFRS EU measure, and as such can be calculated differently by other entities.

	31 December 2022	31 December 2021
Net profit for the period	901.1	4,414.5
Income tax	209.2	1,251.6
(Gain)/loss on investment activities, net	(23.5)	26.9
Finance costs	649.9	178.8
Share of the (profit)/loss of associates accounted for using the equity method	(94.5)	(75.4)
Depreciation, amortization, impairment and liquidation*	1,829.0	1,903.2
EBITDA (unaudited)	3,471.2	7,699.6
Profit from the sale of a subsidiary and an associate	(153.2)	(3,680.6)
Costs of support for Ukraine**	34.1	-
EBITDA adjusted (unaudited)	3,352.1	4,019.0

* depreciation, amortization, impairment and liquidation comprise depreciation and impairment of property, plant and equipment, intangible assets and right-of-use and net book value of disposed property, plant, equipment and intangible assets (excluding amortization of programming assets)
** includes mainly cash donations for supporting Ukraine

15. Basic and diluted earnings per share

At the reporting date, the Company did not have any financial instruments that could have a dilutive effect, therefore the diluted earnings per share are equal to basic earnings per share.

	31 December 2022	31 December 2021
Net profit	901.1	4,414.5
Weighted average number of ordinary and preference shares in the period	557,758,269	634,936,486
Earnings per share in PLN (not in millions)	1.62	6.95

16. Property, plant and equipment

	Reception equipment	Land	Buildings and structures	Technical equipment and machinery	Vehicles	Other	Tangible assets under construction	Other property, plant and equipment	Total
Cost as at 1 January 2022	1,275.7	79.7	573.2	2,561.0	138.6	248.2	454.6	4,055.3
Acquisition of subsidiaries (see note 39)	-	67.8	54.5	3.4	0.1	1.7	20.0	147.5
Additions	113.6	0.4	58.4	108.3	81.4	24.6	652.7	925.8
Transfer between groups	-	4.5	-	(0.3)	-	2.8	31.8	38.8
Transfer to assets held for sale	-	-	-	-	-	-	(127.7)	(127.7)
Transfer from assets under construction	-	-	40.8	250.2	17.5	19.0	(327.5)	-
Disposals	(138.1)	-	(41.6)	(49.3)	(42.0)	(9.4)	(51.3)	(193.6)
Disposal of a subsidiary	-	(3.8)	(112.6)	(3.0)	-	(2.5)	(0.2)	(122.1)
Cost as at 31 December 2022	1,251.2	148.6	572.7	2,870.3	195.6	284.4	652.4	4,724.0
Accumulated impairment losses as at 1 January 2022	3.8	-	0.1	1.6	-	-	18.4	20.1
Recognition	0.7	-	-	-	-	0.5	0.5
Reversal	(0.5)	-	-	(0.5)	-	(0.7)	(1.2)
Accumulated impairment losses as at 31 December 2022	4.0	-	0.1	1.1	-	-	18.2	19.4
Accumulated depreciation as at 1 January 2022	987.9	-	115.8	410.4	42.8	139.3	-	708.3
Additions	113.9	-	27.1	383.5	19.8	29.7	-	460.1
Disposals	(136.6)	-	(2.9)	(37.6)	(11.3)	(6.7)	-	(58.5)
Disposal of a subsidiary	-	-	(4.8)	(0.7)	-	(0.7)	-	(6.2)
Accumulated depreciation as at 31 December 2022	965.2	-	135.2	755.6	51.3	161.6	-	1,103.7
Carrying amount as at 1 January 2022	284.0	79.7	457.3	2,149.0	95.8	108.9	436.2	3,326.9
Carrying amount as at 31 December 2022	282.0	148.6	437.4	2,113.6	144.3	122.8	634.2	3,600.9

The Group recognized an impairment loss on items of property, plant and equipment whose carrying amounts exceeded their recoverable amounts. The impairment allowance is recognized in ‘depreciation, amortization, impairment and liquidation’. Property, plant and equipment are subject of collateral described in detail in the Management Report in note 4.3.5.# Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Property, Plant and Equipment

	Reception equipment	Land	Buildings and structures	Technical equipment and machinery	Vehicles	Other Tangible assets	under construction	Other property, plant and equipment	Total
Cost as at 1 January 2021	1,298.5	58.2	434.2	7,747.2	110.2	216.5	583.9	9,150.2
Acquisition of subsidiaries	-	21.5	113.5	5.1	-	2.5	0.3	142.9
Additions	110.0	-	9.5	197.2	34.4	32.8	600.6	874.5
Transfer between groups	-	-	0.5	0.2	-	(3.3)	(15.8)	(18.4)
Transfer from assets under construction	-	0.4	45.9	438.9	0.8	12.7	(498.7)	-
Disposals	(132.8)	-	(2.5)	(96.1)	(6.5)	(12.0)	(9.3)	(126.4)
Disposal of a subsidiary	-	(0.4)	(27.9)	(5,731.5)	(0.3)	(1.0)	(206.4)	(5,967.5)
Cost as at 31 December 2021	1,275.7	79.7	573.2	2,561.0	138.6	248.2	454.6	4,055.3
Accumulated impairment losses as at 1 January 2021	3.7	-	-	2.2	-	0.2	20.5	22.9
Recognition	0.1	-	0.1	0.8	-	-	1.0	1.9
Reversal	-	-	-	(1.4)	-	(0.2)	(3.0)	(4.6)
Utilisation	-	-	-	-	-	-	(0.1)	(0.1)
Accumulated impairment losses as at 31 December 2021	3.8	-	0.1	1.6	-	-	18.4	20.1
Accumulated depreciation as at 1 January 2021	1,001.4	-	100.8	3,483.5	31.7	120.3	-	3,736.3
Additions	118.8	-	26.8	428.5	15.6	27.3	-	498.2
Transfer between groups	-	-	-	0.1	-	(0.1)	-	-
Disposals	(132.3)	-	(0.5)	(85.7)	(4.3)	(7.5)	-	(98.0)
Disposal of a subsidiary	-	-	(11.3)	(3,416.0)	(0.2)	(0.7)	-	(3,428.2)
Accumulated depreciation as at 31 December 2021	987.9	-	115.8	410.4	42.8	139.3	-	708.3
Carrying amount as at 1 January 2021	293.4	58.2	333.4	4,261.5	78.5	96.0	563.4	5,391.0
Carrying amount as at 31 December 2021	284.0	79.7	457.3	2,149.0	95.8	108.9	436.2	3,326.9

The Group recognized an impairment loss on items of property, plant and equipment whose carrying amounts exceeded their recoverable amounts. The impairment allowance is recognized in ‘depreciation, amortization, impairment and liquidation’. Property, plant and equipment are subject of collateral described in detail in the Management Report in note 4.3.5.

49 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

17. Goodwill

	2022	2021
Balance as at 1 January	10,802.0	11,808.4
Acquisition of 53.73% shares of Vindix S.A. (see note 39)	32.4	-
Acquisition of 66.94% shares of Port Praski Sp. z o.o. (see note 39)	17.4	-
Acquisition of 100% shares of Oktawave S.A. (see note 39)	12.4	-
Acquisition of 100% shares of Enterpol Sp. z o.o. (see note 39)	11.5	-
Acquisition of 70% shares of Antyweb Sp. z o.o. (see note 39)	9.3	-
Acquisition of 69 Specialist Sales and Customer Service Points (see note 39)	7.3	-
Acquisition of 100% shares of Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. (see note 39)	-	-
Acquisition of 100% shares of Premium Mobile Sp. z o.o. (1)	(67.5)	131.9
Acquisition of 100% shares of CKS Ossa Sp. z o.o. (2)	(6.3)	6.3
Acquisition of 100% shares of Logitus Sp. z o.o.	-	5.5
Acquisition of 100% shares of Ossa Medical Center Sp. z o.o. (2)	(0.4)	0.4
Impairment of goodwill of TVO Sp. z o.o.	-	(7.0)
Acquisition of 100% shares of Interia Group	-	(125.8)
Disposal of 99.99% shares of Polkomtel Infrastruktura Sp. z o.o.	-	(1,017.7)
Balance as at 31 December	10,818.1	10,802.0

(1) Goodwill has been adjusted to reflect the effect of the final purchase price allocation and the fair value assessment of identified net assets.
(2) On 28 September 2022, Polkomtel Sp. z o.o. sold 100% shares in the Company. Impairment tests performed on goodwill balances as at 31 December 2022 did not indicate impairment (see note 19 for impairment test assumptions).

18. Brands

	2022	2021
Balance as at 1 January	2,069.6	2,031.7
Acquisition of Premium Mobile brand (see note 39)	28.7	-
Acquisition of Interia brand	-	82.7
Amortization of Plus brand	(24.1)	(24.1)
Amortization of Netia brand	(8.8)	(8.8)
Amortization of Eleven Sports brand	(0.1)	(0.1)
Amortization of Interia brand	(3.0)	(4.0)
Impairment of IPLA brand	-	(7.8)
Amortization of Premium Mobile brand	(1.4)	-
Balance as at 31 December	2,060.9	2,069.6

Plus

Following the acquisition of Metelem Holding Company Ltd. in 2014, the Group recognized a value of the Plus brand. The brand is amortized over the useful life of 51 years (until the year 2065). The carrying amount of the brand was allocated to ”B2C and B2B services” cash-generating unit.

50 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Polsat

The value of the Polsat brand is recognized following the acquisition of Telewizja Polsat S.A. (currently Telewizja Polsat Sp. z o.o.) in 2011. The Polsat brand is not amortized as it is considered to have an indefinite useful life. The carrying amount of the brand was allocated to “Media: television and online” cash-generating unit for the impairment testing purposes (see note 19). Impairment test performed on Polsat brand balance as at 31 December 2022 did not indicate impairment (see note 19 for impairment test assumptions).

IPLA

In the consolidated financial statements, as a result of acquisition of entities comprising IPLA platform, the Group has recognized in 2012 among others goodwill and IPLA brand. The carrying amount of the brand was allocated to ”B2C and B2B services” cash-generating unit for the impairment testing purposes. The Group recognized impairment of IPLA brand as at 31 December 2021 as the IPLA brand was replaced by Polsat Box Go brand.

TV4 and TV6

In the consolidated financial statements, as a result of acquisition of Polskie Media S.A., the Group has recognized in 2013 among others goodwill and TV4 and TV6 brands. The TV4 and TV6 brands are not amortized as they are considered to have an indefinite useful life. The carrying amount of the brand was allocated to ”Media: television and online” cash-generating unit for the impairment testing purposes (see note 19). Impairment test performed on TV4 and TV6 brands balance as at 31 December 2022 did not indicate impairment (see note 19 for impairment test assumptions).

Polo TV

The value of the Polo TV brand is recognized following the acquisition of Lemon Records Sp. z o.o. on 4 December 2017. The Polo TV brand is not amortized as it is considered to have an indefinite useful life. The carrying amount of the brand was allocated to ”Media: television and online” cash-generating unit. Impairment test performed on Polo TV brand balance as at 31 December 2022 did not indicate impairment (see note 19 for impairment test assumptions).

Netia

The value of the Netia brand is recognized following obtaining control by the Group over Netia S.A. on 22 May 2018. The value of Netia brand recognized in the consolidated financial statements amounted to PLN 88.5. The brand is amortized over the useful life of 10 years (until the year 2028). The carrying amount of the brand was allocated to ”B2C and B2B services” cash-generating unit.

Interia

The value of the Interia brand is recognized following obtaining in 2020 control by the Group over Interia Group, i.e. Grupa Interia.pl Sp. z o.o., Grupa Interia.pl Sp. z o.o. Sp.k., Grupa Interia.pl Media Sp. z o.o. Sp.k., Mobiem Polska Sp. z o.o. and Mobiem Polska Sp. z o.o. Sp.k. In 2021 the Group finalized the purchase price allocation and recognized among others Interia brand in the amount of PLN 82.7. The brand is amortized over the useful life of 30 years (until the year 2050). The carrying amount of the brand was allocated to ”Media: television and online” cash-generating unit.

51 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Premium Mobile

The value of the Premium Mobile brand is recognized following obtaining in 2021 control by the Group over Premium Mobile Group, i.e. Premium Mobile Sp. z o.o., Visignio Sp. z o.o., Saveadvisor Sp. z o.o. and Mobi Dealer Sp. z o.o.. In 2022 the Group finalized the purchase price allocation and recognized among others Premium Mobile brand in the amount of PLN 28.7. The brand is amortized over the useful life of 30 years (until the year 2051). The carrying amount of the brand was allocated to ” B2C and B2B services” cash-generating unit.

19. Impairment test (including goodwill and intangible assets with indefinite useful life)

The Group recognized goodwill and brands with indefinite useful life in the consolidated financial statements. Their carrying amounts were allocated to the cash-generating units which also represent the Group’s operating segments. Goodwill and brands with indefinite useful life are tested for impairment annually or more frequently if possible impairment is indicated. Goodwill and brands are allocated to the below cash-generating units for the purpose of testing for impairment. The allocation was made to those cash-generating units or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose and the brands were identified. The Group tests the total carrying amount of the cash-generating units and any impairment identified is recognized in the profit or loss immediately with respect to goodwill first and is not subsequently reversed. If goodwill is fully impaired the remaining amount of the impairment loss is allocated to the brands and other assets of the cash-generating unit on a pro rata basis.# 20. Customer relationships and other intangible assets

	31 December 2022	31 December 2021
Customer relationships	643.7	1,005.7
Customer relationships total	643.7	1,005.7
Software and licenses	598.6	622.9
Concessions	1,919.8	1,070.6
Other	54.7	50.7
Other intangible assets under development	767.5	629.9
Other intangible assets total	3,340.6	2,374.1

The customer relationships and telecommunication concessions (900 MHz, 1800 MHz and 2100 MHz) were recognized in the balance sheet following the acquisition of Metelem Holding Company Limited based on the Group’s acquisition accounting. The carrying amount of the customer relationships and concessions was allocated to ”B2C and B2B services” cash- generating unit. The telecommunication concessions (800 MHz, 900 MHz, 1800 MHz and 2600 MHz) were recognized in the balance sheet following the acquisition of Midas S.A. based on the Group’s acquisition accounting. The carrying amount of the customer relationships and concessions was allocated to ”B2C and B2B services” cash-generating unit.

Customer relationships as at 31 December 2022 include the following:

Customer relationships	Amortization period
Customer relationships with retail clients	8 or 10 years
Customer relationships – roaming	13 years

Concessions as at 31 December 2022 include the following:

License	Expiry date
License for frequencies in the 900 MHz band	24.02.2026
License for frequencies in the 1800 MHz band	14.09.2029
License for frequencies in the 2600 MHz FDD band	25.01.2031
License for frequencies in the 2100 MHz band	01.01.2023
License for frequencies in the 420 MHz band	31.12.2035
License for frequencies in the 900 MHz band	31.12.2023
License for frequencies in the 1800 MHz band	31.12.2022
License for frequencies in the 1800 MHz band	31.12.2022
License for frequencies in the 2600 MHz TDD band	31.12.2024

Additionally, in 2022 the following license decisions were issued, the period of which is after 31 December 2022:

License	Expiry date
License for frequencies in the 1800 MHz band	31.12.2037
License for frequencies in the 2100 MHz band	31.12.2037

	Customer relationships	Software and licenses	Concessions	Other	Other intangible assets under development	Other intangible assets
Cost
Cost as at 1 January 2022	4,728.6	1,868.9	3,734.0	104.1	632.7	6,339.7
Additions	-	12.2	1,199.0	2.6	323.1	1,536.9
Acquisition of subsidiaries (see note 39)	66.0	0.9	-	5.6	0.9	7.4
Transfer from intangible assets under development	-	178.9	-	5.2	(184.1)	-
Disposals	-	(11.2)	(1.6)	(10.0)	(0.7)	(23.5)
Transfer between groups	-	-	-	10.6	(3.6)	7.0
Disposal of a subsidiary	-	(0.2)	-	-	-	(0.2)
Cost as at 31 December 2022	4,794.6	2,049.5	4,931.4	118.1	768.3	7,867.3
Accumulated impairment losses
Accumulated impairment losses as at 1 January 2022	-	1.6	-	-	2.8	4.4
Recognition/(reversal)	-	0.5	-	0.5	(2.0)	(1.0)
Accumulated impairment losses as at 31 December 2022	-	2.1	-	0.5	0.8	3.4
Accumulated amortization
Accumulated amortization as at 1 January 2022	3,722.9	1,244.4	2,663.4	53.4	-	3,961.2
Additions	428.0	215.8	349.8	10.5	-	576.1
Disposals	-	(11.2)	(1.6)	(1.0)	-	(13.8)

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Intangible Assets

	Customer relationships	Software and licenses	Concessions	Other	Other intangible assets under development	Other intangible assets	Total
Cost
Cost as at 1 January 2021	4,722.4	1,559.3	3,709.2	74.8	741.6	6,084.9
Additions	-	19.9	14.0	5.9	216.2	256.0
Acquisition of subsidiaries	6.2	71.4	-	(4.4)	0.1	67.1
Transfer from intangible assets under development	-	309.5	21.6	7.1	(338.2)	-
Disposals	-	(11.3)	(10.8)	(0.2)	(0.4)	(22.7)
Transfer between groups	-	0.7	-	21.1	17.7	39.5
Disposal of a subsidiary	-	(80.6)	-	(0.2)	(4.3)	(85.1)
Cost as at 31 December 2021	4,728.6	1,868.9	3,734.0	104.1	632.7	6,339.7
Cost as at 1 January 2022	4,728.6	1,868.9	3,734.0	104.1	632.7	6,339.7
Additions	-	7.0	12.4	0.7	11.2	31.3
Acquisition of subsidiaries	-	-	-	-	-	-
Transfer from intangible assets under development	-	12.7	10.4	4.4	(27.5)	-
Disposals	-	(4.6)	(0.3)	(0.0)	(0.2)	(5.1)
Disposal of a subsidiary	-	(0.2)	-	-	-	(0.2)
Cost as at 31 December 2022	4,728.6	1,883.8	3,756.5	109.1	616.2	6,350.4
Accumulated impairment losses
Accumulated impairment losses as at 1 January 2021	-	1.6	-	-	2.8	4.4
Accumulated impairment losses as at 31 December 2021	-	1.6	-	-	2.8	4.4
Accumulated impairment losses as at 1 January 2022	-	1.6	-	-	2.8	4.4
Increase	-	-	-	-	-	-
Accumulated impairment losses as at 31 December 2022	-	1.6	-	-	2.8	4.4
Accumulated amortization
Accumulated amortization as at 1 January 2021	3,309.7	1,094.4	2,324.2	45.5	-	3,464.1
Additions	413.2	212.1	350.0	8.1	-	570.2
Disposals	-	(10.8)	(10.8)	(0.2)	-	(21.8)
Disposal of a subsidiary	-	(51.3)	-	-	-	(51.3)
Accumulated amortization as at 31 December 2021	3,722.9	1,244.4	2,663.4	53.4	-	3,961.2
Accumulated amortization as at 1 January 2022	3,722.9	1,244.4	2,663.4	53.4	-	3,961.2
Additions	345.4	174.4	426.0	12.5	-	764.4
Disposals	-	(0.3)	(0.2)	-	-	(0.5)
Disposal of a subsidiary	-	(0.2)	-	-	-	(0.2)
Accumulated amortization as at 31 December 2022	4,068.3	1,418.3	3,089.2	65.9	-	4,724.9
Carrying amounts
Carrying amount as at 1 January 2021	1,412.7	463.3	1,385.0	29.3	738.8	2,616.4
Carrying amount as at 31 December 2021	1,005.7	622.9	1,070.6	50.7	629.9	2,374.1
Carrying amount as at 1 January 2022	1,005.7	622.9	1,070.6	50.7	629.9	2,374.1
Carrying amount as at 31 December 2022	647.0	463.9	667.3	43.2	613.4	1,620.1

