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Enea S.A. — Interim / Quarterly Report 2018
May 24, 2018
5597_rns_2018-05-24_1abb00d2-e7f0-4078-b65f-b2eb4ed678d1.pdf
Interim / Quarterly Report
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Extended consolidated quarterly report of the ENEA Group for the first quarter of 2018
Contents of the extended consolidated quarterly report
| 1. | Selected consolidated financial data of the ENEA Group for the period from 1 January 2018 | |
|---|---|---|
| to 31 March 2018 | 3 | |
| 2. | Condensed interim consolidated financial statements of the ENEA Group for the period | |
| from 1 January 2018 to 31 March 2018 | 4 | |
| 3. | Selected separate financial data for the period from 1 January 2018 to | |
| 31 March 2018 | 60 | |
| 4. | Condensed interim separate financial statements of the ENEA S.A. for the period | |
| from 1 January 2018 to 31 March 2018 | 61 |
Selected consolidated financial data of the ENEA Capital Group
| E | ||||
|---|---|---|---|---|
| 3 months ended 31.03.2018 |
3 months ended 31.03.2017 |
3 months ended 31.03.2018 |
3 months ended 31.03.2017 |
|
| Net sales revenues | 2 988 553 | 2 709 690 | 715 239 | 631 762 |
| Operating profit | 338 778 | 382 579 | 81 078 | 89 198 |
| Profit before tax | 306 908 | 402 805 | 73 451 | 93 914 |
| Net profit of the reporting period | 254 068 | 321 190 | 60 805 | 74 885 |
| EBITDA | 702 129 | 666 426 | 168 038 | 155 377 |
| Cash flows from operating activities | 733 332 | 572 270 | 175 505 | 133 424 |
| Cash flows from investing activities | (730 302) | (1 732 991) | (174 780) | (404 045) |
| Cash flows from financial activities | (177 842) | 55 166 | (42 562) | 12 862 |
| Total net cash flows | (174 812) | (1 105 555) | (41 837) | (257 759) |
| Weighted average number of shares (in units) | 441 442 578 | 441 442 578 | 441 442 578 | 441 442 578 |
| Net earnings per share (in PLN / EUR per share) |
0.55 | 0.67 | 0.13 | 0.16 |
| Diluted earnings per share (in PLN / EUR per share) |
0.55 | 0.67 | 0.13 | 0.16 |
| As at 31.03.2018 |
As at 31.12.2017 |
As at 31.03.2018 |
As at 31.12.2017 |
|
| Total assets | 28 019 678 | 28 312 994 | 6 657 878 | 6 788 222 |
| Total liabilities | 13 397 997 | 14 313 325 | 3 183 556 | 3 431 711 |
| Long-term liabilities | 9 809 804 | 10 063 012 | 2 330 950 | 2 412 672 |
| Short-term liabilities | 3 588 193 | 4 250 313 | 852 606 | 1 019 040 |
| Equity | 14 621 681 | 13 999 669 | 3 474 321 | 3 356 510 |
| Share capital | 588 018 | 588 018 | 139 722 | 140 981 |
| Book value per share (in PLN / EUR per share) | 33.12 | 31.71 | 7.87 | 7.60 |
| Diluted book value per share (in PLN/EUR per share) |
33.12 | 31.71 | 7.87 | 7.60 |
The above financial data for the first quarter of 2018 and for 2017 were converted into EUR according to the following principles:
- Individual items of assets and liabilities according to the average exchange rate announced as at 31 March 2018 4.2085 PLN/EUR (as at 31 December 2017 4.1709 PLN/EUR),
- Individual items of the statement of profit and loss and other comprehensive income as well as the cash flow statement according to an exchange rate being an arithmetic mean of the average exchange rates determined by the National Bank of Poland as at the last day of each month of the reporting period from 1 January to 31 March 2018 4.1784 PLN/EUR (between 1 January and 31 March 2017 4.2891 PLN/EUR).
Abbreviated Interim Consolidated Financial Statements of the ENEA Capital Group for the period from 1 January to 31 March 2018
22 May 2018
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Index to the Abbreviated Interim Consolidated Financial Statements
| Consolidated Statement of Financial Position7 | ||
|---|---|---|
| Consolidated Statement of Profit and Loss and Other Comprehensive Income 9 | ||
| Consolidated Statement of Changes in Equity 10 | ||
| Consolidated Statement of Cash Flows 12 | ||
| Notes to Abbreviated Interim Consolidated Financial Statements 13 | ||
| 1. | General information about ENEA S.A. and the ENEA Capital Group 13 | |
| 2. | Statement of compliance 14 | |
| 3. | Accounting principles applied 14 | |
| 4. | Change of items presentation in the statement of financial position 22 | |
| 5. | Material estimates and assumptions 25 | |
| 6. | Composition of the Capital Group list of subsidiaries, associates and jointly-controlled entities 26 |
|
| 7. | Segment reporting 27 | |
| 8. | Property, plant and equipment 33 | |
| 9. | Intangible assets 33 | |
| 10. Investments in associates and jointly controlled entities 33 | ||
| 10.1. Performance of the Investment Agreement with Energa S.A. and Elektrownia | ||
| concerning construction and operation of a power unit | ||
| at Elektrownia 34 |
||
| 10.2. Recapitalisation of Polska Grupa Górnicza S.A 36 | ||
| 11. Trade and other receivables revaluation write-offs 38 | ||
| 12. Customer contract assets and liabilities 38 | ||
| 13. Analysis of the age structure of customer contract assets, trade accounts receivable | ||
| and other accounts receivable constituting financial instruments 39 | ||
| 14. Debt financial assets measured at amortised cost 39 | ||
| 15. Inventory 40 | ||
| 16. Certificates of energy origin 40 | ||
| 17. Restricted access cash 40 | ||
| 18. Financial assets measured at fair value 40 | ||
| 19. Loans, borrowings and debt securities 41 | ||
| 20. Financial instruments 46 | ||
| 21. Deferred income due to subsidies, connection fees and other 48 | ||
| 22. Deferred income tax 49 | ||
| 23. Provisions for liabilities and other charges 49 | ||
| 24. Net sales revenue 51 | ||
| 25. Related party transactions 52 | ||
| 26. Future liabilities under contracts concluded as at the reporting date 53 | ||
| 27. Contingent liabilities and proceedings before courts, arbitration and public administration bodies 53 | ||
| 27.1. Sureties and guarantees 53 | ||
| 27.2. Proceedings pending before common courts of law 53 | ||
| 27.3. Arbitration proceedings. 54 | ||
| 27.4. Other court proceedings. 55 | ||
| 27.5. Cases concerning non-balanced energy trading in 2012 56 | ||
| 27.6. Dispute concerning renewable energy origin certificates prices and terminated contracts | ||
| for the purchase of property rights resulting from renewable energy certificates of origin 56 | ||
| 28. Participation in the nuclear power plant construction programme 58 | ||
| 29. Acquisition agreement regarding Eco-Power Sp. z o.o 59 | ||
| 30. Changes in the composition of the Supervisory Board 59 |
( )
These Abbreviated Interim Consolidated Financial Statements were prepared in accordance with the requirements of the International Financial Reporting Standard IAS 34 Interim Financial Reporting, as approved by the European Union and accepted by the Management Board of ENEA S.A.
Members of the Management Board
| President of the Management Board | ………………………………. | |
|---|---|---|
| Member of the Management Board | Piotr Adamczak | ……………………………… |
| Member of the Management Board | Piotr Olejniczak | ……………………………… |
| Member of the Management Board | ……………………………… |
Prepared by: Robert Kiereta Head of Consolidated Reporting Office ……………………………………
22 May 2018
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Consolidated Statement of Financial Position
| As at | ||||
|---|---|---|---|---|
| Note | 31.03.2018 | 31.12.2017 (converted data)* |
||
| ASSETS | - | - | ||
| Non-current assets | - | - | ||
| Property, plant and equipment | 8 | 20 320 144 | 20 416 867 | |
| Perpetual usufruct of land | 105 363 | 105 571 | ||
| Intangible assets | 9 | 414 723 | 418 248 | |
| Investment property | 26 724 | 26 981 | ||
| Investments in associates and jointly controlled entities | 10 | 538 692 | 355 152 | |
| Deferred income tax assets | 22 | 475 059 | 501 945 | |
| Financial assets measured at fair value | 18 | 79 257 | 103 615 | |
| Debt financial assets measured at amortized cost | 14 | 7 741 | 2 940 | |
| Trade and other receivables | 47 087 | 27 789 | ||
| Costs of contract conclusion | 15 297 | - | ||
| Cash deposits at Mine Closure Fund | 121 833 | 121 806 | ||
| Total assets | 22 151 920 | 22 080 914 | ||
| Current assets | - | - | ||
| CO2 emission rights | 384 479 | 595 533 | ||
| Inventory | 15 | 805 199 | 846 187 | |
| Trade and other receivables | 1 609 528 | 1 893 530 | ||
| Costs of contract conclusion | 16 733 | - | ||
| Customer contract assets | 12 | 283 563 | - | |
| Current income tax receivables | 181 585 | 149 859 | ||
| Financial assets measured at fair value | 18 | 73 634 | 49 329 | |
| Debt financial assets measured at amortised cost | 14 | 537 | 10 516 | |
| Cash and cash equivalents | 17 | 2 512 314 | 2 687 126 | |
| Non-current assets classified as held for sale | 186 | - | ||
| Current assets | 5 867 758 | 6 232 080 | ||
| Total assets | 28 019 678 | 28 312 994 | ||
( )
| As at | |||
|---|---|---|---|
| Note | 31.03.2018 | 31.12.2017 (converted data)* |
|
| LIABILITIES Equity |
- - |
- - |
|
| Equity attributable to shareholders of the Parent Company | - | - | |
| Share capital | 588 018 | 588 018 | |
| Share premium | 3 632 464 | 3 632 464 | |
| Financial instruments revaluation reserve | 767 | 741 | |
| Other capital | (27 101) | (27 101) | |
| Reserve capital from valuation of hedging instruments | 2 980 | 25 967 | |
| Retained earnings | 9 489 791 | 8 858 130 | |
| Equity attributable to shareholders of the Parent Company | 13 686 919 | 13 078 219 | |
| Non-controlling interests | 934 762 | 921 450 | |
| Equity | 14 621 681 | 13 999 669 | |
| LIABILITIES | - | - | |
| Long-term liabilities | - | - | |
| Loans, borrowings and debt securities | 19 | 7 659 797 | 7 720 091 |
| Trade and other accounts payable | 153 821 | 57 579 | |
| Customer contract liabilities | 12 | 69 601 | - |
| Financial lease liabilities | 1 307 | 1 651 | |
| Deferred income due to subsidies, connection fees and other | 21 | 178 343 | 645 443 |
| Deferred income tax provision | 22 | 331 451 | 245 240 |
| Employee benefits liabilities | 745 861 | 739 946 | |
| Financial liabilities measured at fair value | 14 555 | 9 875 | |
| Provisions for other liabilities and charges | 23 | 655 068 | 643 187 |
| Long-term liabilities | 9 809 804 | 10 063 012 | |
| Current liabilities | - | - | |
| Loans, borrowings and debt securities | 19 | 476 938 | 539 429 |
| Trade and other accounts payable | 1 588 114 | 2 051 385 | |
| Customer contract liabilities | 12 | 1 802 | - |
| Finance lease liabilities | 1 788 | 1 942 | |
| Deferred income due to subsidies, connection fees and other | 21 | 11 208 | 92 422 |
| Current income tax liabilities | 3 095 | 1 797 | |
| Employee benefits liabilities | 357 637 | 437 943 | |
| Liabilities due to an equivalent of the right to acquire shares free of charge | 281 | 281 | |
| Financial liabilities measured at fair value | 64 095 | 41 185 | |
| Provisions for other liabilities and other charges | 23 | 1 083 235 | 1 083 929 |
| Short-term liabilities | 3 588 193 | 4 250 313 | |
| Total liabilities | 13 397 997 | 14 313 325 | |
| Total equity and liabilities | 28 019 678 | 28 312 994 |
* conversion of data for the comparative period for presentation purposes is presented in Note 4 to these Abbreviated Consolidated Financial Statements
Consolidated Statement of Financial Position should be read together with explanatory notes which constitute an integral part of the Abbreviated Interim Consolidated Financial Statements.
( )
Consolidated Statement of Profit and Loss and Other Comprehensive Income
| 3 months ended | 3 months ended | ||
|---|---|---|---|
| Note | 31.03.2018 | 31.03.2017 | |
| Sales revenue | 3 055 533 | 2 778 261 | |
| Excise tax | (66 980) | (68 571) | |
| Net sales revenue | 24 | 2 988 553 | 2 709 690 |
| Other operating revenue | 58 468 | 16 238 | |
| Depreciation | (363 351) | (283 847) | |
| Costs of employee benefits | (410 009) | (386 987) | |
| Consumption of materials and supplies and cost of goods sold | (605 657) | (285 611) | |
| Energy and gas purchase for sale | (854 942) | (792 416) | |
| Transmission services | (103 201) | (261 823) | |
| Other outsourced services | (199 827) | (149 899) | |
| Taxes and charges | (122 996) | (106 327) | |
| Profit/(loss) on sale and liquidation of property, plant and equipment | (3 290) | (3 787) | |
| Other operating expenses Operating profit |
(44 970) | (72 652) | |
| Financial expenses | 338 778 | 382 579 | |
| Financial revenue | (62 384) 17 905 |
(45 957) 66 183 |
|
| Share in profits of affiliates and jointly controlled entities | 12 609 | - | |
| Profit before tax | 306 908 | 402 805 | |
| Income tax | 22 | (52 840) | (81 615) |
| Net profit for the reporting period | 254 068 | 321 190 | |
| Other comprehensive income | |||
| Subject to reclassification to profits or losses: | |||
| - valuation of hedging instruments | (28 353) | (6 209) | |
| - other | - | (4) | |
| - income tax | 22 | 5 392 | 1 180 |
| Net other comprehensive income | (22 961) | (5 033) | |
| Total income for the reporting period | 231 107 | 316 157 | |
| whereof net profit: | |||
| attributable to shareholders of Parent Company | 240 756 | 295 230 | |
| attributable to non-controlling shares | 13 312 | 25 960 | |
| whereof comprehensive income: | |||
| attributable to shareholders of Parent Company | 217 795 | 290 197 | |
| attributable to non-controlling shares | 13 312 | 25 960 | |
| Net profit allocated to shareholders of Parent Company | 240 756 | 295 230 | |
| Weighted average number of ordinary shares | 441 442 578 | 441 442 578 | |
| Net profit per share (in PLN per share) | 0,55 | 0,67 | |
| Diluted earnings per share (in PLN per share) | 0,55 | 0,67 |
Consolidated Statement of Profit and Loss and Other Comprehensive Income should be read together with explanatory notes which constitute an integral part of the Abbreviated Interim Consolidated Financial Statements.
( )
Consolidated Statement of Changes in Equity
(a) Q1 2018
| Share capital (nominal value) |
Revaluation of share capital |
Total share capital |
Share premium |
Financial instruments revaluation reserve |
Other capital |
Reserve capital from valuation of hedging instruments |
Retained earnings |
Capital attributable to non-controlling interests |
Total equity | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at 01.01.2018 | 441 443 | 146 575 | 588 018 | 3 632 464 | 741 | (27 101) | 25 967 | 8 858 130 | 921 450 | 13 999 669 |
| Adjustment due to implementation of IFRS 9 and 15 |
390 905 | 390 905 | ||||||||
| Balance as at 01.01.2018 following adjustment |
441 443 | 146 575 | 588 018 | 3 632 464 | 741 | (27 101) | 25 967 | 9 249 035 |
921 450 | 14 390 574 |
| Net profit of the reporting period | 240 756 | 13 312 | 254 068 | |||||||
| Net other comprehensive income | 26 | (22 987) |
(38 945) |
|||||||
| Total net comprehensive income recognised in the period |
26 | (22 987) |
240 756 | 13 312 | 231 107 | |||||
| Balance as at 31.03.2018 | 441 443 | 146 575 | 588 018 | 3 632 464 | 767 | (27 101) | 2 980 | 9 489 791 | 934 762 | 14 621 681 |
( )
(b) Q1 2017
| Share capital (nominal value) |
Revaluation of share capital |
Total share capital |
Share premium |
Financial instruments revaluation reserve |
Other capital |
Reserve capital from valuation of hedging instruments |
Retained earnings |
Capital attributable to non-controlling interests |
Total equity | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at 01.01.2017 | 441 443 | 146 575 | 588 018 | 3 632 464 | 744 | (25 652) | 33 826 | 7 946 612 | 835 717 | 13 011 729 |
| Net profit of the reporting period | 295 230 | 25 960 | 321 190 | |||||||
| Net other comprehensive income | (4) | (5 029) |
(5 033) |
|||||||
| Total net comprehensive income recognised in the period Redemption of non-controlling |
(4) | (1 480) |
(5 029) |
295 230 | 25 960 (276) |
316 157 (1 756) |
||||
| interests in subsidiaries | ||||||||||
| Balance as at 31.03.2017 |
441 443 | 146 575 | 588 018 | 3 632 464 | 740 | (27 132) | 28 797 |
8 241 842 | 861 401 | 13 326 130 |
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Consolidated Statement of Cash Flows
| 3 months ended | 3 months ended | ||
|---|---|---|---|
| 31.03.2018 | 31.03.2017 | ||
| Cash flows from operating activities | - | - | |
| Net profit for the reporting period | 254 068 | 321 190 | |
| Adjustments: | |||
| Income tax in profit or loss | 52 840 | 81 615 | |
| Depreciation | 363 351 | 283 847 | |
| Loss on sale and liquidation of property, plant and equipment | 3 290 | 3 787 | |
| Loss/ (profit) on sale of financial assets | 3 256 | (50 556) | |
| Interest income | (17 551) | (2 113) | |
| Interest expense | 55 718 | 21 031 | |
| Gain on measurement of financial instruments | (2 110) | (70 211) | |
| Share in profit/loss of affiliates and jointly-controlled entities | (12 609) | - | |
| Other adjustments | (2 427) | (2 998) | |
| 443 758 | 264 402 | ||
| Income tax paid | (59 608) | (104 302) | |
| Changes in working capital: | |||
| CO2 emission rights | 9 702 | 13 874 | |
| Inventories | 48 315 | 41 273 | |
| Trade and other receivables | (114 149) | (99 444) | |
| Trade and other payables | 16 172 | 140 462 | |
| Employee benefits liabilities | (74 538) | (30 879) | |
| Deferred income due to subsidies, connection fees and other | 20 835 | (4 588) | |
| Other provisions for liabilities and other charges | 188 777 | 30 282 | |
| 95 114 | 90 980 | ||
| Net cash flows from operating activities | 733 332 | 572 270 | |
| Cash flows from investing activities | - | - | |
| Acquisition of property, plant and equipment and intangible assets | (574 457) | (559 046) | |
| Inflows from disposal of property, plant and equipment and intangible assets | 604 | 1 017 | |
| Acquisition of financial assets | (4 800) | (6 500) | |
| Inflows from disposal of financial assets | 12 394 | 1 223 | |
| Acquisition of subsidiaries, affiliates and jointly-controlled entities adjusted by | |||
| acquired cash | (170 194) | (1 172 857) | |
| Outflows due to cash deposited in the bank account of the Mine Closure Fund | (26) | (26) | |
| Interest received | 1 797 | 2 083 | |
| Other inflows from investing activities | 4 380 | 1 115 | |
| Net cash flows from investing activities | (730 302) | (1 732 991) | |
| Cash flows from financing activities | - | - | |
| Loans and borrowings received | 700 | 250 000 | |
| Bond issue | - | 150 000 | |
| Loans and borrowings repaid | (10 828) | (2 815) | |
| Bonds redemption | (122 500) | (300 000) | |
| Expenses related to payment of finance lease liabilities | (495) | (612) | |
| Interest paid | (42 517) | (38 034) | |
| Expenses related to future issue of bonds | - | (422) | |
| Other expenses from financing activities | (2 202) | (2 951) | |
| Net cash flows from financing activities | (177 842) | 55 166 | |
| Total net cash flows | (174 812) | (1 105 555) | |
| Opening balance of cash | 2 687 126 | 2 340 217 | |
| Closing balance of cash | 2 512 314 | 1 234 662 |
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Notes to the Abbreviated Interim Consolidated Financial Statements
1. General information about ENEA S.A. and the ENEA Capital Group
| Name (business name): | ENEA |
|---|---|
| Legal form: | Joint-stock company |
| Country: | Republic of Poland |
| Registered office: | |
| Address: | ul. Górecka 1, 60- |
| National Court Register | KRS 0000012483 |
| Telephone number: | (+48 61) 884 55 44 |
| Fax number: | (+48 61) 884 59 59 |
| E-mail address: | [email protected] |
| Website: | www.enea.pl |
| Statistical identification number (REGON): | 630139960 |
| Tax identification number (NIP): | 777-00-20-640 |
The core business activity of the ENEA
- generation of electricity and thermal energy (ENEA Wytwarzanie Sp. z o.o., ENEA Sp. z z o.o., ENEA .);
- trading in electricity (ENEA S.A., ENEA Trading Sp. z o.o.);
- distribution of electricity (ENEA Operator Sp. z o.o.);
- distribution of heat (ENEA Sp. z o.o. z o.o., ENEA
- mining and cleaning of hard coal
As at 31 March 2018, the shareholding structure of the Parent Company was as follows: the State Treasury of the Republic of Poland held 51.50% of shares, PZU TFI - 9.96% and other shareholders - 38.54%.
As at 31 March 2018, the statutory share capital of ENEA S.A. amounted to PLN 441,443 thousand (PLN 588,018 thousand following conversion to the IFRS-EU taking into account hyperinflation and other adjustments) and it was divided into 441,442,578 shares.
As at 31 March 2018, the Capital Group comprised the parent company, ENEA subsidiaries, 10 indirect subsidiaries, 1 affiliate and 4 jointly-controlled entities.
These Abbreviated Interim Consolidated Financial Statements should be read together with the Consolidated Financial Statements of the ENEA Capital Group for the financial year ended 31 December 2017.
( )
The Abbreviated Interim Consolidated Financial Statements The consolidated financial statements have been prepared based on the assumption that the Group will be able to continue as a going concern in the foreseeable future. No .
2. Statement of compliance
These Abbreviated Interim Consolidated Financial Statements have been prepared in conformity with the requirements of the International Financial Reporting Standard IAS34 Interim Financial Reporting, which has been approved by the European Union and adopted by the Management Board of ENEA S.A.
The Management Board of the Parent Company has applied its best knowledge as to the application of the standards and interpretation as well as the methods and principles of measurement of individual items of the Abbreviated Interim Consolidated Financial Statements of the ENEA Capital Group in conformity with the IFRS-EU as at 31 March 2018. Due diligence has been applied while preparing the presented statements and explanations. These Abbreviated Interim Consolidated Financial Statements have not been reviewed by chartered accountant.
3. Accounting principles applied
These Abbreviated Interim Consolidated Financial Statements have been drawn up using the accounting principles consistent with the principles used upon drawing up the last annual consolidated financial statements for the financial year ended 31 December 2017, except for the accounting principles ensuing from the IFRS 9 Financial Instruments and IFRS 15 Revenues from Contracts with Customers that took effect on 1 January 2018.
3.1. Functional currency and presentation currency
The reporting currency of the presented Abbreviated Interim Consolidated Financial Statements is Polish zloty. Figures in the Abbreviated Interim Consolidated Financial Statements are presented in thousand Polish zlot unless indicated otherwise.
3.2. Costs of contract conclusion
The costs of concluding a contract are costs incurred by the Group in order to enter into a contract with a customer that the Group would not have incurred had the contract not been concluded (including the costs of partner commissions due to the conclusion of contracts for the sale of electricity). The costs that would have been incurred irrespective of the fact of concluding the contract are presented in the result of the period in which they were incurred.
3.3. Financial assets
The Group classifies its financial instruments in the following categories:
- financial assets measured at fair value through profit or loss,
- equity instruments measured through other comprehensive income,
- financial assets measured at amortized cost,
- financial assets measured at fair value through other comprehensive income.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
- a) Financial assets measured at fair value through profit or loss include:
- financial assets held for trading (including, among others, derivative instruments to which hedge accounting is not applied),
- financial assets designated voluntarily for this category,
- financial assets that do not meet the definition of a basic loan agreement, including equity instruments such as stocks and shares, except for those designated to equity instruments through other comprehensive income,
- financial assets that meet the definition of a basic loan agreement that are not maintained in accordance with the business model to realize cash flows or to realize cash flows or sales.
Assets in this category are classified as current assets if they are held for trading or are expected to be realised within 12 months of the balance sheet date.
b) Financial assets measured at amortized cost
Financial assets measured at amortized cost are financial assets held within a business model, the purpose of which is to hold financial assets to collect the contractual cash flows and whose contractual terms meet the criteria of the basic loan agreement.
c) Financial assets measured at fair value through other comprehensive income
Financial assets measured at fair value through other comprehensive income are financial assets held within a business model, the purpose of which is both to collect the contractual cash flows and to sell financial assets; and whose contractual terms meet the criteria of the basic loan agreement.
d) Equity instruments measured through other comprehensive income
Equity instruments measured through other comprehensive income include investments in an equity instrument classified voluntarily and irrevocably at the moment of initial recognition. Equity instruments meeting the criteria of assets held for trading and meeting the criteria of a conditional payment recognized by the acquiring company as part of a merger of companies may not be included in such classification.
At the moment of initial recognition, the Group measures a financial asset subject to classification for the purposes of its valuation at its fair value. An exception to this rule are trade receivables without a significant financial component, which are valued at the transaction price.
The fair value of financial assets not included in the fair value measurement through profit or loss is increased by transaction costs which can be directly attributed to the acquisition of these assets.
Financial assets measured at fair value through profit or loss are measured at fair value as at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the realisation of a given item. Results of revaluation to fair value for assets in this category are recognized in the financial result. In the case of removing a given item from the books, the Group determines the gain or loss on disposal and recognizes it in the financial result for the period.
Financial assets measured at amortized cost assets are measured at amortized cost on each balance sheet date.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Amortized cost of a financial asset is an amount at which the financial asset is measured at the time of its initial recognition, reduced by repayment of the principal amount and increased or decreased by accumulated depreciation (determined using the effective interest rate) of all differences between such initial amount and the amount at maturity, and adjusted for any allowances for expected credit losses.
Financial assets measured at fair value through other comprehensive income are measured at fair value as at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the realisation of a given item. Interest accrued for such items and revaluation write-offs for expected credit losses are recognized in the financial result of the period, and remaining revaluation to fair value is recognized as other comprehensive income.
Equity instruments classified as measured through other comprehensive income are measured at fair value at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the realisation of a given item. Revaluation to fair value is recognized as other comprehensive income.
3.4. Hedge accounting and derivative instruments
Derivative instruments used by the Group to hedge against specific risks related, among others, to changes in interest rates and currency exchange rates, are measured at fair value. Derivative instruments are presented as assets if their value is positive and as liabilities if their value is negative.
The fair value of foreign currency contracts is determined by reference to current forward rates on contracts with the same maturity or based on a valuation received from independent entities. The fair value of interest rate swaps can be determined based on a valuation received from independent entities. The fair value of other derivative instruments is determined based on market data or based on a valuation obtained from independent institutions specialising in such valuation.
The Group may apply hedge accounting to a portion or the entire exposure to a specific risk if the hedging instrument and the hedged item that constitute the hedging relationship are part of the risk management objective and the hedging strategy.
The Group defines hedging relationships regarding various types of risk as a fair value hedge or cash flow hedge. Risk hedges in respect of probable future liabilities are settled as cash flow hedges.
When the hedging relationship is established, the Group documents the relationship between the hedging instrument and the hedged item and the risk management objectives, as well as the strategy for implementing various hedging transactions.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Derivative instruments that are hedging instruments are recognized by the Group in accordance with the principles of fair value hedge accounting or cash flow hedge accounting, if the following conditions are simultaneously met:
- at the time of establishment of the hedge, the hedging relationship, as well as the purpose of risk management by the Company and the hedging strategy were officially designated and documented,
- the hedging relationship includes only eligible hedging instruments and eligible hedged items,
- the hedge is expected to be highly effective in offsetting changes in fair value or cash flows arising from the hedged risk, in line with the risk management strategy for that particular hedging relationship,
- in the case of cash flow hedges, the planned transaction being the subject of hedge must be highly probable and must be subject to the risk of changes in cash flows, which as a result may affect the financial result,
- hedging efficiency can be credibly assessed.
If the Group identifies the ineffectiveness of the hedge beyond the adopted risk management objectives, and the hedging relationship continues to implement the risk management strategy and risk management objectives, the Company restores the balance of the hedging relationship.
The Group discontinues applying hedge accounting principles prospectively if:
- the hedge no longer meets the criteria for hedge accounting due to the fact that the hedging instrument expires, is sold, terminated or executed,
- the hedge no longer meets the criteria for hedge accounting in connection with a change of the risk management strategy or risk management objectives.
The Group does not dissolve the hedging relationship that:
- still meets the risk management objective on the basis of which the hedge was deemed eligible for inclusion in hedge accounting, and
- continues to meet all other eligibility criteria (taking into account, if applicable, restoring the balance of the hedging relationship).
If fair value hedges are applied to items other than an equity instrument classified as an equity instrument through other comprehensive income, the Group:
- recognizes gains or losses arising from the revaluation of the fair value of the derivative hedging instrument in the financial result, and
- adjusts the book value of the hedged item by the gain or loss related to the hedged item resulting from the risk being hedged and recognizes it in the financial result of the current period.
If fair value hedge is applied to an equity instrument classified as an equity instrument through other comprehensive income, the Group:
- recognizes gains and losses arising from the revaluation of the fair value of the hedging derivative instrument in other comprehensive income, and
- measures the equity instrument through other comprehensive income by recognising revaluation in other comprehensive income.
( )
Cash flow hedge is a hedge against the threat of cash flow volatility, which can be attributed to a specific risk related to a recognized asset or liability or a highly probable planned transaction that could affect the financial result. The planned transaction is a transaction that is not yet a result of a concluded, binding contract (expected future transaction).
When using cash flow hedge accounting, the Group:
- recognizes the effective part of changes in the fair value of derivative instruments designated as cash flow hedges in the revaluation reserve,
- recognizes the profit or loss related to the ineffective part in the financial result for the current period.
If the hedge of a planned transaction results in the recognition of a financial asset or financial liability, the related gain or loss that was included in the revaluation reserve is transferred to the financial result in the same period or periods in which the acquired asset or liability affects the financial result. However, if the Group expects that all or part of the losses recognized in the revaluation reserve will not be recovered in one or more future periods, it recognizes in the financial result the amount that is not expected to be recovered.
If the hedge of a planned transaction results in the recognition of a non-financial asset or non-financial liability or a planned transaction involving a non-financial asset or a non-financial liability becomes a probable future liability to which fair value hedge is applied, the Group excludes the related gain or loss that was recognized in the revaluation reserve and includes it in the initial cost of acquisition or in another carrying amount of an assets or liabilities item.
If the Group ceases to apply cash flow hedge accounting in accordance with the criteria specified above, the accumulated profits or losses from the hedging instrument included in the revaluation reserve remain in them until the hedged transaction is performed. If the hedged transaction is not carried out (or is not expected), the cumulative net result included in the revaluation capital is transferred immediately to the profit and loss account.
3.5. CO2 emission rights
Conversion of rights of different economic characteristics (e.g. EUA/CER) is reflected as two transactions:
transaction of disposal (sale) and transaction of purchase.
Profit/(loss) on disposal (sale) is recognised as a gain or expense in the financial result.
If rights are converted without financial settlement, the Group determines the profit or loss on the disposal of the transferred rights as the difference between the initial value of the newly acquired rights and balance sheet value (carrying amount) of the disposed (transferred) rights.
Each time upon conclusion of conversion contracts the Group assesses whether the acquired right is governed by the financial instruments regulations referred to in IFRS 9. If the acquired right is subject to the financial instruments regulations (IFRS 9), its initial value is determined based on its fair (market) value as at the date of contract conclusion. If the right acquired by conversion is not subject to IFRS 9, its initial value is determined on the basis of the fair (market) value of the transferred right.
3.6. Trade and other receivables
Trade receivables are initially recognised at the transaction price and subsequently they are measured at amortized cost using the effective interest rate, including impairment write-offs. In a situation where there are no differences between the initial value of receivables and the amount (amounts) on the due date (due dates), interest accrued using the effective rate does not appear
An impairment write-off on receivables is determined based on the expected credit losses. The expected credit losses account for both the occurrences of default of counterparties as well as potential estimated credit losses. The write-off is charged to costs recognized in the profit and loss account and other comprehensive income at the end of each reporting period.
3.7. Contract assets
In its statement of financial position, the Group recognizes a contract asset being the Group's right to remuneration in exchange for goods or services which the Group has provided to the customer. An asset is recognized if the Group has fulfilled its obligation by supplying goods or services to the customer before the customer has paid the remuneration or before the due date.
3.8. Cash and cash equivalents
Cash and cash equivalents include cash in a bank account, bank deposits payable on demand, other short-term investments with an initial maturity of up to three months and with high liquidity. Cash at hand is measured at each balance sheet date at face value. Cash in bank, bank deposits payable on demand and other short-term investments with an initial maturity of up to three months and with high liquidity are measured as at each balance sheet date at amortized cost (at the nominal/initial value plus interest accrued until the balance sheet date, adjusted for a write-off for anticipated credit losses).
3.9. Financial liabilities, including loans and credits, debt securities
Financial liabilities including trade accounts payable and other liabilities are initially recognized at fair value, less transaction costs incurred.
Financial liabilities including credits and loans and debt securities are classified as at the moment of their initial recognition in the following categories:
- financial liabilities measured at fair value through profit or loss,
- financial liabilities measured at amortised cost.
Financial liabilities measured at fair value through profit or loss include:
financial liabilities that meet the definition of liabilities held for trading, including derivative instruments not used in hedge accounting,
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
financial liabilities voluntarily designated by the Group as measured at fair value through profit or loss.
Financial liabilities measured at amortized cost include all financial liabilities subject to classification for the purposes of measurement, not included in financial liabilities measured at fair value through profit or loss.
At the moment of initial recognition, the Group measures a financial liability subject to classification for the purposes of measurement at its fair value.
The fair value of a financial liability not included in the fair value measurement through profit or loss is decreased by transaction costs that can be directly assigned to the issue (incurring/inception) of this liability.
The balance sheet valuation of a financial liability and the recognition of revaluations depend on the assignment of a given item to the appropriate category for the purposes of the valuation.
- financial liabilities classified as financial liabilities measured at fair value through profit or loss are measured at fair value as at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the settlement of a given item. Revaluation to fair value is recognized in the profit or loss of the period,
- financial liabilities classified into the category of financial liabilities at amortized cost are measured at amortized cost as at each balance sheet date.
3.10. Contract liabilities
In its statement of financial position, the Group recognizes a contract liability being an obligation of the Group to supply goods or services to a customer in return for which the Group has received remuneration (or the amount of remuneration is due) from the customer.
If the customer has paid the remuneration or the Group is entitled to the amount of remuneration which is unconditional (i.e. payable) before the Group has supplied the goods or services to the customer, the Group presents the contract as a contract liability at the time of payment or when the payment becomes due (whichever happens first).
3.11. Recognition of revenues
The Group recognizes revenue when it meets (or in the course of fulfilling) the obligation to provide a performance by supplying the promised good or service (i.e. an asset) to the customer, at the same time acquiring the right to remuneration and the legal title to the asset. The transfer of an asset takes place when the customer gains control over this asset.
The transfer of control may take place over time, when the obligation to provide the performance is fulfilled and as time goes on, i.e. when:
the customer simultaneously obtains and draws benefits derived from the performance provided by the Group, as the Group provides this performance,
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
- the provision of a performance by the Group results in the creation or improvement of an asset (for instance, work in progress), and control over this asset, as it is manufactured or improved, is exercised by the customer; or
- the provision of a performance by the Group does not result in the creation of an asset of an alternative use for the Group, and the Group has an enforceable right to receive payment for the performance provided to-date.
When determining the degree of fulfilment of an obligation, the method based on results and the method based on outlays are used, taking into account the nature of the good or service being transferred.
Under revenues from core operations, the Group recognizes revenues from the sale of the following groups of products and services:
- services provided on a continuous basis the amount of revenue depends on consumption (for instance, supply of electricity, thermal energy, natural gas, provision of distribution services). Revenues are recognised when the Group transfers control over a part of the service provided. The Group recognizes revenues in the amount of remuneration from the customer to which it is entitled, which directly corresponds to the value to the customer of the performance provided so far - this value is the amount that the Group has the right to invoice,
- delivery of goods/services settled at a specified point in time (among others, sale of property rights). Revenues are recognized when control over the product/service is transferred. The transfer of control takes place when the goods are made available to the customer or when the provision of a given service is completed,
- services provided on a continuous basis the amount of revenue depends on the passage of time (for instance, sale of lighting services, process support services). Revenues from the sale of services are settled over time: since such services are provided on a continuous basis, a part of the performance is transferred at each moment of the service provision process. Due to the fact that the value of the services provided to the customer does not differ during different settlement periods, the Group recognises revenues due to the provided services based on fixed monthly payments (independent of actual consumption),
- services provided on a continuous basis based on the progress of the works (for instance, construction services). The obligation to perform the service is fulfilled over time, as the provision of the service results in the creation or improvement of an asset and control over this asset is exercised by the customer. Revenues from the provided services are recognised over time, using the method based on outlays (the cost method). That method is used to determine the degree of contract completion by comparing the amount of costs incurred on the contract performance with the total cost of the contract as per the budget.
The recognition of sales revenues in the amount of net remuneration occurs when the Group acts as an intermediary (agent), i.e. its obligation to provide a performance consists in ensuring delivery of goods or services by another entity. Such revenue is recognized in the form of a fee or commission to which - in accordance with the Group's expectations it will be entitled in exchange for ensuring delivery of goods or services by another entity. The fee or commission due to the Group may be the amount of net remuneration which the Group retains after paying a remuneration to another entity in exchange for goods or services provided by that entity.
Interest revenues are recognized on an accrual basis using the effective interest rate, if obtaining them is not doubtful.
Dividend revenues are recognised at the time of acquisition of the right to receive payment.
3.12. Connection fees
Revenues from connection fees are presented on a one-off basis in revenues as at the time of completion of connection works. The connection fees that have so far been settled over time as at 1 January 2018 adjust the opening balance of retained earnings and are not subject to further settlement.
3.13. Methods of implementation of the new standards
IFRS 9 - the Group has implemented IFRS 9 retrospectively with the recognition of adjustments as at 01.01.2018. The Group applies IFRS 9 in accordance with its transitional provisions - it does not convert comparative data for previous periods, i.e. 01.01.2017 and 31.12.2017 to reflect the requirements of IFRS 9 in terms of valuation. As at 01.01.2018 the Group created trade and other receivables revaluation write-offs amounting to PLN 4,478 thousand net.
IFRS 15 - the Group has implemented IFRS 15 retrospectively with the combined effect of the first application and it recognizes the combined effect of the first application of the standard as an adjustment to the initial balance of retained earnings in the reporting period in which the first application date falls. Revenues from connection which have so far been settled over time (for tasks completed until 31 December 2009) were recognized as an adjustment of the opening balance of retained earnings amounting to PLN 417,392 thousand. Revenues due to assets received until 31 December 2009, were presented as an adjustment of the opening balance of retained earnings in an amount of PLN 70,735 thousand. The impact of the aforementioned adjustments on the opening balance of retained earnings amounted to PLN 395,383 thousand net.
4. Change of items presentation in the statement of financial position
In connection with the entry into force of IFRS 9 and the resulting new classification of financial assets, the Company's management has decided to change the presentation of financial assets in the statement of financial position, therefore in the financial statements in 2018 new categories of financial assets replacing the existing ones appear. They are respectively:
- Financial assets measured at fair value,
- Debt financial assets measured at amortized cost and
- Financial liabilities measured at fair value.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
| Data | Data | |
|---|---|---|
| approved 31.12.2017 |
converted 31.12.2017 |
|
| ASSETS | - | - |
| Non-current assets | - | - |
| Property, plant and equipment | 20 416 867 | 20 416 867 |
| Perpetual usufruct of land | 105 571 | 105 571 |
| Intangible assets | 418 248 | 418 248 |
| Investment property | 26 981 | 26 981 |
| Investments in affiliates and jointly controlled entities | 355 152 | 355 152 |
| Deferred income tax assets | 501 945 | 501 945 |
| Financial assets measured at fair value | - | 103 615 |
| Debt financial assets measured at amortised cost | - | 2 940 |
| Financial assets available for sale | 40 698 | - |
| Financial assets measured at fair value through profit or loss | 33 364 | - |
| Derivative instruments | 29 553 | - |
| Trade and other receivables | 30 729 | 27 789 |
| Costs of contract conclusion | - | - |
| Cash deposited within the Mine Closure Fund | 121 806 | 121 806 |
| Total assets | 22 080 914 | 22 080 914 |
| Current assets | - | - |
| CO2 emission rights | 595 533 | 595 533 |
| Inventory | 846 187 | 846 187 |
| Trade and other receivables | 1 903 568 | 1 893 530 |
| Cost of contract conclusion | - | - |
| Customer contract assets | - | - |
| Current income tax receivables | 149 859 | 149 859 |
| Financial assets measured at fair value | - | 49 329 |
| Debt financial assets measured at amortised cost | - | 10 516 |
| Financial assets held until maturity | 478 | - |
| Financial assets measured at fair value through profit or loss | 49 329 | - |
| Cash and cash equivalents | 2 687 126 | 2 687 126 |
| Fixed assets held for sale | - | - |
| Current assets | 6 232 080 | 6 232 080 |
| Total assets | 28 312 994 | 28 312 994 |
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
| Data approved 31.12.2017 |
Data converted 31.12.2017 |
|
|---|---|---|
| LIABILITIES AND EQUITY Equity |
- - |
- - |
| Equity attributable to shareholders of the Parent Company | - | - |
| Share capital | 588 018 | 588 018 |
| Share premium | 3 632 464 | 3 632 464 |
| Financial instruments revaluation reserve | 741 | 741 |
| Other capital | (27 101) | (27 101) |
| Reserve capital from valuation of hedging instruments | 25 967 | 25 967 |
| Retained earnings | 8 858 130 | 8 858 130 |
| Equity attributable to shareholders of the Parent Company | 13 078 219 | 13 078 219 |
| Non-controlling shares | 921 450 | 921 450 |
| Equity | 13 999 669 | 13 999 669 |
| LIABILITIES | - | - |
| Long-term liabilities | - | - |
| Loans, borrowings and debt securities | 7 720 091 | 7 720 091 |
| Trade and other accounts payable | 57 579 | 57 579 |
| Customer contract liabilities | - | - |
| Financial lease liabilities | 1 651 | 1 651 |
| Settlement of income due to subsidies and connection fees and other | 645 443 | 645 443 |
| Provision for deferred income tax | 245 240 | 245 240 |
| Liabilities due to employee benefits | 739 946 | 739 946 |
| Financial liabilities measured at fair value | - | 9 875 |
| Financial liabilities measured at fair value through profit or loss | 9 875 | - |
| Provisions for other liabilities and other charges | 643 187 | 643 187 |
| Long-term liabilities | 10 063 012 | 10 063 012 |
| Current liabilities | - | - |
| Loans, borrowings and debt securities | 539 429 | 539 429 |
| Trade and other accounts payable | 2 051 385 | 2 051 385 |
| Customer contract liabilities | - | - |
| Financial lease liabilities | 1 942 | 1 942 |
| Settlement of income due to subsidies and connection fees and other | 92 422 | 92 422 |
| Current income tax liabilities | 1 797 | 1 797 |
| Liabilities due to employee benefits | 437 943 | 437 943 |
| Liabilities due to an equivalent of the right to acquire shares free of charge | 281 | 281 |
| Financial liabilities measured at fair value | - | 41 185 |
| Financial liabilities measured at fair value through profit or loss | 41 185 | - |
| Provisions for other liabilities and other charges | 1 083 929 | 1 083 929 |
| Short-term liabilities | 4 250 313 | 4 250 313 |
| Total liabilities | 14 313 325 | 14 313 325 |
| Total equity and liabilities | 28 312 994 | 28 312 994 |
( )
Long-term financial assets measured at fair value
The following items have been moved to Long-term financial assets measured at fair value
- Financial assets available for sale PLN 40,698 thousand;
- Financial assets measured at fair value through profit or loss PLN 33,364 thousand;
- Derivative instruments PLN 29,553 thousand.
Short-term financial assets measured at fair value
The following items have been moved to Short-term financial assets measured at fair value
Financial assets measured at fair value through profit or loss PLN 49,329 thousand.
Long-term debt financial assets measured at amortized cost
The following -term debt financial assets measured at amortized cost:
Long-term loans granted PLN 2,940 thousand ( - ).
Short-term debt financial assets measured at amortized cost
The -
- Short-term loans granted PLN 10,038 thousand ( );
- Financial assets held until maturity PLN 478 thousand.
Long-term financial liabilities measured at fair value
The following items have been moved to Long-term financial liabilities measured at fair value
financial liabilities measured at fair value through profit or loss of PLN 9,875 thousand.
Short-term financial liabilities measured at fair value
The following items have been moved to Short-term financial liabilities measured at fair value
financial liabilities measured at fair value through profit or loss of PLN 41,185 thousand.
5. Material estimates and assumptions
Preparation of the Abbreviated Interim Consolidated Financial Statements in accordance with IAS 34 requires that the Management Board should adopt certain assumptions and make estimates that affect the adopted accounting principles and the amounts disclosed in the Abbreviated Interim Consolidated Financial Statements and in the notes to these financial statements. The assumptions and estimates are based on the best knowledge of the Management Board regarding current and future events and activities. Actual results, however, may differ from those anticipated. Estimates adopted upon drawing up of the Abbreviated Interim Consolidated Financial Statements are consistent with the estimates adopted upon drawing up of the standalone financial statements for the last financial year. The estimates provided in previous financial years do not have a material impact on the current interim period.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
6. Composition of the Capital Group list of subsidiaries, associates and jointly-controlled entities
| ENEA | ENEA | |||
|---|---|---|---|---|
| in the total | in the total | |||
| 1Name and address of company | number of votes | number of votes | ||
| [%] 31.03.2018 |
[%] 31.12.2017 |
|||
| 1. | ENEA Operator Sp. z o.o. | subsidiary | 100 | 100 |
| 2. | ENEA Wytwarzanie Sp. z o.o. | subsidiary | 100 | 100 |
| 3. | ENEA | subsidiary | 100 | 100 |
| 4. | ENEA | subsidiary | 100 | 100 |
| 5. | ENEA Trading Sp. z o.o. | subsidiary | 100 | 100 |
| 6. | ENEA Logistyka Sp. z o.o. | subsidiary | 100 | 100 |
| 7. | ENEA Serwis Sp. z o.o. | subsidiary | 100 | 100 |
| Lipno, Gronówko 30 ENEA Centrum Sp. z o.o. |
||||
| 8. | . Górecka 1 | subsidiary | 100 | 100 |
| 9. | ENEA Pomiary Sp. z o.o. | subsidiary | 100 | 100 |
| 10. | ENERGO-TOUR Sp. z o.o. in liquidation | subsidiary | 1005 | 1005 |
| 11. | ENEA Innowacje Sp. z o.o. 9 II 25 |
subsidiary | 1009 | 100 |
| 12. | subsidiary | 65,99 | 65,99 | |
| Bogdanka, Puchaczów Annacond Enterprises Sp. z o.o. in liquidation 7 |
||||
| 13. | subsidiary | 61 | 61 | |
| 14. | Polimex Mostostal S.A. Warszawa, al. Jana |
associate | 16,48 | 16,48 |
| 15. | Polska Grupa Górnicza S.A. | jointly-controlled company |
7,6610 | 5,81 |
| 6 | jointly-controlled | |||
| 16. | company | 5011 | 23,79 | |
| 17. | ENEA Bioenergia Sp. z o.o. | indirect subsidiary | 1004 | 1004 |
| 18. | ENEA | indirect subsidiary | 1001 | 1001 |
| 19. | Centralny System Wymiany Informacji Sp. z o.o. | jointly-controlled company |
203 | 203 |
| 20. | Oborniki, ul. Wybudowanie 56 | indirect subsidiary | 99,931 | 99,931 |
| 21. | ENEA | indirect subsidiary | 91,141 | 91,141 |
| 22. | Miejska Energet | indirect subsidiary | 71,111 | 71,111 |
| 23. | EkoTRANS Bogdanka Sp. z o.o. Bogdanka, Puchaczów |
indirect subsidiary | 65,992 | 65,992 |
| 24. | RG Bogdanka Sp. z o.o. Bogdanka, Puchaczów |
indirect subsidiary | 65,992 | 65,992 |
| 25. | MR Bogdanka Sp. z o.o. | indirect subsidiary | 65,992 | 65,992 |
| 26. | Bogdanka, Puchaczów | indirect subsidiary | 58,532 | 58,532 |
| Bogdanka, Puchaczów ElectroMobility Poland S.A. |
jointly-controlled | |||
| 27. | Warszawa, ul. Mysia 2 | company | 8 25 |
25 |
| 28. | ENEA Badanie i Rozwój Sp. z o.o. | indirect subsidiary | 1001 | 1001 |
( )
1 indirect subsidiary through shares in ENEA Wytwarzanie Sp. z o.o.
2 indirect subsidiary through shares in .A.
3jointly-controlled company through shares in ENEA Operator Sp. z o.o.
4indirect subsidiary through shares in ENEA
5 On 30 March 2015, solution of the company following liquidation proceedings; the resolution took effect on 1 April 2015. On 5 November 2015, an application for deleting the company from the National Court Register was filed. As at the date of drawing up these consolidated financial statements, formalities relating to deleting the company from the National Court Register were still underway.
6 On S.A. into a limited liability company was registered in the National Court Register.
7 On 28 February 2018, the Extraordinary Meeting of Shareholders of Annacond Enterprises Sp. z o.o. adopted a resolution under which the company was put to liquidation.
8 Poland S.A. adopted a resolution on ting shares from PLN 1,000.00 to PLN 3,000.00. The share capital increase was registered in the National Court Register on 23 April 2018.
9 ENEA Innovation Sp. z o.o. adopted a resolution on ousand by creating 35,000 new shares with the nominal value of PLN 100.00 each. The share capital increase was registered in the National Court Register on 23 April 2018.