21. Right-of-use assets

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	Technical infrastructure	Dark fibers	Vehicles	Points of sale premises	Office space and other premises	Right-of-use assets	Total
Cost
Cost as at 1 January 2022	264.7	180.7	28.5	264.9	545.6	1,284.4
Acquisition of subsidiary (see note 39)	-	-	-	-	13.9	13.9
Additions	39.8	23.5	6.3	52.6	29.4	151.6
Disposals	(24.3)	(12.0)	(8.8)	(18.0)	(34.0)	(97.1)
Disposal of a subsidiary	-	-	-	-	(145.1)	(145.1)
Cost as at 31 December 2022	280.2	192.2	26.0	299.5	409.8	1,207.7
Accumulated impairment losses
Accumulated impairment losses as at 1 January 2022	-	-	-	-	-	-
Accumulated impairment losses as at 31 December 2022	-	-	-	-	-	-
Accumulated depreciation
Accumulated depreciation as at 1 January 2022	130.4	98.4	11.7	147.5	199.9	587.9
Additions	41.3	32.1	4.7	51.5	61.1	190.7
Disposals	(11.6)	(7.4)	(5.1)	(12.2)	(30.5)	(66.8)
Disposal of a subsidiary	-	-	-	-	(31.1)	(31.1)
Accumulated depreciation as at 31 December 2022	160.1	123.1	11.3	186.8	199.4	680.7
Carrying amount
Carrying amount as at 1 January 2022	134.3	82.3	16.8	117.4	345.7	696.5
Carrying amount as at 31 December 2022	120.1	69.1	14.7	112.7	210.4	527.0

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	Technical infrastructure	Dark fibers	Vehicles	Points of sale premises	Office space and other premises	Right-of-use assets	Total
Cost
Cost as at 1 January 2021	1,423.2	156.6	33.3	239.7	530.0	2,382.8
Acquisition of subsidiary	-	-	-	-	2.1	2.1
Additions	141.9	40.7	1.7	42.8	47.9	275.0
Disposals	(40.4)	(7.2)	(6.5)	(17.6)	(10.5)	(82.2)
Disposal of a subsidiary	(1,260.0)	(9.4)	-	-	(23.9)	(1,293.3)
Cost as at 31 December 2021	264.7	180.7	28.5	264.9	545.6	1,284.4
Accumulated impairment losses
Accumulated impairment losses as at 1 January 2021	-	-	-	-	-	-
Accumulated impairment losses as at 31 December 2021	-	-	-	-	-	-
Accumulated depreciation
Accumulated depreciation as at 1 January 2021	536.4	70.7	10.4	105.4	140.5	863.4
Additions	82.4	32.6	4.6	54.9	68.7	243.2
Disposals	(16.0)	(1.9)	(3.3)	(12.8)	(2.9)	(36.9)
Disposal of a subsidiary	(472.4)	(3.0)	-	-	(6.4)	(481.8)
Accumulated depreciation as at 31 December 2021	130.4	98.4	11.7	147.5	199.9	587.9
Carrying amount
Carrying amount as at 1 January 2021	886.8	85.9	22.9	134.3	389.5	1,519.4
Carrying amount as at 31 December 2021	134.3	82.3	16.8	117.4	345.7	696.5

22. Programming assets

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	31 December 2022	31 December 2021
Acquired film licenses	300.8	358.3
Capitalised cost of external production and sports rights	766.1	907.7
Co-productions	4.6	7.6
Prepayments	129.5	96.4
Total	1,201.0	1,370.0
Of which:
Current	699.2	630.6
Non-current	501.8	739.4

Change in programming assets

	2022	2021
Net carrying amount as at 1 January	1,370.0	695.7
Increase*	418.7	1,200.9
Change in impairment losses:	5.4	(3.4)
Film licenses	5.4	(3.4)
Change in internal production *	85.0	41.3
Amortization of film licenses and sports rights	(668.6)	(558.8)
Disposals:	(8.9)	(5.7)
Sale of film licenses	(8.9)	(5.7)
Other decrease	(0.6)	-
Net carrying amount as at 31 December	1,201.0	1,370.0

* includes change in prepayments

Commitments related to acquisition of programming assets by the Group are presented in note 51.

23. Investment property

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	2022	2021
Cost
Cost as at 1 January	39.4	60.5
Acquisition of subsidiaries (see note 39)	761.8	-
Additions	85.8	-
Transfer between groups	(45.8)	(21.1)
Disposal of a subsidiary	(150.4)	-
Cost as at 31 December	690.8	39.4
Accumulated depreciation
Accumulated depreciation as at 1 January	11.0	10.5
Additions	33.5	0.5
Disposals	(0.7)	-
Accumulated depreciation as at 31 December	43.8	11.0
Carrying amount
Carrying amount as at 1 January	28.4	50.0
Carrying amount as at 31 December	647.0	28.4

24. Deferred distribution fees

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	31 December 2022	31 December 2021
Deferred distribution fees	297.1	300.3
Of which:
Current	217.3	226.8
Non-current	79.8	73.5

Deferred distribution fees include commissions for distributors for contracts effectively concluded with subscribers. These costs are expensed by the Group to profit or loss over the minimum base period of the subscription contracts. As at 31 December 2022, the balance of distribution fees relating to agreements whose basic period as at the date of signing was more than 12 months amounted to PLN 297.1 (as at 31 December 2021: PLN 300.3).

25. Non-current trade receivables and other non-current assets

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	31 December 2022	31 December 2021
Non-current trade receivables	930.0	777.1
Non-current trade receivables total	930.0	777.1
Shares in associates and joint ventures accounted for using the equity method	1,884.2	1,764.4
Bonds	-	39.3
Deferred costs	4.6	8.8
Investment in joint ventures	5.9	5.9
Deposits paid	3.0	2.0
Other shares	2.9	1.8
Derivative instruments IRS (note 41)	17.4	23.0
Total	1,918.0	1,902.3

As at 31 December 2022 and 31 December 2021

Non-current trade receivables include receivables from installment plan purchases. Non-current trade receivables are denominated in PLN.

• Shares in associates accounted for using the equity method – Asseco Poland S.A. On 31 July 2020 Cyfrowy Polsat purchased from Reddev 184,127 (not in millions) Asseco shares for the price of PLN 11.4. Following the transaction, the Company holds a total of 22.95% of Asseco shares (note 40).
• Shares in associates accounted for using the equity method – PAK-Polska Czysta Energia Sp. z o.o. On 27 July 2022 Cyfrowy Polsat acquired 40.41% shares in PAK-Polska Czysta Energia Sp. z o.o. More details are presented in note 49.

Loans granted

	31 December 2022	31 December 2021
Current loans granted	250.5	15.3
Non-current loans granted	325.6	57.1
Total	576.1	72.4

Loans granted as at 31 December 2022 include mainly loans to PAK-Polska Czysta Energia Sp. z o.o. with repayment due date in 2023-2025.

26. Inventories

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Types of inventories	31 December 2022	31 December 2021
Mobile phones	148.3	186.5
Laptops, tablets and modems	37.3	41.9
Set-top boxes and disc drives	114.8	46.4
Apartments	455.7	-
Other inventories	406.3	320.9
Total net book value	1,162.4	595.7

Other inventories comprise primarily of raw materials used in the production of set-top boxes and components of photovoltaic installations.

Write-downs of inventories

	2022	2021
Opening balance	11.9	16.4
Increase	8.0	4.8
Utilisation	(6.4)	(8.2)
Decrease	(7.5)	(1.1)
Closing balance	6.0	11.9

27. Trade and other receivables

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	31 December 2022	31 December 2021
Trade receivables from related parties	12.4	6.6
Trade receivables from third parties	2,516.6	2,268.4
Tax and social security receivables	137.7	94.1
Other receivables	84.6	65.9
Total	2,751.3	2,435.0

Trade receivables from third parties include primarily receivables from individual customers, media houses and distributors.# Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Trade receivables by currency

Currency	31 December 2022	31 December 2021
PLN	2,412.6	2,168.1
EUR	92.5	89.3
USD	18.5	15.3
Other	5.4	2.3
Total	2,529.0	2,275.0

Movements in the allowance for impairment of accounts receivable (trade and other receivables)

	2022	2021
Opening balance	182.2	187.8
Increase	103.0	100.5
Reversal	(9.7)	(5.4)
Utilisation	(93.1)	(100.7)
Closing balance	182.4	182.2
Of which: Short-term	125.7	139.3
Long-term	56.7	42.9

Other current assets

	31 December 2022	31 December 2021
Derivative instruments IRS (note 41)	63.9	60.9
Unbilled revenue	7.7	3.1
Other deferred costs	41.8	43.1
Other	23.8	-
Total	137.2	107.1

Cash and cash equivalents

	31 December 2022	31 December 2021
Cash on hand	1.3	1.0
Current accounts	290.9	641.1
Cash in transit	0.5	-
Deposits*	515.8	2,990.3
Total	808.5	3,632.4

• with maturity of up to 3 months from the date of establishing the deposit

The Group places its cash and cash equivalents in banks and financial institutions with reliability proven by ratings awarded by widely recognized agencies Moody's or Fitch, and in Plus Bank and EFG Bank as required by the loan agreement and policies adopted therein. As at 31 December 2022 cash and cash equivalents were placed primarily with institutions rated A1-A3 by Moody's Investors Service Ltd.

Currency	31 December 2022	31 December 2021
PLN	745.4	3,554.0
EUR	58.5	55.2
USD	4.4	21.8
CHF	0.2	1.4
Total	808.5	3,632.4

As the Group cooperates with well-established Polish and international banks, the risks relating to deposited cash are considerably limited. Restricted cash in the amount of PLN 9.3 includes mainly guarantee deposits.

Equity

Share capital

Presented below is the structure of the Company’s share capital as at 31 December 2022 and at 31 December 2021:

Share series	Number of shares*	Nominal value of shares	Type of shares
Series A	2,500,000	0.1	Registered, preference shares (2 voting rights)
Series B	2,500,000	0.1	Registered, preference shares (2 voting rights)
Series C	7,500,000	0.3	Registered, preference shares (2 voting rights)
Series D	166,917,501	6.7	Registered, preference shares (2 voting rights)
Series D	8,082,499	0.3	ordinary bearer shares
Series E	75,000,000	3.0	ordinary bearer shares
Series F	5,825,000	0.2	ordinary bearer shares
Series H	80,027,836	3.2	ordinary bearer shares
Series I	47,260,690	1.9	ordinary bearer shares
Series J	243,932,490	9.8	ordinary bearer shares
Total	639,546,016	25.6

• not in millions

The shareholders’ structure as at 31 December 2022 was as follows:

	Number of shares*	Nominal value of shares	% of share capital held	Number of votes*	% of voting rights
Zygmunt Solorz, by	396,802,022	15.9	62.04%	576,219,523	70.36%
TiVi Foundation, incl.through:	386,745,257	15.5	60.47%	566,162,758	69.13%
Reddev Investments Ltd., incl. through :	386,745,247	15.5	60.47%	566,162,738	69.13%
Cyfrowy Polsat S.A. 1	88,842,485	3.6	13.89%	88,842,485	10.85%
Tobias Solorz 2	5,607,609	0.2	0.88%	5,607,609	0.68%
ToBe Investments Group Ltd.	4,449,156	0.2	0.70%	4,449,156	0.54%
Nationale-Nederlanden PTE	41,066,962	1.6	6.42%	41,066,962	5.02%
Others	201,677,032	8.1	31.53%	201,677,032	24.63%
Total	639,546,016	25.6	100%	818,963,517	100%

• not in millions
  1 Own shares acquired under the buy-back program announced on 16 November 2021. Pursuant to Art. 364 Item 2 of the Commercial Companies Code, Cyfrowy Polsat S.A. does not exercise voting rights attached to own shares.
  2 Person is under the presumption of the existence of an agreement referred to in article 87 section 1 item 5 of the Public Offering Act.

The shareholders’ structure as at 31 December 2021 was as follows:

	Number of shares *	Nominal value of shares	% of share capital held	Number of votes *	% of voting rights
Zygmunt Solorz, by	387,506,625	15.5	60.59%	566,924,126	69.22%
TiVi Foundation, incl. through:	353,348,370	14.1	55.25%	532,765,871	65.05%
Reddev Investments Ltd., incl. through :	353,348,360	14.1	55.25%	532,765,851	65.05%
Cyfrowy Polsat S.A. 1	71,174,126	2.8	11.13%	71,174,126	8.69%
Embud 2 Sp. z o.o. S.K.A.	32,005,867	1.3	5.00%	32,005,867	3.91%
Tipeca Consulting Limited 2	2,152,388	0.1	0.34%	2,152,388	0.26%
Nationale-Nederlanden PTE	41,066,962	1.6	6.42%	41,066,962	5.02%
Others	210,972,429	8.5	32.99%	210,972,429	25.76%
Total	639,546,016	25.6	100%	818,963,517	100%

• not in millions
  1 The acquired own shares under the share buyback program announced on 16 November 2021. According to Art. 364 Section 2 of the Commercial Companies Code, Cyfrowy Polsat S.A. does not exercise voting rights from the own shares.
  2 Entity is under the presumption of the existence of an agreement referred to in Art. 87 Section 1 Item 5 of the Public Offering Act.

Share premium

Share premium includes the excess of issue value over the nominal value of shares issued decreased by share issuance-related consulting costs.

Retained earnings

On 23 June 2022 the Annual General Meeting of the Company adopted a resolution on the distribution of the Company’s net profit for the financial year 2021. In accordance with the provisions of the resolution, the dividend amounted to PLN 660.8 and the remaining part of the net profit in the amount of PLN 2,945.1 was allocated to supplementary capital. The dividend day was scheduled for 20 September 2022 and the dividend payout was scheduled for 15 December 2022.

Other reserves

Other reserves include mainly the reserve capital created for the purposes of the share buyback program in the amount of PLN 2,914.8. More information about the purchase of treasury shares is described in note 49.

Treasury shares

Treasury shares as at 31 December 2022 include a total of 88,842,485 (not in millions) own shares, representing in total 13.89% of the share capital of the Company and entitling to exercise 88,842,485 (not in millions) votes at the general meeting of the Company, constituting 10.85% of the total number of votes at the general meeting of the Company. Treasury shares as at 31 December 2021 included a total of 71,174,126 (not in millions) own shares, representing in total 11.13% of the share capital of the Company and entitling to exercise 71,174,126 (not in millions) votes at the general meeting of the Company, constituting 8.69% of the total number of votes at the general meeting of the Company. More information about the purchase of treasury shares is described in note 49.

Non-controlling interests

Non-controlling interests relate primarily to interests attributable to non-controlling shareholders of Port Praski Sp. z o.o. and its subsidiaries and as at 31 December 2022 amounted to PLN 560.9. Port Praski Sp. z o.o. and its subsidiaries are included in Real Estate segments (see note 43).

Hedge valuation reserve

The Company concluded the following interest rate swap transactions, which consisted in exchange of interest payments based on a floating rate WIBOR 3M into interest payments based on a fixed interest rate:

Conclusion date	Contractor	Nominal amount secured	Hedge start date	Hedge end date	Fixed interest rate
11.02.2020	PKO Bank Polski S.A.	125.0	31.12.2020	31.03.2023	1.6170%
28.02.2020	BNP Paribas	125.0	30.09.2020	31.03.2023	1.1600%
6.03.2020	Santander Bank Polska S.A.	125.0	30.09.2020	31.03.2023	1.0625%
26.11.2021	Santander Bank Polska S.A.	125.0	31.03.2022	31.12.2024	3.0925%
18.02.2022	BNP Paribas	125.0	30.09.2022	31.12.2024	4.1550%
25.03.2022	PKO Bank Polski S.A.	125.0	30.09.2022	31.12.2024	5.7200%
29.04.2022	Santander Bank Polska S.A.	125.0	31.03.2023	31.03.2025	6.5750%
19.05.2022	Santander Bank Polska S.A.	125.0	31.03.2023	31.03.2025	6.2450%
22.07.2022	BNP Paribas	125.0	31.03.2023	30.06.2025	6.0600%

Impact of hedging instruments valuation on assets and liabilities as at 31 December 2022

IRS
Assets
Long-term	6.6
Short-term	16.5
Liabilities
Long-term	(0.7)
Total	22.4

Impact of hedging instruments valuation on assets and liabilities as at 31 December 2021

IRS
Assets
Long-term	4.1
Short-term	9.3
Total	13.4

Impact of hedging instruments valuation on hedge valuation reserve

	2022	2021
Balance as at 1 January	9.0	(8.3)
Valuation of cash flow hedges	11.4	21.4
Deferred tax	(2.2)	(4.1)
Change for the period	9.2	17.3
Balance as at 31 December	18.2	9.0

Loans and borrowings

	31 December 2022	31 December 2021
Short-term liabilities	1,512.6	1,072.7
Long-term liabilities	6,624.8	7,671.8
Total	8,137.4	8,744.5

Change in loans and borrowings liabilities:

	2022	2021
Balance as at 1 January	8,744.5	9,640.8
Loans and borrowings on acquisition of CKS Ossa Sp. z o.o.	-	72.4
Loans and borrowings on acquisition of Stork 5 Sp.

1. Issued bonds

	31 December 2022	31 December 2021
Short-term liabilities	176.0	66.4
Long-term liabilities	1,900.4	1,942.1
Total	2,076.4	2,008.5

Change in issued bonds:

	2022	2021
Balance as at 1 January	2,008.5	1,997.9
Issued bonds on acquisition of Vindix S.A. (see note 39)	28.0	-
Effect of gaining control over Vindix S.A. and consolidation	(19.3)	-
Bonds repayment	(8.3)	-
Repayment of interest and commission	(88.1)	(39.0)
Interest accrued and commissions	155.6	49.6
Balance as at 31 December	2,076.4	2,008.5

1. Lease liabilities

	31 December 2022	31 December 2021
Short-term liabilities	178.6	201.1
Long-term liabilities	345.6	497.5
Total	524.2	698.6

68 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Change in lease liabilities:

	2022	2021
Balance as at 1 January	698.6	1,573.0
Acquisition of a subsidiary (see note 39)	16.5	2.1
Disposal of a subsidiary	-	(769.8)
Effect of gaining control and consolidation	(110.9)	-
Changes	114.7	232.2
Interest accrued	19.9	32.0
Repayment of capital and interest	(216.6)	(367.8)
Foreign exchange differences	2.0	(3.1)
Balance as at 31 December	524.2	698.6

1. Group as a lessor

Operating lease

The Group entered into contracts with third parties, which are classified as operating leases based on their economic substance. The contracts relate to the rental of reception equipment and lease of office and other premises. Assets connected with such contracts are presented as either reception equipment or other property, plant and equipment. Lease contracts for set-top boxes were concluded for a base contractual period ranging from 12 to 29 months. After each base period, the contracts are converted into contracts with indefinite term, unless terminated by the subscribers or new contracts are signed. Future minimum lease payments with respect to operating lease are as follows.

	31 December 2022	31 December 2021
less than 1 year	201.4	188.1
between 1 and 5 years	134.8	55.2
more than 5 years	44.6	-
Total	380.8	243.3

The Group generated revenues from operating leasing agreements in the amount of PLN 339.3 in 2022 and in the amount of PLN 258.4 in 2021.

69 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

1. UMTS license liabilities

	31 December 2022	31 December 2021	30 September 2022
Future payments	-	142.6	-
Total payments	-	142.6	-
Amounts representing discount	-	(2.7)	-
Discounted minimum payments	-	139.9	-
Of which: Short-term	-	139.9	-

UMTS license liability was denominated in EUR. The value of the liability was subject to annual reduction due to subsequent installments paid to the regulator. UMTS license liability was due in 2022.

1. Other non-current liabilities and provisions

	31 December 2022	31 December 2021
Payables relating to purchase of programming rights	217.4	251.0
Provisions	56.9	14.5
Other	56.6	54.3
includes: derivative instruments	4.3	-
Total	330.9	319.8

1. Trade and other payables

	31 December 2022	31 December 2021
Trade payables to related parties	44.9	27.4
Trade payables to third parties	494.1	456.3
Taxation and social security payables	238.5	164.7
Payables relating to purchase of programming rights to related parties	1.4	2.9
Payables relating to purchase of programming rights to third parties	448.2	567.8
Payables relating to purchases of tangible and intangible assets*	967.5	159.8
Accruals	1,220.5	919.6
Short-term provisions	74.3	123.4
Derivative instruments (IRS) liabilities (note 41)	2.1	-
Other	275.6	109.3
Total	3,767.1	2,531.2

• includes the liability for frequency reservation in the 1800 MHz band in the amount of PLN 847.0

70 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Accruals

	31 December 2022	31 December 2021
Salaries	165.1	75.2
License fees and royalties for copyright management organizations	113.1	89.3
Distribution costs	54.5	66.5
Costs of settlements with telecommunication operators	102.7	75.1
Network maintenance costs	187.6	135.1
Investment purchases	229.3	131.7
Other	368.2	346.7
Total	1,220.5	919.6

Short-term and long-term provisions

	2022	2021
Balance as at 1 January	137.9	410.2
Increases	75.1	51.4
Reversal	(17.1)	(37.9)
Utilisation	(64.7)	(42.4)
Disposal of a subsidiary	-	(243.4)
Balance as at 31 December	131.2	137.9
Of which: Short-term	74.3	123.4
Long-term	56.9	14.5

Provisions comprise inter alia of provision for license fees, litigation and disputes and retirement.