On 17 April 2018, the name of ENEA Innovation Sp. z o.o. was changed to ENEA Innowacje Sp. z o.o. in the National Court Register
10 On 31 January 2018, the Extraordinary Meeting of Shareholders of Polska Grupa Górnicza S.A. adopted a resolution on PLN 3,616,718 thousand to PLN 3,916,718 thousand by way of issue of 3,000,000 new shares with the nominal value of PLN 100.00 each. ENEA S.A. acquired 900,000 shares with the total nominal value of PLN 90,000 thousand, thus increasing the share of ENEA S.A share capital to 7.66%. On 6 April 2018, the share capital increase was registered with the National Court Register.
11 On 23 March 2018, ENEA S.A. concluded with ENERGA S.A. a contract of purchase of 1,201,036 shares of Elektrownia Os share capital by PLN 35,000 thousand, that is from PLN 229,100 thousand to PLN 264,100 thousand by creating 700,000 new shares privileged in terms of voting in such a way that one share will correspond to two votes, with the nominal value of PLN 50.00 each and the total nominal value of PLN 35,000 thousand. On 29 March 2018, ENEA S.A. signed a declaration of acquisition of 350,000 shares and covering them with a cash contribution in an amount of PLN 17,500 thousand. On 30 March 2018, ENEA S.A. made the cash contribution. The registration of the share capital increase in the National Court Register is still pending.
7. Segment reporting
services offered thereby. There are four business segments in the ENEA Capital Group:
- trade purchase and sale of electricity,
- distribution electricity distribution and transmission services,
- generation generation of electricity and heat,
- mining production and sale of coal, companies supporting the mining business,
and other business maintenance and upgrading of road lighting equipment, transport services, overhaul and construction services.
Segment revenues are generated from sales to external customers and transactions with other segments, which are directly attributable to a given segment.
( )
Segment costs include the cost of goods sold to external customers and the cost of transactions carried out with other Group segments, which ensue from operations of a given segment and may be directly allocated to that segment.
In interappropriate margin enabling them to be independent in the market. EBITDA is defined as operating profit/loss less depreciation and impairment loss on non-financial non-current assets.
( )
Segment :
(a) 1 January to 31 March 2018 are as follows:
| Trade | Distribution | Generation | Mining | Other business |
Exclusions | Total | |
|---|---|---|---|---|---|---|---|
| Net sales revenue | 1 683 593 | 699 702 | 531 304 | 36 337 | 37 617 | - | 2 988 553 |
| Inter-segment sales | 254 946 | 5 989 | 1 113 009 | 362 360 | 102 954 | (1 839 258) | - |
| Total net sales revenue | 1 938 539 | 705 691 | 1 644 313 | 398 697 | 140 571 | (1 839 258) | 2 988 553 |
| Total costs | (1 885 391) | (534 424) | (1 560 195) | (359 494) |
(134 323) | 1 838 351 | (2 635 476) |
| Segment profit/loss | 53 148 | 171 267 | 84 118 | 39 203 | 6 248 |
(907) | 353 077 |
| Depreciation | (142) | (126 202) | (143 091) | (84 077) |
(12 831) | ||
| EBITDA | 53 290 | 297 469 | 227 209 | 123 280 | 19 079 | ||
| % of net sales revenues | 2,8% | 42,2% | 13,8% | 30,9% | 13,6% | ||
| Unallocated costs of the entire Group (overhead costs) | (14 299) | ||||||
| Operating profit | 338 778 | ||||||
| Financial expenses | (62 384) | ||||||
| Financial revenue | 17 905 | ||||||
| Share in profits of affiliates and jointly-controlled entities |
12 609 | ||||||
| Income tax | (52 840) | ||||||
| Net profit | 254 068 | ||||||
| Share in profit from non-controlling interests | 13 312 |
( )
(b) to 31 March 2017 are as follows:
| Trade | Distribution | Generation | Mining | Other business |
Exclusions | Total | |
|---|---|---|---|---|---|---|---|
| Net sales revenue | 1 333 957 | 834 949 | 331 345 | 174 837 | 34 602 | - | 2 709 690 |
| Inter-segment sales | 113 156 | 4 835 | 558 418 | 290 400 | 94 974 | (1 061 783) | - |
| Total net sales revenue | 1 447 113 | 839 784 | 889 763 | 465 237 | 129 576 | (1 061 783) | 2 709 690 |
| Total costs | (1 396 508) | (697 246) | (755 220) | (375 644) |
(133 641) | 1 038 340 | (2 319 919) |
| Segment profit/loss | 50 605 | 142 538 | 134 543 | 89 593 | (4 065) |
(23 443) |
389 771 |
| Depreciation | (217) | (119 835) | (67 704) | (88 676) |
(10 130) | ||
| EBITDA | 50 822 | 262 373 | 202 247 | 178 269 | 6 065 | ||
| % of net sales revenues | 3,5% | 31,2% | 22,7% | 38,3% | 4,7% | ||
| Unallocated costs of the entire Group (overhead costs) | (7 192) | ||||||
| Operating profit | 382 579 | ||||||
| Financial expenses | (45 957) | ||||||
| Financial revenue | 66 183 | ||||||
| Income tax | (81 615) |
||||||
| Net profit | 321 190 | ||||||
| Share in profit from non-controlling interests | 25 960 |
Notes presented on pages 13-59 constitute an integral part of these consolidated financial statements.
( )
Segment reporting (continued)
(a) Other information regarding segments as at 31 March 2018 is as follows:
| Trade | Distribution | Generation | Mining | Other business |
Exclusions | Total | |
|---|---|---|---|---|---|---|---|
| Property, plant and equipment | 15 473 | 8 383 954 | 9 286 935 | 2 741 373 | 338 122 | (456 155) | 20 309 702 |
| Trade and other receivables | 1 092 606 | 305 376 | 521 492 | 243 799 | 99 539 | (606 222) | 1 656 590 |
| Costs of contract conclusion | 32 030 | - | - | - | - | - | 32 030 |
| Customer contract assets | 60 137 | 219 681 | 209 | - | 2 001 | 1 535 | 283 563 |
| Total | 1 200 246 | 8 909 011 | 9 808 636 | 2 985 172 | 439 662 | (1 060 842) | 22 281 885 |
| ASSETS excluded from segmentation | 5 737 793 | ||||||
| - whereof property, plant and equipment |
10 442 | ||||||
| - whereof trade and other receivables |
25 | ||||||
| TOTAL: ASSETS | 28 019 678 | ||||||
| Trade and other payables | 286 194 | 291 639 | 620 292 | 248 949 | 279 542 | (583 159) | 1 143 457 |
| Customer contract liabilities | 21 528 | 70 314 | - | 1 089 | - | (21 528) | 71 403 |
| Total | 307 722 | 361 953 | 620 292 | 250 038 | 279 542 | (604 687) | 1 214 860 |
| Equity and liabilities excluded from segmentation | 26 804 818 | ||||||
| - whereof trade and other payables |
598 478 | ||||||
| TOTAL: EQUITY AND LIABILITIES | 28 019 678 | ||||||
| for the period of 3 months ended on 31 March 2018 |
|||||||
| Capital expenditure on property, plant and equipment and intangible | |||||||
| assets | 8 | 113 044 | 60 259 | 84 856 | 3 336 | 548 | 262 051 |
| Capital expenditure on property, plant and equipment and intangible assets excluded from segmentation |
- | ||||||
| Depreciation | 142 | 126 202 | 143 091 | 84 077 | 12 831 | (3 252) | 363 091 |
| Depreciation excluded from segmentation | 260 | ||||||
| Establishment/(termination /use) of receivables revaluation allowances | 1 905 | 2 831 | 981 | (4 490) | (66) | (1) | 1 160 |
( )
(b) Other information regarding segments as at 31 December 2017 is as follows:
| Trade | Distribution | Generation | Mining | Other business |
Exclusions | Total | |
|---|---|---|---|---|---|---|---|
| Property, plant and equipment | 15 552 | 8 389 251 |
9 370 558 |
2 747 876 |
343 008 | (460 228) |
20 406 017 |
| Trade and other receivables | 1 004 500 | 515 632 | 654 299 | 209 966 | 107 015 | (570 208) |
1 921 204 |
| Total | 1 020 052 | 8 904 883 |
10 024 857 |
2 957 842 |
450 023 | (1 030 436) |
22 327 221 |
| ASSETS excluded from segmentation | 5 985 773 |
||||||
| - whereof property, plant and equipment - whereof trade and other receivables |
10 850 115 |
||||||
| TOTAL: ASSETS | 28 312 994 |
||||||
| Trade and other payables | 332 284 | 454 598 | 1 040 323 |
278 978 | 369 194 | (547 076) |
1 928 301 |
| Equity and liabilities excluded from segmentation | 26 384 693 |
||||||
| - whereof trade and other payables |
180 663 | ||||||
| TOTAL: EQUITY AND LIABILITIES | 28 312 994 |
||||||
| or the period of 3 months ended on 31 March 2017 | |||||||
| Capital expenditure on property, plant and equipment and intangible assets Capital expenditure on property, plant and equipment and intangible assets excluded from segmentation |
106 | 150 439 | 322 958 | 65 467 | 2 366 | (6 713) |
534 623 - |
| Depreciation | 217 | 119 835 | 67 704 | 88 676 | 10 130 | (2 979) |
283 583 |
| Depreciation excluded from segmentation | 264 | ||||||
| Establishment/(termination /use) of receivables revaluation allowances |
913 | 13 609 | 6 094 | 14 | (904) | (4) | 19 722 |
Notes presented on pages 13-59 constitute an integral part of these consolidated financial statements.
8. Property, plant and equipment
Over the 3 months ended 31 March 2018, the Group purchased tangible fixed assets totalling at PLN 261,312 thousand (over the period of 3 months ended on 31 March 2017: PLN 529,050 thousand, respectively). Those amounts in particular refer to the generation segments (PLN 59,826 thousand), coal mining (PLN 84,845 thousand) and distribution (PLN 104,867 thousand).
Over the 3 months ended 31 March 2018, the Group sold and disposed of tangible fixed assets with the total net book value of PLN 6,594 thousand (Over the 3 months ended 31 March 2017: PLN 4,039 thousand, respectively).
Over the 3 months ended 31 March 2018, tangible fixed assets book value revaluation allowances were reduced by net amount of PLN 899 thousand (over the 3 months ended 31 March 2017 tangible fixed assets book value revaluation allowances were reduced by net amount of PLN 204 thousand).
As at 31 March 2018, the total tangible fixed assets book value revaluation write-off amounted to PLN 1,627,268 thousand (as at 31 December 2017, it amounted to PLN 1,628,167 respectively).
9. Intangible assets
Over the 3 months ended 31 March 2018, the Group acquired intangible assets totalling at PLN 739 thousand (over the 3 months ended 31 March 2017, the Group acquired intangible assets totalling at PLN 5,573 thousand).
Over the 3 months ended 31 March 2018, the Group recorded in the fixed assets register intangible assets originating from intangible assets under development totalling at PLN 8,005 thousand (over the 3 months ended 31 March 2017: PLN 9,294 thousand, respectively).
Over the 3 months ended 31 March 2018, the Group did not conduct any material transactions of sale or disposal of intangible assets (over the 3 months ended 31 March 2017, the Group did not conduct any material transactions of sale or disposal of intangible assets, either).
10. Investments in associates and jointly controlled entities
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Opening balance | 355 152 | 2 518 |
| Share in the net change in assets | 12 609 | 9 282 |
| Acquisition of investments | 170 931 | 344 562 |
| Other changes | - | (1 210) |
| Closing balance | 538 692 | 355 152 |
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Polska Grupa Górnicza S.A. | 312 777 | 210 000 |
| 128 048 | 52 335 | |
| Polimex - Mostostal S.A. | 91 017 | 90 967 |
| ElectroMobility Poland S.A. | 6 850 | 1 850 |
| 538 692 | 355 152 |
10.1. Performance of the Investment Agreement with Energa S.A. and Elektro Sp. z o.o. concerning construction and operation of a power unit atElektrownia . z o.o.
On 19 September 2016, ENEA SA signed a Letter of Intent with Energa S.A. regarding initiating co-operation on the preparation, implementation and operation of a cutting-edge 1,000 MW coal-fired power unit at Elektrownia ).
and optimize the technical and economic parameters of the new power unit. The co-operation will also include organisation of the tendering proceedings in order to select the general contractor of the Investment Project.
n of the Investment Project, which fulfils the highest environmental and low-emission source of power in the National Grid System.
On 8 December 2016, the Company entered into an Investment Agreement regarding implementation of the referred to hereinabove. Pursuant to the aforesaid Agreement, the co-operation in principle will be organised in three stages: the Development Stage until the time the Notice to Proceed is issued to the General Contractor, the Construction Stage ion Stage commercial operation of ENEA SA will be obliged to participate in the Construction Stage provided that the condition of the Project profitability is fulfilled and Project funding does not violate the .
The condition precedent for the entry into force of the Investment Agreement was obtaining consent for the concentration, consisting in the acquisition of shares of the SPV for the purpose of the Project implementation, from the President of the Office for Competition and Consumer Protection (UOKiK). This condition was fulfilled on 11 January 2017.
On 19 December 2016, the special purpose vehicle announced a tender for selection of the general contractor for construc least 45%, operating on steam supercritical parameters. Subject to the fulfilment of the pre-determined assumptions (including, among others, an adequate participation of ENEA SA, Energa SA and Financial Investors, if any) and able to undertake the comprehensive implementation of the Project.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
In the performance of the Investment Agreement, in the period between 1 February 2017 and 23 March 2018, ENEA 50% in the share capital, at an amount of approximately PLN 101 million.
As a result of the aforesaid transactions, Energa S.A. and ENEA onstruction and operation of a new coalof the same number of representatives of both investors. Decisions regarding major activities will require a the foregoing, the investment project has been classified as a joint undertaking and it is recognized using the equity method.
In order to provide the company with sufficient funds, Energa S.A. and ENEA S.A. granted loans of PLN 10 million uant to an agreement of 23 November 2017. The loan granted by ENEA S.A. has been repaid.
joint-stock company to a limited liability company.
On 26 March 2018, the Company signed an Annexe to the Investment Agreement, under which the Parties increased the estimated total investment outlay resulting from commitments to be assumed at the Development Stage of the e the Notice to Proceed is issued to the General Contractor.
The investment outlay to be made by ENEA S.A. may amount to approximately PLN 226 million. The increase of the investment outlays is due to the need to ensure funding of, among others, organisational work resulting from the contract with the General Contractor, related investment projects and the functioning of the company Elektrownia Sp. z o.o.
ENEA S.A. acquired 350,000 shares in the share capital worth PLN 17,500 thousand. On 30 March 2018, ENEA S.A. made a cash contribution to the bank account of the special purpose vehicle. Energa S.A. acquired the 350,000 remaining shares. Registration of the share capital increase in the National Court Register is pending. Following registration of the share capital increase, ENEA change and it will still amount to 50% as the new shares in the increased share capital were acquired by ENEA S.A. and Energa S.A. pro rata to their shareholdings, i.e. at the 50:50 ratio.
On 4 o.o. completed the public tender procedure entitled "Construction of o.o. and Alstom Power System S.A.S as the General Contractor. The Consortium offered to complete the object of the procedure with the parameters specified in the offer for PLN 5,049,729 thousand net (PLN 6,023,035 thousand gross).
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Completion of the tender procedure is not tantamount to:
- granting consent to the conclusion of a contract with the General Contractor in order that such consent be ;
- granting consent to the issue of the Notice to Proceed issue of the NTP requires, among others, a prior Meeting for proceeding with the Construction Stage.
It is estimated that the investment outlays in connection with the conclusion of a contract between the Employer and the General Contractor until the issue of the NTP will not exceed an equivalent of 4% of the contractual price.
10.2. Recapitalisation of Polska Grupa Górnicza S.A.
In connection with sourcing of ENEA S.A. initiated talks with prospective investors regarding the possibilities of implementing the prospective Project and its future parameters.
On 28 October 2016, ENEA S.A. signed a z o.o. (the Investors) in which preliminary interest was expressed with regard to financial involvement in Katowicki
In view of the interest of Polska Grupa Górnicza S.A. (PGG) in the acquisition of selected assets of Katowicki Holding ENEA S.A. together with the hitherto Shareholders of PGG carried out the necessary reviews of the Business Plan presented by PGG and expressed interest in committing capital to Polska Grupa Górnicza S.A.
On 30 March 2017, the Supervisory Board of ENEA Grupa Górnicza S.A. and for the acquisition thereby of the new shares in the PGG capital with the nominal value of PLN 300 million in exchange for a cash contribution of PLN 300 million.
On 31 March 2017, the Company entered into:
- an investment agreement determining the terms and conditions of financial investment in PGG (Investment Agreement),
- a letter of agreement regarding exercising joint control over PGG (Annexe No. 1 to the Letter of Agreement concerning Polska Grupa Górnicza).
Investment Agreement
The parties to the Investment Agreement are: ENEA S.A., ENERGA Kogeneracja Sp. z o.o., PGE Górnictwo i Energetyka Konwencjonalna S.A., PGN o.o., Fundusz Inwestycji Polskich Przedsi biorstw Fundusz Inwestycyjny Zamkni ty Aktywów Niepublicznych (the Investors) and PGG. The Investment Agreement provided that PGG would acquire selected mining assets from Katowicki Holding W glowy S.A. pursuant to a preliminary agreement, that was entered into on 1 April 2017.
accession to PGG, the principles of operation of PGG and its governing bodies as well as the principles of withdrawal from the investment in PGG by the parties.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Within the frame of recapitalisation of PGG, ENEA S.A. committed itself to acquire new shares of PGG with the total nominal value of PLN 300 million in exchange for a cash contribution of PLN 300 million in three stages:
- a) within the first stage, the Company acquired new shares of PGG with the nominal value of PLN 150 million in exchange for a cash contribution of PLN 150 million. Following the acquisition of those shares, the Company held a 4.39% share in the share capital of PGG. The first recapitalization took place in April 2017,
- a) within the second stage, the Company acquired new shares of PGG with the nominal value of PLN 60 million in exchange for a cash contribution of PLN 60 million. Following the acquisition of those shares, the Company held a 5.81% share in the share capital of PGG. The second recapitalisation took place in June 2017;
- b) within the third stage, the Company acquired by private subscription new B series shares of PGG with the nominal value of PLN 90 million in exchange for a cash contribution of PLN 90 million. ENEA S.A. increased its share in the share capital to 7.66%.
The Agreement determines the rules of appointment of Members of the Supervisory Board, according to which each Investor and the State Treasury will be entitled to appoint one member of the Supervisory Board which is to be composed of no more than eight members.
The Investment project complies with the Development Strategy of the ENEA Capital Group, where one of significant elements is securing raw material base for conventional power engineering.
On 31 March 2017, the following Investors: ENERGA Kogeneracja Sp. z o.o., PGE Górnictwo i Energetyka Konwencjonalna S.A., PGNiG TERMIKA S.A. and Fundusz Inwestycji Polskich Przedsi biorstw Fundusz Inwestycyjny Zamkni ty Aktywów Niepublicznych and ENEA S.A. entered into a Letter of Agreement regulating the method of agreeing on their common position with regard to decisions concerning the Company and exercising joint control over the Company. As far as ENEA S.A. is concerned, the Letter of Agreement was entered into on condition of obtaining consent for taking over joint control over the Company from the President of the Office for Competition and Consumer Protection (UOKiK). The consent of the UOKiK, referred to in the preceding sentence, was issued on 22 December 2017.
At the same time, on 31 March 2017, a letter of intent signed on 16 October 2016 by ENEA Towarzystwo Finansowe Silesia Sp. z o.o. regarding an earlier analysed capital investment in Katowicki Holding
Joint control was assumed on 22 December 2017. Transaction costs relating to the acquisition of the shares amount to PLN 2 million.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
The preliminary allocation of the purchase price of Polska Grupa Górnicza S.A. (based on initial valuation) to the fair value of net assets of Polska Grupa Górnicza S.A. as at 31 January 2018 (acquisition of the third tranche) is as follows:
| Polska Grupa Górnicza S.A. | |
|---|---|
| Acquisition price | 300 000 |
| Share in the fair value of acquired net assets | 229 870 |
| Goodwill regarding the shares held | 70 130 |
11. Trade and other receivables revaluation write-offs
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Receivables revaluation write-off at the beginning of the period | 153 115 | 129 483 |
| Adjustment due to implementation of IFRS 9 | 5 528 | - |
| Opening balance following adjustment | 158 643 | 129 483 |
| Acquisition of subsidiary companies | - | 5 537 |
| Created | 2 263 | 45 263 |
| Reversed | (510) | (6 834) |
| Used | (6 121) | (20 334) |
| Closing balance of revaluation write-off | 154 275 | 153 115 |
Over the 3 months ended 31 March 2018, the write-off for revaluation of the book value of trade and other receivables increased by PLN 1,160 thousand (during the period of 3 months ended 31 March 2017, the revaluation write-off increased by PLN 19,722 thousand).
12. Customer contract assets and liabilities
| Customer contract assets |
Customer contract liabilities |
|
|---|---|---|
| Opening balance | 245 026 | 67 707 |
| Revenue presented in the period in which it was recognised in the opening balance of customer contract liabilities |
- | (2 541) |
| Non-invoiced receivables | 42 122 | - |
| Increase due to advance payments | - | 6 237 |
| Transfer from contract assets to accounts receivable | (2 859) | - |
| Revaluation write-off | (726) | - |
| Closing balance | 283 563 | 71 403 |
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
13. Analysis of the age structure of customer contract assets, trade accounts receivable and other accounts receivable which constitute financial instruments
| Nominal value |
Revaluation write-off |
Book value | |
|---|---|---|---|
| 31.03.2018 | |||
| Trade and other accounts receivable | |||
| Current | 1 124 713 | (39 313) | 1 085 400 |
| Past due | 291 244 | (114 962) | 176 282 |
| 0-30 days | 94 899 | (476) | 94 423 |
| 31- 90 days | 23 451 | (2 309) | 21 142 |
| 91-180 days | 11 021 | (3 939) | 7 082 |
| over 180 days | 161 873 | (108 238) | 53 635 |
| Total | 1 415 957 | (154 275) | 1 261 682 |
| Customer contract assets | 284 289 | (726) | 283 563 |
| 31.12.2017 | Nominal value |
Revaluation allowance |
Book value |
|---|---|---|---|
| Current | 1 416 579 | (20 264) | 1 396 315 |
| Past due | 270 529 | (132 851) | 137 678 |
| 0-30 days | 81 060 | (193) | 80 867 |
| 31- 90 days | 18 264 | (706) | 17 558 |
| 91-180 days | 8 894 | (3 061) | 5 833 |
| Over 180 days | 162 311 | (128 891) | 33 420 |
| Total | 1 687 108 | (153 115) | 1 533 993 |
14. Debt financial assets measured at amortised cost
| 31.03.2018 | 31.12.2017 (converted data)* |
|
|---|---|---|
| Short-term debt financial assets measured at amortised cost | ||
| Loans granted | 57 | 10 038 |
| Other | 480 | 478 |
| Short-term debt financial assets measured at amortised cost | 537 | 10 516 |
| Long-term debt financial assets measured at amortised cost | ||
| Loans granted | 7 741 | 2 940 |
| Long-term debt financial assets measured at amortised cost | 7 741 | 2 940 |
| TOTAL | 8 278 | 13 456 |
In these interim consolidated financial statements there are no revaluation write-offs for expected credit losses other than those listed in Note 13 regarding customer contract assets and other accounts receivable that constitute financial instruments.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
15. Inventory
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Materials | 519 703 | 573 051 |
| Semi-finished products and work in progress | 986 | 632 |
| Finished products | 30 949 | 10 452 |
| Certificates of energy origin | 248 695 | 257 471 |
| Goods for sale | 11 234 | 11 471 |
| Gross value of inventory | 811 567 | 853 077 |
| Inventory revaluation write-off | (6 368) | (6 890) |
| Net value of inventory | 805 199 | 846 187 |
During the period of 3 months ended 31 March 2018, inventory book value revaluation write-off was reduced by PLN 522 thousand (over 3 months ended 31 March 2017, revaluation write-off was reduced by PLN 3,298 thousand).
16. Certificates of energy origin
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Net value at the start of the period | 257 046 | 161 459 |
| Acquisition of subsidiaries | - | 48 672 |
| In-house generation | 28 263 | 126 680 |
| Acquisition | 49 568 | 152 690 |
| Redemption of emission allowances | (86 318) | (190 736) |
| Sales | (481) | (43 522) |
| Change of revaluation allowance | 518 | 1 803 |
| Net value at the end of the period | 248 596 | 257 046 |
17. Restricted access cash
As at 31 March 2018, restricted access cash amounted to PLN 274,144 thousand. It primarily comprised cash for transaction deposits relating to trading in electricity and CO2 emission allowances, tender bonds and deposits received from suppliers and blockage of cash to secure proper completion of works.
As at 31 December 2017, the total restricted access cash amounted to PLN 99,244 thousand.
18. Financial assets measured at fair value
purchase options regarding shares of Polimex-Mostostal S.A. Pursuant to the share purchase option agreement regarding shares of Polimex-Mostostal S.A. dated 18 January 2017, ENEA S.A. acquired call options from Towarzystwo Finansowe Silesia Sp. z o.o. The said agreement provides for the purchase of the total amount of 9,125 thousand shares at the nominal price of PLN 2.00 per share in three tranches, on the prescribed dates, i.e. 30 July 2020, 30 July 2021 and 30 July2022. Valuation of the call options to fair value was conducted using the Black-
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Scholes model. The book value of the shares as at 31 March 2018 amounted to PLN 22,249 thousand (the book value of the options as at 31 December 2017 amounted to PLN 23,836 thousand).
contracts for the purchase of electricity and gas, CO2 emission allowances and regarding property rights totalling at PLN 89,397 thousand (as at 31 December 2017, they amounted to PLN 58,857 thousand).