Trade payables and payables relating to purchases of programming rights and non- current assets by currency

	31 December 2022	31 December 2021
PLN	1,554.4	553.1
EUR	320.8	562.2
USD	77.3	94.8
Other	3.6	4.1
Total	1,956.1	1,214.2

71 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Accruals by currency

	31 December 2022	31 December 2021
PLN	1,111.3	822.3
EUR	70.9	57.9
USD	11.1	14.4
Other	27.2	25.0
Total	1,220.5	919.6

1. Acquisition of subsidiaries

Acquisition of shares in Premium Mobile Sp. z o.o. – final purchase price allocation

On 2 July 2021 Polkomtel Sp. z o.o. (Company’s subsidiary) acquired 28.01% shares in Premium Mobile Sp. z o.o. for the purchase price of PLN 35.5. On 9 July 2021 Polkomtel Sp. z o.o. acquired additional 53.69% shares in Premium Mobile Sp. z o.o. for the purchase price of PLN 68.1. As a result of the above-mentioned transactions, the Group holds a total of 100.0% shares in Premium Mobile Sp. z o.o. and obtained control over the Premium Mobile Group entities i.e. Premium Mobile Sp. z o.o., Visignio Sp. z o.o., Saveadvisor Sp. z o.o. and Mobi Dealer Sp. z o.o. (jointly the “Premium Mobile Group”).

C ONSIDERATION TRANSFERRED

	Final value of consideration transferred
Consideration	125.1
Final value as at 9 July 2021	125.1

RECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred for 28.01% shares (35.5)
Cash transferred for 53.69% shares (68.1)
Cash and cash equivalents received 8.6
Cash decrease in the period of 12 months ended 31 December 2021 (95.0)

72 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

F INAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair values of identified assets and liabilities of the acquired companies, as at the acquisition date, and goodwill accounted for an acquisition.

Final fair value of assets and liabilities as at 9 July 2021:

	Fair value as at the acquisition date (9 July 2021)
Net assets:
Other property, plant and equipment	0.2
Customer relationships	46.7
Brands	28.7
Other intangible assets	0.1
Right-of-use assets	2.1
Deferred tax assets	7.5
Inventories	0.1
Trade and other receivables	5.0
Other current assets	0.5
Cash and cash equivalents	8.6
Lease liabilities	(2.1)
Deferred tax liabilities	(14.3)
Contract liabilities	(4.4)
Trade and other payables	(18.0)
Value of net assets	60.7
Consideration transferred	125.1
Goodwill	64.4

Goodwill is allocated to the “B2C and B2B services” operating segment. Following the completion of the purchase price allocation the fair value of identified assets and liabilities has been adjusted to reflect the final valuation. The adjustment includes, among others, identification of umbrella brands 'Premium Mobile' and ‘a2mobile’ and relationships with postpaid and prepaid customers. The Group has not restated the amortization and income tax in the comparable income statement as the impact would have been immaterial. During the purchase price allocation the Group identified the umbrella brands 'Premium Mobile' and ‘a2mobile’. The total fair value of the brands in the amount of PLN 28.7 as at the acquisition date was estimated on the basis of relief from royalty method (income approach). Management estimates that the brands 'Premium Mobile' and ‘a2mobile’ have a definite useful life and thus the brands are amortized over 30 years, i.e. until 2051. The fair value of the customer relationships in the amount of PLN 46.7 as at the acquisition date was estimated using the multi-period excess earnings method (MEEM). The revenue and net profit for the reporting period since 9 July 2021 to 31 December 2021 contributed by Premium Mobile Group amounted to PLN 47.6 and PLN 11.2, respectively. Had it been acquired on 1 January 2021, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2021 would have amounted to PLN 12,487.6 and PLN 4,415.7, respectively.

73 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Acquisition of shares in Logitus Sp. z o.o. – final purchase price allocation

On 29 July 2021 Netia S.A. (Company’s subsidiary) acquired 100% shares in Logitus Sp. z o.o. (“Logitus”).# Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Acquisition of shares in Logitus Sp. z o.o. – final purchase price allocation

The consideration for 100% shares of Logitus Sp. z o.o. amounted to PLN 12.9. Logitus held 100% of shares in Market Software Sp. z o.o. On 2 December 2021, Logitus merged with its subsidiary Market Software Sp. z o.o. by transferring all assets to Logitus.

C ONSIDERATION TRANSFERRED

Final value of consideration transferred
Cash transferred for the 100% shares of Logitus	12.2
Liability due pursuant to the purchase agreement	0.7
Final value as at 29 July 2021	12.9

R ECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred	(12.2)
Cash and cash equivalents received	0.1
Cash decrease in the period of 12 months ended 31 December 2021	(12.1)

F INAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair value of identified assets and liabilities of the acquired company, as at the acquisition date, and goodwill accounted for an acquisition.

Final fair value of assets and liabilities as at 29 July 2021:

	Fair value as at the acquisition date (29 July 2021)
Net assets:
Customer relationships	6.2
Other property, plant and equipment	2.3
Trade and other receivables	0.1
Cash and cash equivalents	0.1
Trade and other payables	(0.1)
Deferred tax liabilities	(1.2)
Value of net assets	7.4
Consideration transferred	12.9
Goodwill	5.5

Goodwill is allocated to the “B2C and B2B services” operating segment. The revenue and net profit included in the consolidated income statement for the reporting period since 29 July 2021 to 31 December 2021 contributed by Logitus amounted to PLN 1.5 and PLN 0.4, respectively. Had it been acquired on 1 January 2021 the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2021 would have amounted to PLN 12,446.1 and PLN 4,414.0, respectively.

Acquisition of shares in CKS Ossa Sp. z o.o. (formerly TMS Ossa Sp. z o.o.) – final purchase price allocation

On 6 August 2021 Polkomtel Sp. z o.o. (Company’s subsidiary) acquired 100% shares in TMS Ossa Sp. z o.o. The consideration for 100% shares in TMS Ossa Sp. z o.o. amounted to PLN 47.0. On 15 December 2021 company’s name change from TMS Ossa Sp. z o.o. to CKS Ossa Sp. z o.o. was registered.

C ONSIDERATION TRANSFERRED

Final value of consideration transferred
Consideration	47.0
Final value as at 6 August 2021	47.0

R ECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred	(47.0)
Cash and cash equivalents received	2.9
Cash decrease in the period of 12 months ended 31 December 2021	(44.1)

F INAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair values of identified assets and liabilities of the acquired companies, as at the acquisition date, and goodwill accounted for an acquisition.

Final fair value of assets and liabilities as at 6 August 2021:

	Fair value as at the acquisition date (6 August 2021)
Net assets:
Other property, plant and equipment	120.5
Other intangible assets	0.2
Inventories	0.1
Trade and other receivables	0.7
Other current assets	0.4
Cash and cash equivalents	2.9
Deferred tax liabilities	(3.4)
Other non-current liabilities and provisions	(0.1)
Loans and borrowings	(72.4)
Contract liabilities	(1.4)
Trade and other payables	(6.8)
Value of net assets	40.7
Consideration transferred	47.0
Goodwill	6.3

Goodwill is allocated to the “B2C and B2B services” operating segment. The revenue and net loss included in the consolidated income statement for the reporting period since 6 August 2021 to 31 December 2021 contributed by CKS Ossa Sp. z o.o. amounted to PLN 2.7 and PLN 4.2, respectively. Had it been acquired on 1 January 2021, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2021 would have amounted to PLN 12,444.5 and PLN 4,407.0 respectively.

Acquisition of shares in Ossa Medical Center Sp. z o.o. (formerly Horest, Hotel pod Żaglami Sp. z o.o.) – final purchase price allocation

On 6 August 2021 Polkomtel Sp. z o.o. (Company’s subsidiary) acquired 100% shares in Horest, Hotel pod Żaglami Sp. z o.o. The consideration for 100% shares in Horest, Hotel pod Żaglami Sp. z o.o. amounted to PLN 2.2. On 17 December 2021 company’s name change from Horest, Hotel pod Żaglami Sp. z o.o. to Ossa Medical Center Sp. z o.o. was registered.

C ONSIDERATION TRANSFERRED

Final value of consideration transferred
Consideration	2.2
Final value as at 6 August 2021	2.2

R ECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred	(2.2)
Cash and cash equivalents received	0.6
Cash decrease in the period of 12 months ended 31 December 2021	(1.6)

F INAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair values of identified assets and liabilities of the acquired companies, as at the acquisition date, and goodwill accounted for an acquisition.

Final fair value of assets and liabilities as at 6 August 2021:

	Fair value as at the acquisition date (6 August 2021)
Net assets:
Other property, plant and equipment	0.9
Trade and other receivables	0.3
Cash and cash equivalents	0.6
Value of net assets	1.8
Consideration transferred	2.2
Goodwill	0.4

Goodwill is allocated to the “B2C and B2B services” operating segment. The revenue and net loss included in the consolidated income statement for the reporting period since 6 August 2021 to 31 December 2021 contributed by Ossa Medical Center Sp. z o.o. amounted to PLN 0.0 and PLN 0.3, respectively Had it been acquired on 1 January 2021, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2021 would have amounted to PLN 12,444.0 and PLN 4,414.5 respectively.

Acquisition of shares in Vindix S.A. – final purchase price allocation

On 13 June 2019 the Company acquired 40.76% shares in Vindix S.A. for the purchase price of PLN 14.7. On 1 July 2019 share capital increase in Vindix S.A. was registered by the court thus increasing the number of shares held by the Company to 46.27%. On 19 January 2022 Company acquired 53.73% shares in Vindix S.A for the amount of PLN 24.0. After this transaction the Group holds 100% shares of Vindix S.A. and obtained control over Vindix Group companies: Vindix S.A., Vindix Investments Sp. z o.o., Direct Collection Sp. z o.o., Vindix Sp. z o.o., Mag7soft Sp. z o.o. and Vindix Niestandaryzowany Sekurytyzacyjny Fundusz Inwestycyjny Zamknięty (jointly the “Vindix Group”).

CONSIDERATION TRANSFERRED

Final value of consideration transferred
Consideration	44.6
Final value as at 19 January 2022	44.6

RECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred for 53.73% shares	(24.0)
Cash and cash equivalents received	8.0
Cash decrease in the period of 12 months ended 31 December 2022	(16.0)

F INAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair values of identified assets and liabilities of the acquired companies, as at the acquisition date, and goodwill accounted for an acquisition.

Final fair value of assets and liabilities as at 19 January 2022:

	Fair value as at the acquisition date (19 January 2022)
Net assets:
Other property, plant and equipment	0.3
Other intangible assets	0.8
Right-of-use assets	3.3
Deferred tax assets	3.2
Trade and other receivables	1.6
Other current assets	29.1
Cash and cash equivalents	8.0
Issued bonds	(28.0)
Lease liabilities	(3.3)
Deferred tax liabilities	(1.5)
Trade and other payables	(1.3)
Value of net assets	12.2
Consideration transferred	44.6
Goodwill	32.4

Goodwill is allocated to the “B2C and B2B services” operating segment. The revenue and net loss included in the consolidated income statement for the reporting period since 19 January 2022 contributed by Vindix Group amounted to PLN 22.9 and PLN 11.6, respectively Had it been acquired on 1 January 2022, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2022 would have amounted to PLN 12,917.0 and PLN 900.4 respectively.

Acquisition of shares in Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. – final purchase price allocation

On 31 March 2022 Polkomtel Sp. z o.o. (Company’s subsidiary) acquired 100% shares in Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. The consideration for 100% shares in Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. amounted to PLN 4.0.

CONSIDERATION TRANSFERRED

Final value of consideration transferred
Consideration	4.0
Final value as at 31 March 2022	4.0
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

RECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred (4.0)
Cash and cash equivalents received 3.2
Cash decrease in the period of 12 months ended 31 December 2022 (0.8)

FINAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair values of identified assets and liabilities of the acquired companies, as at the acquisition date, and goodwill accounted for an acquisition.

Fair value as at the acquisition date (31 March 2022)	Net assets:
Other property, plant and equipment	5.0
Trade and other receivables	0.5
Cash and cash equivalents	3.2
Trade and other payables	(4.7)
Value of net assets	4.0
Consideration transferred	4.0
Goodwill	-

Goodwill is allocated to the “B2C and B2B services” operating segment. The revenue and net loss included in the consolidated income statement for the reporting period since 31 March 2022 contributed by Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. amounted to PLN 2.3 and PLN 0.1, respectively. Had it been acquired on 1 January 2022, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2022 would have amounted to PLN 12,916.1 and PLN 901.1 respectively.

Acquisition of shares in Port Praski Sp. z o.o. – final purchase price allocation

On 1 April 2022 Cyfrowy Polsat S.A. acquired 66.94% shares in Port Praski Sp. z o.o. for the purchase price of PLN 553.7. As a result of the above-mentioned transaction, the Company obtained control over the Port Praski and its subsidiaries (jointly the “Port Praski Group”). The conditions for the acquisition of shares in Port Praski Sp. z o.o. are described in note 49.

CONSIDERATION TRANSFERRED

	Final value of consideration transferred
Consideration	553.7
Final value as at 1 April 2022	553.7

79

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

RECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred for 66.94% shares (553.7)
Cash and cash equivalents received 366.7
Cash decrease in the period of 12 months ended 31 December 2022 (187.0)

FINAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents final fair value of identified assets and liabilities of the acquired company, fair value of the consideration transferred and value of net assets attributable to non-controlling interest and the resulting goodwill. The Group assessed that it acquired control over significant processes including the development of construction projects as well as the sale, rental and management of owned or leased properties. Moreover, the expenditures and processes significantly lead to Port Praski Group’s ability to generate results.

Fair values as at the acquisition date (1 April 2022)	Net assets:
Other property, plant and equipment	141.3
Other intangible assets	0.1
Right-of-use assets	8.7
Investment property	761.8
Other non-current assets	10.7
Deferred tax assets	8.1
Inventories	484.2
Trade and other receivables	16.2
Income tax receivable/ payables	6.1
Other current assets	4.1
Cash and cash equivalents	366.7
Loans and borrowings	(238.3)
Lease liabilities	(11.9)
Deferred tax liabilities	(353.4)
Other non-current liabilities and provisions	(63.5)
Contract liabilities	(4.6)
Trade and other payables	(48.2)
Value of net assets	1,088.1
Value of net assets attributable to non-controlling interest	551.8
Consideration transferred	553.7
Goodwill	17.4

Goodwill is allocated to the “Real Estate” operating segment. Following the completion of the purchase price allocation the fair value of identified assets and liabilities has been adjusted to reflect the final valuation. The adjustment includes, among others, valuation of other property, plant and equipment, investment property and inventories as well as recognition of deferred tax liability.

80

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The revenue and net profit for the reporting period since 1 April 2022 to 31 December 2022 contributed by Port Praski Group amounted to PLN 106.7 and PLN 2.3, respectively. Had it been acquired on 1 January 2022, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2022 would have amounted to PLN 12,999.1 and PLN 914.6 respectively.

Acquisition of shares in Enterpol Sp. z o.o. – provisional purchase price allocation

On 7 June 2022 Netia S.A. (Company’s subsidiary) acquired 100% shares in Enterpol Sp. z o.o. (“Enterpol”). The consideration for 100% shares of Enterpol Sp. z o.o. amounted to PLN 15.0.

PROVISIONAL CONSIDERATION TRANSFERRED

	Provisional value of consideration transferred
Cash transferred for the 100% shares of Enterpol	14.4
Liability due pursuant to the purchase agreement	0.6
Provisional value as at 7 June 2022	15.0

RECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred (14.4)
Cash and cash equivalents received 0.2
Cash decrease in the period of 12 months ended 31 December 2022 (14.2)

PROVISIONAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents provisional and temporary fair value of identified assets and liabilities of the acquired company, as at the acquisition date, and goodwill accounted for an acquisition.

Provisional and temporary fair value of assets and liabilities as at 7 June 2022:	Provisional fair value as at the acquisition date (7 June 2022)
Net assets:
Customer relationships	4.0
Other property, plant and equipment	0.1
Right-of-use assets	0.4
Trade and other receivables	0.1
Cash and cash equivalents	0.2
Lease liabilities	(0.3)
Trade and other payables	(0.3)
Deferred tax liabilities	(0.7)
Provisional value of net assets	3.5
Provisional consideration transferred	15.0
Provisional goodwill	11.5

Goodwill is allocated to the “B2C and B2B services” operating segment.
81

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The revenue and net loss included in the consolidated income statement for the reporting period since 7 June 2022 to 31 December 2022 contributed by Enterpol amounted to PLN 2.4 and PLN 0.0, respectively. Had it been acquired on 1 January 2022, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2022 would have amounted to PLN 12,916.3 and PLN 900.9 respectively.

Acquisition of shares in Oktawave S.A. – provisional purchase price allocation

On 21 June 2022 Netia S.A. (Company’s subsidiary) acquired 100% shares in Oktawave S.A. (“Oktawave”). The consideration for 100% shares of Oktawave S.A. amounted to PLN 34.3.

PROVISIONAL CONSIDERATION TRANSFERRED

	Provisional value of consideration transferred
Consideration	34.3
Provisional value as at 21 June 2022	34.3

RECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred (34.3)
Cash and cash equivalents received 1.6
Cash decrease in the period of 12 months ended 31 December 2022 (32.7)

PROVISIONAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents provisional and temporary fair value of identified assets and liabilities of the acquired company, as at the acquisition date, and goodwill accounted for an acquisition.
82

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Provisional and temporary fair value of assets and liabilities as at 21 June 2022:	Provisional fair value as at the acquisition date (21 June 2022)
Net assets:
Customer relationships	15.3
Other intangible assets	6.5
Other property, plant and equipment	0.8
Right-of-use assets	1.5
Deferred tax assets	0.9
Trade and other receivables	2.9
Other current assets	0.1
Cash and cash equivalents	1.6
Lease liabilities	(1.0)
Trade and other payables	(2.4)
Contract liabilities	(0.8)
Deferred tax liabilities	(3.5)
Provisional value of net assets	21.9
Provisional consideration transferred	34.3
Provisional goodwill	12.4

Goodwill is allocated to the “B2C and B2B services” operating segment. The revenue and net loss included in the consolidated income statement for the reporting period since 21 June 2022 to 31 December 2022 contributed by Oktawave amounted to PLN 10.9 and PLN 1.1, respectively. Had it been acquired on 1 January 2022, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2022 would have amounted to PLN 12,925.6 and PLN 899.3 respectively.

Acquisition of shares in Antyweb Sp. z o.o. – provisional purchase price allocation

On 26 September 2022 Grupa Interia.pl Sp. z o.o. Sp. k. (Company’s subsidiary) acquired 70% shares in Antyweb Sp. z o.o. for the purchase price of PLN 10.1. Consequently, the Group obtained control over Antyweb Sp. z o.o.# P ROVISIONAL CONSIDERATION TRANSFERRED

Provisional value of consideration transferred
Consideration 10.1
Provisional value as at 26 September 2022
10.1

R ECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred for 70%
(10.1)
Cash and cash equivalents received
0.7
Cash decrease in the period of 12 months ended 31 December 2022
(9.4)

83

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

P ROVISIONAL FAIR VALUE VALUATION OF NET ASSETS AS AT THE ACQUISITION DATE

The table below presents provisional and temporary fair value of identified assets and liabilities of the acquired company, as at the acquisition date, and goodwill accounted for an acquisition.

Provisional and temporary fair value of assets and liabilities as at 26 September 2022:

Provisional fair value as at the acquisition date (26 September 2022)	Amount
Net assets:
Other property, plant and equipment	0.0
Other intangible assets	0.0
Trade and other receivables	0.6
Other current assets	0.0
Cash and cash equivalents	0.7
Trade and other payables	(0.1)
Provisional value of net assets	1.2
Provisional value of net assets attributable to non-controlling interest	0.4
Provisional value of net assets attributable to the Group	0.8
Provisional consideration transferred	10.1
Provisional goodwill	9.3

Goodwill is allocated to the “Media” operating segment. The revenue and net profit included in the consolidated income statement for the period since 26 September 2022 to 31 December 2022 contributed by Antyweb Sp. z o.o. amounted to PLN 1.0 and PLN 0.4, respectively. Had it been acquired on 1 January 2022, the pro forma revenue and net income included in the consolidated income statement for the 12 months ended 31 December 2022 would have amounted to PLN 12,916.3 and PLN 901.5 respectively.

Acquisition of 69 Specialist Sales and Customer Service Points in the form of an organized part of the enterprise – provisional purchase price allocation

On 1 December 2022 Liberty Poland Sp. z o.o. (Company’s subsidiary) acquired 69 Specialist Sales and Customer Service Points in the form of an organized part of the enterprise for the purchase prices of PLN 6.4.

P ROVISIONAL CONSIDERATION TRANSFERRED

Provisional value of consideration transferred
Cash transferred for the organized part of the enterprise
6.4
Provisional value as at 1 December 2022
6.4

84

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

R ECONCILIATION OF TRANSACTIONAL CASH FLOW

Cash transferred
(6.4)
Cash decrease in the period of 12 months ended 31 December 2022
(6.4)

P ROVISIONAL FAIR VALUE VALUATION OF NET ASSETS AND GOODWILL AS AT THE ACQUISITION DATE

The table below presents provisional and temporary fair value of identified assets and liabilities of the acquired organized part of the enterprise, as at the acquisition date, and goodwill accounted for an acquisition.

Provisional and temporary fair value of assets and liabilities as at 1 December 2022:

Provisional fair value as at the acquisition date (1 December 2022)	Amount
Net assets:
Other property, plant and equipment	0.0
Deferred tax assets	0.2
Trade and other payables	(1.1)
Provisional value of net assets	(0.9)
Provisional consideration transferred	6.4
Provisional goodwill	7.3

Goodwill is allocated to the “B2C and B2B services” operating segment.

40. Investment in associates

Acquisition of Asseco Poland S.A. shares

The transfer of ownership of the Asseco Poland S.A. (Asseco) shares was settled through the depositary and settlement system operated by Krajowy Depozyt Papierów Wartościowych S.A. on 30 December 2019. After settlement of the acquisition, the Company held a total of 22.73% Asseco shares as at 30 December 2019. On 31 July 2020 Cyfrowy Polsat purchased from Reddev 184,127 (not in millions) Asseco shares for the price of PLN 11.4. Following the transaction, the Company holds a total of 22.95% of Asseco shares.

85

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The table below presents summary of Asseco’s financial data as at 31 December 2022:

For the 12 months ended 31 December 2022	Amount
Revenue	17,370.1
Profit from operating activities	1,815.2
Net profit	1,358.7
Other comprehensive income, net	23.8
Total comprehensive income	1,382.5

31 December 2022	Amount
Non-current assets	10,760.3
Current assets	9,328.5
Assets held for sale	42.5
Total assets	20,131.3
Non-current liabilities	3,621.9
Current liabilities	6,295.9
Total liabilities	9,917.8

Fair value of the investment held in Asseco as at 30 December 2019 amounted to PLN 1,226. Following the completion of the purchase price allocation process for the acquisition of Asseco as at 30 December 2019, the Group identified goodwill in the amount of PLN 644, included in the carrying amount of the investment. The impairment test performed as at 31 December 2022 did not indicate impairment.

Acquisition of shares in Modivo S.A.

The Company completed transaction of acquisition of 10% of the shares in eObuwie.pl S.A. on 22 June 2021 for the amount of PLN 500. Fair value of the investment held in eObuwie.pl S.A. as at 22 June 2021 amounted to PLN 500. Following the completion of the purchase price allocation process for the acquisition of eObuwie.pl S.A. as at 22 June 2021, the Group identified goodwill in the amount of PLN 245.6, included in the carrying amount of the investment. On 21 January 2022 company’s name change to Modivo S.A. was registered. On 28 September 2022 the Company entered into the agreement with Embud 2 Sp. z o.o. S.K.A. (Company’s related entity) for the sale of shares in Modivo S.A. The total sale price amounted to PLN 600.

Acquisition of shares in PAK-Polska Czysta Energia Sp. z o.o.

On 27 July 2022, in connection with the contribution to PAK-PCE shares held by the Company in PAK-PCE Biopaliwa i Wodór Sp. z o.o., Cyfrowy Polsat acquired 40.41% shares in PAK- Polska Czysta Energia Sp. z o.o. More details are presented in note 49.

86

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

41. Financial instruments

Overview

Cyfrowy Polsat S.A. Capital Group has exposure to the following risks from its use of financial instruments:
* credit risk,
* liquidity risk,
* market risk:
- currency risk,
- interest rate risk.

The Group’s risk management policies are designed to reduce the impact of any adverse conditions on the Group’s results. The Management Board has overall responsibility for the oversight and management of the risks that the Group is subjected to in its activities. Therefore, the Management Board has established an overall risk management framework as well as specific risk management policies with respect to market, credit and liquidity risks. This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring and managing risk. Further quantitative disclosures are also included throughout these consolidated financial statements. Bank loans, bonds, cash, forwards, interest rate swaps and short-term bank deposits are the main financial instruments used by the Group, with the intention of securing the financing for the Group’s activities. The Group also holds other financial instruments including trade receivables and payables, payables relating to purchases of programming rights and payables relating to purchases of tangible and intangible assets which arise in the course of its business activities.

F INANCIAL ASSETS

Carrying amount	31 December 2022	31 December 2021
Financial assets measured at amortized cost	4,916.0	6,834.2
Loans granted	576.1	72.4
Trade and other receivables from related parties	18.9	10.3
Trade and other receivables from third parties	3,503.2	3,107.2
Cash and cash equivalents	808.5	3,632.4
Restricted cash	9.3	11.9
Financial assets measured at fair value through profit or loss	23.8	-
Other assets	23.8	-
Financial assets measured at fair value through other comprehensive income	1.6	0.6
Investments in equity instruments	1.6	0.6
Hedging derivative instruments	23.1	13.4
Interest rate swaps	23.1	13.4
Derivative instruments not designated as hedging instruments	58.2	70.5
Interest rate swaps	58.2	70.5

87

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

F INANCIAL LIABILITIES

Carrying amount	31 December 2022	31 December 2021
Financial liabilities measured at amortized cost	14,329.8	14,138.8
Lease liabilities	524.2	698.6
Loans and borrowings	8,137.4	8,744.5
Bonds	2,076.4	2,008.5
UMTS license liabilities	-	139.9
Trade and other payables to third parties and deposits	2,318.3	1,564.2
Trade and other payables to related parties	53.0	63.5
Accruals	1,220.5	919.6
Hedging derivative instruments	0.7	-
Interest rate swaps	0.7	-
Derivative instruments not designated as hedging instruments	5.7	-
Forward transactions	1.0	-
Interest rate swaps	4.7	-

Credit risk

Credit risk is defined as the risk that counterparties of the Group will not be able to meet their contractual obligations.## Exposure to credit risk is related to three main areas:

• the creditworthiness of the customers with whom physical sale transactions are undertaken,
• the creditworthiness of the financial institutions (banks/brokers) with whom, or through whom, hedging or other derivative transactions are undertaken,
• the creditworthiness of the entities in which investments are made, or whose securities are purchased.

The Group’s exposure to credit risk is associated primarily with trade receivables and contract assets. The Parent’s customer base includes a large number of individual subscribers who are dispersed geographically over the entire country, and who are required to prepay their subscription fees. Receivables from Parent’s sales network are covered with commission liabilities or deposits. Receivables from subscribers are continuously monitored and recovery actions are taken, including blocking the signal transferred to subscribers or termination of services to mobile and Internet subscribers. Telewizja Polsat and its subsidiaries provide services with deferred payment which may cause the risk of delays. Assessment of the creditworthiness of the counterparties is regularly carried out and in principle the company does not require security in relation to the financial assets. Polkomtel’s customer base is dispersed geographically over the entire country. In case of key postpaid clients services are rendered following positive credit approval while in case of individual retail clients the verification process is automatized and based on IT-supported customer relationship management system and features of the billing systems. Receivables from Polkomtel’s sales network are continuously monitored, sales limits and utilization limits are used. The Group pursues a credit policy under which credit risk exposure is constantly monitored. Due to diversification of risk in terms of the nature of individual entities, their geographical location and cooperation with highly-rated financial institutions, also taking into consideration the fair value of liabilities arising from derivative transactions, the Group is not materially exposed to credit risk as a result of derivative transactions entered into.

88 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk as at the reporting date was as follows:

Maximum exposure to credit risk	Carrying amount 31 December 2022	Carrying amount 31 December 2021
Loans granted	576.1	72.4
Trade and other receivables from related parties	18.9	10.3
Trade and other receivables from third parties	3,503.2	3,107.2
Contract assets	362.9	418.0
Cash and cash equivalents	808.5	3,632.4
Restricted cash	9.3	11.9
Hedging derivative instruments	23.1	13.4
Interest rate swaps	23.1	13.4
Derivative instruments not designated as hedging instruments	58.2	70.5
Interest rate swaps	58.2	70.5
Total	5,360.2	7,336.1

The concentration of credit risk for trade and other receivables, loans granted and contract assets is presented in the tables below:

	Carrying amount 31 December 2022	Carrying amount 31 December 2021
Receivables from subscribers	2,808.1	2,582.2
Receivables from media companies	383.0	346.3
Receivables from satellite and cable operators	44.5	37.2
Roaming and interconnect receivables	374.5	317.8
Receivables from distributors	75.0	77.1
Receivables and loans granted to related parties	487.2	43.4
Other receivables and loans granted to third parties	288.8	203.9
Total	4,461.1	3,607.9

	Carrying amount 31 December 2022	Carrying amount 31 December 2021
Company A	60.6	63.3
Company B	57.7	62.3
Company C	38.1	32.5
Company D	29.7	31.5
Company E	28.9	22.5
Other	4,246.1	3,395.8
Total	4,461.1	3,607.9

Note: for each year 5 largest debtors are presented, not necessarily the same entities in both periods.

89 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The ageing of trade and other receivables, loans granted and contract assets at the reporting date was:

	31 December 2022		31 December 2021
	Gross	Impairment	Net	Gross
Not past due	3,794.3	45.8	3,748.5	2,801.5
Past due 1-30 days	245.3	9.7	235.6	130.5
Past due 31-60 days	53.7	9.8	43.9	187.8
Past due more than 60 days	245.0	174.8	70.2	284.3
Total	4,338.3	240.1	4,098.2	3,404.1
Contract assets	377.1	14.2	362.9	432.2
Total	4,715.4	254.3	4,461.1	3,836.3

Liquidity risk

The Group’s objective in liquidity management is to ensure that it always has sufficient funds to meet its liabilities when due. Any surplus cash is invested mainly into bank deposits. The Group prepares, on an ongoing basis, analyses and forecasts of its cash requirements based on projected cash flows. The following are the contractual maturities of the Group’s financial liabilities, that will be settled net in the appropriate age ranges, based on the remaining period until the contractual maturity date as at the balance sheet date.

31 December 2022

	Carrying amount	Contractual cash flows	6 months and less	6-12 months	1-2 years	2-5 years	Over 5 years
Loans and borrowings	8,137.4	9,312.2	866.2	717.8	6,678.8	1,038.8	10.6
Bonds	2,076.4	2,731.0	91.8	91.4	183.8	2,364.0	-
Lease liabilities	524.2	641.2	99.9	98.0	146.2	164.7	132.4
Trade and other payables to third parties and deposits	2,318.3	2,318.3	2,318.3	-	-	-	-
Trade and other payables to related parties	53.0	53.0	53.0	-	-	-	-
Accruals	1,220.5	1,220.5	1,220.5	-	-	-	-
Hedging derivative instruments: IRS¹	0.7	0.8	-	-	0.2	0.6	-
Derivative instruments not designated as hedging instruments: IRS¹	4.7	6.9	0.8	0.2	1.7	4.2	-
Forward transactions
- inflows	(44.1)	(44.1)	-	-	-	-	-
- outflows	45.4	45.4	-	-	-	-	-
Total	14,336.2	16,285.2	4,651.8	907.4	7,010.7	3,572.3	143.0

¹ According to the agreements cash flows will be in net amount

90 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Undiscounted future cash flows related to lease agreements for an indefinite period equal PLN 142.5 as at 31 December 2022.

31 December 2021

	Carrying amount	Contractual cash flows	6 months and less	6-12 months	1-2 years	2-5 years	Over 5 years
Loans and borrowings	8,744.5	9,615.8	547.8	551.8	1,024.1	7,483.7	8.4
Bonds	2,008.5	2,430.9	22.8	45.3	90.8	1,249.6	1,022.4
UMTS license liabilities	139.9	142.6	-	142.6	-	-	-
Lease liabilities	698.6	789.3	108.1	105.7	188.2	233.7	153.6
Trade and other payables to third parties and deposits	1,564.2	1,564.2	1,564.2	-	-	-	-
Trade and other payables to related parties	63.5	63.5	63.5	-	-	-	-
Accruals	919.6	919.6	919.6	-	-	-	-
Total	14,138.8	15,525.9	3,226.0	845.4	1,303.1	8,967.0	1,184.4

Undiscounted future cash flows related to lease agreements for an indefinite period equal PLN 159.5 as at 31 December 2021.

Market risk

The Group has an active approach to managing its market risk exposure. The objectives of market risk management are:

• to limit fluctuations in profit/loss before tax,
• to increase the probability of meeting budget assumptions,
• to maintain the healthy financial condition and
• to support the process of undertaking strategic decisions relating to investing activity, with attention to sources of capital for this activity.

All the market risk management objectives should be considered as a whole, while their realisation is dependent primarily upon the internal situation and market conditions. The Group applies an integrated approach to market risk management. This means a comprehensive approach to the whole spectrum of identified market risks, rather than to each of them individually. The primary technique for market risk management is the use in the Group of hedging strategies involving derivatives. Apart from this, natural hedging is also used to the extent available. All of the potential hedging strategies and the selection of those preferred reflect the following factors: the nature of identified market risk exposures of the Group, the suitability of instruments to be applied and the cost of hedging, current and forecasted market conditions. In order to mitigate market risk, derivatives are primarily used. The Group transacts only those derivatives for which it has the ability to assess their value internally, using standard pricing models appropriate for a particular type of derivative, and also these which can be traded without significant loss of value with a counterparty other than the one with whom the transaction was initially entered into. In evaluating the market value of a given instrument, the Group relies on information obtained from particular market leading banks, brokers and information services.

91 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022
(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

It is permitted to use the following types of instruments:

• Swaps (IRS/CIRS),
• Forwards and futures,
• Options.

Currency risk

One of the main risks that the Group is exposed to is currency risk resulting from fluctuations in exchange rate of the Polish zloty against other currencies. Revenues generated by the Group are denominated primarily in the Polish zloty, while a portion of operating costs and capital expenditures are incurred in foreign currencies.The Parent’s currency risk is associated mainly to royalties to TV broadcasters (USD and EUR), transponder capacity agreements (EUR), fees for conditional access system (EUR and USD) and purchases of reception equipment and accessories for reception equipment (USD and EUR). After the purchase of Telewizja Polsat Sp. z o.o. currency risk exposure is also associated to purchases of foreign programming licences (EUR and USD). After the purchase of Metelem Holding Company Ltd. currency risk exposure is also associated to agreements with suppliers of stock, mainly mobile phones, and suppliers of telecommunication network equipment (EUR and USD), roaming and interconnect agreements and rental of office space (various currencies). In respect of licence fees and transponder capacity agreements, the Group partly reduces its currency risk exposure by means of an economic hedge as it denominates receivables from signal broadcast and marketing services in foreign currencies. The Group does not hold any assets held for trading denominated in foreign currencies. The Group’s exposure to foreign currency was as follows based on currency amounts:

31 December 2022

	EUR	USD	XDR
Loans granted	65.9	-	-
Trade receivables	19.7	4.2	0.9
Cash and cash equivalents	12.5	1.0	-
Lease liabilities	(31.3)	(0.5)	-
Trade payables	(114.8)	(17.5)	(0.4)
Accruals	(15.1)	(2.5)	(4.6)
Gross balance sheet exposure	(63.1)	(15.3)	(4.1)
Forward transactions	8.0	1.5	-
Net exposure	(55.1)	(13.8)	(4.1)

92 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

31 December 2021

	EUR	USD	CHF	XDR
Trade receivables	19.4	3.8	-	0.4
Cash and cash equivalents	12.0	5.4	0.3	-
UMTS license liabilities	(30.4)	-	-	-
Lease liabilities	(37.0)	(0.7)	-	-
Trade payables	(176.8)	(23.3)	-	(0.5)
Accruals	(12.6)	(3.5)	-	(4.2)
Gross balance sheet exposure	(225.4)	(18.3)	0.3	(4.3)
Forward transactions	6.0	-	-	-
Net exposure	(219.4)	(18.3)	0.3	(4.3)

The following foreign exchange rates were applied in the presented periods:

	2022	2021	31 December 2022	31 December 2021
1 EUR	4.6869	4.5674	4.6899	4.5994
1 USD	4.4607	3.8629	4.4018	4.0600
1 CHF	4.6693	4.2252	4.7679	4.4484
1 XDR	5.9606	5.5009	5.8760	5.6917

For the purposes of the exchange rate sensitivity analysis as at 31 December 2022 and 31 December 2021, exchange rate volatility in the +/- 5% range was assumed as probable. This analysis assumes that all other variables, in particular interest rates, remain constant.

93 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

2022

As at 31 December 2022			Estimated change in exchange rate in %	Estimated change in profit in PLN	Estimated change in other comprehensive income in PLN
in currency		in PLN
Loans granted	EUR	65.9	309.1	5%	15.4
Trade receivables	EUR	19.7	92.5	5%	4.5
	USD	4.2	18.5	5%	0.9
	XDR	0.9	5.3	5%	0.3
Cash and cash equivalents	EUR	12.5	58.5	5%	3.1
	USD	1.0	4.4	5%	0.2
	CHF	-	0.2	5%	-
UMTS license liabilities	EUR	-	-	5%	-
Lease liabilities	EUR	(31.3)	(146.8)	5%	(7.3)
	USD	(0.5)	(2.2)	5%	(0.1)
Trade payables	EUR	(114.8)	(538.4)	5%	(26.9)
	USD	(17.5)	(77.0)	5%	(3.9)
	XDR	(0.4)	(2.4)	5%	(0.1)
Accruals	EUR	(15.1)	(70.9)	5%	(3.5)
	USD	(2.5)	(11.1)	5%	(0.5)
	XDR	(4.6)	(27.0)	5%	(1.4)
Change in operating profit				(19.3)	-
Forwards	EUR	8.0	37.5	5%	1.9
	USD	1.5	6.6	5%	0.3
Income tax					3.2
Change in net profit				(13.9)	-

2021

As at 31 December 2021			Estimated change in exchange rate in %	Estimated change in profit in PLN	Estimated change in other comprehensive income in PLN
in currency		in PLN
Loans granted	EUR	-	-	5%	-
Trade receivables	EUR	19.4	89.3	5%	4.4
	USD	3.8	15.3	5%	0.9
	XDR	0.4	2.3	5%	0.1
Cash and cash equivalents	EUR	12.0	55.2	5%	2.8
	USD	5.4	21.8	5%	1.2
	CHF	0.3	1.4	5%	-
UMTS license liabilities	EUR	(30.4)	(139.9)	5%	(6.9)
Lease liabilities	EUR	(37.0)	(170.2)	5%	(8.5)
	USD	(0.7)	(2.8)	5%	(0.2)
Trade payables	EUR	(176.8)	(813.2)	5%	(40.6)
	USD	(23.3)	(94.8)	5%	(4.5)
	XDR	(0.5)	(2.8)	5%	(0.2)
Accruals	EUR	(12.6)	(57.9)	5%	(3.0)
	USD	(3.5)	(14.4)	5%	(0.5)
	XDR	(4.2)	(23.9)	5%	(1.2)
Change in operating profit				(56.2)	-
Forwards	EUR	6.0	27.6	5%	1.4
	USD	-	-	5%	-
Income tax					10.4
Change in net profit				(44.4)	-

94 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated) cont.