19. Loans, borrowings and debt securities
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Bank loans | 2 195 267 | 2 207 341 |
| Borrowings | 67 698 | 69 959 |
| Bonds | 5 396 832 | 5 442 791 |
| Long-term | 7 659 797 | 7 720 091 |
| Bank loans | 113 837 | 102 365 |
| Borrowings | 12 315 | 12 741 |
| Bonds | 350 786 | 424 323 |
| Short-term | 476 938 | 539 429 |
| Total | 8 136 735 | 8 259 520 |
During the period of 3 months ended 31 March 2018, the net book value of loans, borrowings and debt securities decreased by PLN 122,785 thousand. (During the period of 3 months ended 31 March 2017, the book value of loans and borrowings increased by PLN 102,511 thousand).
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Credits and loans
Presented below are loans and borrowings within the Group.
| No. | Company | Lender | Date of contract conclusion |
Total contract amount |
Amount outstanding as at 31.03.2018 |
Amount outstanding as at 31.12.2017 |
Term of the contract |
|---|---|---|---|---|---|---|---|
| 1. | ENEA S.A. | EIB | 18 October 2012 and 19 June 2013 (A i B) |
1 425 000 | 1 349 447 | 1 357 174 | 31 December 2030 |
| 2. | ENEA S.A. | EIB | 29 May 2015 (C) | 946 000 | 946 000 | 946 000 | 30 September 2032 |
| 3. | ENEA S.A. | PKO BP | 28 January 2014 , Annex No. 1 dated 25 January 2017 |
300 000 | - | - | 31 December 2019 |
| 4. | ENEA S.A. | Pekao S.A. | 28 January 2014 , Annex No. 1 dated 25 January 2017 |
150 000 | - | - | 31 December 2019 |
| 5. | ENEA Wytwarzanie Sp. z o.o. | 6 June 2012 |
17 850 | 2 383 | 3 564 | 30 September 2018 |
|
| 6. | ENEA Wytwarzanie Sp. z o.o. | 22 December 2015 |
60 075 | 52 099 | 52 017 | 20 December 2026 |
|
| 7. | LWB | mBank | 16 December 2016 |
100 000 | - | - | 30 November 2018 |
| 8. | Other | - | - | - | 33 805 | 35 847 | - |
| TOTAL | 2 998 925 | 2 383 734 | 2 394 602 | ||||
| Transaction costs and valuation effect according to effective interest rate |
5 383 | (2 196) | |||||
| TOTAL | 2 998 925 | 2 389 117 | 2 392 406 |
Presented below is brief characteristics of material loan and credit agreements in the ENEA Capital Group:
ENEA S.A.
ENEA S.A. currently has finance contracts entered into with the EIB totalling PLN 2,371,000 thousand (Contract A of PLN 950,000 thousand, Contract B of PLN 475,000 thousand and Contract C of PLN 946,000 thousand). Funds obtained from the EIB are to be used to finance a multi-annual investment programme to modernise and extend the power grids of ENEA Operator Sp. z o.o. Funds under Contracts A, B and C have been fully used. The availability period of Contract C expired in December 2017. Interest rate of the loans may be fixed or floating.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
As at 15 March 2018, in conformity with the provisions of Contract A with the EIB, the Parties agreed on the change of the interest rate from floating to fixed for the second tranche of the loan amounting to PLN 170,000 thousand.
ENEA Wytwarzanie Sp. z o.o.
An investment loan from the National Fun the respective loan agreement was entered into on 6 June 2012 for a period between 1 October 2013 and 30 September 2018. The interest rate of the used amount of the loan of PLN 17,850 thousand is WIBOR 3M plus 50 basis point per annum.
a loan agreement of 22 December 2015 was entered into for a period from 1 April 2016 to 20 December 2026 with a limit of PLN 60,075 thousand. The interest rate of the used amount of the loan per annum is based on WIBOR 3M, but no less than 2 % . The grace period of the loan ends on 29 September 2018.
The total debt of ENEA Wytwarzanie Sp. z o.o. due to borrowings as at 31 March 2018 amounts to PLN 54,482 thousand (as at 31 December 2017: PLN 55,581 thousand).
On 16 December 2016, the company entered into an overdraft facility agreement with mBank up to an amount of PLN 100,000,000.00. The facility has a floating interest rate. The maturity date falls on 30 November 2018. As at the reporting date, the company did not use the loan limit.
( 0 unless specified otherwise)
Bonds issue programmes
The table below presents the bonds issued by ENEA S.A. and
| No. | Name of bond issue programme | Programme Date |
Programme Amount |
Value of bonds issued and not redeemed as at 31.03.2018 |
Value of bonds issued and not redeemed as at 31.12.2017 |
Redemption date |
|---|---|---|---|---|---|---|
| 1. | Bond Issue Programme Agreement entered into with PKO BP S.A., Bank PEKAO S.A., BZ WBK S.A., Bank Handlowy w Warsaw S.A. (ENEA S.A.) |
21 June 2012 | 3 000 000 | 3 000 000 | 3 000 000 | One-off redemption between June 2020 and June 2022 |
| 2. | Bond Issue Programme Agreement entered into with Bank Gospodarstwa Krajowego (ENEA S.A.) |
15 May 2014 | 1 000 000 | 920 000 | 960 000 | Redemption in instalments, last instalment payable in December 2026 |
| 3. | Bond Issue Programme Agreement entered into with S.A., BankPEKAO S.A. and mBank S.A. (ENEA S.A.) |
30 June 2014 | 5 000 000 | 1 500 000 | 1 500 000 | One-off redemption of a given series in February 2020 and September 2021 |
| 4. | Bond Issue Programme Agreement entered into with Bank Gospodarstwa Krajowego (ENEA S.A.) |
3 December 2015 |
700 000 | 142 500 | 150 000 | Redemption in instalments, last instalment payable in September 2027 |
| 5. | Agreement on Bond Issue Programme entered into with Bank PEKAO S.A. (LWB) |
23 September 2013 |
300 000 | 225 030 | 301 911 | Redemption in instalments, last instalment payable in December 2018 |
| 6. | Bond Issue Programme Agreement entered into with Bank PEKAO S.A. and Bank Gospodarstwa Krajowego (LWB) |
30 June 2014 | 300 000 | - | - | Redemption in March 2017 |
| TOTAL | 10 300 000 | 5 787 530 | 5 911 911 | |||
| Transaction costs and valuation effect according to effective interest rate |
(39 912) | (44 797) | ||||
| TOTAL | 10 300 000 | 5 747 618 | 5 867 114 |
ENEA S.A. enters into agreements regarding bond issue programmes in order to finance its current business operations and the investment needs of ENEA S.A. and its subsidiaries.
In the first quarter of 2018, ENEA S.A. . did not make any amendments to the Programme Agreements and did not enter into any new agreements. No new bonds have issued.
Notes presented on pages 13-59 constitute an integral part of these consolidated financial statements.
L financial liabilities under bonds issued by LWB currently pertain one programme agreement. Under the Programme Agreement entered into by the company and Bank Polska Kasa Opieki S.A. on 23 September 2013, 3,000 bonds were issued with the total value of PLN 300,000 thousand and bonds redemption date of 31 December 2018. The maturity date of the respective tranches of bonds of PLN 75,000 thousand each falls on 30 June 2018, 30 September 2018 and 30 December 2018. Bonds interest is based on WIBOR 3M increased by a fixed margin. On 30 March 2018, LWB redeemed 750 bonds with the value of PLN 100 thousand each, with the total value of PLN 75,000 thousand.
Interest rate risk hedging transactions
During the period of 3 months ended 31 March 2018, ENEA S.A. did not conclude any interest rate risk hedging transactions (Interest Rate Swap). The total exposure under bonds and loans hedged with the IRS transactions as at 31 March 2018 amounted to PLN 5,402,520 thousand. The concluded transactions significantly affect the predictability of cash flows and financial costs. Valuation of those instruments is presented by the Group under Financial assets measured at fair value Derivative instruments are regarded cash flow hedges and consequently they are recognised and settled in the books using the principles of hedge accounting.
As at 31 March 2018, valuation of IRS amounted to PLN 347 thousand (as at 31 December 2017: PLN 29,553 thousand).
Financing conditions covenants
Under financing agreements, the Company and the ENEA Capital Group are required to comply with certain financial ratios. As at 31 March 2018 and as at the date of drawing up these Abbreviated Interim Consolidated Financial Statements, the Group did not breach any provisions of loan agreements under which it would be required to earlier repay its long-term debt.
(all amounts give )
20. Financial Instruments
The table below shows a statement of fair values and book values:
| 31.03.2018 | 31.12.2017 (converted data) |
|||
|---|---|---|---|---|
| Book value | Fair value | Book value | Fair value | |
| Long-term financial assets measured at fair value | 79 257 | 79 257 | 103 615 | 103 615 |
| Long-term financial assets measured at amortised cost |
7 741 | 7 741 | 2 940 | 2 940 |
| Short-term financial assets measured at fair value | 73 634 | 73 634 | 49 329 | 49 329 |
| Short-term financial assets measured at amortised cost |
537 | 537 | 10 516 | 10 516 |
| Trade and other accounts receivable | 1 261 682 | (*) | 1 533 993 | (*) |
| Customer contract assets | 283 563 | 283 563 | - | - |
| Cash and cash equivalents | 2 512 314 | 2 512 314 | 2 687 126 | 2 687 126 |
| Cash deposited at the Mine Closure Fund | 121 833 | 121 833 | 121 806 | 121 806 |
| Credit, loans and debt securities | 8 136 735 | 8 213 597 | 8 259 520 | 8 338 192 |
| Financial lease liabilities | 3 095 | 3 095 | 3 593 | 3 593 |
| Trade and other liabilities | 1 501 645 | (*) | 1 915 502 | (*) |
| Financial liabilities measured at fair value | 78 650 | 78 650 | 51 060 | 51 060 |
(*)The book value of trade and other receivables, trade and other liabilities is close to their fair value.
Financial assets measured at fair value include, among others:
- shares and stocks in unrelated entities in which the participation in the equity is less than 20%. The item presents shares in PGE EJ1 Sp. z o.o. in the amount of PLN 26,902 thousand for which there is no market price listed on the active market and whose fair value - due to the initial phase of the company's operation - is determined on the basis of the incurred cost,
- options of purchase of shares of Polimex-Mostostal S.A.,
- derivative instruments which include the valuation of interest rate hedging transactions (Interest Rate Swaps). The fair value of derivative instruments is determined by calculating the net present value based on two yield curves, i.e. a curve to determine the discount factors, and a curve used to estimate future values of variable reference rates,
- forward contracts for the purchase of electricity and gas, CO2 emission allowances and regarding property rights.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
(all amounts give )
Long-term debt financial assets measured at amortised cost include loans granted with maturity in excess of one year.
Short-term debt financial assets measured at amortised cost include, among others, loans granted with maturity below one year.
The table below shows an analysis of financial instruments measured at fair value, grouped according to a three-tier hierarchy, where:
Tier 1 - fair value is based on stock prices (unadjusted) offered for identical assets or liabilities in active markets,
Tier 2 - fair value is determined on the basis of values observed in the market, however not being direct market quotations (e.g. determined by reference, directly or indirectly, to similar instruments existing in the market),
Tier 3 - fair value is determined based on various valuation techniques not based, however, on any observable market information.
| 31.03.2018 | ||||
|---|---|---|---|---|
| Tier 1 | Tier 2 | Tier 3 | Total | |
| Financial assets measured at fair value | ||||
| Derivative instruments used in hedge accounting (among others, Interest Rate Swaps) |
- | 398 | - | 398 |
| Equity instruments measured at fair value through other comprehensive income |
26 902 | 26 902 | ||
| Call option (measured at fair value through profit or loss) |
- | 22 249 | - | 22 249 |
| Other derivative instruments measured at fair value through profit or loss |
- | 88 557 | - | 88 557 |
| Shares and stock measured at fair value through profit or loss |
13 395 | 1 390 | 14 785 | |
| Total | 13 395 | 111 204 | 28 292 | 152 891 |
| Financial liabilities measured at fair value through profit or loss Derivative instruments measured at fair value |
||||
| through profit or loss | - | (78 650) | - | (78 650) |
| Total | - | (78 650) | - | (78 650) |
Notes presented on pages 13-59 constitute an integral part of these consolidated financial statements.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
(all amounts give )
| 31.12.2017 | ||||
|---|---|---|---|---|
| Tier 1 | Tier 2 | Tier 3 | Total | |
| Derivative instruments | ||||
| Interest Rate Swaps | - | 29 553 | - | 29 553 |
| Financial assets measured at fair value through | ||||
| profit or loss | ||||
| Forward contracts | - | 58 857 | - | 58 857 |
| Call options | - | 23 836 | - | 23 836 |
| Financial assets available for sale | ||||
| Not listed equity instruments | - | - | 1 391 | 1 391 |
| Total | - | 112 246 | 1 391 | 113 637 |
| Financial liabilities measured at fair value through | ||||
| profit or loss | ||||
| Forward contracts | - | (51 060) | - | (51 060) |
| Total | - | (51 060) | - | (51 060) |
21. Deferred income due to subsidies, connection fees and other
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Long-term | ||
| Deferred income due to subsidies | 129 323 | 196 334 |
| Deferred income due to connection charges | - | 401 514 |
| Deferred income due to street lighting upgrading services | 49 020 | 47 595 |
| 178 343 | 645 443 | |
| Short-term | ||
| Deferred income due to subsidies | 9 531 | 13 864 |
| Deferred income due to connection fees | - | 17 129 |
| Advance payments received towards connection fees | - | 59 125 |
| Deferred income due to street lighting upgrading services | 1 677 | 1 125 |
| Building contracts - estimate | - | 1 179 |
| 11 208 | 92 422 |
| Deferred income schedule | ||
|---|---|---|
| 31.03.2018 | 31.12.2017 | |
| Up to one year | 11 208 | 92 422 |
| From 1 to 5 years | 50 141 | 134 426 |
| Over 5 years | 128 202 | 511 017 |
| 189 551 | 737 865 |
During the period of 3 months ended 31 March 2018, the book value of deferred income due to subsidies, connection fees and other decreased by net amount of PLN 548,314 thousand. This is primarily due to changes in the accounting principles resulting from the implementation of IFRS 15. These changes have been described in Note 3.
During the period of 3 months ended 31 March 2017, the book value of deferred income due to subsidies, connection fees and other increased by a net amount of PLN 316 thousand.
22. Deferred income tax
Changes in assets and provision for deferred income tax (after asset and provision compensation at the Group level) are as follows:
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Opening balance of deferred income tax assets | 501 945 | 403 257 |
| Opening balance of provision for deferred income tax | 245 240 | 191 798 |
| Opening balance of net deferred income tax assets | (256 705) | (211 459) |
| Adjustment due to implementation of IFRS 9 and 15 | 91 694 | - |
| Opening balance of net deferred income tax assets following adjustment | (165 011) | - |
| Acquisition of subsidiary companies | - | (142 936) |
| Amount recognised in the profit or loss | 26 795 | 109 673 |
| Amount recognised in other comprehensive income | (5 392) | (11 983) |
| Closing balance of net deferred income tax assets, whereof: | (143 608) | (256 705) |
| Closing balance of deferred income tax assets | 475 059 | 501 945 |
| Closing balance of provision for deferred income tax | 331 451 | 245 240 |
During the period of 3 months ended 31 March 2018, as a result of reduction of the net deferred income tax asset, the amount 26,795 thousand (during the period of 3 months ended 31 March 2017, as a result of reduction of the net deferred income tax asset, the amount recognised in the 22,114 thousand).
23. Provisions for other liabilities and other charges
Provisions for liabilities and other charges broken down into long-term and short-term
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Long-term | 655 068 | 643 187 |
| Short-term | 1 083 235 | 1 083 929 |
| Total | 1 738 303 | 1 727 116 |
During the period of 3 months ended 31 March 2018, net provisions for other liabilities and other charged increased by PLN 11,187 thousand (during the period of 3 months ended 31 March 2017, provisions for other liabilities and other charged increased by PLN 72,313 thousand).
( rwise)
Change in provisions for liabilities and other charges
for the period ended 31.03.2018
| Provision for non contractual use of land |
Provision for other claims filed |
Provision for landfill reclamation |
Provision for certificates of energy origin |
Provision for the purchase of CO2 emission allowances |
Mine decommissioning |
Other | Total | |
|---|---|---|---|---|---|---|---|---|
| Opening balance | 200 830 | 132 918 | 59 712 | 265 553 | 487 359 | 105 441 | 475 303 | 1 727 116 |
| Reversal of discount and discount rate change |
- | - | - | - | - | 859 | - | 859 |
| Increase of existing provisions |
8 554 | 8 772 | 118 | 103 792 | 157 115 | 778 | 24 169 | 303 298 |
| Provisions used | (2) | (1 201) | - | (86 406) | (201 351) | - | (710) | (289 670) |
| Reversal of unused provision |
(138) | (492) | (2 662) |
- | - | - | (8) | (3 300) |
| Closing balance | 209 244 | 139 997 | 57 168 | 282 939 | 443 123 | 107 078 | 498 754 | 1 738 303 |
In the first quarter of 2018, ENEA S.A. created a provision of PLN 5,533 thousand for prospective claims relating to the termination by ENEA S.A. of purchase contracts for certificates of energy origin from renewable sources and as at 31 March 2018, the value of that provision amounted to PLN 91,269 thousand.
Other provisions mainly concern:
- 000 thousand (As at 31 December 2017: 129 000 thousand),
- prospective liabilities relating to grid assets due to differences in the interpretation of legal provisions of PLN 150,749 thousand (as at 31 December 2017: PLN 147,609 thousand),
- 114,600 thousand (as at 31 December 2017: PLN 113,547 thousand),
- real estate tax of of PLN 44,662 thousand (as at 31 December 2017: PLN 42,353 thousand),
- claims of the ZUS (Social Insurance Institution) regarding accident contribution at A. of PLN 21 669 thousand (as at 31 December 2017: PLN 21,340 thousand),
- repair of mining damages of PLN 4,346 thousand (as at 31 December 2017: PLN 4,434 thousand).
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
Description of material claims and contingent liabilities on that account are presented in Note 27.
24. Net sales revenue
| 01.01.2018 31.03.2018 |
01.01.2017 31.03.2017 |
|
|---|---|---|
| Revenue from sales of electricity | 2 017 076 | 1 502 805 |
| Revenue from sale of distribution services | 692 829 | 828 528 |
| Revenue from sale of goods and materials | 18 291 | 14 882 |
| Revenue from sale of other products and services | 43 230 | 44 858 |
| Revenue from sale of certificates of origin | 1 693 | 161 |
| Revenue from sale of CO2 emission rights | 22 532 | 5 705 |
| Revenue from sale of thermal energy | 136 510 | 118 771 |
| Revenue from sale of coal | 23 438 | 158 429 |
| Revenue from sale of gas | 32 954 | 35 551 |
| Total net sales revenue | 2 988 553 | 2 709 690 |
The Group classified revenues based on the type of products/ services. Main product categories include revenues from sale of electricity (ENEA S.A., ENEA Wytwarzanie, ENEA Trading and ENEA and revenues from sale of distribution services (ENEA Operator).
Sale of electricity: the Group recognises revenues at the time of fulfilment or in the course of fulfilment of the obligation to provide performance by delivering the promised goods or service to the customer. Revenues are shown at prices determined in the respective sales contracts, reduced by estimated discounts and other reductions in sales. The main groups of contracts are electricity sale contracts (including comprehensive agreements) with individual, business, key and strategic customers. Under these contracts, service is provided continuously and the revenue depends on actual consumption. Sales to Izba Rozliczeniowa and Towarowa a Energii (Polish Power Exchange) are also recorded.
The standard term of payment of sales invoices for electricity at ENEA S.A. is 14 days from the date of issue of the VAT invoice. As far as business, key and strategic customers are concerned, that term may be subject to negotiations.
The term of payment of sales invoices regarding electricity sales to IRGiT is 1-3 days from the supply of energy and issue of the invoice. As far as trading at TGE is concerned, payment terms are determined in the Power Exchange Regulations. Sale of distribution services: Upon sale of distribution services, ENEA Operator charges a fee including separate components: variable component of grid rate, quality fee rate, fixed component of grid rate, subscription fee rate, transition fee and renewable energy charge.
As regards the quality fee, transition fee and renewable energy charge, ENEA Operator plays the role of the feecollecting entity forwarding relevant charges to other market participants, for instance to Polskie Sieci Elektroenergetyczne S.A. (PSE). The fees (i.e. quality fee, transition fee and renewable energy charge) may be classified as quasi-taxes collected on behalf of other entities. ENEA Operator acts as an intermediary collecting fees on behalf of other participants of the Energy market, including PSE. As a result, revenues from the sale of distribution services are reduced by the collected renewable energy charges, quality fees and transition fees. At the same time, costs relating to the acquisition of transmission services and costs relating to invoices received in connection with renewable energy support and generators support are adjusted.
Notes presented on pages 13-59 constitute an integral part of these consolidated financial statements.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
25. Related party transactions
Capital Group companies concludes transactions with the following related parties:
- Companies forming the Capital Group these transactions are eliminated at the consolidation stage,
- Transactions concluded between the Group and Members of its governing bodies which may be classified into two categories:
- transactions resulting from appointments of Members of Supervisory Boards,
- transactions under other civil law agreements;
- Transactions with entities controlled by the State Treasury of the Republic of Poland.
ing bodies:
| 01.01.2018 - 31.03.2018 |
01.01.2017 - 31.03.2017 |
01.01.2018 - 31.03.2018 |
01.01.2017 - 31.03.2017 |
|
|---|---|---|---|---|
| Remuneration under managerial contracts and consultancy agreements |
730* | 675 | - | - |
| Remuneration relating to appointment of members of management and supervisory |
||||
| bodies | - | - | 215 | 201 |
| TOTAL | 730 | 675 | 215 | 201 |
* remuneration includes compensation under the non-competition clause for former Management Board Members amounting to PLN 55 thousand
During the period of 3 months ended 31 March 2018, no loans were granted to Supervisory Board Members from the Company Social Benefits Fund (PLN 0.00 for the period of 3 months ended 31 March 2017 ). During that period loans totalling 1 thousand were repaid (PLN 1 thousand for the period of 3 months ended 31 March 2017 ).
Other transactions pursuant to civil law agreements concluded between the Parent Company and members of the pany cars by Management Board Members of ENEA S.A. for private purposes.
The Group also concludes business transactions with state government and local government units owned by the State Treasury of the Republic of Poland.
Those transactions primarily concern:
purchase of coal, electricity, property rights under certificates of energy origin regarding renewable energy and energy cogenerated with heat, transmission and distribution services by the Group from companies controlled by the State Treasury,
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
sale of electricity, distribution services, connection to the grid and other related charges and sale of coal, provided by the Group both to state and local administration units (sale to end consumers) and to companies controlled by the State Treasury (wholesale and retail sales to end consumers).
conditions applied in transactions with other entities. The Group does not keep a register that would allow aggregating the value of all transactions with state institutions and State Treasury-controlled companies.
26. Future liabilities under contracts concluded as at the reporting date
Contractual liabilities relating to the acquisition of property, plant and equipment and intangible assets contracted as at the reporting date, not yet recognized in the statement of financial position are as follows:
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Acquisition of tangible fixed assets | 1 222 322 | 1 138 756 |
| Acquisition of intangible assets | 33 211 | 34 029 |
| 1 255 533 | 1 172 785 |
27. Contingent liabilities and proceedings before courts, arbitration or public administration bodies
27.1. Sureties and guarantees
The table below shows significant bank guarantees under agreements entered into by and between ENEA S.A. and Bank BZ WBK S.A. up to the limit specified therein as at 31 March 2018.
| Date of guarantee |
Guarantee expiry date |
Guarantee issued to | Issuing Bank | Guarantee amount in |
|---|---|---|---|---|
| 01.01.2016 | 11.08.2018 | Górecka Projekt Sp. z o.o. |
BZ WBK S.A. | 1 944 |
| Total bank guarantees granted | 1 944 |
27.2. Proceedings pending before common courts of law
Proceedings brought by the Group
Proceedings instituted before common courts by ENEA S.A. and ENEA Operator Sp. z o.o. concern the recovery of receivables due to electricity supply (energy cases) and recovery of receivables on other accounts, e.g. illegal electricity consumption, connections to the grid and other specialist services (non-energy cases).
Proceedings instituted before common courts of law by ENEA Wytwarzanie Sp. z o.o. mostly concern compensations .
As at 31 March 2018, the Group was pursuing a total of 15,591 actions with the value of the claims amounting to PLN 207,585 thousand (as at 31 December 2017, there were 16,176 cases totalling PLN 219,335 thousand).
The outcome of neither individual case is material for the financial result of the Capital Group.
Proceedings against the Group
Proceedings against the Group are brought both by natural and legal persons. They concern, among others, issues such as compensation for interruptions in energy supply, determination of illegal consumption of energy and compensation for the Company's use of real estate on which power devices are located. The Group considers claims for noncontractual use of land not owned by the Group to be particularly important .