2022

As at 31 December 2022			Estimated change in exchange rate in %	Estimated change in profit in PLN	Estimated change in other comprehensive income in PLN
in currency		in PLN
Loans granted	EUR	65.9	309.1	-5%	(15.4)
Trade receivables	EUR	19.7	92.5	-5%	(4.5)
	USD	4.2	18.5	-5%	(0.9)
	XDR	0.9	5.3	-5%	(0.3)
Cash and cash equivalents	EUR	12.5	58.5	-5%	(3.1)
	USD	1.0	4.4	-5%	(0.2)
	CHF	-	0.2	-5%	-
UMTS license liabilities	EUR	-	-	-5%	-
Lease liabilities	EUR	(31.3)	(146.8)	-5%	7.3
	USD	(0.5)	(2.2)	-5%	0.1
Trade payables	EUR	(114.8)	(538.4)	-5%	26.9
	USD	(17.5)	(77.0)	-5%	3.9
	XDR	(0.4)	(2.4)	-5%	0.1
Accruals	EUR	(15.1)	(70.9)	-5%	3.5
	USD	(2.5)	(11.1)	-5%	0.5
	XDR	(4.6)	(27.0)	-5%	1.4
Change in operating profit				19.3	-
Forwards	EUR	8.0	37.5	-5%	(1.9)
	USD	1.5	6.6	-5%	(0.3)
Income tax					(3.2)
Change in net profit				13.9	-

2021

As at 31 December 2021			Estimated change in exchange rate in %	Estimated change in profit in PLN	Estimated change in other comprehensive income in PLN
in currency		in PLN
Loans granted	EUR	-	-	-5%	-
Trade receivables	EUR	19.4	89.3	-5%	(4.4)
	USD	3.8	15.3	-5%	(0.9)
	XDR	0.4	2.3	-5%	(0.1)
Cash and cash equivalents	EUR	12.0	55.2	-5%	(2.8)
	USD	5.4	21.8	-5%	(1.2)
	CHF	0.3	1.4	-5%	-
UMTS license liabilities	EUR	(30.4)	(139.9)	-5%	6.9
Lease liabilities	EUR	(37.0)	(170.2)	-5%	8.5
	USD	(0.7)	(2.8)	-5%	0.2
Trade payables	EUR	(176.8)	(813.2)	-5%	40.6
	USD	(23.3)	(94.8)	-5%	4.5
	XDR	(0.5)	(2.8)	-5%	0.2
Accruals	EUR	(12.6)	(57.9)	-5%	3.0
	USD	(3.5)	(14.4)	-5%	0.5
	XDR	(4.2)	(23.9)	-5%	1.2
Change in operating profit				56.2	-
Forwards	EUR	6.0	27.6	-5%	(1.4)
	USD	-	-	-5%	-
Income tax					(10.4)
Change in net profit				44.4	-

95 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

	Estimated change in profit in PLN	Estimated change in other comprehensive income in PLN	Estimated change in profit in PLN	Estimated change in other comprehensive income in PLN
Estimated change in exchange rate by 5 %
EUR	(10.4)	-	(40.8)	-
USD	(2.5)	-	(2.5)	-
XDR	(1.0)	-	(1.1)	-
Estimated change in exchange rate by -5 %
EUR	10.4	-	40.8	-
USD	2.5	-	2.5	-
XDR	1.0	-	1.1	-

Had Polish zloty strengthened 5% against the basket of currencies as at 31 December 2022 and 31 December 2021, the Group’s net profit would have decreased by PLN 13.9 and decreased by PLN 44.4, respectively and other comprehensive income would have been unchanged in 2022 and would have been unchanged in 2021. Had the Polish zloty appreciated 5%, the Group’s net profit would have correspondingly increased by PLN 13.9 in 2022 and increased by PLN 44.4 in 2021, assuming that all other variables remain constant. Estimated future revenue and costs denominated in foreign currencies are not taken into consideration.

Interest rate risk

Changes in market interest rates have no direct effect on the Group’s revenues, however, they do have an effect on net cash from operating activities due to interest earned on overnight bank deposits and current accounts, and on net cash from financing activities due to interest charged on bank loans and bonds. The Group regularly analyses its level of interest rate risk exposure, including refinancing and risk minimising scenarios. Based on these analyses, the Group estimates the effects of changes in interest rates on its profit and loss. In order to reduce interest rate risk exposure resulting from Parent’s interest payments on floating rate senior facility, the Group stipulated interest rate swaps for which hedge accounting was adopted (see note 31). In order to reduce interest rate risk exposure resulting from Metelem Holding Company Ltd. group (currently Polkomtel Sp. z o.o. group) interest payments on floating rate senior facilities, the Group also uses interest rate swaps and for them hedge accounting was not adopted. At the reporting date, the interest rate risk profile of interest-bearing financial instruments was:

Carrying amount

	31 December 2022	31 December 2021
Fixed rate instruments
Financial assets	74.5	41.6
Variable rate instruments
Financial assets *	1,133.6	3,219.2
Financial liabilities *	(10,789.2)	(11,602.4)
Net interest exposure	(9,655.6)	(8,383.2)

• nominal debt

98 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The Group classifies CP Term Loan and PLK Term Loan as variable rate instruments. Changes in the interest rate components do not result in a change in the carrying amount of the loan liability. The changes are reflected prospectively in the interest expense on loans and borrowings.# Cash flow sensitivity analysis for variable rate instruments (pre-tax effect):

	Income statement	Other comprehensive income	Equity
	Increase by 100 bp	Decrease by 100 bp	Increase by 100 bp
31 December 2022
Variable rate instruments *	(73.5)	73.5	15.0
Cash flow sensitivity (net)	(73.5)	73.5	15.0
31 December 2021
Variable rate instruments *	(61.6)	61.6	7.8
Cash flow sensitivity (net)	(61.6)	61.6	7.8

* include sensitivity in fair value changes of hedging instruments (interest rate swaps) due to changes in interest rates

For some instruments the Group applies cash flow hedge model under IAS 39 for interest rate exposure from floating rate interest payments in PLN on senior facility hedged by interest rate swap.

Fair value vs. carrying amount

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

• Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities
• Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly
• Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Presented below are fair values and carrying amounts of financial assets and liabilities not measured in fair value.

Category according to IFRS 9	The level of the fair value hierarchy	Fair value (31 December 2022)	Carrying amount (31 December 2022)	Fair value (31 December 2021)	Carrying amount (31 December 2021)
Loans granted	A 2	570.6	576.1	72.1	72.4
Trade and other receivables	A *	3,522.1	3,522.1	3,117.5	3,117.5
Cash and cash equivalents and short-term deposits	A *	808.5	808.5	3,632.4	3,632.4
Restricted cash	A *	9.3	9.3	11.9	11.9
Loans and borrowings	B 2	(8,232.7)	(8,137.4)	(8,656.2)	(8,744.5)
Issued bonds	B 1	(1,982.1)	(2,076.4)	(2,045.5)	(2,008.5)
UMTS licence liabilities	B 2	-	-	(143.2)	(139.9)
Lease liabilities	B 2	(524.2)	(524.2)	(698.6)	(698.6)
Accruals	B *	(1,220.5)	(1,220.5)	(919.6)	(919.6)
Trade and other payables and deposits	B *	(2,371.3)	(2,371.3)	(1,627.7)	(1,627.7)
Total		(9,420.3)	(9,413.8)	(7,256.9)	(7,304.6)
Unrecognized gain/(loss)		(6.5)		47.7

A – assets measured at amortised costs
B – liabilities measured at amortised costs

* It is assumed that the fair value of these financial assets and liabilities is equal to their nominal value, therefore no evaluation methods were used in order to calculate their fair value.

When determining the fair value of lease liabilities, forecasted cash flows from the reporting date to assumed dates of lease agreements termination were analyzed. The discount rate for each payment was calculated as an interest rate plus a margin regarding the Group’s credit risk.

Trade and other receivables, trade and other payables and deposits comprise mainly receivables and payables which will be settled no later than at the end of the first month after the reporting date. It was therefore assumed that the effect of their valuation, taking into account the time value of money, would approximately be equal to their nominal value.

When determining the fair value of loans granted, forecasted cash flows from the reporting date to assumed dates of repayments of the loans were analyzed. The discount rate for each payment was calculated as an applicable WIBOR or EURIBOR interest rate plus a margin regarding the credit risk.

As at 31 December 2022 and 31 December 2021 loans and borrowings comprised bank loans and other loans. The discount rate for each payment was calculated as a sum of implied WIBOR interest rate and a margin regarding the Group’s credit risk.

When determining the fair value of bank loans as at 31 December 2022 and 31 December 2021, forecasted cash flows from the reporting date to 30 September 2024 (assumed date of repayment of the loans obtained in 2015, changed in 2018 and changed in 2020) and to 31 March 2025 (assumed date of repayment of the additional loan obtained in 2019 and changed in 2020) were analyzed.

The fair value of issued bonds as at 31 December 2022 and 31 December 2021 was estimated as a last purchase price at the balance sheet date according to GPW Catalyst quotations.

As at 31 December 2022, the Group held the following financial instruments carried at fair value on the statement of financial position:

ASSETS MEASURED AT FAIR VALUE

	31 December 2022
	Level 1	Level 2	Level 3
Derivative instruments not designated as hedging instruments	-	58.2	-
Interest rate swaps	-	58.2	-
Hedging derivative instruments	-	23.1	-
Interest rate swaps	-	23.1	-
Other	-	23.8	-
Investments in equity instruments	-	1.6	-
Total	-	106.7	-

LIABILITIES MEASURED AT FAIR VALUE

	31 December 2022
	Level 1	Level 2	Level 3
Derivative instruments not designated as hedging instruments	-	(5.7)	-
Interest rate swaps	-	(4.7)	-
Forward	-	(1.0)	-
Hedging derivative instruments	-	(0.7)	-
Interest rate swaps	-	(0.7)	-
Total	-	(6.4)	-

As at 31 December 2021, the Group held the following financial instruments measured at fair value:

ASSETS MEASURED AT FAIR VALUE

	31 December 2021
	Level 1	Level 2	Level 3
Derivative instruments not designated as hedging instruments	-	70.5	-
Interest rate swaps	-	70.5	-
Hedging derivative instruments	-	13.4	-
Interest rate swaps	-	13.4	-
Investments in equity instruments	-	0.6	-
Total	-	84.5	-

The fair value of forwards and interest rate swaps is determined using financial instruments valuation models, based on generally published currency exchange rates, interest rates, forward rate curves and volatility curves for foreign currencies taken from active markets. Fair value of derivatives is determined based on the discounted future cash flows from transactions, calculated based on the difference between the forward price and the transaction price.

Items of income, costs, profit and losses recognized in profit or loss generated by loans and bonds (including hedging transactions)

For the period from 1 January 2022 to 31 December 2022

	Loans and borrowings	Bonds	Hedging instruments	Derivative instruments not designated as hedging instruments	Total
Interest expense on loans and borrowings	(582.0)	-	19.8	72.7	(489.5)
Interest expense on bonds	-	(155.6)	-	-	(155.6)
Total finance costs	(582.0)	(155.6)	19.8	72.7	(645.1)
Total gross profit/(loss)	(582.0)	(155.6)	19.8	72.7	(645.1)
Hedge valuation reserve	-	-	11.4	-	11.4

For the period from 1 January 2021 to 31 December 2021

	Loans and borrowings	Bonds	Hedging instruments	Derivative instruments not designated as hedging instruments	Total
Interest expense on loans and borrowings	(202.9)	-	(5.1)	83.7	(124.3)
Interest expense on bonds	-	(49.6)	-	-	(49.6)
Total finance costs	(202.9)	(49.6)	(5.1)	83.7	(173.9)
Total gross profit/(loss)	(202.9)	(49.6)	(5.1)	83.7	(173.9)
Hedge valuation reserve	-	-	21.4	-	21.4

Hedge accounting and derivatives

Cash Flow Hedge of interest rate risk of interest payments

As at 31 December 2022, the Group held a number of interest rate swaps not designated as hedges in order to reduce the risk of floating interest payments on senior facilities denominated in PLN.

The table below presents the basic parameters of IRS not designated as hedging instruments, including the periods in which cash flows occur, periods they will affect the financial results and their fair value in PLN as at the balance sheet date.

	31 December 2022	31 December 2021
Type of instrument	Interest rate swap	Interest rate swap
Exposure	Floating rate interest payments in PLN	Floating rate interest payments in PLN
Hedged risk	Interest rate risk	Interest rate risk
Notional value of hedging instrument	3,000.0	3,000.0
Fair value of hedging instruments	53.5	70.5
Hedge accounting approach	Hedge accounting not adopted	Hedge accounting not adopted
Expected period the hedge item affect income statement	Until 30 June 2025	Until 30 September 2024

As at 31 December 2022, the Group held a number of interest rate swaps designated as hedges of floating interest payments on senior facility denominated in PLN. The interest rate swaps are being used to hedge the interest rate risk of the Group’s floating rate financing in PLN. The terms of the interest rate swaps have been negotiated to match the terms of the floating rate financing in PLN. The hedge ineffectiveness identified during the reporting period was recognized in the income statement.

The table below presents the basic parameters of IRS designated as hedging instruments, including the periods in which cash flows occur due to cash flow hedges, periods they will affect the financial results and fair value in PLN of hedging instruments as at the balance sheet date.# 42. Capital management

This note presents information about the Group’s management of capital. Further quantitative disclosures are also included throughout these financial statements. The goal of capital management is to maintain the Group’s ability to operate as a going concern in order to provide the shareholders return on investment as well as benefits for other stakeholders. The Group might issue shares, increase debt or sell assets in order to maintain or improve the equity structure.

104 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The Group monitors capital on the basis of leverage ratio, which is calculated as a ratio of net debt to sum of equity and net debt. Net debt represents interest-bearing loans and borrowings and issued bonds less cash and cash equivalents (including restricted cash).

Carrying amount	31 December 2022	31 December 2021
Loans and borrowings	8,137.4	8,744.5
Bonds	2,076.4	2,008.5
Cash and cash equivalents and restricted cash	(817.8)	(3,644.3)
Net debt	9,396.0	7,108.7
Equity	15,810.8	15,384.6
Equity and net debt	25,206.8	22,493.3
Leverage ratio	0.37	0.32

43. Operating segments

The Group operates in the following three segments:

• B2C and B2B services segment which relates to the provision of services to the general public, including digital television transmission signal, mobile services, the Internet access services, the mobile TV services, the online TV services, set-top boxes production and assembly of photovoltaic installations,
• Media segment,
• Real Estate segment (starting from 1 April 2022)

The Group conducts its operating activities primarily in Poland. The activities of the Group are grouped into segment with distinguishable scope of operations where services are rendered and merchandise delivered in a specific economic environment. Activities of defined segments are characterized by different risk levels and different investment returns from those of the Group’s other segments. The operating segments also represent reportable segments of the Group.

B2C and B2B services segment includes:

• digital pay television services which primarily relate to direct distribution of technologically advanced pay-TV services and revenues are generated mainly by pay-TV subscription fees,
• mobile telecommunication services (postpaid and mix) which generate revenues mainly from interconnect revenues, traffic revenues and subscription fees,
• mobile telecommunication prepaid services which generate revenues mainly from interconnect and traffic revenues,
• fixed telecommunication services, which generate revenues mainly from subscription fees, traffic and interconnect revenues,
• providing access to broadband Internet in mobile and fixed-line technologies which generates revenues mainly from traffic and subscription fees,
• telecommunication wholesale services, including international and domestic roaming as well as telecommunication infrastructure sharing services,
• lease of optical fibers and infrastructure,
• online TV services (Polsat Box Go, formerly IPLA) available on computers, smartphones, tablets, SmartTV, game consoles and other TV equipment which generate revenues mainly from subscription fees and advertising on the Internet,
• Premium Rate services based on SMS/IVR/MMS/WAP technology and subscription fees,
• production of set-top boxes,
• sale of telecommunication equipment,
• sale of electric energy and other utilities to retail customers,
• sale of photovoltaic installations.

Media segment consists mainly of production, acquisition and broadcasting of information and entertainment programs as well as TV series and feature films broadcasted on television, radio and Internet channels in Poland. The revenues generated by the media segment relate mainly to advertising and sponsorship revenues as well as revenues from cable and satellite operators.

Real Estate segment consists mainly of implementation of construction projects as well as sale, rental and management of own or leased real estate.

Management evaluates the operating segments’ results based on EBITDA. The EBITDA reflects the Group’s ability to generate cash in a stable environment. The Group defines EBITDA as profit from operating activities increased by depreciation, amortization, impairment and liquidation. The EBITDA is not an EU IFRS measure and thus its calculations may differ among the entities.

106 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The table below presents a summary of the Group’s revenues, expenses, acquisition of property, plant and equipment, reception equipment and other intangible assets as well as assets by operating segment for the year ended 31 December 2022:

	The year ended 31 December 2022
	B2C and B2B services	Media: TV and online	Real Estate	Consolidation adjustments
Revenues from sales to third parties	10,622.2	2,186.4	106.7	-
Inter-segment revenues	59.4	237.8	76.7	(373.9)
Revenues	10,681.6	2,424.2	183.4	(373.9)
EBITDA adjusted (unaudited)	2,834.0	506.0	17.2	(5.1)
Gain on disposal of a subsidiary and an associate	113.4	-	39.8	-
Costs of support for Ukraine	(33.0)	(1.1)	-	-
EBITDA (unaudited)	2,914.4	504.9	57.0	(5.1)
Depreciation, amortization, impairment and liquidation	1,703.6	109.7	15.7	-
Profit from operating activities	1,210.8	395.2	41.3	(5.1)
Acquisition of property, plant and equipment and other intangible assets	964.2	117.0	33.2	-
Acquisition of reception equipment	113.6	-	-	-
Balance as at 31 December 2022
Assets, including:	24,485.9	6,465.6*	1,596.3	(241.2)
Investments in joint venture and shares in associates	1,801.6	5.9	82.6	-

• includes non-current assets located outside of Poland in the amount of PLN 5.9

All material revenues are generated in Poland. It should be noted that the data for 12 months ended 31 December 2022 allocated to the “B2C and B2B services” segment, “Media” segment and “Real Estate” segment are not comparable to the data for 12 months ended 31 December 2021 due to changes in the Group’s structure described in notes 5, 39, 40 and 49.

107 Cyfrowy Polsat S.A.# Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The table below presents a summary of the Group’s revenues, expenses, acquisition of property, plant and equipment, reception equipment and other intangible assets as well as assets by operating segment for the year ended 31 December 2021:

The year ended 31 December 2021

	B2C and B2B services	Media: TV and online	Consolidation adjustments	Total
Revenues from third parties	10,396.3	2,047.7	-	12,444.0
Inter-segment revenues	58.4	216.4	(274.8)	-
Revenues	10,454.7	2,264.1	(274.8)	12,444.0
EBITDA adjusted (unaudited)	3,389.7	629.3	-	4,019.0
Gain on disposal of a subsidiary	3,680.6	-	-	3,680.6
EBITDA (unaudited)	7,070.3	629.3	-	7,699.6
Depreciation, amortization, impairment and liquidation	1,787.5	115.7	-	1,903.2
Profit from operating activities	5,282.8	513.6	-	5,796.4
Acquisition of property, plant and equipment and other intangible assets	1,049.3	109.5	-	1,158.8
Acquisition of reception equipment	110.0	-	-	110.0
Balance as at 31 December 2021
Assets, including:	25,633.1	6,713.7*	(109.8)	32,237.0
Investments in joint venture and shares in associates	1,764.4	5.9	-	1,770.3

• includes non-current assets located outside of Poland in the amount of PLN 8.7

Reconciliation of EBITDA and Net profit for the period:

	for the year ended 31 December 2022	31 December 2021
EBITDA adjusted (unaudited)	3,352.1	4,019.0
Gain on disposal of a subsidiary and an associate	153.2	3,680.6
Costs of support for Ukraine*	(34.1)	-
EBITDA (unaudited)	3,471.2	7,699.6
Depreciation, amortization, impairment and liquidation (note 10)	(1,829.0)	(1,903.2)
Profit from operating activities	1,642.2	5,796.4
Other foreign exchange rate differences, net (note 11)	(41.6)	(5.2)
Interest costs, net (note 11 and 12)	(587.6)	(202.7)
Share of the profit/(loss) of associates accounted for using the equity method	94.5	75.4
Other	2.8	2.2
Gross profit for the period	1,110.3	5,666.1
Income tax	(209.2)	(1,251.6)
Net profit for the period	901.1	4,414.5

• includes mainly cash donations for supporting Ukraine

108 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

44. Barter transactions

The Group is a party to barter transactions. The table below presents revenues and costs of barter transactions executed on an arm’s-length basis. Revenue comprise revenue from services, products, goods and materials sold, costs comprise selling expenses.

	for the year ended 31 December 2022	31 December 2021
Revenues from barter transactions	77.1	41.3
Cost of barter transactions	88.9	40.1
	31 December 2022	31 December 2021
Barter receivables	80.3	12.9
Barter payab les	83.5	6.2

45. Transactions with related parties

R ECEIVABLES

	31 December 2022	31 December 2021
Joint ventures and associates	4.9	0.7
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	14.6	9.6
Total*	19.5	10.3

• amounts presented above do not include deposits paid (31 December 2022 – PLN 3.5, 31 December 2021 – PLN 3.5)

Receivables due from related parties have not been pledged as security.

O THER ASSETS

	31 December 2022	31 December 2021
Joint ventures and associates	1.5	-
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	7.6	1.2
Total	9.1	1.2

L IABILITIES

	31 December 2022	31 December 2021
Joint ventures and associates	81.0	83.8
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	194.4	195.1
Total	275.4	278.9

Liabilities relate mainly to liabilities for the advance payment for the sale of real estate by Polkomtel as well as lease of premises and facilities.

109 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

L OANS GRANTED

	31 December 2022	31 December 2021
Associates	456.2	-
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	12.2	33.1
Total	468.4	33.1

Loans granted as at 31 December 2022 include mainly loans to PAK-Polska Czysta Energia Sp. z o.o. and Pak-Volt S.A.

L OANS RECEIVED

	31 December 2022	31 December 2021
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	6.6	5.6
Total	6.6	5.6

R EVENUES

	for the year ended 31 December 2022	31 December 2021
Subsidiaries*	-	12.7
Joint ventures and associates	7.2	4.3
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	751.0	120.3
Total	758.2	137.3

• Applies to transactions with subsidiaries concluded before taking over control. In the period of 12 months ended 31 December 2021 the most significant transactions include photovoltaic installations. In the period of 12 months ended 31 December 2022 the most significant transactions relate to income from disposal of Modivo S.A. shares (see not 49).

E XPENSES AND PURCHASES OF PROGRAMMING ASSETS

	for the year ended 31 December 2022	31 December 2021
Subsidiaries*	0.1	0.2
Joint ventures and associates	191.7	11.4
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	296.6	307.7
Total	488.4	319.3

• Applies to transactions with subsidiaries concluded before taking over control. In the period of 12 months ended 31 December 2022 and 12 months ended 31 December 2021 the most significant transactions include inter alia cost of electrical energy, property rental and advertising services.

110 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

G AIN /( LOSS ) ON INVESTMENT ACTIVITIES , NET

	for the year ended 31 December 2022	31 December 2021
Joint ventures and associates	20.4	59.2
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	5.3	(7.0)
Total	25.7	52.2

F INANCE COSTS , NET

	for the year ended 31 December 2022	31 December 2021
Entities controlled by a person (or a close member of that person’s family) who has control, joint control or significant influence over Cyfrowy Polsat S.A.	1.1	0.2
Total	1.1	0.2

Transactions with related parties are also described in note 49.

46. Contingent liabilities

Management believes that the provisions as at 31 December 2022 are sufficient to cover potential future outflows and the adverse outcome of the disputes will not have a significant negative impact on the Group’s financial situation.

Proceedings before the Office of Competition and Consumer („UOKiK”)

On 24 February 2011 the President of UOKiK imposed penalty on Polkomtel (Company’s subsidiary) in the amount of PLN 130.7 for the alleged lack of cooperation during an inspection carried out by UOKiK in Polkomtel. Polkomtel appealed against the decision of the President of UOKiK to the Consumer and Competition Protection Court (“SOKiK”). According to management, during the inspection the company had fully and at all times cooperated with UOKiK within the scope provided by the law.

On 18 June 2014 the decision of the President of UOKiK has been changed by SOKiK, reducing the penalty to PLN 4.0 (i.e. EUR 1.0). On 20 October 2015 SOKiK’s verdict has been revoked and the case has been transferred for re- examination. On 28 April 2017 the decision of the President of UOKiK has been changed by SOKiK, reducing the penalty to PLN 1.3. Polkomtel and President of UOKiK appealed against the verdict. On 3 April 2020 both Polkomtel’s and the President’s of UOKiK appeals have been dismissed. The Court of Appeal upheld the SOKiK’s decision. On 20 April 2020 Polkomtel made a payment in the amount of PLN 1.3. Polkomtel and the President of UOKiK filed cassation appeals against the Court of Appeal’s verdict. On 28 September 2022 the cassation appeal of the President of the UOKiK was dismissed, the appeal of Polkomtel was accepted in the scope dismissing the plaintiff's appeal, and the appealed judgment of the Court of Appeal in Warsaw dated 3 April 2020 was revoked and referred - in accordance with the Polkomtel’s cassation appeal - to be reconsidered.

On 30 December 2014 the President of UOKiK issued a decision ending investigations related to Polkomtel’s (Company’s subsidiary) alleged practices which infringed upon the collective interests of consumers by not providing its telecommunication clients (which entered into a written agreement) with terms and conditions of the preferential sales offer as well as not informing about the termination of the preferential sales offer. Pursuant to the decision of the President of UOKiK, Polkomtel was charged with a penalty in the amount of PLN 6.0. The company appealed to SOKiK against the decision.

111 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The company appealed to SOKiK against the decision.On 5 March 2018, SOKiK issued a decision where the penalty has been annulled and dismissed the appeal in remaining scope. Both parties appealed to the Court of Appeal in Warsaw. The Court of Appeal annulled in full the verdict of the first instance court and returned the case back to the first instance court. On 1 April 2021 SOKiK dismissed Polkomtel’s appeal. On 24 January 2022 Polkomtel’s appeal was dismissed. On 7 February 2022 Polkomtel paid the penalty in the amount of PLN 6.0. Polkomtel filed a cassation appeal against the judgment of the Court of Appeal.

On 30 December 2016 the President of UOKiK issued a decision stating that the operations of the Company and Polkomtel (Company’s subsidiary) were allegedly infringing collective consumer interests by presenting advertising slogans, which in the opinion of the authorities were misleading and suggested that the LTE data transmission will not be limited. Pursuant to the decision of the President of UOKiK the Company and Polkomtel were charged with a penalty in the amount of PLN 5.3 and PLN 18.4, respectively. The Group appealed to SOKiK against the decision. On 18 June 2019 SOKiK annulled the decision of the President of UOKiK in relation to Polkomtel. The President of UOKiK appealed against the SOKiK verdict. On 24 November 2020, the Court of Appeal revoked the SOKiK decision and transferred the case for re-examination. On 19 April 2021, SOKiK dismissed Polkomtel's appeal in its entirety. Polkomtel appealed against the SOKiK decision. On 10 November 2021, the Court of Appeal upheld the penalty originally imposed by UOKiK. On 24 November 2021 Polkomtel paid a penalty of PLN 18,4. Polkomtel submited a cassation appeal. On 7 September 2022, the Supreme Court dismissed Polkomtel's cassation appeal.

On 7 August 2019 the court dismissed the appeal of Cyfrowy Polsat. The Company appealed against the decision. Pursuant to the Court of Appeal verdict from 11 March 2021, the Company paid a penalty of PLN 5.3 on 26 March 2021. On 24 June 2021 the Company filed a cassation appeal to the Supreme Court. On 12 January 2022, the Supreme Court accepted the Company's cassation appeal for consideration. On 31 May 2022 Company’s cassation appeal was dismissed.

On 30 December 2016 the President of UOKiK issued a decision stating that the operations of the Company and Polkomtel (Company’s subsidiary) were allegedly infringing collective consumer interests by presenting promotional offers, which in the opinion of the authorities were impossible to conclude. Pursuant to the decision of the President of UOKiK the Company and Polkomtel were charged with a penalty in the amount of PLN 4.4 and PLN 12.3, respectively. The Group appealed to the Court against the decision. On 14 October 2019 SOKiK dismissed the appeal. The Group appealed against the decision. On 31 December 2020 the Group’s appeal was dismissed. On 14 January 2021 Cyfrowy Polsat and Polkomtel paid the penalty. The Group submitted a cassation appeal to the Supreme Court. On 20 April 2022, the Supreme Court accepted the Company's cassation appeal for consideration. The date of hearing the case by the Supreme Court has not been set.

On 29 April 2019 the President of UOKiK issued a decision stating that the operations of Polkomtel (Company’s subsidiary) were allegedly infringing collective consumer interests by charging for activating the services to consumers, despite not obtaining an explicit approval of the additional payment associated with these services. Pursuant to the decision of the President of UOKiK Polkomtel was charged with a penalty in the amount of PLN 39.5. Polkomtel appealed to SOKiK against the decision. On 26 May 2021 SOKiK dismissed Polkomtel’s appeal. Polkomtel appealed against the SOKiK judgment. On 8 November 2022, the Court of Appeal dismissed the appeal. On 22 November 2022, Polkomtel paid a penalty of PLN 39.5. Polkomtel examines the possibility of submitting a cassation appeal.

On 19 December 2019 the President of UOKiK issued a decision stating that the operations of the Company were allegedly infringing collective consumer interests by hindering access to ZDF and Das Erste channels during the Euro 2016 championship by removing these channels and incomplete and unreliable information to consumers in response to claims regarding unavailability of the above programs. Pursuant to the decision of the President of UOKiK the Company was charged with a penalty in the amount of PLN 34.9. The Company appealed against this decision to SOKiK. On 14 February 2022 First Instance Court dismissed the Company’s appeal in its entirety. The Company submitted a cassation appeal to the Court of Appeal in Warsaw. The appeal hearing took place on 21 October 2022. On 21 November 2022, the Court of Appeal in Warsaw repealed the appealed judgment in its entirety and referred the case to the Regional Court in Warsaw for examination and resolution.

On 31 December 2019 the President of UOKiK issued a decision stating that the operations of Polkomtel (Company’s subsidiary) were allegedly infringing collective consumer interests by charging additional fees for data transmission using the RSTP protocol, despite the subscribers having internet packages or unlimited LTE Internet services. Pursuant to the decision of the President of UOKiK Polkomtel was charged with a penalty in the amount of PLN 50.6. Polkomtel appealed to SOKiK against the decision. On 15 December 2021, SOKiK announced decision in which it dismissed Polkomtel's appeal in its entirety. Polkomtel submitted an appeal against the SOKiK verdict. On 21 July 2022 the Court of Appeal partially revoked the President of UOKiK’s decision and reduced a penalty to PLN 16.8. On 4 August 2022, Polkomtel paid the penalty in the amount of PLN 16.8. Both Polkomtel and President of UOKiK filed a cassation appeals. On 26 January 2023, the Supreme Court refused cassation appeals.

On 22 January 2020 the President of UOKiK issued a decision stating that the operations of Polkomtel (Company’s subsidiary) were allegedly infringing collective consumer interests by clauses included in the terms and conditions of telecommunications services regarding prepaid services and expiration of the unused value of the subscribers’ accounts. Pursuant to the decision of the President of UOKiK Polkomtel was charged with a penalty in the amount of PLN 20.4. Polkomtel appealed to SOKiK against the decision. On 8 April 2022, SOKIK dismissed Polkomtel's appeal. On 31 May 2022 Polkomtel submitted appeal against the SOKiK verdict. On 28 March 2023 the Court of Appeal dismissed the appeal. After receiving justification of the judgment of the Court of Appeal, Polkomtel will consider filing a cassation appeal. On 11 April 2023 Polkomtel paid a penalty of PLN 20.4.

Other proceedings

In September 2015, Polkomtel (Company’s subsidiary) received a claim from P4 Sp. z o.o., in which the company demands compensation of PLN 316.0 (including interest of PLN 85.0), for the alleged actions relating to the pricing of the mobile services rendered between July 2009 and March 2012. The claim assumes payment of the above amount jointly by Orange Poland S.A., Polkomtel and T-Mobile Poland S.A. On 27 December 2018 Court dismissed the entire claim. P4 Sp. z o.o. appealed against the decision. On 28 December 2020, the Court of Appeal referred the case to the District Court for reconsideration, Polkomtel appealed to the Supreme Court against this decision. On 13 November 2020, the P4 sp. z o.o. claim for payment of PLN 313.0, including interest of PLN 85.0, was delivered by the court. This lawsuit constitutes an "extension” of P4 Sp. z o.o claim dated September 2015 and concerns a further period of the acts alleged against the defendants, i.e. from April 2012 to December 2014. Management believes that the claim is unfounded, as Polkomtel’s conduct alone or with other tort entities was not wrongful, in particular relating to the pricing of retail mobile services directed to the telecommunications network of P4 Sp. z o.o. In management’s opinion, there is no legal basis for the overall assessment of the alleged actions of each of the operators on the telecommunications market, which is fully a competitive market, and each of the operators has its own business and pricing strategy. The claim of P4 Sp. z o.o. indicates neither nature (premises liability) nor the amount.

On 28 April 2017, Association of Polish Stage Artists (“ZASP”) filed a lawsuit against Cyfrowy Polsat for payment of PLN 20.3. The Company issued an objection in the writ-of-payment proceedings and filed for its dismissal entirely. On 10 January 2018 the Court issued a decision to refer the case to mediation proceedings. Mediation ended without a settlement. The hearing took place on 8 May 2019. Both parties have submitted an application for re- referral to the mediation proceedings for a period of three months. The court approved application and postponed the hearing without a deadline. Mediation ended without a settlement. On 6 May 2020, the Company received a letter from the Court, included the mediator's position summarizing the course of mediation, with a request to refer to its content. On 25 May 2020, the Company submitted a response informing the Court about the settlement being impossible to reach by the parties. The hearing took place on 20 October 2021.At the end of March 2022, the Company received a letter extending the previous claim by the period from 1 January 2010 to 31 December 2020, thus the value of the lawsuit was increased by over PLN 120.0. By lawsuit, delivered to the Company on 16 December 2019, the Association of Performing Artists (SAWP) filed two claims against the Company: information claim and claim for payment. The information claim relates to television programs rebroadcasted by the Company in the period from 20 August 2009 to 20 August 2019. In the claim for payment, SAWP claims PLN 153.3 for the alleged violation of related rights to artistic performances of musical and verbal - musical works through their non-contractual cable rebroadcast. The Company filed for the dismissal entirely. The last hearing took place on 16 March 2022, the hearing was postponed without a deadline. In addition to the matters described above, there are also other proceedings, for which provisions have been made according to the best estimates of the management board members as to potential future outflows of the economic benefits required for their settlement. Information regarding the amount of provisions was not separately disclosed, as in the opinion of the Group's Management, such disclosure could prejudice the outcome of the pending cases.

47. Remuneration of the Management Board

The table below presents the Management Board’s remuneration.

Name	Function	2022	2021
Mirosław Błaszczyk	President of the Management Board	1.0	1.0
Maciej Stec	Vice-President of the Management Board	0.6	0.8
Jacek Felczykowski	Member of the Management Board	1.0	1.0
Aneta Jaskólska	Member of the Management Board	0.9	0.9
Agnieszka Odorowicz	Member of the Management Board	0.6	0.6
Katarzyna Ostap-Tomann	Member of the Management Board	1.0	1.0
Total		5.1	5.3

The amounts of bonuses and other remuneration payable to each member of the Management Board for 2022 and 2021 are presented below:

Name	Function	2022	2021
Mirosław Błaszczyk	President of the Management Board	2.5	2.5
Maciej Stec	Vice-President of the Management Board	5.0	3.5
Jacek Felczykowski	Member of the Management Board	1.5	1.0
Aneta Jaskólska	Member of the Management Board	1.9	1.8
Agnieszka Odorowicz	Member of the Management Board	0.8	0.8
Katarzyna Ostap-Tomann	Member of the Management Board	2.4	2.2
Total		14.1	11.8

114 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

48. Remuneration of the Supervisory Board

The Supervisory Board receives remuneration based on the resolution of the Extraordinary General Shareholders’ Meeting of Cyfrowy Polsat S.A. dated 5 September 2007. On 29 June 2016 the Annual General Meeting adopted the resolution concerning changes in remuneration of members of the Supervisory Board. Presented below is the total remuneration payable to the Supervisory Board members in 2022 and 2021:

Name	Function	2022	2021
Zygmunt Solorz	Chairman of the Supervisory Board (from 24 June 2021)	0.24	0.12
Marek Kapuściński	Vice-Chairman of the Supervisory Board	0.18	0.21
Józef Birka	Member of the Supervisory Board	0.18	0.18
Jarosław Grzesiak	Member of the Supervisory Board (from 24 June 2021)	0.18	0.09
Marek Grzybowski	Independent Member of the Supervisory Board	0.18	0.18
Alojzy Nowak	Independent Member of the Supervisory Board (from 24 June 2021)	-	-
Tobias Solorz	Member of the Supervisory Board (from 24 June 2021)	0.18	0.09
Tomasz Szeląg	Member of the Supervisory Board	0.18	0.18
Piotr Żak	Member of the Supervisory Board	0.18	0.18
Robert Gwiazdowski	Member of the Supervisory Board (until 24 June 2021)	-	0.09
Aleksander Myszka	Member of the Supervisory Board (until 24 June 2021)	-	0.09
Leszek Reksa	Member of the Supervisory Board (until 24 June 2021)	-	0.09
Paweł Ziółkowski	Independent Member of the Supervisory Board ( until 24 June 2021 )	-	0.09
Total		1.50	1.59

49. Important agreements and events

Preliminary share purchase agreement concerning PAK-Polska Czysta Energia Sp. z o.o. with annexes and transfer of an organized part of the enterprise of Elektrownia Konin to PAK-PCE Biopaliwa i Wodór sp. z o.o.

On 20 December 2021 Cyfrowy Polsat entered into a preliminary agreement with ZE PAK S.A. (“ZE PAK”), related entity, concerning the Company’s purchase of shares in PAK-Polska Czysta Energia Sp. z o.o. (“PAK-PCE”), representing 67% of PAK-PCE’s share capital (“Agreement”). The agreement concerning shares purchase in PAK-PCE also provided for an additional ZE PAK obligation. The whole biomass-based electricity generation business conducted in Elektrownia Konin was to be spun-off from the ZE PAK enterprise as an organized part of the enterprise (“Elektrownia Konin OPE”). ZE PAK agreed to contribute the Elektrownia Konin OPE to PAK-PCE as in-kind contribution. On 30 June 2022 the Company signed an annex no. 2 (“Annex 2”) in which the parties decided, among other things, to change the manner and timing of the transfer of Elektrownia Konin OPE to the group of PAK-PCE’s subsidiaries, which was included in the Agreement as an additional obligation. On 12 May 2022, as a result of several legal transactions, Cyfrowy Polsat acquired 49% of shares in the share capital of PAK-PCE Biopaliwa i Wodór Sp. z o.o. This involved an outflow

115 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

of a total amount of PLN 478.7, including PLN 473.8 in connection with an increase in share capital of PAK-PCE Biopaliwa i Wodór Sp. z o.o. The funds from the share capital increase were allocated to the acquisition of Elektrownia Konin OPE from ZE PAK on 1 July 2022. On 27 July 2022, in connection with the contribution to PAK-PCE shares held by the Company in PAK-PCE Biopaliwa i Wodór Sp. z o.o., Cyfrowy Polsat acquired 40.41% shares in PAK- Polska Czysta Energia Sp. z o.o. The capital increase in PAK-Polska Czysta Energia Sp. z o.o. was registered on 27 July 2022. The subject of the final agreement (“Final Agreement”) will be shares in PAK-PCE representing approximately 26.6% of the share capital of PAK-PCE. With the shares previously acquired and subscribed (including the contribution of shares held by the Company in PAK-PCE Biopaliwa i Wodór Sp. z o.o. to PAK-PCE), following the performance of the Final Agreement, the Company will hold approximately 67% of shares in the share capital of PAK- PCE, as originally intended in the Agreement dated 20 December 2021, and Elektrownia Konin OPE will be wholly-owned by the PAK-PCE group. Pursuant to Annex 2, total expenditures incurred by Cyfrowy Polsat to acquire 67% of the share capital of PAK-PCE together with Elektrownia Konin OPE (in the absence of non- permitted leakages) will amount to PLN 807.6, including the adjustment for the working capital of Elektrownia Konin OPE. On 19 December 2022 the Company signed an annex no. 4 according to which the long-stop date, by which all conditions precedent of the Agreement should be fulfilled, was moved to 3 July 2023.

Acquisition of shares in Port Praski Sp. z o.o. and conclusion of a preliminary share purchase agreement for Pantanomo Limited with an annex.

On 20 December 2021 Cyfrowy Polsat entered into the following agreements with related entities (“Agreements”):
* a preliminary agreement concerning the Company’s purchase of 1,070,000 (not in millions) shares in Port Praski Sp. z o.o., representing approximately 66.94% of Port Praski’s share capital, executed between the Company and Embud 2 Sp. z o.o. S.K.A., and
* a preliminary agreement concerning the Company’s purchase of 4,705 (not in millions) shares in Pantanomo Limited, representing approximately 32% of Pantanomo’s share capital, executed between the Company and Tobe Investments Group Limited.