There are also claim due to terminated contracts for the purchase of property rights (Note 27.6).
Court proceedings against ENEA Wytwarzanie Sp. z o.o. concern, among others, compensations and payment of liquidated damages.
As at 31 March 2018, there were in total 2,346 cases brought against the Group totalling PLN 773,772 thousand (as at 31 December 2017, there were 2,431 cases totalling PLN 680,828 thousand). Provisions connected with these court cases are presented in Note 23.
27.3. Arbitration proceedings
Proceedings brought by Mostostal Warszawa S.A. and Acciona Infraestructuras S. S.A. are conducted before the Arbitration Court at the Polish Chamber of Commerce in Warsaw under file reference symbol SA 64/15. The arbitration proceedings were instituted on the basis of a call for arbitration made by the Consortium on 7 April 2015. The consortium's claim amounts to approximately PLN 16.2 million (the above claim consists of a bank guarantee allegedly obtained without grounds by LWB, interest, and costs incurred by the consortium due to the use by LWB of this guarantee).
On 29 September 2017, the Arbitration Court at the Polish Chamber of Commerce in Warsaw issued a judgment dismissing in full the action brought against LWB by the Consortium. The verdict ended the proceedings before the Arbitration Court. In October 2017, LWB filed a motion with the Lublin Court of Appeal for recognition of the arbitration award. At the same time, at the end of November 2017, the Consortium filed a complaint to set aside the Arbitration Court's award.
On 20 September 2016, LWB brought an action against the Consortium before the Regional Court in Lublin to establish a (negative) lack of obligation on the part of LWB to satisfy the consortium's claims under the contract for the extension of the Mechanical Coal Processing Plant.
At the end of the year, the parties unanimously requested the court to refer the parties to mediation and agreed on the person of the mediator. Following the mediation, on 29 March 2018, the parties signed a settlement agreement, which ultimately solves all disputes between LWB and the Consortium. Eventually, the settlement outcome proved to be favourable to LWB.
27.4. Other court proceedings
As far as LWB is concerned, proceedings are pending before the Regional Court in Lublin concerning claims of the ZUS (the Polish Social Insurance Institution) for the accident insurance contribution, namely the legitimacy of reclassifying accidents at work and the repeal of the sanction imposed on the company as a result of an audit carried out by the Lublin Branch of the ZUS. In order to cover any claims in this respect, LWB has established a provision which amounted to PLN 21,669 thousand.
On 21 November 2017, an appeal hearing was held, at which the Court of Appeal in Lublin considered the appeal filed by the ZUS against the judgement of 7 February 2017. The Court of Appeal issued a judgment in which it dismissed the appeal filed by the ZUS. At the moment, the judgement is not legally binding. On 15 January 2018, the Court of Appeals prepared the grounds for the judgment. On 12 March 2018, the Court of Appeal in Lublin received a cassation complaint from the ZUS. The expediency of accepting the complaint for consideration by the Supreme Court will be considered no earlier than at the end of 2018. If the Supreme Court resolves to accept the cassation complaint, the Management Board of LWB expects that the aforesaid dispute will be settled no earlier than at the end of 2019.
The Management Board of LWB is of the opinion that in view of the complicated nature of the case, there is a significant risk of loss of economic benefits until the final settlement of the dispute.
On 18 January 2018, ENEA Wytwarzanie Sp. z o.o. received a statement of claim of 28 December 2017 filed with the ENEA Wytwarzanie Sp. z o.o. regarding payment of PLN 29,445 thousand together with statutory interest on account of the sale price of 126,083 shares in Miejskie ENEA -called rchase agreement regarding sales of ENEA Sp. z o.o. entered into on 26 May 2014. On 23 February 2018, ENEA Wytwarzanie Sp. z o.o. submitted a reply to the statement of claim, objecting the standpoint expressed in the statement of claim and requesting its dismissal.
The dispute concerns the interpretation of the provisions of the share sale agreement of 2014 and determining whether ENEA Wytwarzanie Sp. z o.o. is still obligated to acquire the remaining shares, the sothe opinion of ENEA Wytwarzanie Sp. z o.o., the Company fulfilled its obligation as per the share sale agreement of 2014 concerning the acquisition of shares in ENEA 863 shares.
Should the outcome of the dispute be unfavourable for ENEA Wytwarzanie Sp. z o.o., the company may be obligated to acquire the total of 126 083 shares for the price as per the agreement of 26 May 2014. i.e. for the total amount as per the statement of claim.
( )
The Group believes (on the basis of the opinion of the legal representative of ENEA Wytwarzanie Sp. z o.o.) that the odds are higher that the court judgement will be favourable for the company.
27.5. Cases concerning not balanced energy trading in 2012
On 30 and 31 December 2014, ENEA S.A. applied for a summons to a conciliation hearing with regard to:
| PGE Polska Grupa Energetyczna S.A. | 7 410 |
|---|---|
| PKP Energetyka S.A. | 1 272 |
| TAURON Polska Energia S.A. | 17 086 |
| 1 826 | |
| FITEN S.A. | 207 |
| Total | 27 801 |
The object of the summonses were claims for payment for electrical energy incorrectly settled in the electricity balancing market in 2012. The summoned companies obtained undue financial benefits by refusing to allow ENEA S.A. to issue invoices for the year 2012.
Following its unsuccessful attempt at resolving the aforesaid cases amicably, ENEA S.A. brought actions against:
- FITEN S.A. statement of claim of 24 November 2015 ,
- TAURON Polska Energia S.A. statement of claim of 10 December 2015 ,
- statement of claim of 10 December 2015 ,
- PKP Energetyka S.A. statement of claim of 28 December 2015 ,
- PGE Polska Grupa Energetyczna S.A. statement of claim of 29 December 2015
In the case against FITEN S.A. ENEA S.A. has filed a cassation complaint with the Supreme Court. In the remaining cases no judgement has been issued.
27.6. Dispute concerning prices ofrenewable energy certificates and terminated contracts for the purchase of property rights resulting from certificates of origin of energy from renewable sources
ENEA S.A. is a party to 10 court proceedings regarding contracts for purchase of property rights under certificates of energy origin from renewable sources, which include:
- 7 actions for payment of money, where former business partners of ENEA S.A. pursue claims for remuneration or contractual penalties;
- 3 actions for declaration of ineffectiveness of termination/ withdrawal by ENEA S.A. from contracts of sale of property rights made on 28 October 2016; in one of the aforesaid actions, the demand for the declaration of ineffectiveness is pursued in parallel with a demand for payment.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
ENEA S.A. set off a portion of the receivables owed to counterparties of ENEA S.A. due to the payment of the price for the property rights sold against the claim for damages filed by ENEA S.A. against producers of energy from renewable sources. The damage suffered by ENEA S.A. was created as a result of counterparties' failure to perform their contractual obligation to renegotiate in good faith the long-term agreements for sale of property rights in accordance with the adaptation clause binding on the parties.
On 28 October 2016, ENEA S.A. made representations, depending on the contract, on termination or withdrawal from long-term contracts for the purchase by the Company of property rights resulting from renewable energy certificates (so-called green certificates) (Contracts).
The Contracts were concluded in the years 2006-2014 with the following counterparties, owners of facilities producing energy from renewable sources ("Counterparties "):
- with its registered office in Warsaw;
- Megawind Polska Sp. z o.o. with its registered office in Szczecin;
- PGE Górnictwo i Energetyka Konwencjonalna S.A. with its registered office in ;
- PGE Energia Odnawialna S.A. with its registered office in Warsaw;
- PGE Energia Natury PEW Sp. z o.o. with its registered office in Warsaw;
- "PSW" Sp. z o.o. with its registered office in Warsaw;
- with its registered office in Pozna ;
- Golice Wind Farm Sp. z o.o. with its registered office in Warsaw.
In principle, the contracts were terminated by the end of November 2016. The exact termination date of individual Contracts resulted from contractual provisions.
The Company terminated/withdrew from individual Contracts due to the impossibility of restoring contractual equilibrium and equivalency of performances of the parties caused by changes in the law.
Changes in the law which took place after the conclusion of the aforesaid Contracts, i.e. in particular:
- Regulation of the Minister of Economy of 18 October 2012 concerning detailed scope of obligations to obtain renewable energy certificates and present them for redemption, pay the substitution fee, purchase electricity and heat produced in renewable energy sources, and the obligation to confirm data concerning the amount of electrical energy produced in a renewable energy source (Journal of Laws of 2012, item 1229);
- the Renewable Energy Sources Act of 20 February 2015 (Journal of Laws of 2015, item 478) and the ensuing changes in the law and published bills and draft regulations including, in particular:
- the Act on the Amendment to the Renewable Energy Sources Act and Certain Other Acts of 22 June 2016 (Journal of Laws of 2016, item 925); and
- the draft Regulation of the Minister of Energy concerning a change of the quantitative share of the sum of electrical energy resulting from redeemed certificates of origin confirming production of electrical energy from renewable energy sources, to be enacted under the delegation resulting from Article 12 section 5 of the Act on the Amendment to the Renewable Energy Sources Act and Certain Other Acts of 22 June 2016 and some other legal acts,
objectively prevented the preparation of reliable models forecasting future prices of green certificates.
Abbreviated Interim Consolidated Financial Statements for the period from 1 January to 31 March 2018
( )
By terminating the Contracts the Company intends to avoid financial loses constituting the difference between contract prices and the market price of the green certificates. Due to the changing legal conditions following termination of the Contracts in 2017, in particular resulting from the provisions of the Act of 20 July 2017 on Amending the Renewable Energy Sources Act, the estimated value of future contractual liabilities would have been changed. In the current legal situation it would have been significantly lower in comparison with the amount of ca. PLN 1,187 million estimated as at the moment of termination of the contracts. The drop reflects the change in the method of determination of the substitution fee, which as per some of the contracts is the basis for the calculation of the contractual price and connecting it with the market price.
The Company created a provision in an amount of PLN 91,269 for prospective claims arising from the terminated contracts, with reference to sales notifications of the counterparties concerning property rights submitted by 31 March 2018; the provision is presented in Note 23.
28. Participation in the nuclear power plant construction programme
On 3 September 2014, PGE Polska Grupa Energetyczna, Tauron Polska Energia, ENEA (Business Partners) entered into the Shareholder Agreement. On 15 April 2015, in conformity with the Shareholder Agreement, a shares acquisition agreement was concluded regarding shares of PGE EJ 1 Sp. z o.o. (PGE EJ 1), as a result of which each Business Partner acquired a 10% stake in PGE EJ 1. Following sale by PGE Polska Grupa Energetyczna of shares in PGE EJ 1 to the Business Partners, PGE Polska Grupa Energetyczna holds 70% in the share capital of PGE EJ 1, while the other Business Partners (Tauron Polska Energia, ENEA and KGHM Polska them.
In conformity with the underlying assumptions., PGE Polska Grupa Energetyczna plays the role of the leader of the operator in the future.
In accordance with the Shareholder Agreement, the Parties jointly undertake to finance pro rata to their respective shareholdings - the activities to be carried out within the preliminary phase of the Project (Development Stage). ENEA
.
In the first quarter of 2018, PGE EJ 1 continued preparatory works for the construction of a nuclear power plant in Poland.
In order to provide PGE EJ 1 with funds needed to finance its day-to-day operations, the Shareholders granted the company a loan. The amount of the loan granted by ENEA S.A.as at the date of drawing up of these Abbreviated Interim Consolidated Financial Statements totalled approximately PLN 7.7 million.
Parties to the Shareholder Agreement expect that the decision regarding declaration of continued participation of each of them in the following stage of the Project will be taken after the Development Stage is completed.
( )
29. Acquisition agreement regarding Eco-Power Sp. z o.o.
Fen Wind Farm B.V. with its registered office in Amsterdam and Wento Holdings S.à l. with its registered office in ENEA Wytwarzanie Sp. z o.o. for the conclusion of a share purchase agreement regarding shares of Eco-Power Sp. z o. o. at a price including a base amount of PLN 286,500,000.00.
ENEA Wytwarzanie Sp. z o.o. denied the above claim and in its response to the statement of claim (and is subsequent letter of 7 January 2017) requested that the claim be dismissed in its entirety and that costs of the proceedings be charged to the Claimants. Based on the estimated value of shares of Eco-Power Sp. z o. o., the Group created a provision of PLN 129 million. This figure results from the difference between the price taking into account the base amount of PLN 286,500,000.00 and the value estimated according to the model of ENEA SA.
The first court session was held on 10 April 2017, and the following sessions were held on 15 and 29 May, 20, 22 and 24 November 2017 and 5 January 2018, The Court has interviewed a majority of the witnesses.
30. Changes in the composition of the Supervisory Board
On 13 March 2018, the Company received a letter (dated on the same day) from Mr Pawe from the function of Member of the Supervisory Board of ENEA S.A.
On 22 March 2018, the Company received a statement (dated on the same day) from the Minister of Energy on exercising thereby of the right to appoint, pursuant Supervisory Board of ENEA S.A. In line with the aforementioned right, as of 22 March 2018, Mr Ireneusz Kulka was .
On 16 April 2018, the Management Board ENEA S.A. became aware of the statement of the Minister of Energy dated 13 the aforementioned right, as of 15 April 2018, Mr Ireneusz Kulka
On 16 April 2018, the Extraordinary Meeting of Shareholders of ENEA S.A.:
- dismissed the following Members of the Supervisory Board of ENEA
- however with effect as of the date of obtaining by the candidate of a positive opinion of the Council for State Treasury Controlled Companies and State-Owned Corporate Bodies, i.e. as of 20 April 2018.
Selected standalone financial data of ENEA S.A.
| 3 months ended 31.03.2018 |
3 months ended 31.03.2017 |
3 months ended 31.03.2018 |
3 months ended 31.03.2017 |
|
|---|---|---|---|---|
| Net sales revenues | 1 173 388 | 1 490 101 | 280 822 | 347 416 |
| Operating profit | 32 611 | 41 426 | 7 805 | 9 658 |
| Profit before tax | 48 752 | 98 777 | 11 668 | 23 030 |
| Net profit of the reporting period | 44 119 | 79 703 | 10 559 | 18 583 |
| EBITDA | 33 167 | 42 180 | 7 938 | 9 834 |
| Cash flows from operating activities | (303 178) | 218 016 | (72 558) | 50 830 |
| Cash flows from investing activities | (160 022) | (1 617 801) | (38 297) | (377 189) |
| Cash flows from financial activities | (97 476) | 361 879 | (23 329) | 84 372 |
| Total net cash flows | (560 676) | (1 037 906) | (134 184) | (241 987) |
| Weighted average number of shares (in units) | 441 442 578 | 441 442 578 | 441 442 578 | 441 442 578 |
| Net earnings per share (in PLN / EUR per share) |
0.10 | 0.18 | 0.02 | 0.04 |
| Diluted earnings per share (in PLN / EUR) | 0.10 | 0.18 | 0.02 | 0.04 |
| As at 31.03.2018 |
As at 31.12.2017 |
As at 31.03.2018 |
As at 31.12.2017 |
|
|---|---|---|---|---|
| Total assets | 22 161 175 | 22 452 921 | 5 265 813 | 5 383 232 |
| Total liabilities | 9 510 354 | 9 820 944 | 2 259 797 | 2 354 634 |
| Long-term liabilities | 7 637 385 | 7 695 443 | 1 814 752 | 1 845 032 |
| Short-term liabilities | 1 872 969 | 2 125 501 | 445 044 | 509 602 |
| Equity | 12 650 821 | 12 631 977 | 3 006 017 | 3 028 597 |
| Share capital | 588 018 | 588 018 | 139 722 | 140 981 |
| Book value per share (in PLN / EUR) | 28.66 | 28.62 | 6.81 | 6.86 |
| Diluted book value per share (in PLN / EUR) |
28.66 | 28.62 | 6.81 | 6.86 |
The above financial data for 2017 and 2016 were converted into EUR according to the following principles:
-
Individual items of assets and liabilities according to the average exchange rate announced as at 31 March 2018 4.2085 PLN/EUR (as at 31 December 2017 4.1709 PLN/EUR),
-
Individual items of the profit and loss account and the cash flow statement according to an exchange rate being an arithmetic mean of the average exchange rates determined by the National Bank of Poland as at the last day of each month of the reporting period from 1 January to 31 March 2018 4.1784 PLN/EUR (between 1 January and 31 March 2017 4.2891 PLN/EUR).
Index to Abbreviated Interim Standalone Financial Statements
| Standalone Statement of Financial Position 64 | ||
|---|---|---|
| Standalone Statement of Profit and Loss and Other Comprehensive Income 65 | ||
| Standalone Statement of Changes in Equity 66 | ||
| Standalone Statement of Cash Flows 67 | ||
| Notes to Standalone Financial Statements 68 | ||
| 1. | General information about ENEA S.A 68 | |
| 2. | Statement of compliance 68 | |
| 3. | Accounting principles applied 69 | |
| 4. | Change of items presentation in the statement of financial position 76 | |
| 5. | Material estimates and assumptions 78 | |
| 6. | Composition of the Capital Group list of subsidiaries, associates and jointly-controlled entities 78 |
|
| 7. | Property, plant and equipment 80 | |
| 8. | Intangible assets 80 | |
| 9. | Investments in subsidiaries, associates and jointly controlled entities 80 | |
| 10. Financial assets measured at amortized cost 81 | ||
| 11. Trade and other receivables revaluation write-offs 83 | ||
| 12. Customer contract assets 83 | ||
| 13. Analysis of the age structure of customer contract assets, trade accounts receivable | ||
| and leasing accounts receivable 83 | ||
| 14. Inventory 84 | ||
| 15. Cash and cash equivalents 84 | ||
| 16. Financial assets measured at fair value 84 | ||
| 17. Financial instruments 85 | ||
| 18. Loans, borrowings and debt securities 86 | ||
| 19. Other financial liabilities 89 | ||
| 20. Deferred income tax 89 | ||
| 21. Provisions for liabilities and other charges 89 | ||
| 22. Net sales revenue 90 | ||
| 23. Related party transactions 91 | ||
| 24. Future liabilities under contracts concluded at the end of the reporting period 92 | ||
| 25. Contingent liabilities and proceedings before courts, arbitration and public administration bodies 93 | ||
| 25.1. Sureties and guarantees granted by the Company for loans and borrowings 93 | ||
| 25.2. Proceedings pending before common courts of law 93 | ||
| 25.3. Cases concerning non-balanced energy trading in 2012 94 | ||
| 25.4. Dispute concerning renewable energy origin certificate prices, and terminated contracts for | ||
| the purchase of property rights resulting from renewable energy certificates of origin 95 | ||
| 26. Participation in the nuclear power plant construction programme 96 | ||
| 27. Performance of the Investment Agreement with Energa S.A. and E | ||
| 97 | ||
| 28. Recapitalisation of Polska Grupa Górnicza S.A. 99 | ||
| 29. Changes in the composition of the Supervisory Board 100 |
These Abbreviated Interim Standalone Financial Statements were prepared in accordance with the requirements of the International Financial Reporting Standard IAS 34 Interim Financial Reporting, as approved by the European Union and accepted by the Management Board of ENEA S.A.
Members of the Management Board
| President of the Management Board | ………………………………. | |
|---|---|---|
| Member of the Management Board | Piotr Adamczak | ………………………………. |
| Member of the Management Board | Piotr Olejniczak | …………………………………. |
| Member of the Management Board | …………………………………. |
ENEA Centrum Sp. z o.o. Company responsible for keeping books of account and drawing up financial statements ……………………………………….. ENEA Centrum Sp. z o.o. ul. Górecka 1, 60- [court registration] KRS 0000477231, NIP [tax identification number] 777-000-28-43 REGON [statistical identification number] 630770227
( rwise)
Standalone Statement of Financial Position
| As at | |||
|---|---|---|---|
| Note | 31.03.2018 | 31.12.2017 (converted data)* |
|
| ASSETS | |||
| Non-current assets | |||
| Property, plant and equipment | 7 | 25 441 | 25 905 |
| Perpetual usufruct of land | 1 211 | 1 215 | |
| Intangible assets | 8 | 4 623 | 4 666 |
| Investment property Investments in subsidiaries, associates and |
14 720 | 14 855 | |
| jointly controlled entities | 9 | 12 119 924 | 11 945 473 |
| Deferred income tax assets | 20 | 61 985 | 66 693 |
| Financial assets measured at fair value | 16 | 62 918 | 92 696 |
| Debt financial assets measured at amortized cost | 10 | 6 918 987 | 6 902 669 |
| Trade and other receivables | 157 | 14 793 | |
| Costs of contract conclusion | 15 297 | - | |
| 19 225 263 | 19 068 965 | ||
| Current assets | |||
| Inventory | 14 | 186 779 | 217 158 |
| Trade and other receivables | 896 902 | 1 090 313 | |
| Costs of contract conclusion | 16 733 | - | |
| Customer contract assets | 12 | 250 215 | - |
| Current income tax receivables Debt financial assets measured at amortized cost |
160 749 | 126 336 | |
| Cash and cash equivalents | 10 15 |
238 784 1 185 750 |
203 723 1 746 426 |
| 2 935 912 | 3 383 956 | ||
| Total assets | 22 161 175 | 22 452 921 | |
| EQUITY | |||
| Share capital | 588 018 | 588 018 | |
| Share premium | 4 627 673 | 4 627 673 | |
| Reserve capital from valuation of hedging instruments | 2 980 | 25 967 | |
| Reserve capital | 3 150 240 | 3 150 240 | |
| Retained earnings | 4 281 910 | 4 240 079 | |
| Total equity | 12 650 821 | 12 631 977 | |
| LIABILITIES | |||
| Long-term liabilities | |||
| Loans, borrowings and debt securities | 18 | 7 585 644 | 7 643 223 |
| Financial lease liabilities | 182 | 248 | |
| Liabilities due to employee benefits | 51 528 | 51 941 | |
| Provisions for other liabilities and other charges | 21 | 31 | 31 |
| Current liabilities | 7 637 385 | 7 695 443 | |
| Loans, borrowings and debt securities | 18 | 237 774 | 222 958 |
| Trade and other liabilities | 683 476 | 797 569 | |
| Financial lease liabilities | 260 | 258 | |
| Liabilities due to employee benefits | 19 078 | 19 885 | |
| Liabilities due to an equivalent of the right to acquire shares free of | |||
| charge | 281 | 281 | |
| Other financial liabilities | 547 081 | 723 735 | |
| Provisions for other liabilities and other charges | 21 | 385 019 | 360 815 |
| Total liabilities | 1 872 969 9 510 354 |
2 125 501 9 820 944 |
|
| Total equity and liabilities | 22 161 175 | 22 452 921 | |
* conversion of data for the comparative period is presented in Note 4 to these Abbreviated Standalone Financial Statements
( rwise)
Standalone Statement of Profit and Loss and Other Comprehensive Income
| For a period of | |||
|---|---|---|---|
| Note | 3 months ended 31.03.2018 |
3 months ended 31.03.2017 |
|
| Sales revenue | 1 240 201 | 1 558 581 | |
| Excise tax | (66 813) | (68 480) | |
| Net sales revenue | 22 | 1 173 388 | 1 490 101 |
| Other operating revenue | 2 895 | 3 147 | |
| Depreciation | (556) | (754) | |
| Costs of employee benefits | (14 803) | (12 947) | |
| Consumption of materials and supplies and cost of goods sold | (690) | (522) | |
| Energy and gas purchase for sale | (1 063 674) | (938 257) | |
| Transmission and distribution services | (534) | (420 499) | |
| Other outsourced services | (43 460) | (40 559) | |
| Taxes and charges | ( 1 525) | (1 592) | |
| Profit/(loss) on sale and liquidation of property, plant and equipment | - | 66 | |
| Other operating expenses | (18 430) | (36 758) | |
| Operating profit | 32 611 | 41 426 | |
| Financial expenses | (55 750) | (45 282) | |
| Financial revenue | 71 891 | 102 633 | |
| Profit before tax | 48 752 | 98 777 | |
| Income tax | (4 633) | (19 074) | |
| Net profit for the reporting period | 44 119 | 79 703 | |
| Other comprehensive income | |||
| Items that are or may be reclassified to profit or loss | |||
| - valuation of hedging instruments | (28 379) | (6 209) | |
| - income tax | 5 392 | 1 180 | |
| Net other comprehensive income | (22 987) | (5 029) | |
| Total comprehensive income | 21 132 | 74 674 | |
| 44 119 | 79 703 | ||
| Weighted average number of ordinary shares | 441 442 578 | 441 442 578 | |
| Basic earnings per share (in PLN per share) | 0,10 | 0,18 | |
| Diluted earnings per share (in PLN per share) | 0,10 | 0,18 |
( rwise)
Standalone Statement of Changes in Equity
| Share capital (nominal value) |
Revaluation of share capital |
Total share capital |
Share premium | Reserve capital from valuation of hedging instruments |
Reserve capital |
Retained earnings |
Total equity | |
|---|---|---|---|---|---|---|---|---|
| Balance as at 01.01.2018 | 441 443 |
146 575 | 588 018 |
4 627 673 |
25 967 |
3 150 240 |
4 240 079 |
12 631 977 |
| Adjustment due to implementation of IFRS 9 |
(2 288) | (2 288) | ||||||
| Balance as at 01.01.2018 following adjustment |
441 443 |
146 575 | 588 018 |
4 627 673 |
25 967 |
3 150 240 |
4 237 791 |
12 629 689 |
| Net profit | 44 119 | 44 119 | ||||||
| Other comprehensive income | (22 987) |
(22 987) | ||||||
| Net comprehensive income recognised in the period |
(22 987) |
44 119 | 21 132 | |||||
| Balance as at 31.03.2018 | 441 443 |
146 575 | 588 018 |
4 627 673 |
2 980 | 3 150 240 |
4 281 910 |
12 650 821 |
| Reserve capital |
| Share capital (nominal value) |
Share capital revaluation |
Total share capital |
Share premium | from valuation of hedging instruments |
Reserve capital |
Retained earnings |
Total equity | |
|---|---|---|---|---|---|---|---|---|
| Balance as at 01.01.2017 | 441 443 |
146 575 | 588 018 |
4 627 673 |
33 826 |
2 640 358 |
3 050 604 |
10 940 479 |
| Net profit | 79 703 | 79 703 | ||||||
| Other comprehensive income | (5 029) | (5 029) | ||||||
| Net comprehensive income recognised in the period |
(5 029) | 79 703 | 74 674 | |||||
| Balance as at 31.03.2017 | 441 443 |
146 575 | 588 018 |
4 627 673 |
28 797 |
2 640 358 |
3 130 307 |
11 015 153 |
The Standalone Statement of Changes in Equity should be read together with explanatory notes which constitute an integral part of these Abbreviated Interim Standalone Financial Statements
( unless specified otherwise)
Standalone Statement of Cash Flows
| 3 months ended 31.03.2018 |
3 months ended 31.03.2017 |
|
|---|---|---|
| Cash flows from operating activities | ||
| Net profit for the reporting period Adjustments: |
44 119 | 79 703 |
| Income tax as per the statement of profit and loss and other comprehensive income |
4 633 | 19 074 |
| Depreciation | 556 | 754 |
| Profit on sale and liquidation of property, plant and equipment | - | (66) |
| Loss /(profit) on sale of financial assets | 351 | (52 832) |
| Interest income | (62 542) | (38 988) |
| Interest expense | 52 422 | 42 185 |
| (4 580) | (29 873) | |
| Income tax paid | (56 345) | (90 935) |
| Tax of Capital Group | 46 683 | 84 401 |
| Changes in working capital | ||
| Inventory | 30 379 | 57 040 |
| Trade and other receivables | (76 353) | (206) |
| Trade and other liabilities Liabilities due to employee benefits |
(310 065) | 176 862 |
| Provisions for other liabilities and other charges | (1 220) 24 204 |
(1 064) (57 912) |
| (333 055) | 174 720 | |
| Net cash flows from operating activities | (303 178) | 218 016 |
| Cash flows from investing activities | ||
| Acquisition of property, plant and equipment and intangible assets | - | (170) |
| Inflows from disposal of property, plant and equipment and intangible assets |
- | 71 |
| Inflows from disposal of financial assets | 32 021 | 11 821 |
| Acquisition of financial assets | (49 800) | (286 500) |
| Acquisition of subsidiaries, associates and jointly-controlled entities | (173 714) | (1 371 409) |
| Inflows relating to future acquisition of financial assets | - | 173 |
| Interest received | 31 471 | 28 213 |
| Net cash flows from investing activities | (160 022) | (1 617 801) |
| Cash flows from financing activities | ||
| Loans and borrowings received | - | 250 000 |
| Repayment of loans and borrowings Bond issue |
(7 727) - |
- 150 000 |
| Bonds redemption | (47 500) | - |
| Expenses related to payment of financial lease liabilities | (64) | (79) |
| Expenses related to future issue of bonds | (416) | (422) |
| Interest paid | (41 769) | (37 620) |
| Net cash flows from financing activities | (97 476) | 361 879 |
| Increase / (decrease) of net cash | (560 676) | (1 037 906) |
| Opening balance of cash | 1 746 426 | 1 614 822 |
| Closing balance of cash | 1 185 750 | 576 916 |
The Standalone Statement of Cash Flows should be read together with explanatory notes which constitute an integral part of these Abbreviated Interim Standalone Financial Statements
( )