The base purchase price for shares in Port Praski was set at PLN 572.2 and for shares in Pantanomo Limited at PLN 307.2. The closing of the transactions pursuant to the Agreements was contingent on the satisfaction of the conditions precedent, which were reserved for the benefit of the Company. On 1 April 2022 the Company entered into the final share purchase agreement with Embud 2 Sp. z o.o. S.K.A., whereby the Company acquired 1,070,000 (not in millions) shares in Port Praski Sp. z o.o., representing approximately 66.94% of the share capital and carrying 66.94% of the votes at the shareholders' meeting of Port Praski Sp. z o.o. The purchase price for the shares in Port Praski Sp. z o.o. was set at PLN 553.7. The Port Praski Group’s activities include the development of construction projects as well as the sale, rental and management of owned or leased properties. In connection with the ongoing analyses of the ultimate capital structure in which Pantanomo Limited participates, on 1 April 2022 Cyfrowy Polsat and Tobe Investments Group Limited executed an annex (“Annex”) to the preliminary share purchase agreement concerning 4,705 (not in millions) shares in Pantanomo (“Agreement”), representing approximately 32% of share capital of Pantanomo Limited, executed between the Company and Tobe Investments Group Limited on 20 December 2021 (“Transaction”).

116 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Pursuant to the Annex, the Company and Tobe Investments Group Limited (“Parties”) agreed to postpone closing date of the Transaction, which was to be agreed by the Parties in writing and could not be later than 31 May 2022.As the closing date of the Transaction has not been set by the Parties for 31 May 2022 or any other date before 31 May 2022, the preliminary share purchase agreement for Pantanomo Limited has expired.

Renewal of the frequency reservations
Frequency reservations allocated in both the 2100 MHz band held by Polkomtel Sp. z o.o. and 1800 MHz band held by Aero 2 Sp. z o.o expired at the end of 2022. On 30 November 2021 Polkomtel and Aero 2 were merged, consequently Polkomtel entered into the rights and obligations of Aero 2 and thus taking over the right to Aero 2 frequencies. In December 2021 Polkomtel Sp. z o.o. applied to UKE President for the reservation of frequencies allocated in the 2100 MHz band and 1800 MHz band for the next period. On 21 October 2022 Polkomtel received the decision of the President of UKE, which reserved Polkomtel frequencies in the 2100 MHz band for the next 15 years - until 31 December 2037. Pursuant to this decision, Polkomtel was obliged to pay a fee in the amount of PLN 351.6 to the State Treasury for above reservation. The payment of PLN 351.6 was made on 4 November 2022. On 20 December 2022, Polkomtel received the decisions of the President of UKE granting Polkomtel a frequency reservation in the 1800 MHz band for the next 15 years - until 31 December 2037. Pursuant to these decisions, Polkomtel was obliged to pay fees to the State Treasury in the total amount of PLN 847.0 for making these reservations. The payment in the amount of PLN 847.0 was made on 3 January 2023.

The legal dispute in respect to the telecommunication concession
There is a pending legal dispute in respect to the telecommunication concession for the 1800 MHz frequency granted in 2007 to Mobyland Sp. z o.o. (currently Polkomtel Sp. z o.o.) and CenterNet S.A. (currently Polkomtel Sp. z o.o.). Proceedings to invalidate the 1800 MHz frequency allocation tender have been instigated by T-Mobile and Orange. Supreme Administrative Court (NSA), in its ruling dated 8 May 2014, sustained the decision of the Court of First Instance and repealed the decision issued by the President of the Office of Electronic Communications (UKE) on 23 September 2011 which partially invalidated the above mentioned tender. Following the decision of the Supreme Administrative Court, UKE informed that “the decisions regarding re-running the tender will be taken by the Office upon careful analysis of the written justification of NSA’s rulings and the Court’s guidelines regarding further procedure as well as upon analysis of the legal situation”. UKE also stated that the “reservation decisions issued by UKE President remained valid while the operators could continue providing their services while using these frequencies”. On 23 December 2016 President of UKE notified the parties that the tender annulment proceedings relating to the 1800 MHz frequency have been adopted. Pursuant to the decision dated 4 August 2017 President of UKE notified the parties that the tender dated 2007 has been annulled. On 13 October 2017 Aero 2 Sp. z o.o. (a successor of CenterNet S.A. and Mobyland Sp. z o.o., currently Polkomtel Sp. z o.o.) filed a motion to reconsider the decision of the President of UKE dated 4 August 2017 concerning the annulment of the tender procedure. On 31 January 2018 the President of UKE upheld its decision dated 4 August 2017. On 7 March 2018 Aero2 (currently Polkomtel Sp. z o.o.) filed a complaint with the Provincial Administrative Court in Warsaw, on 4 October 2018 complaint was dismissed. On 27 December 2018, Aero2 (currently Polkomtel Sp. z o.o.) filed a cassation appeal against judgment, which was dismissed by the Supreme Administrative Court on 25 November 2022. The decision issued by UKE President does not affect reservation decisions issued following the administrative tender. In accordance with President of UKE’s press release, these
117 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated) reservation decisions remain valid and telecommunication operators may continue to provide their services based on these reservation decisions. In management’s opinion this issue should have no negative impact on the results and financial condition of the Group. Accordingly, no valuation adjustment has been made in these consolidated financial statements.
In the proceedings instigated by T-Mobile Polska S.A., the President of UKE resumed the proceedings which were terminated on 23 April 2009 by the issuance of a final decision by the President of UKE which sustained the decision of the President of UKE dated 30 November 2007 concerning the frequency reservation in the 1710-1730 MHz and 1805-1825 MHz range. Under these proceedings, in the decision dated 28 November 2017 the President of UKE refused, after resuming the proceedings, to annul the reservation decision of the President of UKE dated 23 April 2009. This decision was upheld by the decision of the President of UKE dated 4 June 2018. In connection with complaints filed against this decision, in the ruling of 11 March 2019 the Voivodship Administrative Court in Warsaw annulled the decision of the President of UKE dated 4 June 2018. Aero2 Sp. z o.o. (currently Polkomtel Sp. z o.o.) filed a cassation appeal against the judgment, which is awaiting the consideration by the NSA. On 4 October 2018, T-Mobile Polska S.A. filed a complaint with the Voivodship Administrative Court in Warsaw against the announcement dated 5 September 2018 issued by the President of UKE in respect to the activities necessary to remove the breach constituting the reason for invalidating two frequency reservations (each including 48 duplex radio channels with a duplex spacing of 95 MHz each, ranges 1710-1730 MHz and 1805-1825 MHz). On 20 November 2018, Voivodship Administrative Court in Warsaw rejected the complaint of T-Mobile Polska S.A. On 4 July 2019, the Supreme Administrative Court annulled the decision of the Voivodship Administrative Court in Warsaw dated 20 November 2018, as a result of a cassation appeal filed by T-Mobile Polska S.A. On 18 August 2020, the announcement of the President of UKE dated 5 September 2018 was considered ineffective by the Voivodship Administrative Court in Warsaw. NSA annulled that judgment on 9 December 2021 (act sign II GSK 584/21). The case was remanded for re-examination to Voivodship Administrative Court in Warsaw. On 25 October 2022, the Voivodship Administrative Court in Warsaw dismissed the complaint of T-Mobile Polska S.A., the judgment is not final and is subject to a cassation appeal to the Supreme Administrative Court.

The initiation by the European Commission of the procedure based on Art. 108 sec. 2 of the European Union Treaty
In the beginning of October 2020, Cyfrowy Polsat S.A. and Sferia S.A. (Sferia), a company owned by the Cyfrowy Polsat Group in 51% since 29 February 2016, received from the Ministry of Digital Affairs a copy of the European Commission’s decision dated 21 September 2020 regarding the initiation of the formal investigation procedure against the Republic of Poland concerning the alleged illegal state aid provided to Sferia. The alleged illegal state aid relates to granting in 2013 to Sferia the right to use a frequency block of 800 MHz range in place of the frequency 850 MHz range previously held by Sferia. According to the decision, the European Commission intends to investigate, whether the state aid was granted, and if so, whether it can be considered compatible with the internal market. On 4 February 2022, the European Commission began consultations on this matter and Cyfrowy Polsat and Sferia submitted their comments. Both companies believe that no illegal state aid was granted.

Auction for spectrum reservation from the 3.6 GHz band
On December 2022, the President of UKE announced consultations regarding the auction for four frequency licenses in the 3.6 GHz band. The subject of the auction will be 4 blocks with a width of 80 MHz each from the 3.6 GHz band. The minimum price for a block has been set at PLN 450.0. In accordance with the auction documentation, each of the auction winners will be subject to identical network development obligations consisting in launching in the indicated areas by
118 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)
each operator at least 3,800 (not in millions) base stations using allocated frequencies within 36 months from the date of delivery of the reservation decision. In addition, auction winners will be required to ensure capacity (using any frequency range) of 100Mbps for 99% of households throughout the country within 60 months, for 95% of the country within 84 months, for all national roads within 60 months, for 100% of provincial roads within 84 months, for the indicated railway routes within 60 months from the date of delivery of the reservation decision. The deadline for submitting consultation positions was 31 January 2023. The date for the allocation of the 3.6 GHz band, as expected by the President of UKE, is August 2023.

Acquisition of the Company’s own treasury shares
On 16 May 2022 the Management Board of the Company, acting under the authorization granted by the Extraordinary General Meeting of the Company dated 16 November 2021, decided to proceed with the buy-back of the Company’s own treasury shares through the announcement by Cyfrowy Polsat S.A. together with Reddev Investments Limited and Tobe Investments Group Limited of an invitation to submit offers to sell own treasury shares.# Relevant Information

The invitation included the purchase of no more than 35,000,000 ordinary bearer shares issued by the Company, representing no more than 5.47% of the share capital of the Company and carrying the right to no more than 4.27% of votes at the general meeting of the Company. The proposed purchase price for the own treasury shares under the invitation was set at PLN 22.28 per share. On 25 May 2022 the Management Board of Cyfrowy Polsat S.A. decided that the Company will acquire 13,067,138 ordinary bearer shares issued by the Company, representing approximately 2.04% of the share capital of the Company and carrying the right to approximately 1.60% of votes at the general meeting of the Company, from Embud 2 Sp. z o.o. S.K.A. (Company’s related entity) at a price not exceeding PLN 22.28 per share. As a result of the settlement of transactions carried out on 25 May 2022 (acquisition from the announced invitation for shareholders to submit offers to sell the Company's own treasury shares) and on 26 May 2022 (acquisition of own treasury shares from Embud 2 Sp. z o.o. S.K.A.), Cyfrowy Polsat S.A. acquired a total of 17,668,359 ordinary bearer shares in the Company, representing 2.76% of the share capital of the Company and carrying the right to 17,668,359 votes at the general meeting of the Company, which is equivalent to 2.16% of votes at the general meeting of the Company. Before the transactions were settled, the Company held a total of 71,174,126 own treasury shares, representing in total 11.13% of the share capital of the Company and carrying the right to 71,174,126 votes at the general meeting of the Company, which is equivalent to 8.69% of votes at the general meeting of the Company. After the settlement of transactions, the Company holds 88,842,485 own treasury shares, representing in total 13.89% of the share capital of the Company and carrying the right to 88,842,485 votes at the general meeting of the Company, which is equivalent to 10.85% of votes at the general meeting of the Company.

Sale of shares in Modivo S.A.

On 28 September 2022 the Company entered into the agreement with Embud 2 Sp. z o.o. S.K.A. (Company’s related entity) for the sale of shares in Modivo S.A. The total sale price amounted to PLN 600.

Sale of shares in CKS Ossa Sp. z o.o. and Ossa Medical Center Sp. z o.o.

On 28 September 2022 Polkomtel Sp. z o.o. sold 100% of shares in CKS Ossa Sp. z o.o. to Embud 2 Sp. z o.o. S.K.A. (Company’s related entity). The total sale price amounted to PLN 48.8.

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

On 28 September 2022 Polkomtel Sp. z o.o. sold 100% of shares in Ossa Medical Center Sp. z o.o. to Embud 2 Sp. z o.o. S.K.A. (Company’s related entity). The total sale price amounted to PLN 1.2.

Execution of a joint venture agreement with HB Reavis Holding Cz a.s. by subsidiaries of Cyfrowy Polsat S.A. and a share purchase agreement for 50% of shares in Port Praski City II Sp. z o.o. and Port Praski Medical Center Sp. z o.o.

On 21 July 2022 the Company’s subsidiaries executed:
* a joint venture agreement (“Joint Venture Agreement”) by Port Praski City II Sp. z o.o., Port Praski Medical Center Sp. z o.o. and Pantanomo Limited, of the one part, and HB Reavis Holding Cz a.s., of the other part; and
* a share purchase agreement for shares in Port Praski City II Sp. z o.o. and Port Praski Medical Center Sp. z o.o. (“Joint Venture Companies”) by Pantanomo Limited and Port Praski City III Sp. z o.o., of the one part, and HB Reavis Holding Cz a.s., of the other part.

The joint venture will be implemented by the Joint Venture Companies and will involve the construction and development of a property located in Warsaw, including a joint construction of high-end office buildings, with additional retail space (“Project”). The Joint Venture Agreement governs the rules of operation of the Joint Ventures Companies that will implement the Project, including, in particular, the rules of corporate governance, financing operations as well as implementation and commercialization of the Project. The Joint Venture Companies will be jointly controlled by Pantanomo Limited and HB Reavis Holding Cz a.s. (“Shareholders”). Pursuant to the Joint Venture Agreement, each Shareholder will directly hold 50% of shares in the Joint Venture Companies. The Shareholders have agreed to finance capital and operating expenditures of the Joint Venture Companies and other Project-related expenses within the time limits and in the amounts specified in the development plan and business plan to be adopted for the Project. The Shareholders will provide financing to the Joint Venture Companies on a 50:50 basis, in the form of share capital increases and shareholder loans. The acquisition of shares in the Joint Venture Companies by HB Reavis Holding Cz a.s. was subject to the satisfaction of, among other, conditions precedent such as:
* an approval of the Office of Competition and Consumer Protection for HB Reavis Holding Cz a.s. and Pantanomo Limited to establish a joint venture, and
* an in-kind contribution of the property by Port Praski City III Sp. z o.o. to Port Praski City II Sp. z o.o.to cover the shares in an increased share capital of this company.

On 24 October 2022 agreements were concluded pursuant to which HB Reavis Holding Cz a.s. acquired:
* 50% of shares in Port Praski City II Sp. z o.o. in total from Port Praski City III Sp. z o.o. and Pantanomo Limited; and
* 50% of shares in Port Praski Medical Center Sp. z o.o. from Pantanomo Limited for the aggregate purchase price of mEUR 24.3, that shall be adjusted for the amount of working capital of the Joint Venture Companies at the Transaction closing date, and the total office and retail usable floor area actually constructed on the property as part of the Project.

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The agreements were executed following the satisfaction of all conditions precedent, including in particular approval by the Office of Competition and Consumer Protection to establish a joint venture. As the next step, the Shareholders intend to apply for the relevant administrative decisions aimed at obtaining a construction permit, after which they will proceed to determine the precise cost and timing of the project’s implementation.

Power purchase agreements for green energy

Until 31 December 2022, Polkomtel (Company’s subsidiary) has entered into two agreements for the purchase of the total volume of green energy produced by the photovoltaic farm Brudzew and the Kazimierz Biskupi wind farm. The power purchase agreements (the “PPA”) were concluded for a 15-year period with a purchase price which will be adjusted by the inflation rate. Under the PPA, Polkomtel will purchase the entire volume of energy produced along with certificates of origin.

Preliminary property sale agreement

On 28 December 2022, Polkomtel Sp. z o.o. (Company’s subsidiary) entered with Embud 2 Sp. z o.o. S.K.A. (Company’s related entity) into a preliminary agreement for the sale of property (“Agreement”) located in Warsaw at Modlińska Street (“Property”), in which Polkomtel Sp. z o.o. undertook to conclude a sale agreement (“Promised Agreement”) based on which Polkomtel Sp. z o.o. will sell the Property to Embud 2 Sp. z o.o. S.K.A. Pursuant to the Agreement, the Promised Agreement will be concluded within 3 months from the date of entry in the land and mortgage register kept for the Property, Polkomtel Sp. z o.o. as the owner of the Property. Consequently, the value of the Property in the amount of PLN 127.7 is presented as "Assets held for sale" in these consolidated financial statements as at 31 December 2022.

Decision of the Head of the Małopolska Tax Office in Cracow

On 15 February 2018 the Head of the Małopolska Tax Office in Cracow (“Tax Office”) issued the decision assessing the tax liability from uncollected withholding corporate income tax in 2012 in the amount of PLN 24.2 increased by interest on tax arrears. In the issued decision the Tax Office contested the Company’s right to an exemption from the obligation to withhold income tax on certain interest payments in 2012. The Company appealed against the decision of the Tax Authority on the basis of acquired opinions issued by renowned entities. The Company has not created any provisions encumbering its financial results. On 10 July 2018 the Tax Office upheld the previous decision dated 15 February 2018. The Company does not agree with the decision of the Tax Office in question and appealed against it to the Voivodship Administrative Court in Cracow. The Voivodship Administrative Court in Cracow dismissed the complaint in the ruling as of 21 February 2019. The Company does not agree with this decision and filled a cassation complaint to the Supreme Administrative Court in Warsaw. The Supreme Administrative Court upheld the complaint and transferred the case to the Voivodship Administrative Court for re-examination in its decision on 17 August 2022 . The Company is waiting for the date of hearing to be set. The Tax Office control activities in the aforesaid matter were in progress in relation to 2013 and 2014. The Head of the Małopolska Tax Office in Cracow issued a decision on 19 July 2019 in respect to the year 2013.# 50. Events subsequent to the reporting date

Issuance of Series D Bonds and refinancing of debts under Series B Bonds and Series C Bonds

On 29 November 2022 the Management Board of the Company adopted a resolution to establish a bond issuance program by Cyfrowy Polsat S.A. and to take steps to refinance the Company's indebtedness under the Series B and Series C bonds (“Program Resolution”). Pursuant to the Program Resolution, the Company’s Management Board decided to establish a new non-renewable bond issuance program with the total maximum nominal value of PLN 4,000 under which the Company will be able to incur financial indebtedness through the issuance of unsecured PLN bearer bonds of the Company. At the same time, the Company’s Management Board decided to take steps to possibly refinance the debt under Series B bearer bonds with the total nominal value of PLN 1,000 maturing on 24 April 2026 (“Series B Bonds”) and Series C bearer bonds with the total nominal value of PLN 1,000 maturing on 12 February 2027 (“Series C Bonds”).

On 16 December 2022 the Management Board of the Company adopted resolutions on:
* issuance of no more than 2,670,000 (not in millions) unsecured Series D bearer bonds with the nominal value of PLN 1,000 each and the total nominal value of no more than PLN 2,670.0 (“Series D Bonds”),
* acquire by the Company from the bondholders of the Series B Bonds and Series C Bonds issued by the Company, some or all of the Series B Bonds and Series C Bonds for the purpose of their redemption, based on sale and set-off agreements to be entered into by the Company with those of the Series B Bonds and Series C Bonds bondholders who declare their intention to sell such bonds and have their receivables for the Series B Bonds and Series C Bonds sale credited against the purchase price of the Series D Bonds.

On 11 January 2023, the issue of 2,670,000 (not in millions) Series D Bonds, with the total nominal value of PLN 2,670 was completed. At the same time, on 11 January 2023, Cyfrowy Polsat S.A. repurchased for redemption 691,952 (not in millions) series B bearer bonds with the total nominal value of PLN 692.0 issued by the Company on 26 April 2019 with the redemption date set for 24 April 2026 and 835,991 (not in millions) series C bearer bonds with the total nominal value of PLN 836.0 issued by the Company on 14 February 2020, with the redemption date set for 12 February 2027 (collectively “Bonds Repurchased for Redemption”) from investors holding rights to the Bonds Repurchased for Redemption who paid the issue price of the Series D Bonds, registered on 11 January 2023 with the securities depository, by setting off the amounts due to the Company from the issuance of the Series D Bonds against the amounts due to the relevant investors in respect of the sale of the Bonds Repurchased for Redemption to the Company.

On 11 January 2023 the Management Board of the Company adopted a resolution to redeem the Bonds Repurchased for Redemption. After the redemption of the Bonds Repurchased for Redemption, 308,048 (not in millions) series B bonds and 164,009 (not in millions) series C bonds remain listed on Catalyst market in the Alternative Trading System operated by the Warsaw Stock Exchange. The Management Board has not decided on the early redemption of the remaining outstanding series B bonds and series C bonds. The first trading day for the Series D Bonds in the Alternative Trading System as part of the Catalyst market (in the continuous trading system) was set for 20 January 2023. The maturity date of the Series D Bonds is 11 January 2030.