Notes to Standalone Financial Statements
1. General information about ENEA S.A.
| Name (business name): | ENEA |
|---|---|
| Legal form: | Joint-stock company |
| Country: | Republic of Poland |
| Registered office: | |
| Address: | ul. Górecka 1, 60- |
| National Court Register | KRS 0000012483 |
| Telephone number: | (+48 61) 884 55 44 |
| Fax number: | (+48 61) 884 59 59 |
| E-mail address: | [email protected] |
| Website: | www.enea.pl |
| Statistical identification number (REGON): | 630139960 |
| Tax identification number (NIP): | 777-00-20-640 |
ENEA S.A.
As at 31 March 2018, the shareholding structure of ENEA S.A. was as follows: The State Treasury of the Republic of Poland held 51.5% of shares, PZU TFI 9.96%, other shareholders 38.54%.
As at 31 March 2018, the statutory share capital of ENEA S.A. amounted to PLN 441,443 thousand (PLN 588,018 thousand following conversion to the IFRS-EU, and accounting for hyperinflation and other adjustments) and it was divided into 441,442,578 shares.
The core business of ENEA ENEA
ENEA S.A. is the Parent Company at the ENEA Capital Group March 2018, the Group comprised 13 subsidiary companies, 10 indirect subsidiaries, 1 affiliate and 4 jointly-controlled entities.
The Abbreviated Interim Standalone Financial Statements have been prepared based on the assumption that the Group will be able to continue as a going concern in the foreseeable future. No circumstances occur that would indicate a threat to ENEA .
2. Statement of compliance
These Abbreviated Interim Standalone Financial Statements have been prepared in conformity with the requirements of the International Financial Reporting Standard IAS 34 Interim Financial Reporting, which has been approved by the European Union and adopted by the Management Board of ENEA S.A.
(all amounts given in PLN )
interpretation as well as the methods and principles of measurement of individual items of the Abbreviated Interim Standalone Financial Statements of ENEA S.A. in conformity with the IFRS-EU as at 31 March 2018. Due diligence has been applied while preparing the presented statements and explanations. These Abbreviated Interim Standalone Financial Statements have not been reviewed by chartered accountant.
The Company draws up the Abbreviated Interim Consolidated Financial Statements of the ENEA Capital Group in conformity with the IFRS-EU as at and for the period of three months ended 31 March 2018. These Abbreviated Interim Standalone Financial Statements shall be read together with the aforesaid Abbreviated Interim Consolidated Financial Statements of the ENEA Capital Group and the Standalone Annual Financial Statements of ENEA S.A. for the financial year ended 31 December 2017.
3. Accounting principles applied
These Abbreviated Interim Standalone Financial Statements have been drawn up using the accounting principles consistent with the principles used upon drawing up the last annual standalone financial statements for the financial year ended 31 December 2017, except for the accounting principles ensuing from the IFRS 9 Financial Instruments and IFRS 15 Revenues from Contracts with Customers, that took effect on 1 January 2018.
3.1. Functional currency and presentation currency
The currency of measurement and the reporting currency of the presented Abbreviated Interim Standalone Financial Statements is Polish zloty. Figures in the Abbreviated Interim Standalone Financial Statements are presented in ess indicated otherwise.
3.2. Costs of contract conclusion
The costs of concluding a contract are costs incurred by the Company in order to enter into a contract with a customer that the Company would not have incurred had the contract not been concluded (including the costs of partner commissions due to the conclusion of contracts for the sale of electricity). The costs that would have been incurred irrespective of the fact of concluding the contract are presented in the result of the period in which they were incurred.
3.3. Financial assets
The Company classifies its financial instruments in the following categories:
- financial assets measured at fair value through profit or loss,
- equity instruments measured through other comprehensive income,
- financial assets measured at amortized cost,
- financial assets measured at fair value through other comprehensive income.
(all amounts given in PLN )
- a) Financial assets measured at fair value through profit or loss include:
- financial assets held for trading (including derivative instruments to which hedge accounting is not applied),
- financial assets voluntarily assigned to this category,
- financial assets that do not meet the definition of a basic loan agreement, including equity instruments such as stocks and shares, except for those assigned to equity instruments through other comprehensive income,
- financial assets that meet the definition of a basic loan agreement that are not maintained in accordance with the business model to realize cash flows or to realize cash flows or sales.
Assets in this category are classified as current assets if they are held for trading or are expected to be realised within 12 months of the balance sheet date.
b) Financial assets measured at amortized cost
Financial assets measured at amortized cost are financial assets held within a business model, the purpose of which is to hold financial assets to collect the contractual cash flows and whose contractual terms meet the criteria of the basic loan agreement.
c) Financial assets measured at fair value through other comprehensive income
Financial assets measured at fair value through other comprehensive income are financial assets held within a business model, the purpose of which is both to collect the contractual cash flows and to sell financial assets; and whose contractual terms meet the criteria of the basic loan agreement.
d) Equity instruments measured through other comprehensive income
Equity instruments measured through other comprehensive income include investments in an equity instrument classified voluntarily and irrevocably at the moment of initial recognition. Equity instruments meeting the criteria of assets held for trading and meeting the criteria of a conditional payment recognized by the acquiring company as part of a merger of companies may not be included in such classification.
At the moment of initial recognition, the Company measures a financial asset subject to classification for the purposes of its valuation at its fair value. An exception to this rule are trade receivables without a significant financial component, which are valued at the transaction price.
The fair value of financial assets not included in the fair value measurement through profit or loss is increased by transaction costs which can be directly attributed to the acquisition of these assets.
Financial assets measured at fair value through profit or loss are measured at fair value as at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the realisation of a given item. Results of revaluation to fair value for assets in this category are recognized in the financial result. In the case of removing a given item from the books, the Company determines the gain or loss on disposal and recognizes it in the financial result for the period.
Financial assets measured at amortized cost assets are measured at amortized cost as at each balance sheet date. Amortized cost of a financial asset is an amount at which the financial asset is measured at the time of its initial recognition, reduced by repayment of the principal amount and increased or decreased by depreciation, determined
(all amounts given in PLN )
using the effective interest rate, of all differences between such initial amount and the amount at maturity, and adjusted for any allowances for expected credit losses.
Financial assets measured at fair value through other comprehensive income are measured at fair value as at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the realisation of a given item. Interest accrued for such items and revaluation write-offs for expected credit losses are recognized in the financial result of the period, and remaining revaluation to fair value is recognized as other comprehensive income.
Equity instruments classified as measured through other comprehensive income are measured at fair value at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the realisation of a given item. Revaluation to fair value is recognized as other comprehensive income.
3.4. Hedge accounting and derivative instruments
Derivative instruments used by the Company to hedge against specific risks related, among others, to changes in interest rates and currency exchange rates, are measured at fair value. Derivative instruments are presented as assets if their value is positive and as liabilities if their value is negative.
The fair value of foreign currency contracts is determined by reference to current forward rates on contracts with the same maturity or based on a valuation received from independent entities. The fair value of interest rate swaps can be determined based on a valuation received from independent entities. The fair value of other derivative instruments is determined based on market data or based on a valuation obtained from independent institutions specialising in such valuation.
The Company may apply hedge accounting to a portion or the entire exposure to a specific risk if the hedging instrument and the hedged item that constitute the hedging relationship are part of the risk management objective and the hedging strategy.
The Company defines hedging relationships regarding various types of risk as a fair value hedge or cash flow hedge. Risk hedges in respect of probable future liabilities are settled as cash flow hedges.
When the hedging relationship is established, the Company documents the relationship between the hedging instrument and the hedged item and the risk management objectives, as well as the strategy for implementing various hedging transactions.
Derivative instruments that are hedging instruments are recognized by the Company in accordance with the principles of fair value hedge accounting or cash flow hedge accounting, if the following conditions are simultaneously met:
at the time of establishment of the hedge, the hedging relationship, as well as the purpose of risk management by the Company and the hedging strategy were officially designated and documented,
(all amounts given in PLN )
- the hedging relationship includes only eligible hedging instruments and eligible hedged items,
- the hedge is expected to be highly effective in offsetting changes in fair value or cash flows arising from the hedged risk, in line with the risk management strategy for that particular hedging relationship,
- in the case of cash flow hedges, the planned transaction being the subject of hedge must be highly probable and must be subject to the risk of changes in cash flows, which as a result may affect the financial result,
- hedging efficiency can be credibly assessed.
If the Company identifies the ineffectiveness of the hedge beyond the adopted risk management objectives, and the hedging relationship continues to implement the risk management strategy and risk management objectives, the Company restores the balance of the hedging relationship.
The Company discontinues applying hedge accounting principles prospectively if:
- the hedge no longer meets the criteria for hedge accounting due to the fact that the hedging instrument expires, is sold, terminated or executed,
- the hedge no longer meets the criteria for hedge accounting in connection with a change of the risk management strategy or risk management objectives.
The company does not dissolve the hedging relationship that:
- still meets the risk management objective on the basis of which the hedge was deemed eligible for inclusion in hedge accounting, and
- continues to meet all other eligibility criteria (taking into account, if applicable, restoring the balance of the hedging relationship).
If fair value hedges are applied to items other than an equity instrument classified as an equity instrument through other comprehensive income, the Company:
- recognizes gains or losses arising from the revaluation of the fair value of the derivative hedging instrument in the financial result, and
- adjusts the book value of the hedged item by the gain or loss related to the hedged item resulting from the risk being hedged and recognizes it in the financial result of the current period.
If fair value hedge is applied to an equity instrument classified as an equity instrument through other comprehensive income, the Company:
- recognizes gains and losses arising from the revaluation of the fair value of the hedging derivative instrument in other comprehensive income, and
- measures the equity instrument through other comprehensive income by recognising revaluation in other comprehensive income.
Cash flow hedge is a hedge against the threat of cash flow volatility, which can be attributed to a specific risk related to a recognized asset or liability or a highly probable planned transaction that could affect the financial result. The
(all amounts given in PLN )
planned transaction is a transaction that is not yet a result of a concluded, binding contract (expected future transaction).
When using cash flow hedge accounting, the Company:
- recognizes the effective part of changes in the fair value of derivative instruments designated as cash flow hedges in the revaluation reserve,
- recognizes the profit or loss related to the ineffective part in the financial result for the current period.
If the hedge of a planned transaction results in the recognition of a financial asset or financial liability, the related gain or loss that was included in the revaluation reserve is transferred to the financial result in the same period or periods in which the acquired asset or liability affects the financial result. However, if the Company expects that all or part of the losses recognized in the revaluation reserve will not be recovered in one or more future periods, it recognizes in the financial result the amount that is not expected to be recovered.
If the hedge of a planned transaction results in the recognition of a non-financial asset or non-financial liability or a planned transaction involving a non-financial asset or a non-financial liability becomes a probable future liability to which fair value hedge is applied, the Company excludes the related gain or loss that was recognized in the revaluation reserve and includes it in the initial cost of acquisition or in another carrying amount of an assets or liabilities item.
If the Company ceases to apply cash flow hedge accounting in accordance with the criteria specified above, the accumulated profits or losses from the hedging instrument included in the revaluation reserve remain in them until the hedged transaction is performed. If the hedged transaction is not carried out (or is not expected), the cumulative net result included in the revaluation capital is transferred immediately to the profit and loss account.
3.5. Trade and other receivables
Trade receivables are initially recognised at the transaction price and subsequently they are measured at amortized cost using the effective interest rate, including impairment write-offs. In a situation where there are no differences between the initial value of receivables and the amount (amounts) on the due date (due dates), interest accrued using the effective rate does not appear.
An impairment write-off on receivables is determined based on the expected credit losses. The expected credit losses account for both the occurrences of default of counterparties as well as potential estimated credit losses. The write-off is charged to costs recognized in the profit and loss account and other comprehensive income at the end of each reporting period.
3.6. Contract assets
In its statement of financial position, the Company recognizes a contract asset being the Company's right to remuneration in exchange for goods or services which the Company has provided to the customer. An asset is
(all amounts given in PLN )
recognized if the Company has fulfilled its obligation by supplying goods or services to the customer before the customer has paid the remuneration or before the due date.
3.7. Cash and cash equivalents
Cash and cash equivalents include cash in a bank account, bank deposits payable on demand, other short-term investments with an initial maturity of up to three months and with high liquidity. Cash at hand is measured at each balance sheet date at face value. Cash at bank, bank deposits payable on demand and other short-term investments with an initial maturity of up to three months and with high liquidity are measured as at each balance sheet date at amortized cost (at the nominal/initial value plus interest accrued until the balance sheet date, adjusted for a write-off for anticipated credit losses).
3.8. Financial liabilities, including loans and credits, debt securities
Financial liabilities including trade accounts payable and other liabilities are initially recognized at fair value, less transaction costs incurred.
Financial liabilities including loans and debt securities are classified as at the moment of their initial recognition in the following categories:
- financial liabilities measured at fair value through profit or loss,
- financial liabilities measured at amortized cost.
Financial liabilities measured at fair value through profit or loss include:
- financial liabilities that meet the definition of liabilities held for trading, including derivative instruments not used in hedge accounting,
- financial liabilities voluntarily designated by the Company as measured at fair value through profit or loss.
Financial liabilities measured at amortized cost include all financial liabilities subject to classification for the purposes of measurement, not included in financial liabilities measured at fair value through profit or loss.
At the moment of initial recognition, the Company measures a financial liability subject to classification for the purposes of measurement at its fair value.
The fair value of a financial liability not included in the fair value measurement through profit or loss is decreased by transaction costs that can be directly assigned to the issue (incurring/inception) of this liability.
The balance sheet valuation of a financial liability and the recognition of revaluations depend on the assignment of a given item to the appropriate category for the purposes of the valuation.
financial liabilities classified as financial liabilities measured at fair value through profit or loss are measured at fair value as at each balance sheet date. The fair value determined as at the balance sheet date is not adjusted for transaction costs that should be incurred for the settlement of a given item. Revaluation to fair value is recognized in the profit or loss of the period,
(all amounts given in PLN )
financial liabilities classified into the category of financial liabilities at amortized cost are measured at amortized cost as at each balance sheet date.
3.9. Contract liabilities
In its statement of financial position, the Company recognizes a contract liability being an obligation of the Company to supply goods or services to a customer in return for which the Company has received remuneration (or the amount of remuneration is due) from the customer.
If the customer has paid the remuneration or the Company is entitled to the amount of remuneration which is unconditional (i.e. payable) before the Company has supplied the goods or services to the customer, the Company presents the contract as a contract liability at the time of payment or when the payment becomes due (whichever happens first).
3.10. Recognition of revenues
The Company recognizes revenue when it meets (or in the course of fulfilling) the obligation to provide a performance by supplying the promised good or service (i.e. an asset) to the customer, at the same time acquiring the right to remuneration and the legal title to the asset. The transfer of an asset takes place when the customer gains control over this asset.
The transfer of control may take place over time, when the obligation to provide the performance is fulfilled and as time goes on, i.e. when:
- the customer simultaneously obtains and draws benefits derived from the performance provided by the Company, as the Company provides this performance,
- the provision of a performance by the Company results in the creation or improvement of an asset (for instance, work in progress), and control over this asset, as it is manufactured or improved, is exercised by the customer; or
- the provision of a performance by the Company does not result in the creation of an asset of an alternative use for the Company, and the Company has an enforceable right to receive payment for the performance provided to-date.
When determining the degree of fulfilment of an obligation, the method based on results and the method based on outlays are used, taking into account the nature of the good or service being transferred.
Under revenues from core operations, the Company recognizes revenues from the sale of the following groups of products and services:
services provided on a continuous basis - the amount of revenue depends on consumption (for instance, supply of electricity, thermal energy, natural gas, provision of distribution services). Revenues are recognised when the Company transfers control over a part of the service provided. The Company recognizes revenues in the amount of remuneration from the customer to which it is entitled, which directly corresponds to the value to the customer of the performance provided so far - this value is the amount that the Company has the right to invoice,
(all amounts given in PLN )
delivery of goods/services settled at a specified point in time (among others, sale of property rights). Revenues are recognized when control over the product/service is transferred. The transfer of control takes place when the goods are made available to the customer or when the provision of a given service is completed.
The recognition of sales revenues in the amount of net remuneration occurs when the Company acts as an intermediary (agent), i.e. its obligation to provide a performance consists in ensuring delivery of goods or services by another entity. Such revenue is recognized in the form of a fee or commission to which - in accordance with the Company's expectations - it will be entitled in exchange for ensuring delivery of goods or services by another entity. The fee or commission due to the Company may be the amount of net remuneration which the Company retains after paying a remuneration to another entity in exchange for goods or services provided by that entity.
Interest revenues are recognized on an accrual basis using the effective interest rate, if obtaining them is not doubtful.
Dividend revenues are recognised at the time of acquisition of the right to receive payment.
3.11. Methods of implementation of the new standards
IFRS 9 - the Company has implemented IFRS 9 retrospectively with the recognition of adjustments as at 01.01.2018. ENEA S.A. applies IFRS 9 in accordance with its transitional provisions - it does not convert comparative data for previous periods, i.e. 01.01.2017 and 31/12/2017 to reflect the requirements of IFRS 9 in terms of valuation.
IFRS 15 - the Company has implemented IFRS 15 retrospectively with the combined effect of the first application and it recognizes the combined effect of the first application of the standard as an adjustment to the initial balance of retained earnings in the reporting period in which the first application date falls.
4. Change of items presentation in the statement of financial position
In connection with the entry into force of IFRS 9 and the resulting new classification of financial assets, the Company's management has decided to change the presentation of financial assets in the statement of financial position, therefore in the financial statements in 2018 new categories of financial assets replacing the existing ones appear. They are respectively:
- Financial assets measured at fair value and
- Debt financial assets measured at amortized cost.
(all amounts given in PLN )
| Data approved 31.12.2017 |
Data converted 31.12.2017 |
|
|---|---|---|
| ASSETS | ||
| Non-current assets | ||
| Property, plant and equipment | 25 905 | 25 905 |
| Perpetual usufruct of land | 1 215 | 1 215 |
| Intangible assets | 4 666 | 4 666 |
| Investment property | 14 855 | 14 855 |
| Investments in subsidiaries, associates | ||
| and jointly controlled entities | 11 945 473 | 11 945 473 |
| Deferred income tax assets | 66 693 | 66 693 |
| Financial assets measured at fair value | - | 92 696 |
| Debt financial assets measured at amortized cost | - | 6 902 669 |
| Financial assets available for sale | 39 307 | - |
| Intragroup bonds | 6 771 221 | - |
| Financial assets measured at fair value through profit or loss | 23 836 | - |
| Derivative instruments | 29 553 | - |
| Trade and other receivables | 146 241 | 14 793 |
| 19 068 965 | 19 068 965 | |
| Current assets | ||
| Inventory | 217 158 | 217 158 |
| Trade and other receivables | 1 126 982 | 1 090 313 |
| Current income tax receivables | 126 336 | 126 336 |
| Debt financial assets measured at amortized cost | - | 203 723 |
| Intragroup bonds | 167 054 | - |
| Cash and cash equivalents | 1 746 426 | 1 746 426 |
| 3 383 956 | 3 383 956 | |
| TOTAL ASSETS | 22 452 921 | 22 452 921 |
Long-term financial assets measured at fair value
-
- Financial assets available for sale PLN 39,307 thousand;
- Financial assets measured at fair value through profit or loss PLN 23,836 thousand;
- Derivative instruments PLN 29,553 thousand.
Long-term debt financial assets measured at amortized cost
-
- Long-term Intragroup bonds PLN 6,771,221 thousand;
- Long-term loans granted ).
Short-term debt financial assets measured at amortized cost
-
- Short-term intragroup bonds PLN 167,054 thousand;
- Short-term loans granted PLN 36,6 -
(all amounts given in PLN )
5. Material estimates and assumptions
Preparation of the Abbreviated Interim Standalone Financial Statements in accordance with IAS 34 requires that the Management Board should adopt certain assumptions and make estimates that affect the adopted accounting principles and the amounts disclosed in the Abbreviated Interim Standalone Financial Statements and in the notes to these financial statements. The assumptions and estimates are based on the best knowledge of the Management Board regarding current and future events and activities. Actual results, however, may differ from those anticipated. Estimates adopted upon drawing up of the Abbreviated Interim Standalone Financial Statements are consistent with the estimates adopted upon drawing up of the standalone financial statements for the last financial year. The estimates provided in previous financial years do not have a material impact on the current interim period.
6. Composition of the Capital Group list of subsidiaries, associates and jointly-controlled entities
| Name and address of company | ENEA in the total number of votes [%] 31.03.2018 |
ENEA in the total number of votes [%] 31.12.2017 |
||
|---|---|---|---|---|
| 1. | ENEA Operator Sp. z o.o. | subsidiary | 100 | 100 |
| 2. | ENEA Wytwarzanie Sp. z o.o. | subsidiary | 100 | 100 |
| 3. | ENEA | subsidiary | 100 | 100 |
| 4. | ENEA Szczeci |
subsidiary | 100 | 100 |
| 5. | ENEA Trading Sp. z o.o. | subsidiary | 100 | 100 |
| 6. | ENEA Logistyka Sp. z o.o. | subsidiary | 100 | 100 |
| 7. | ENEA Serwis Sp. z o.o. Lipno, Gronówko 30 |
subsidiary | 100 | 100 |
| 8. | ENEA Centrum Sp. z o.o. | subsidiary | 100 | 100 |
| 9. | ENEA Pomiary Sp. z o.o. | subsidiary | 100 | 100 |
| 10. | ENERGO-TOUR Sp. z o.o. in liquidation | subsidiary | 1005 | 1005 |
| 11. | ENEA Innowacje Sp. z o.o. 9 | subsidiary | 1009 | 100 |
| 12. | Bogdanka, Puchaczów | subsidiary | 65,99 | 65,99 |
| 13. | Annacond Enterprises Sp. z o.o. in liquidation 7 25 |
subsidiary | 61 | 61 |
| 14. | ElectroMobility Poland S.A. Warszawa, ul. Mysia 2 |
jointly-controlled company |
258 | 25 |
| 15. | 6 | jointly-controlled company |
5011 | 23,79 |
| 16. | Polimex Mostostal S.A. Warszawa, |
associate | 16,48 | 16,48 |
| 17. | Polska Grupa Górnicza S.A. | jointly-controlled company |
7,6610 | 5,81 |
| 18. | ENEA Bioenergia Sp. z o.o. | indirect subsidiary | 1004 | 1004 |
| 19. | ENEA z o.o. |
indirect subsidiary | 1001 | 1001 |
| 20. | ENEA Badania i Rozwój Sp. z o.o. | indirect subsidiary | 1001 | 1001 |
(all amounts given in PLN )
| 21. | Oborniki, ul. Wybudowanie 56 | indirect subsidiary | 99,931 | 99,931 |
|---|---|---|---|---|
| 22. | ENEA | indirect subsidiary | 91,141 | 91,141 |
| 23. | indirect subsidiary | 71,111 | 71,111 | |
| 24. | EkoTRANS Bogdanka Sp. z o.o. Bogdanka, Puchaczów |
indirect subsidiary | 65,992 | 65,992 |
| 25. | RG Bogdanka Sp. z o.o. Bogdanka, Puchaczów |
indirect subsidiary | 65,992 | 65,992 |
| 26. | MR Bogdanka Sp. z o.o. Bogdanka, Puchaczów |
indirect subsidiary | 65,992 | 65,992 |
| 27. | Bogdanka, Puchaczów | indirect subsidiary | 58,532 | 58,532 |
| 28. | Centralny System Wymiany Informacji Sp. z o.o. | jointly-controlled company |
203 | 203 |
1 indirect subsidiary through shares in ENEA Wytwarzanie Sp. z o.o.
2
3jointly-controlled company through shares in ENEA Operator Sp. z o.o.
4indirect subsidiary through shares in ENEA
5 On 30 March 2015, t company following liquidation proceedings; the resolution took effect on 1 April 2015. On 5 November 2015, an application for deleting the company from the National Court Register was filed. As at the date of drawing up these standalone financial statements, formalities relating to deleting the company from the National Court Register were still underway.
6 On transforming the company into a limited liability company. On 27 February 2018, the transformation into a limited liability company was registered in the National Court Register
7 On 28 February 2018, the Extraordinary Meeting of Shareholders of Annacond Enterprises Sp. z o.o. adopted a resolution under which the company was put to liquidation.
8 ed a resolution on from PLN 1,000.00 to PLN 3,000.00. The share capital increase was registered in the National Court Register on 23 April 2018.
9 ENEA Innovation Sp. z o.o. adopted a resolution on creating 35,000 new shares with the nominal value of PLN 100.00 each. The share capital increase was registered in the National Court Register on 23 April 2018.
On 17 April 2018, the name of ENEA Innovation Sp. z o.o. was changed to ENEA Innowacje Sp. z o.o. in the National Court Register
10 On 31 January 2018, the Extraordinary Meeting of Shareholders of Polska Grupa Górnicza S.A. adopted a resolution on sand to PLN 3,916,718 thousand by way of issue of 3,000,000 new shares with the nominal value of PLN 100.00 each. ENEA S.A. acquired 900,000 shares with the total nominal value of PLN 90,000 thousand, thus increasing the share of ENEA share capital to 7.66%. On 6 April 2018, the share capital increase was registered with the National Court Register
11 On 23 March 2018, ENEA S.A. concluded with ENERGA S.A. a contract of purchase of 1,201,036 shares of Elektrownia share capital by PLN 35,000 thousand, that is from PLN 229,100 thousand to PLN 264,100 thousand by creating 700,000 new shares privileged in terms of voting in such a way that one share will correspond to two votes, with the nominal value of PLN 50.00 each and the total nominal value of PLN 35,000 thousand. On 29 March 2018, ENEA S.A. signed a declaration of acquisition of 350,000 shares and covering them with a cash contribution in an amount of PLN 17,500 thousand. On 30 March 2018, ENEA S.A. made the cash contribution. The registration of the share capital increase in the National Court Register is still pending.
(all amounts given in PLN )
7. Property, plant and equipment
Over the 3 months ended 31 March 2018, the Company did not purchase any property, plant or equipment (during the period of 3 months ended 31 March 2017: PLN 0 thousand, respectively).
Over the 3 months ended 31 March 2018, the Company disposed of the written-off plant, property and equipment totalling at PLN 0 thousand net (during the period of 3 months ended 31 March 2017: PLN 5 thousand net, respectively).
8. Intangible assets
Over the 3 months ended 31 March 2018, the Company did not acquire any intangible assets (during the period of 3 months ended 31 March 2017: PLN 0 thousand, respectively).
Over the 3 months ended 31 March 2018, the Company did not sell or dispose of any intangible assets (during the period of 3 months ended 31 March 2017, PLN 0 thousand, respectively).
9. Investments in subsidiaries, associates and jointly controlled entities
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Opening balance | 11 945 473 | 9 448 433 |
| Acquisition of investments | 174 451 | 1 615 327 |
| Repayable capital contributions | - | 387 |
| Other | - | 2 056 |
| Change in revaluation allowances | - | 879 270 |
| Closing balance | 12 119 924 | 11 945 473 |
| Investment revaluation allowances | ||
| 31.03.2018 | 31.12.2017 | |
| Opening balance | 1 280 505 | 2 159 775 |
| Reversed | - | (879 270) |
| Closing balance | 1 280 505 | 1 280 505 |
On 3 January 2018, the Extraordinary Meeting of Shareholders of ElectroMobility Poland S.A. adopted a resolution on share capital by PLN 20,000 thousand by way of increasing the nominal value of the existing shares from PLN 1,000.00 to PLN 3,000.00. Following the aforesaid capital increase, ENEA S.A. holds 2,500 shares of the company with the nominal value of PLN 3,000.00, with the total value of PLN 7,500 thousand.
On 31 January 2018, the Extraordinary Meeting of Shareholders of Polska Grupa Górnicza S.A. adopted a resolution on y issuing 3,000,000 new shares by private subscription. ENEA S.A. acquired 900,000 new shares by private subscription, with the nominal value of PLN 100 each and the total nominal value of PLN 90,000 thousand.
On 31 January 2018, the Extraordinary Shareh ENEA Innovation Sp. z o.o. adopted a resolution on
(all amounts given in PLN )
with the nominal value of PLN 100.00 each.
On 23 March 2018, ENEA S. shares were purchased for PLN 57,694 thousand. Following acquisition of the shares, ENEA S.A. holds 50%
On 29 March 2018, t of PLN 50 each and the total nominal value of PLN 17,500 thousand.
10. Financial assets measured at amortized cost
| 31.03.2018 | 31.12.2017 (converted data)* |
|
|---|---|---|
| Short-term debt financial assets measured at amortized cost Intragroup bonds Loans granted |
198 678 40 106 |
167 054 36 669 |
| Short-term debt financial assets measured at amortized cost |
238 784 | 203 723 |
| Long-term debt financial assets measured at amortized cost |
||
| Intragroup bonds | 6 739 368 | 6 771 221 |
| Loans granted | 179 619 | 131 448 |
| Long-term debt financial assets measured at amortized cost |
6 918 987 | 6 902 669 |
| TOTAL | 7 157 771 | 7 106 392 |
Revaluation allowances for anticipated credit losses
| Nominal value | Revaluation write-off |
Book value | |
|---|---|---|---|
| 31.03.2018 | |||
| Debt financial assets measured | 7 158 705 | ||
| at amortized cost | (934) | 7 157 771 | |
| Cash and cash equivalents | 1 185 750 | - | 1 185 750 |
| Financial assets measured at amortized cost | 8 344 455 | (934) | 8 343 521 |
Intragroup bonds
The ENEA Capital Group adopted a model of financing investments carried out by subsidiaries of ENEA S.A. by way of intra-group funding. ENEA S.A. obtains long-term funds in the financial market by contracting loans or issuing bonds, and subsequently distributes them within the Group. The table below shows the current intra-group bond issue programmes as at 31 March 2018 and as at 31 December 2017:
Abbreviated Interim Standalone Financial of ENEA S.A. for the period from 1 January to 31 March 2018
(all amounts given in PLN )
| Date of contract | Company issuing bonds | Redemption date | Amount granted |
Amount used | Bonds not redeemed as at 31.03.2018 (principal amount) |
Bonds not redeemed as at 31.12.2017 (principal amount) |
|---|---|---|---|---|---|---|
| 10 March 2011 | ENEA Wytwarzanie Sp. z o.o. | 31 March 2023 | 26 000 | 26 000 | 26 000 | 26 000 |
| 29 September 2011 | ENEA Wytwarzanie Sp. z o.o. | 29 September 2019 | 14 500 | 14 500 | 6 000 | 6 000 |
| 23 July 2012 | ENEA Wytwarzanie Sp. z o.o. | 22 July 2019 | 158 500 | 158 500 | 30 100 | 35 650 |
| 8 September 2012 contract amounting to PLN 4,000,000 thousand reduced pursuant to Annexe No. 2 of 21 January 2015 to PLN 3,000,000 thousand |
ENEA Wytwarzanie Sp. z o.o. | From 15 June 2020 to 15 December 2020 depending on the date of bond series issue; other amounts no later than on 15 June 2022 |
3 000 000 | 2 650 000 | 2 650 000 | 2 650 000 |
| 20 June 2013 amended pursuant to Annexe No. 1 of 9 October 2014 and Annexe No. 2 of 7 July 2015 |
ENEA Operator Sp. z o.o. | Depending on bond issue dates, no later, however, then 17 June 2030 |
1 425 000 | 1 425 000 | 1 349 447 | 1 357 174 |
| 12 August 2014 for an amount of PLN 260,000 thousand, increased to PLN 1,000,000 thousand pursuant to Annexe No. 1 of 11 February 2015 and reduced to PLN 260,000 thousand pursuant to Annexe No. 2 of 30 December 2015 |
ENEA Wytwarzanie Sp. z o.o. | Redemption in instalments final redemption date 15 December 2026 |
260 000 | 260 000 | 239 200 | 249 600 |
| 17 November 2014 | ENEA Wytwarzanie Sp. z o.o. | 31 March 2020 | 740 000 | 350 000 | 350 000 | 350 000 |
| 17 February 2015 for PLN 760,000 thousand, increased by Annexe No. 1 of 3 June 2015 to PLN 1,000,000 thousand |
ENEA Wytwarzanie Sp. z o.o. | 10 February 2020 | 1 000 000 | 1 000 000 | 1 000 000 | 1 000 000 |
| 7 July 2015 amended pursuant to Annexe No. 1 of 28 March 2017 |
ENEA Operator Sp. z o.o. | Depending on bond issue dates, no later, however, then 15 December 2031 |
946 000 | 946 000 | 946 000 | 946 000 |
| 30 October 2015 | Energetyki Cieplnej Sp. z o.o. | Redemption in instalments final redemption date 31 March 2020 |
18 000 | 18 000 | 8 000 | 9 000 |
| 20 September 2017 | ENEA Operator Sp. z o.o. | 15 December 2019 | 350 000 | 350 000 | 350 000 | 350 000 |
| Total | 6 954 747 | 6 979 424 | ||||
| valuation | Transaction costs and effect of effective interest rate | (16 701) | (41 149) | |||
| Total | 6 938 046 | 6 938 275 |
Over the 3 months ended 31 March 2018, ENEA S.A. did not conclude any new Programme Agreements. As of 15 March 2018, ENEA S.A. and ENEA Operator Sp. z o.o. changed the interest rate from floating to fixed for series II of bonds issued under the Programme Agreement of 20 June 2013 amounting to PLN 170,000 thousand.
( )
11. Trade and other receivables revaluation write-offs
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Receivables revaluation write-off at the beginning of the period | 64 622 | 56 111 |
| Adjustment due to implementation of IFRS 9 | 2 572 | - |
| Receivables revaluation write-off at the beginning of the period | ||
| following adjustment | 67 194 | 56 111 |
| Created | 722 | 23 837 |
| Used | (1 400) | (15 326) |
| Receivables revaluation write-off at the end of the period | 66 516 | 64 622 |
Over the 3 months ended 31 March 2018, the write-off for revaluation of the balance sheet value of trade and other receivables increased by PLN 1,894 thousand (during the period of 3 months ended 31 March 2017, the revaluation write-off increased by PLN 391 thousand).
12. Customer contract assets
| Customer contract assets | |
|---|---|
| Opening balance following adjustment | 221 714 |
| Non-invoiced receivables | 28 521 |
| Change in revaluation write-off | (20) |
| Closing balance | 250 215 |
13. Analysis of the age structure of customer contract assets, trade accounts receivable and leasing
accounts receivable
| Nominal value | Revaluation write-off |
Book value | |
|---|---|---|---|
| 31.03.2018 | |||
| Trade accounts receivable and leasing accounts | |||
| receivable | |||
| Current | 778 561 | (514) | 778 047 |
| Past due | |||
| 0-30 days | 56 934 | (51) | 56 883 |
| 31- 90 days | 17 668 | (1 298) | 16 370 |
| 91-180 days | 6 914 | (2 323) | 4 591 |
| Over 180 days | 81 462 | (59 606) | 21 856 |
| Total trade accounts receivable and | 941 539 | (63 792) | 877 747 |
| leasing accounts receivable | |||
| Customer contract assets | 250 390 | (175) | 250 215 |
| Nominal value | Revaluation write-off |
Book value | |
| 31.12.2017 | |||
| Current | 1 127 284 | (21) | 1 127 263 |
| Past due | |||
| 0-30 days | 39 522 | (181) | 39 341 |
| 31- 90 days | 14 498 | (659) | 13 839 |
| 91-180 days | 5 750 | (1 477) | 4 273 |
| Over 180 days | 83 442 | (59 576) | 23 866 |
| TOTAL | 1 270 496 | (61 914) | 1 208 582 |
(all amounts given in PLN )
14. Inventory
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Certificates of origin | 186 038 | 216 494 |
| Goods for sale | 741 | 664 |
| Total Inventory | 186 779 | 217 158 |
| Certificates of origin | ||
| 31.03.2018 | 31.12.2017 | |
| Opening balance | 216 494 | 84 984 |
| Acquired | 58 419 | 322 090 |
| Redeemed | (86 236) | (189 121) |
| Sold | (2 639) | (1 459) |
| Closing balance | 186 038 | 216 494 |
Costs relating to redemption of certificates of energy origin are presented in the profit and loss account under item: Energy and gas purchase for sale.
15. Cash and cash equivalents
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Cash at bank | 39 933 | 183 662 |
| Other cash | 1 145 817 | 1 562 764 |
| - deposits | 1 142 070 | 1 553 367 |
| - other | 3 747 | 9 397 |
| Total cash and cash equivalents | 1 185 750 | 1 746 426 |
| Cash disclosed in the statement of cash flows | 1 185 750 | 1 746 426 |
As at 31 March 2018 and 31 December 2017, ENEA S.A. did not have any restricted access cash.
16. Financial assets measured at fair value
purchase options regarding shares of Polimex-Mostostal S.A. Pursuant to the share purchase option agreement regarding shares of Polimex-Mostostal S.A. dated 18 January 2017, ENEA S.A. acquired call options from Towarzystwo Finansowe Silesia Sp. z o.o. The said agreement provides for the purchase of the total amount of 9,125 thousand shares at the nominal price of PLN 2.00 per share in three tranches, on the prescribed dates, i.e. 30 July 2020, 30 July 2021 and 30 July2022. Valuation of the call options to fair value was conducted using the Black-Scholes model. The book value of the shares as at 31 March 2018 amounted to PLN 22,249 thousand.
(all amounts given in PLN )
17. Financial instruments
The table below shows a statement of the fair values and the book values.
| 31.12.2017 | ||||
|---|---|---|---|---|
| 31.03.2018 | (converted data) | |||
| Book value | Fair value | Book value | Fair value | |
| Long-term financial assets measured at fair value |
62 918 | 62 918 | 92 696 | 92 696 |
| Long-term debt financial assets measured at amortized cost |
6 918 987 | 7 020 245 | 6 902 669 | 6 967 307 |
| Short-term debt financial assets measured at amortized cost |
238 784 | 238 784 | 203 723 | 203 723 |
| Trade and other receivables | 877 747 | (*) | 1 040 465 | (*) |
| Customer contract assets | 250 215 | 250 215 | - | - |
| Cash and cash equivalents | 1 185 750 | 1 185 750 | 1 746 426 | 1 746 426 |
| Long-term bank loans, borrowings and debt securities | 7 585 644 | 7 662 506 | 7 643 223 | 7 721 895 |
| Short-term bank loans, borrowings and debt securities | 237 774 | 237 774 | 222 958 | 222 958 |
| Financial lease liabilities | 442 | 442 | 506 | 506 |
| Other financial liabilities | 547 081 | 547 081 | 723 735 | 723 735 |
| Trade and other liabilities | 560 931 | (*) | 615 163 | (*) |
(*) The book value of trade and other receivables, trade and other liabilities is close to their fair value.
Financial assets measured at fair value include, among others:
- shares and stocks in unrelated entities in which the participation in the equity is less than 20%. The item presents shares in PGE EJ1 Sp. z o.o. in the amount of PLN 26,902 thousand for which there is no market price listed on the active market and whose fair value - due to the initial phase of the company's operation - is determined on the basis of the incurred cost,
- options of purchase of shares of Polimex-Mostostal S.A.,
- derivative instruments which include the valuation of interest rate hedging transactions (Interest Rate Swaps). The fair value of derivative instruments is determined by calculating the net present value based on two yield curves, i.e. a curve to determine the discount factors, and a curve used to estimate future values of variable reference rates.
Long-term debt financial assets measured at amortized cost include acquired debt financial instruments bonds and loans granted with maturity exceeding one year.
Short-term debt financial assets measured at amortized cost include acquired debt financial instruments bonds and loans granted with maturity under one year.
(all amounts given in PLN )
The table below shows an analysis of financial instruments measured at fair value, grouped according to a three-tier hierarchy, where:
Tier 1 - fair value is based on stock prices (unadjusted) offered for identical assets or liabilities in active markets,
Tier 2 - fair value is determined on the basis of values observed in the market, however not being direct market quotations (e.g. determined by reference, directly or indirectly, to similar instruments existing in the market),
Tier 3 - fair value is determined based on various valuation techniques not based, however, on any observable market information.
| 31.03.2018 | ||||
|---|---|---|---|---|
| Tier 1 | Tier 2 | Tier 3 | Total | |
| Financial assets measured at fair value | ||||
| Derivative instruments used in hedge accounting (among others, Interest Rate Swaps) Equity instruments at fair value measured through other |
- | 372 | - | 372 |
| comprehensive income Shares and stock at fair value measured through profit or |
- | - | 26 902 | 26 902 |
| loss | 13 395 | - | - | 13 395 |
| Call options | - | 22 249 | - | 22 249 |
| 13 395 | 22 621 | 26 902 | 62 918 | |
| 31.12.2017 | ||||
| Tier 1 | Tier 2 | Tier 3 | Total | |
| Derivative instruments Interest Rate Swaps Financial assets measured at fair value through profit or |
- | 29 553 | - | 29 553 |
| loss Call options |
- | 23 836 | - | 23 836 |
| Total | - | 53 389 | - | 53 389 |
18. Loans, borrowings and debt securities
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Long-term | ||
| Bank loans | 2 188 812 | 2 200 432 |
| Bonds | 5 396 832 | 5 442 791 |
| Total | 7 585 644 | 7 643 223 |
| Short-term | ||
| Bank loans | 112 018 | 100 546 |
| Bonds | 125 756 | 122 412 |
| Total | 237 774 | 222 958 |
| Total loans, borrowings and debt securities | 7 823 418 | 7 866 181 |
(all amounts given in PLN )
Loans
ENEA S.A. currently has finance contracts entered into with the EIB totalling PLN 2,371,000 thousand (Contract A of PLN 950,000 thousand, Contract B of PLN 475,000 thousand and Contract C of PLN 946,000 thousand).
Funds from the EIB are for financing of a multi-annual investment programme aimed to modernise and extend the power grids of ENEA Operator Sp. z o.o. Funds under Contracts A, B and C have been fully used. The availability period of Contract C expired in December 2017. Interest rate of the loans may be fixed or floating.
On 15 March 2018, in conformity with the provisions of Contract A concluded with the EIB, the Parties changed the interest rate from floating to fixed for the second tranche of the loan of PLN 170,000 thousand.
| No. | Lender | Date of contract conclusion |
Total contract amount |
Amount outstanding as at 31.03.2018 |
Amount outstanding as at 31.12.2017 |
Term of the contract |
|---|---|---|---|---|---|---|
| 1. | European Investment Bank | 18 October 2012 and 19 June 2013 (A and B) |
1 425 000 | 1 349 447 | 1 357 174 | 31 December 2030 |
| 2. | European Investment Bank | 29 May 2015 (C) |
946 000 | 946 000 | 946 000 | 30 September 2032 |
| 3. | Bank PKO BP S.A. | 28 January 2014 , Annexe No. 1 of 25 January 2017 |
300 000 | - | - | 31 December 2019 |
| 4. | Bank PEKAO S.A. | 28 January 2014 , Annexe No. 1 of 25 January 2017 |
150 000 | - | - | 31 December 2019 |
| TOTAL | 2 821 000 | 2 295 447 | 2 303 174 | |||
| Transaction costs and valuation effect according to effective interest rate |
5 383 | (2 196) | ||||
| TOTAL | 2 821 000 | 2 300 830 | 2 300 978 |
Bond issue programmes
ENEA S.A. enters into agreements regarding bond issue programmes in order to finance its current business operations and the investment needs of ENEA S.A. and its subsidiaries.
(all amounts given in PLN )
| No. | Name of bond issue programme |
Programme Date |
Programme Amount |
Value of bonds issued as at 31.03.2018 |
Bonds not redeemed as at 31.03.2018 (principal amount) |
Bonds not redeemed as at 31.12.2017 (principal amount) |
Redemption date |
|---|---|---|---|---|---|---|---|
| 1. | Bond Issue Programme Agreement entered into with PKO BP S.A., Bank PEKAO S.A., BZ WBK S.A., Bank Handlowy w Warszawie S.A. |
21 June 2012 | 3 000 000 | 3 000 000 | 3 000 000 | 3 000 000 | One-off redemption between June 2020 and June 2022 |
| 2. | Bond Issue Programme Agreement entered into with Bank Gospodarstwa Krajowego. |
15 May 2014 |
1 000 000 | 1 000 000 | 920 000 | 960 000 | Redemption in instalments, last instalment payable in December 2026 |
| 3. | Bond Issue Programme Agreement entered into with ING Bank S.A., Bank PEKAO S.A. and mBank S.A. |
30 June 2014 | 5 000 000 | 1 500 000 | 1 500 000 | 1 500 000 | One-off redemption of a given series in February 2020 and September 2021 |
| 4. | Bond Issue Programme Agreement entered into with Bank Gospodarstwa Krajowego |
3 December 2015 |
700 000 | 150 000 | 142 500 | 150 000 | Redemption in instalments, last instalment payable in September 2027 |
| TOTAL | 9 700 000 | 5 650 000 | 5 562 500 | 5 610 000 | |||
| Transaction costs and valuation effect according to effective interest rate |
(39 912) | (44 797) | |||||
| TOTAL | 9 700 000 | 5 650 000 | 5 522 588 | 5 565 203 |
In the first quarter of 2018, ENEA S.A. did not make any amendments to the Programme Agreements and did not enter into any new agreements. No new issues of bonds were carried out.
Interest rate risk hedging transactions
During the 3 months ended 31 March 2018, ENEA S.A. did not enter into any interest rate risk hedging transactions (Interest Rate Swap). The total exposure under bonds and loans hedged with IRS transactions as at 31 March 2018 was PLN 5,402,520 thousand. The concluded transactions significantly affect the predictability of cash outflows and financial costs nstruments are deemed to hedge cash flows therefore they are recognised and settled in the books using the principles of hedge accounting.
As at 31 March 2018, the valuation of IRS transactions was PLN 347 thousand (as at 31 December 2017 it was PLN 29,553 thousand).
(all amounts given in PLN )
Financing conditions covenants
Under financing agreements, the Company and the ENEA Capital Group are required, among others, to comply with certain financial ratios. As at 31 March 2018 and as at the date of drawing up these Abbreviated Interim Standalone Financial Statements, the Company did not breach any provisions of loan agreements as a result of which it would have been required to earlier repay its long-term debt.
19. Other financial liabilities
Cash management at the ENEA Capital Group is performed at the level of ENEA S.A., which enables effective management of surplus cash (economies of scale) as well as reduction of external financing costs. Cash management is done on behalf of companies members of the ENEA Tax Capital Group under the cash pooling service "Cash management in accounts group".