Concluding financial PPA agreements with PAK-PCE Fotowoltaika Sp. z o.o. and PAK-VOLT S.A.

In March 2023, Cyfrowy Polsat S.A. entered into so-called financial PPA (Power Purchase Agreement) agreements with PAK-PCE Fotowoltaika Sp. z o.o. and PAK-VOLT S.A. The company committed in the financial PPA agreements to make financial settlements with PAK-PCE Fotowoltaika Sp. z o.o. and PAK-VOLT S.A. in order to ensure a fixed price for the sale or purchase of electricity (so-called contract on difference). The settlement price in the financial PPA agreements was established for the first year of the term and will be indexed in subsequent years by the inflation rate, subject to applicable legal regulations specifying the maximum sales price of electricity produced from renewable sources. The financial PPA agreements were concluded for a period of 15 years, with the possibility of termination in certain situations and is effective since April 2023.

51. Other disclosures

Security relating to loans and borrowings

The Group entered into a series of agreements establishing collateral under the loan agreements. Detailed information in respect to the agreements is presented in the Management Report in note 4.3.6.

Other securities

The Company provided guarantees to its subsidiaries and other related parties in respect to purchase contracts. Additionally, Group’s entities also have bank guarantees in respect to purchase contracts as well as payments. Information regarding the amounts of guarantees provided was not separately disclosed, as in the opinion of the Group's Management, such disclosure could have a negative impact on the relations with the third parties.

Commitments to purchase programming assets

As at 31 December 2022 the Group had outstanding contractual commitments in relation to purchases of programming assets. The table below presents a maturity analysis for such commitments:

	31 December 2022	31 December 2021
within one year	251.6	205.0
between 1 to 5 years	258.1	366.1
more than 5 years	13.3	35.5
Total	523.0	606.6

The table below presents commitments to purchase programming assets from related parties not included in the consolidated financial statements:

	31 December 2022	31 December 2021
within one year	20.0	9.7
Total	20.0	9.7

Contractual liabilities related to purchases of non-current assets

Total amount of contractual liabilities resulting from agreements on the production and purchasing of property, plant and equipment was PLN 138.2 as at 31 December 2022 (PLN 243.7 as at 31 December 2021). Total amount of contractual liabilities resulting from agreements for the purchases of intangible assets was PLN 73.4 as at 31 December 2022 (PLN 31.0 as at 31 December 2021).

Future contractual obligations

As at 31 December 2022 and 31 December 2021 the Group had future liabilities due for transponder capacity agreements. The table below presents future payments (total):

	31 December 2022	31 December 2021
within one year	125.3	125.6
between 1 to 5 years	250.5	376.7
Total	375.8	502.3

52. Judgments, financial estimates and assumptions

The preparation of consolidated financial statements in conformity with IFRS EU requires the Management Board to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and costs. Estimates and underlying assumptions are based on historical data and other factors considered as reliable under the circumstances, and their results provide grounds for an# Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

assessment of the carrying amounts of assets and liabilities which cannot be based directly on any other sources. Actual results may differ from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. The most significant estimates and assumptions made primarily related to the following:

• Classification of lease agreements For contracts in which the Group acts as a lessor, the Group classifies leasing agreements as operating or financial based on the assessment as to what extent the risks and rewards incidental to ownership of a leased asset lie with the lessor or the lessee. The assessment is based on the economical substance of each transaction. The Group concludes agreements for the rental of reception equipment (set-top boxes, modems and routers) to its customers in the course of its business operations. These lease agreements are classified as operating leases as the Group holds substantially all the risks and rewards incidental to ownership of the reception equipment. The Group entered into leases of office and other premises which are classified as operating leases. For more information see note 34.
• Lease term For agreements which meet the lease definition, the Group determines the lease term as the non-cancellable period of a lease, together with both: periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option. While determining the lease term the Group considers all relevant facts and circumstances, which could indicate that the Group will exercise the option to extend the lease. Lessee shall reassess an extension option, upon the occurrence of either a significant event or a significant change in the circumstances that are within control of the lessee. In terms of contracts with an indefinite period, the lease term is determined based on a professional judgment regarding the contract term. Contracts with indefinite periods for which the Group estimates reasonable certain lease terms include mainly the following:
  • premises for technical infrastructure – estimated lease term is 2-10 years,
  • dark fibers – estimated lease term is 2-10 years,
  • points of sale premises – estimated lease term is 2 years.
• Discount rate used by the lessee Discount rate is understood as the interest rate implicit in the lease (if that rate can be readily determined) or the incremental borrowing rate of the Group, determined as the cost of interest on the loan, which the Group would have to incur when taking a loan to purchase a given asset with adequate security. The incremental borrowing rate can be defined as the sum of the risk free rate and the Group’s credit risk premium. Discount rates applied by the Group take into account the maturity and the currency of lease contracts.
• Depreciation rates of property, plant and equipment, investment property and intangible assets with definite useful lives Depreciation rates are based on the expected economic useful lives of property, plant and equipment (including reception equipment provided to customers under lease agreements), investment property and intangible assets (including customer relationships and Plus, Netia, Interia and Premium Mobile brands). The expected economic useful lives are reviewed on an annual basis based on the experience of the entity.

125

Cyfrowy Polsat S.A.

Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

The economic useful lives of the set-top boxes rented to customers under operating lease agreements are estimated for 5 years, modems and routers 3 years. For information on the useful lives of property, plant and equipment, investment property and other intangible assets with definite useful lives see notes 6j and 6k. For information on the depreciation charge for the period by the category of property, plant and equipment and intangible assets with definite useful lives see notes 16, 20 and 23.

• Economic useful lives and amortization method of programming assets Economic useful life of programming assets is based on the shorter of the expected consumption of future economic benefits from the underlying asset and the license period. Amortisation method of programming assets reflects how these economic benefits are consumed. The estimation of the useful life and the amortization method requires assessment of the timing during which the Group is expecting to obtain the income from the acquired programming assets and the percentage apportionment of this income in the given period. For more information about the amortization method and amortization charge for the period by programming assets’ category see notes 6l and 22.
• Indefinite useful life of Polsat, TV4, TV6 and Polo TV brands As at the reporting date, the Group has reviewed whether relevant factors continue to indicate indefinite useful life of Polsat, TV4, TV6 and Polo TV brands recognised in 2011-2017 on the acquisition of Telewizja Polsat S.A., Polskie Media S.A. and Lemon Records Sp. z o.o. The Group has reviewed the following factors which are essential for estimating the economic useful life of the Polsat, TV4, TV6 and Polo TV brands:
  • The expected usage of the asset by the entity and whether the asset could be managed more efficiently,
  • Technical, technological, commercial or other types of obsolescence,
  • The stability of the industry in which the asset operates and changes in the market demand for media services,
  • Expected actions by competitors or potential competitors,
  • The level of maintenance expenditure required to obtain the expected future economic benefits from the asset,
  • Whether the useful life of the asset is dependent on the useful life of other asset of the entity.
    Having analyzed the above factors, the Group has concluded that there is no foreseeable limit to the period over which the Polsat, TV4, TV6 and Polo TV (Lemon Records) brands are expected to generate net cash inflows for the Group and thus the indefinite useful life was assumed. This means that the above brands are not subject to amortization but rather are tested for impairment on annual basis. The Management believes that Polsat, TV4, TV6 and Polo TV (Lemon Records) brands have a positive impact on the revenues from advertising and sponsorship. Furthermore, the Polsat brand is widely recognized by media and is highly appreciated in numerous rankings. Numerous awards for employees, individuals associated with the brand as well as high Power Ratio index also indicate a strong position of the brand. As at the balance sheet date the Management states there are no plans to cease using or significantly modify Polsat, TV4, TV6 or Polo TV (Lemon Records) brands. The value assigned to the brands relate to the name “Polsat”, "TV4", “TV6” and “Polo TV” respectively and the related logotypes both of which are reserved trademarks. In case the Group decides about discontinuance of use or significant modification of the name or logotype the Management would review whether events and circumstances continue to support an indefinite useful life assessment of the Polsat, TV4, TV6 and Polo TV brands and assess whether there are indicators of possible impairment.

126

Cyfrowy Polsat S.A.

Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

• Fair value of assets and liabilities of Premium Mobile Group, Logitus Sp. z o.o., CKS Ossa Sp. z o.o., Ossa Medical Center Sp. z o.o., Vindix Group, Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. and Port Praski Group The Group identified assets and liabilities and estimated their fair value under the purchase price allocation process relating to the acquisition of Premium Mobile Group, Logitus Sp. z o.o., CKS Ossa Sp. z o.o., Ossa Medical Center Sp. z o.o., Vindix Group, Centrum Szkolenia i Zarządzania Nieruchomościami Sp. z o.o. and Port Praski Group. For more information see note 39.
• Provisional fair value of assets and liabilities of Enterpol Sp. z o.o., Oktawave S.A, Antyweb Sp. z o.o. and Specialist Sales and Customer Service Points The Group identified assets and liabilities and initially estimated their fair value under the purchase price allocation process relating to the acquisition of Enterpol Sp. z o.o., Oktawave S.A, Antyweb Sp. z o.o. and Specialist Sales and Customer Service Points. For more information see note 39.
• The impairment of goodwill and intangible assets with indefinite useful lives The Group performed impairment test of a goodwill and of the intangible assets with indefinite useful lives (Polsat brand, TV4 and TV6 brands and Polo TV brand). The impairment test was based on the value-in-use calculations of the cash-generating unit to which the goodwill and brands have been allocated on the initial recognition. Goodwill and brands with indefinite useful lives have been allocated to the following cash-generating units, which also represent the Group's business segments:
  • “B2C and B2B services” - goodwill recognized on the acquisition of M.Punkt Holdings Ltd., goodwill recognized on the acquisition of INFO-TV-FM Sp.# z o.o., the goodwill recognized on the acquisition of entities comprising the IPLA platform, the goodwill recognized on the acquisition of Metelem Holding Company Ltd., the goodwill recognized on the acquisition of Orsen Holding Ltd., the goodwill recognized on the acquisition of Litenite Ltd., the goodwill recognized on the acquisition of IT Polpager S.A., the goodwill recognized on the acquisition of 65.98% shares of Netia S.A., the goodwill recognized on the acquisition of Coltex ST Sp. z o.o., the goodwill recognized on the acquisition of Netshare Media Group Sp. z o.o., the goodwill recognized on the acquisition of 51.22% shares of TVO Sp. z o.o., the goodwill recognized on the acquisition of ISTS Sp. z o.o., the goodwill recognized on the acquisition of 51.25% shares of Esoleo Sp. z o.o., the goodwill recognized on the acquisition of IST Sp. z o.o., the goodwill recognized on the acquisition of data center in the form of an organised part of the enterprise, the goodwill recognized on the acquisition of 70.02% shares of BCAST Sp. z o.o., the goodwill recognized on the acquisition of Premium Mobile Sp. z o.o., the goodwill recognized on the acquisition of Logitus Sp. z o.o., the goodwill recognized on the acquisition of CKS Ossa Sp. z o.o., the goodwill recognized on the acquisition of Ossa Medical Center Sp. z o.o., the goodwill recognized on the acquisition of Stork 5 Sp. z o.o., the goodwill recognized on the acquisition of Vindix S.A., the goodwill recognized on the acquisition of Enterpol Sp. z o.o. and the goodwill recognized on the acquisition of Oktawave S.A. - “Media: television and online” - goodwill and Polsat brand recognized on the acquisition of Telewizja Polsat S.A., goodwill and TV4 and TV6 brands recognized on the acquisition of Polskie Media S.A., goodwill recognized on the acquisition of Radio PIN S.A., goodwill recognized on the acquisition of ESKA TV S.A., goodwill recognized on the acquisition of Lemon Records Sp. z o.o., the goodwill recognized on the acquisition 99,99% share of Eleven Sports Network Sp. z o.o., the goodwill recognized on the acquisition of Superstacja Sp. z o.o., the goodwill recognized on the acquisition of TV Spektrum Sp. z o.o., the goodwill recognized on the acquisition of 60% shares of Polot Media Sp. z o.o. and Polot Media Sp. z o.o. Sp. k. as well as the goodwill recognized on the acquisition of 70% shares of Antyweb Sp. z o.o. 127 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated) - “Real Estate” - goodwill recognized on the acquisition of 66.94% shares of Port Praski Sp. z o.o. The value-in-use calculations included estimation of discounted cash flows for the given cash- generating unit and the relevant discount rate. The value of goodwill and brands tested at each cash-generating unit, the key assumptions used in the value-in-used calculations for each cash-generating unit, impairment test results and sensitivity analysis of reasonably possible changes in the key assumptions are presented in note 19.

• The impairment of non-financial non-current assets

As at the reporting date the Group has assessed whether there are any indications that intangible, tangible assets or right-of-use assets with definite useful lives may be impaired. The impairment loss recognised equals the difference between net book value and recoverable amount. The impairment values are presented in note 16, 20 and 21.

• Impairment of receivables

The value of receivables is updated taking into account the expected credit losses for trade receivables and contract assets in the amount corresponding to the expected credit losses throughout the life of the instrument. The amount of expected losses is calculated on the basis of historical data regarding the repayment of receivables and the effectiveness of debt collection, taking into account current expectations regarding the future values of these parameters. For more information see notes 6n, 27 and 41.

• Impairment of inventories

The Group provides for slow-moving or obsolete inventories based on inventory turnover ratios and current marketing plans. The purchase cost or production cost is determined based on weighted average cost method. Net realizable value is the estimated selling price in the ordinary course of business, less selling expenses. For more information see notes 6m and 26.

• Provisions for pending litigation

During the normal course of its operations the Group participates in several court proceedings, usually typical and repeatable and which, on an individual basis, are not material for the Group, its financial standing and operations. The provisions are estimated based on the court documentation and the expertise of the Group’s lawyers who participate in the current litigations and who estimate Group’s possible future obligations taking the progress of litigation proceedings into account. The Group also recognizes provisions for potential unreported claims resulting from past events, should the Management Board find that the resulting outflow of economic benefits is likely. Provisions regarding probable claims are recognized as a result of Management Board’s estimates based on accessible information regarding market rates for similar claims. Management believes that the provisions as at 31 December 2022 are sufficient to cover potential future outflows and the adverse outcome of the disputes will not have a significant negative impact on the Group’s financial situation.

• Deferred tax

Deferred taxes are recognised for all temporary differences, as well as for unused tax losses. The key assumption in relation to deferred tax accounting is the assessment of the expected timing and manner of realization or settlement of the carrying amounts of assets and liabilities held at the reporting date. In particular, assessment is required of whether it is probable that there will be suitable future taxable profits against which any deductible temporary differences can be utilized. At the end of the reporting period unrecognised deferred tax assets are re- assessed. A previously unrecognised deferred tax asset is recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. For further details refer to note 6w and 13. 128 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

• Fair value of financial instruments

Fair value of financial instruments for which there is no active market is estimated using appropriate techniques of measurements. The techniques are chosen based on the professional judgment. For more information about the method of establishing the fair value of financial instruments and key assumption made see note 6h.

• Loan liabilities measured at amortised cost

The CP Term Facility, the PLK Term Facility, the CP Revolving Facility and the PLK Revolving Facility bear interest at a variable rate equal to WIBOR for the relevant interest period plus margin. The margin on the CP Term Facility, the PLK Term Facility, the CP Revolving Facility and the PLK Revolving Facility depends on the ratio of net consolidated indebtedness to consolidated EBITDA. Accordingly, the Company’s management classifies loan liabilities as variable rate instruments.

• Presentation of the result from disposal of shares in associates accounted for using the equity method

Management Board considered facts and circumstances related to investments accounted for using the equity method. In Management Board’s opinion, disposal of the shares in Modivo S.A. does not have any characteristics of an one-off transaction. Consequently, the result of this transaction is presented as operational activity. 129 Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022 (all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

Financial results for the 3 months ended 31 December 2022 and 31 December 2021

53. Consolidated Income Statement for the 3 months ended 31 December 2022 unaudited

	31 December 2021 unaudited
Continuing operations
Revenue	3,429.6
Operating costs	(3,073.4)
Gain on disposal of a subsidiary and an associate	39.8
Other operating income/(costs), net	(0.8)
Profit from operating activities	395.2
Gain/(loss) on investment activities, net	29.0
Finance costs, net	(233.1)
Share of the profit/(loss) of associates accounted for using the equity method	31.8
Gross profit for the period	222.9
Income tax	(48.4)
Net profit for the period	174.5
Net profit attributable to equity holders of the Parent	159.5
Net profit/(loss) attributable to non-controlling interest	15.0
Basic and diluted earnings per share (in PLN)	0.32

	31 December 2021 unaudited
Continuing operations
Revenue	3,265.0
Operating costs	(2,810.6)
Gain on disposal of a subsidiary and an associate	(10.2)
Other operating income/(costs), net	(24.4)
Profit from operating activities	419.8
Gain/(loss) on investment activities, net	4.2
Finance costs, net	(6.5)
Share of the profit/(loss) of associates accounted for using the equity method	11.4
Gross profit for the period	428.9
Income tax	(95.2)
Net profit for the period	333.7
Net profit attributable to equity holders of the Parent	337.5
Net profit/(loss) attributable to non-controlling interest	(3.8)
Basic and diluted earnings per share (in PLN)	0.54

54. Consolidated Statement of Comprehensive Income for the 3 months ended 31 December 2022 unaudited

	31 December 2021 unaudited
Net profit for the period	174.5
Items that may not be reclassified subsequently to profit or loss :
Actuarial (loss)/gain	2.9
Items that may be reclassified subsequently to profit or loss :
Valuation of hedging instruments	(13.0)
Share of other comprehensive income of subsidiaries and associates	(6.2)
Other comprehensive income/(loss), net of tax	(16.3)
Total comprehensive income for the period	158.2
Total comprehensive income attributable to equity holders of the Parent	143.6
Total comprehensive income/(loss) attributable to non- controlling interest	14.6

	31 December 2021 unaudited
Net profit for the period	333.7
Items that may not be reclassified subsequently to profit or loss :
Actuarial (loss)/gain	2.3
Items that may be reclassified subsequently to profit or loss :
Valuation of hedging instruments	10.3
Share of other comprehensive income of subsidiaries and associates	10.7
Other comprehensive income/(loss), net of tax	23.3
Total comprehensive income for the period	357.0
Total comprehensive income attributable to equity holders of the Parent	360.8
Total comprehensive income/(loss) attributable to non- controlling interest	(3.8)

130 Cyfrowy Polsat S.A.# Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

55. Revenue for the 3 months ended 31 December 2022

	31 December 2022 unaudited	31 December 2021 unaudited
Retail revenue	1,750.8	1,730.7
Wholesale revenue	997.9	1,006.8
Sale of equipment	545.4	408.1
Other revenue	135.5	119.4
Total	3,429.6	3,265.0

56. Operating costs for the 3 months ended

Note	31 December 2022 unaudited	31 December 2021 unaudited
Technical costs and cost of settlements with telecommunication operators	830.8	801.7
Depreciation, amortization, impairment and liquidation	463.1	461.2
Cost of equipment sold	429.5	337.2
Content costs	555.5	531.4
Distribution, marketing, customer relation management and retention costs	271.1	284.8
Salaries and employee-related costs a)	300.0	271.3
Cost of debt collection services, bad debt allowance and receivables written off	25.1	12.5
Other costs	198.3	110.5
Total	3,073.4	2,810.6

a) Salaries and employee-related costs for the 3 months ended

	31 December 2022 unaudited	31 December 2021 unaudited
Salaries	254.0	234.6
Social security contributions	34.5	26.4
Other employee-related costs	11.5	10.3
Total	300.0	271.3

Cyfrowy Polsat S.A. Capital Group Consolidated Financial Statements for the year ended 31 December 2022

(all cash amounts presented in text are in million with currency specification, all amounts are in PLN million, except where otherwise stated)

57. Gain/(loss) on investment activities, net for the 3 months ended

	31 December 2022 unaudited	31 December 2021 unaudited
Interest on lease liabilities	(5.2)	(4.9)
Interest, net	24.6	2.1
Other foreign exchange gains/(losses), net	16.1	5.4
Other income/(costs)	(6.5)	1.6
Total	29.0	4.2

58. Finance costs, net for the 3 months ended

	31 December 2022 unaudited	31 December 2021 unaudited
Interest expense on loans and borrowings	181.4	52.6
Interest expense on issued bonds	44.6	18.7
Valuation and realization of hedging instruments	(8.3)	1.0
Valuation and realization of derivatives not used in hedge accounting – relating to interest	13.9	(67.1)
Guarantee fess, bank and other charges	1.5	1.3
Total	233.1	6.5