Under the aforesaid service, bank account balances of service participants are netted as at the end of each day, and ENEA bank account. On the following day,
20. Deferred income tax
Changes in deferred income tax assets (with the set-off of assets and provisions taken into account) are as follows:
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Opening balance | 66 693 | 48 562 |
| Adjustment due to implementation of IFRS 9 | 537 | - |
| Opening balance following adjustment | 67 230 | 48 562 |
| Change recognized in profits and losses | (10 637) | 15 441 |
| Change recognized in other comprehensive income | 5 392 | 2 690 |
| Closing balance | 61 985 | 66 693 |
During the 3 months ended 31 March 2018, deferred income tax assets amounted to PLN 10,637 thousand (during the period of 3 months ended 31 March 2017, 22,442 thousand).
21. Provisions for liabilities and other charges
Provisions for liabilities and other charges broken down to long-term and short-term:
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Long-term | 31 | 31 |
| Short-term | 385 019 | 360 815 |
| Total | 385 050 | 360 846 |
Abbreviated Interim Standalone Financial of ENEA S.A. for the period from 1 January to 31 March 2018
(all amounts given in PLN )
| Provision for non contractual use of land |
Provision for other claims filed |
Provision for certificates of origin |
Total | |
|---|---|---|---|---|
| Balance as at 01.01.2018 | 2 934 | 96 485 | 261 427 | 360 846 |
| Increase in existing provisions |
104 | 8 566 | 103 478 | 112 148 |
| Provisions used | (2) | (1 076) | (86 236) | (87 314) |
| Unused provisions reversed | (138) | (492) | - | (630) |
| Balance as at 31.03.2018 | 2 898 | 103 483 | 278 669 | 385 050 |
A description of material claims and contingent liabilities relating thereto are presented in Note 25.4.
During the period of 3 months ended 31 March 2018, net provisions for liabilities and other charges increased by PLN 24,204 thousand, primarily due to the failure to fulfil the obligation regarding sale of electricity from renewable sources and cogeneration to end customers lack of decision of the President of the Energy Regulatory Office regarding months ended 31 March 2017, provisions for liabilities and other charges decreased by PLN 57 912 thousand).
In the first quarter of 2018, the Company created a provision of PLN 5,533 thousand for prospective claims relating to the termination by ENEA S.A. of purchase contracts for certificates of energy origin from renewable sources and as at 31 March 2018, the value of that provision amounted to PLN 91,269 thousand.
22. Net sales revenue
| 01.01.2018 | 01.01.2017 | |
|---|---|---|
| 31.03.2018 | 31.03.2017 | |
| Revenues from sale of electricity | 1 142 966 | 1 454 325 |
| Revenues from sale of gas | 28 321 | 34 796 |
| Revenues from sale of other services | 651 | 980 |
| Revenues from certificates of origin | 1 450 | - |
| Total | 1 173 388 | 1 490 101 |
The Company recognises revenues at the time of fulfilment or in the course of fulfilment of the obligation to provide performance by delivering the promised goods or service to the customer. Revenues are shown at prices determined in the respective sales contracts, reduced by estimated discounts and other reductions in sales.
The main groups of contracts are electricity sale contracts (including comprehensive agreements) with individual, business, key and strategic customers. Under these contracts, service is provided continuously and the revenue depends on actual consumption.
The standard term of payment of sales invoices is 14 days from the date of issue of the VAT invoice. As far as business, key and strategic customers are concerned, that term may be subject to negotiations.
(all amounts given in PLN )
23. Related party transactions
The Company concludes transactions with the following related parties:
1. Companies forming the ENEA Capital Group
| 01.01.2018 - 31.03.2018 | 01.01.2017 - 31.03.2017 | |
|---|---|---|
| Purchases, whereof: | 1 443 970 | 1 203 072 |
| purchase of materials | 156 | 134 |
| purchase of services | 453 349 | 448 984 |
| other (whereof energy and gas) | 990 465 | 753 954 |
| Sales, whereof: | 84 947 | 80 625 |
| sale of energy | 77 035 | 70 502 |
| sales of services | 528 | 406 |
| other | 7 384 | 9 717 |
| Interest income, whereof: | 51 116 | 41 264 |
| on bonds | 49 713 | 41 210 |
| on loans | 1 403 | 54 |
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Accounts receivable | 93 668 | 60 721 |
| Financial assets bonds |
6 938 046 | 6 938 275 |
| Loans granted | 219 725 | 168 117 |
| Liabilities | 1 112 818 | 1 253 001 |
Regulations regarding application of market principles in conformity with provisions of the Corporate Income Tax Act do not apply to transactions carried out within the Tax Capital Group. Transactions with companies from the Capital Group that are not members of the Tax Ca not differ from those applied in transactions with other entities.
2. divided into two categories:
- due to appointment as Members of Supervisory Boards,
- due to other civil law contracts.
Transaction amounts regarding the above categories are presented in the table below:
| Board | ||||
|---|---|---|---|---|
| Title | 01.01.2018 - 31.03.2018 |
01.01.2017 - 31.03.2017 |
01.01.2018 - 31.03.2018 |
01.01.2017 - 31.03.2017 |
| Remuneration under managerial contracts and consultancy agreements |
730* | 675 | - | - |
| Remuneration due to appointment as members of management or supervisory bodies |
- | - | 215 | 201 |
| TOTAL | 730 | 675 | 215 | 201 |
| * remuneration includes compensation under the non-competition clause for former Management Board Members |
amounting to PLN 55 thousand.
(all amounts given in PLN )
In the period of 3 months ended 31 March 2018, no loans were granted to Supervisory Board Members from the Company Social Benefits Fund (PLN 0.00 for the period of 3 months ended 31 March 2017). During that period loans totalling PLN 1,000.00 were repaid (PLN 1,000.00 for the period of 3 months ended 31 March 2017).
Other transactions pursuant to civil law agreements concluded between ENEA private purposes.
3. Transactions with entities controlled by the State Treasury of the Republic of Poland
ENEA S.A. also concludes business transactions with state government and local government units and entities owned by the State Treasury of the Republic of Poland.
Those transactions primarily concern:
- purchase of electricity and property rights under certificates of energy origin regarding renewable energy and energy cogenerated with heat, from companies controlled by the State Treasury and
- sale of electricity, distribution services and other related charges, provided both to state and local administration units (sale to end consumers) and to companies controlled by the State Treasury (wholesale and retail sales to end consumers).
conditions which do not differ from the terms and conditions applied in transactions with other entities. The Company does not keep a register that would allow aggregating the value of all transactions carried out with all state institutions and State Treasury-controlled companies, therefore the sales and related-party transaction balances shown in these abbreviated Interim Standalone Financial Statements do not include details regarding transactions with State Treasury-controlled entities.
24. Future liabilities under contracts concluded at the end of the reporting period
Liabilities under contracts concerning acquisition of tangible and intangible fixed assets contracted as at the end of the reported period and not yet included in the statement of financial position amount to:
| 31.03.2018 | 31.12.2017 | |
|---|---|---|
| Acquisition of property, plant, equipment | 1 392 | - |
| Total | 1 392 | - |
(all amounts given in PLN )
25. Contingent liabilities and proceedings before courts, arbitration and public administration bodies
25.1. Sureties and guarantees granted by the Company for loans and borrowings
In the first quarter of 2018, ENEA S.A. did not conclude any contracts of surety in the capacity of the Guarantor.
The table below shows significant bank guarantees in force as at 31 March 2018 issued at the request of ENEA S.A. under an agreement concluded with Bank BZ WBK S.A. up to the limit determined therein.
| Date of guarantee |
Guarantee expiry date |
Obliged entity | Guarantee issued to | Issuing Bank | Guarantee amount in |
|---|---|---|---|---|---|
| 12.06.2015 | 11.08.2018 | ENEA Wytwarzanie Sp. z o.o. |
Towarowych S.A. | BZ WBK S.A. | 100 000 |
| 29.06.2015 | 11.08.2018 | ENEA Trading Sp. z o.o. |
Towarowych S.A. | BZ WBK S.A. | 90 000 |
| 20.12.2017 | 11.08.2018 | ENEA Elektrownia |
Izba Rozliczeni Towarowych S.A. |
BZ WBK S.A. | 60 000 |
| 19.03.2018 | 11.08.2018 | ENEA Wytwarzanie Sp. z o.o. |
Polskie Sieci Elektroenergetyczne |
BZ WBK S.A. | 20 000 |
| 07.07.2017 | 11.08.2018 | ENEA Elektrownia |
Polskie Sieci Elektroenergetyczne |
BZ WBK S.A. | 15 000 |
| 01.01.2016 | 11.08.2018 | ENEA S.A. | Górecka Projekt Sp. z o.o. |
BZ WBK S.A. | 1 944 |
| 12.12.2017 | 11.08.2018 | ENEA Logistyka Sp. z o.o. |
ENEA Operator Sp. z o.o. | BZ WBK S.A. | 1 080 |
| Total | 288 024 |
The value of other guarantees issued by the ENEA S.A. as at 31 March 2018 amounted to PLN 1,972 thousand.
The total value of guarantees and sureties granted by ENEA S.A. to secure liabilities of the ENEA Capital group as at 31 March 2018 amounted to PLN 413,532 thousand.
25.2. Proceedings pending before common courts of law
Proceedings brought by the Company
Proceedings brought before common courts by ENEA S.A. concern the recovery of receivables due to electricity supply and recovery of receivables on other accounts: illegal electricity consumption, network connections and other specialist services performed by the Company.
As at 31 March 2018, the Company was pursuing a total of 11,758 actions with the value of claims totalling at PLN 54,788 thousand (as at 31 December 2017, there were 12,262 cases pending totalling PLN 56,345 thousand).
The outcome of neither case is material for the financial result of the Company.
(all amounts given in PLN )
Proceedings against the Company
Proceedings against the Company are brought both by natural and legal persons. They concern, among others, issues such as compensation for interruptions in energy supply, determination of illegal consumption of energy, compensation for the Company's use of real estate on which power devices are located and claims regarding the terminated contracts for the purchase of property rights (Note 21). The Company considers claims regarding the non-contractual use of real estate not owned by the Company to be particularly important.
As at 31 March 2018, there were 167 cases against the Company pending before common courts of law totalling PLN 493,627 thousand (as at 31 December 2017, there were 190 cases involving claims worth PLN 54,218 thousand). Provisions relating to the aforesaid court cases are presented in Note 21.
The outcome of neither case is material for the financial result of the Company.
25.3. Cases concerning non-balanced energy trading in 2012
On 30 and 31 December 2014, ENEA S.A. applied for a summons to a conciliation hearing with regard of:
| PGE Polska Grupa Energetical S.A. | 7 410 |
|---|---|
| PKP Energetyka S.A. | 1 272 |
| TAURON Polska Energia S.A. | 17 086 |
| 1 826 | |
| FITEN S.A. | 207 |
| Total | 27 801 |
The object of the summonses were claims for payment for electrical energy incorrectly settled on the balancing market in 2012. The summoned companies obtained undue financial benefits by refusing to allow ENEA S.A. to issue invoices for the year 2012.
Following its unsuccessful attempt at resolving the aforesaid cases amicably, ENEA S.A. brought actions against:
- FITEN S.A. statement of claim of 24 November 2015,
- TAURON Polska Energia S.A. statement of claim of 10 December 2015,
- statement of claim of 10 December 2015,
- PKP Energetyka S.A. statement of claim of 28 December 2015,
- PGE Polska Grupa Energetyczna S.A. statement of claim of 29 December 2015
In the case against FITEN S.A. ENEA S.A. has now lodged a cassation with the Supreme Court. In the remaining cases no judgment has been issued.
(all amounts given in PLN )
25.4. Dispute concerning renewable energy origin certificate prices, and terminated contracts for the purchase of property rights resulting from renewable energy certificates of origin
ENEA S.A. is a party to court proceedings regarding contracts for purchase of property rights under certificates of energy origin from renewable sources, which include:
- 7 actions for payment of money, where former business partners of ENEA S.A. pursue claims for remuneration or contractual penalties;
- 3 actions for declaration of ineffectiveness of termination/ withdrawal by ENEA S.A. from contracts of sale of property rights made on 28 October 2016; in one of the aforesaid actions, the demand for the declaration of ineffectiveness is pursued in parallel with a demand for payment.
ENEA S.A. set off a portion of the receivables owed to counterparties of ENEA S.A. due to the payment of the price for the property rights sold against the claim for damages filed by ENEA S.A. against producers of energy from renewable sources. The damage suffered by ENEA S.A. was created as a result of counterparties' failure to perform their contractual obligation to renegotiate in good faith the long-term agreements for sale of property rights in accordance with the adaptation clause binding on the parties.
On 28 October 2016, ENEA S.A. made representations, depending on the contract, on termination or withdrawal from long-term contracts for the purchase by the Company of property rights resulting from renewable energy certificates (so-called green certificates) (Contracts).
The Contracts were concluded in the years 2006-2014 with the following counterparties, owners of facilities producing energy from renewable sources ("Counterparties"):
- Megawind Polska Sp. z o.o. with its registered office in Szczecin;
- PGE Energia Odnawialna S.A. with its registered office in Warsaw;
- PGE Energia Natury PEW Sp. z o.o. with its registered office in Warsaw;
- "PSW" Sp. z o.o. with its registered office in Warsaw;
- Golice Wind Farm Sp. z o.o. with its registered office in Warsaw.
In principle, the contracts were terminated by the end of November 2016. The exact termination date resulted from contractual provisions.
The Company terminated/withdrew from individual Contracts due to the impossibility of restoring contractual equilibrium and equivalency of performances of the parties caused by changes in the law.
Changes in the law which took place after the conclusion of the aforesaid Contracts, i.e. in particular:
Regulation of the Minister of Economy of 18 October 2012 concerning detailed scope of obligations to obtain renewable energy certificates and present them for redemption, pay the substitution fee, purchase electricity and heat produced in renewable energy sources, and the obligation to confirm data concerning the amount of electrical energy produced in a renewable energy source (Journal of Laws of 2012, item 1229);
(all amounts given in PLN )
- the Renewable Energy Sources Act of 20 February 2015 (Journal of Laws of 2015, item 478) and the ensuing changes in the law and published bills and draft regulations including, in particular:
- the Act on the Amendment to the Renewable Energy Sources Act and Certain Other Acts of 22 June 2016 (Journal of Laws of 2016, item 925); and
- the draft Regulation of the Minister of Energy concerning a change of the quantitative share of the sum of electrical energy resulting from redeemed certificates of origin confirming production of electrical energy from renewable energy sources, to be enacted under the delegation resulting from Article 12 section 5 of the Act on the Amendment to the Renewable Energy Sources Act and Certain Other Acts of 22 June 2016 and some other legal acts,
objectively prevented the preparation of reliable models forecasting future prices of the green certificates.
By terminating the Contracts the Company intends to avoid financial loses constituting the difference between contract prices and the market price of the green certificates. Due to the changing legal conditions following termination of the Contracts in 2017, in particular resulting from the provisions of the Act of 20 July 2017 on Amending the Renewable Energy Sources Act, the estimated value of future contractual liabilities would have been changed. In the current legal situation it would have been significantly lower in comparison with the amount of ca. PLN 1,187 million estimated as at the moment of termination of the contracts. The drop reflects the change in the method of determination of the substitution fee, which as per some of the contracts is the basis for the calculation of the contractual price and connecting it with the market price.
The Company created a provision in an amount of PLN 91,269 for potential claims arising from the terminated contracts, with reference to sales notifications of the counterparties concerning property rights submitted by 31 March 2018; the provision is presented in Note 21.
26. Participation in the nuclear power plant construction programme
On 3 September 2014, PGE Polska Grupa Energetyczna, Tauron Polska Energia, ENEA (Business Partners) entered into the Shareholder Agreement. On 15 April 2015, in conformity with the Shareholder Agreement, a shares acquisition agreement was concluded regarding shares of PGE EJ 1 Sp. z o.o. (PGE EJ 1), as a result of which each Business Partner acquired a 10% stake in PGE EJ 1. Following sale by PGE Polska Grupa Energetyczna of shares in PGE EJ 1 to the Business Partners, PGE Polska Grupa Energetyczna holds 70% in the share capital of PGE EJ 1, while the other Business Partners (Tauron Polska Energia, ENEA and KGHM Polska them.
In conformity with the arrangements, PGE Polska Grupa Energetyczna plays the role of the leader of the project of future.
In accordance with the Shareholder Agreement, the Parties jointly undertake to finance pro rata to their respective shareholdings - the activities to be carried out within the preliminary phase of the Project (Development Stage). ENEA .
In the first quarter of 2018, PGE EJ 1 continued preparatory works for the construction of a nuclear power plant in Poland.
(all amounts given in PLN )
In order to provide PGE EJ 1 with funds needed to finance its day-to-day operations, the Shareholders granted the company a loan. The amount of the loan granted by ENEA S.A.as at the date of drawing up of these Abbreviated Interim Standalone Financial Statements totalled approximately PLN 7.7 million.
Parties to the Shareholder Agreement expect that the decision regarding declaration of continued participation of each of them in the following stage of the Project will be taken after the Development Stage is completed.
27. Performance of t concerning construction and operation of a power unit at Elektrownia
On 19 September 2016, ENEA SA signed a Letter of Intent with Energa S.A. regarding initiating co-operation on the preparation, implementation and operation of a cutting-edge 1,000 MW coal- ).
optimize the technical and economic parameters of the new power unit. The co-operation also includes organisation of the tendering proceedings in order to select the general contractor of the Investment Project.
low-emission source of power in the National Grid System.
Project. The purpose of the Agreement is preparation, construction and operation of the power unit referred to hereinabove. Pursuant to the aforesaid Agreement, the co-operation in principle will be organised in three stages: The Development Stage until the time the Notice to Proceed is issued to the General Contractor, the Construction Stage until the Development Stage is completed, ENEA SA will be obliged to participate in the Construction Stage provided that the condition of the Project profitability
The condition precedent for the entry into force of the Investment Agreement was obtaining consent for the concentration, consisting in the acquisition of shares of the SPV for the purpose of the Project implementation, from the President of the Office for Competition and Consumer Protection (UOKiK). This condition was fulfilled on 11 January 2017.
On 19 December 2016, the special purpose vehicle announced a tender for selection of the general contractor for 45%, operating on steam supercritical parameters. Subject to the fulfilment of the pre-determined assumptions (including, among others, an adequate participation of ENEA SA, Energa SA and Financial Investors, if any) and to undertake the comprehensive implementation of the Project.
In the performance of the Investment Agreement, in the period between 1 February 2017 and 23 March 2018, ENEA S.A. ing in total to a 50% shareholding in the share capital, at an amount of approximately PLN 101 million.
(all amounts given in PLN )
As a result of the aforesaid transactions, Energa S.A. and ENEA Sp. z o.o. with its registered coaland the Supervisory Board will be composed of the same number of representatives of both investors. Decisions regarding major activities will require a unanimous approval of both o.o. In view of the foregoing, the investment project has been classified as a joint undertaking and it is recognized using the equity method.
In order to provide the company with sufficient funds, Energa S.A. and ENEA S.A. granted loans of PLN 10 million each ENEA S.A. has been repaid.
stock company to a limited liability company.
On 26 March 2018, the Company signed an Annexe to the Investment Agreement, under which the Parties increased the estimated total investment outlay resulting from commitments to be assumed at the Development Stage of the outlay to be made by ENEA S.A. may amount to approximately PLN 226 million. The increase of the investment outlays is due to the need to ensure funding for, among others, organisational work resulting from the contract with the General Contractor, related investment projects and the functioning of
As a result of increase of the share capital of Elektr ENEA S.A. acquired 350,000 shares in the share capital worth PLN 17,500 thousand. On 30 March 2018, ENEA S.A. made a cash contribution to the bank account of the special purpose vehicle. Energa S.A. acquired the 350,000 remaining shares. Registration of the share capital increase in the National Court Register is pending. Following registration of the share capital increase, ENEA not change and it will still amount to 50% as the new shares in the increased share capital were acquired by ENEA S.A. and Energa S.A. pro rata to their shareholdings, i.e. at the 50:50 ratio.
On 4 o.o. completed the public tender procedure entitled "Construction of o.o. and Alstom Power System S.A.S as the General Contractor. The Consortium offered to complete the object of the procedure with the parameters specified in the offer for PLN 5,049,729 thousand net (PLN 6,023,035 thousand gross). Completion of the tender procedure is not tantamount to:
- granting consent to the conclusion of a contract with the General Contractor in order that such consent be
- granting consent to the issue of the Notice to Proceed issue of the NTP requires, among others, a prior for proceeding with the Construction Stage.
It is estimated that the investment outlays in connection with the conclusion of a contract between the Employer and the General Contractor until the issue of the NTP will not exceed an equivalent of 4% of the contractual price.
(all amounts given in PLN )
28. Recapitalisation of Polska Grupa Górnicza S.A.
ENEA S.A. initiated talks with prospective investors regarding the possibilities of implementing the prospective Project and its future parameters.
On 28 October 2016, ENEA o.o. (the Investors) in which preliminary interest was expressed with regard to financial involvement in Katowicki
In view of the interest of Polska Grupa Górnicza S.A. (PGG) in the acquisition of selected assets of Katowicki Holding ENEA S.A. together with the hitherto Shareholders of PGG carried out the necessary reviews of the Business Plan presented by PGG and expressed interest in committing capital to Polska Grupa Górnicza S.A.
On 30 March 2017, the Supervisory Board of ENEA Górnicza S.A. and for the acquisition thereby of the new shares in the PGG capital with the nominal value of PLN 300 million in exchange for a cash contribution of PLN 300 million.
On 31 March 2017, the Company entered into:
- an investment agreement determining the terms and conditions of financial investment in PGG (Investment Agreement),
- a letter of agreement regarding exercising joint control over PGG (Annexe No. 1 to the Letter of Agreement concerning Polska Grupa Górnicza).
Investment Agreement
The parties to the Investment Agreement are: ENEA S.A., ENERGA Kogeneracja Sp. z o.o., PGE Górnictwo i Energetyka o.o., Fundusz Inwestycji Polskich Przedsi biorstw Fundusz Inwestycyjny Zamkni ty Aktywów Niepublicznych (the Investors) and PGG. The Investment Agreement provided that PGG would acquire selected mining assets from Katowicki Holding W glowy S.A. pursuant to a preliminary agreement, that was entered into on 1 April 2017.
The Investment Agreement determines the method of conducting the investment pro to PGG, the principles of operation of PGG and its governing bodies as well as the principles of withdrawal from the investment in PGG by the parties.
Within the frame of recapitalisation of PGG, ENEA S.A. committed itself to acquire new shares of PGG with the total nominal value of PLN 300 million in exchange for a cash contribution of PLN 300 million in three stages:
- b) within the first stage, the Company acquired new shares of PGG with the nominal value of PLN 150 million in exchange for a cash contribution of PLN 150 million. Following the acquisition of those shares, the Company held a 4.39% share in the share capital of PGG. The first recapitalization took place in April 2017,
- c) within the second stage, the Company acquired new shares of PGG with the nominal value of PLN 60 million in exchange for a cash contribution of PLN 60 million. Following the acquisition of those shares, the Company held a 5.81% share in the share capital of PGG. The second recapitalisation took place in June 2017;
- d) within the third stage, the Company acquired by private subscription new B series shares of PGG with the nominal value of PLN 90 million in exchange for a cash contribution of PLN 90 million. ENEA S.A. increased its share in the share capital to 7.66%.
(all amounts given in PLN )
The Agreement determines the rules of appointment of Members of the Supervisory Board, according to which each Investor and the State Treasury will be entitled to appoint one member of the Supervisory Board which is to be composed of no more than eight members.
The Investment complies with the Development Strategy of the ENEA Capital Group, where one of significant elements is securing raw material base for conventional power engineering.
On 31 March 2017, the following Investors: ENERGA Kogeneracja Sp. z o.o., PGE Górnictwo i Energetyka Konwencjonalna S.A., PGNiG TERMIKA S.A. and Fundusz Inwestycji Polskich Przedsi biorstw Fundusz Inwestycyjny Zamkni ty Aktywów Niepublicznych and ENEA S.A. entered into a Letter of Agreement regulating the method of agreeing on their common position with regard to decisions concerning the Company and exercising joint control over the Company. As far as ENEA S.A. is concerned, the Letter of Agreement was entered into on condition of obtaining consent for taking over joint control over the Company from the President of the Office for Competition and Consumer Protection (UOKiK). The consent of the UOKiK, referred to in the preceding sentence, was issued on 22 December 2017 At the same time, on 31 March 2017, a letter of intent signed on 16 October 2016 by ENEA Towarzystwo Finansowe Silesia Sp. z o.o. regarding an earlier analysed capital investment in Katowicki Holding
29. Changes in the composition of the Supervisory Board
from the function of Member of the Supervisory Board of ENEA S.A.
On 22 March 2018, the Company received a statement (dated on the same day) from the Minister of Energy on Supervisory Board of ENEA S.A. In line with the aforementioned right, as of 22 March 2018, Mr Ireneusz Kulka was
On 16 April 2018, the Management Board ENEA S.A. became aware of the statement of the Minister of Energy dated 13 upervisory Board in conformity with his right pursuant to § 24
On 16 April 2018, the Extraordinary Meeting of Shareholders of ENEA S.A.:
- dismissed the following Members of the Supervisory Board of ENEA S.A., Mr Raffa Bargiel and Mr Piotr Kossak,
- ki, and however with effect as of the date of obtaining by the candidate of a positive opinion of the Council for State Treasury Controlled Companies and State-Owned Corporate Bodies, i.e. as of 20 April 2018.