Quarterly Report • Sep 10, 2020
Quarterly Report
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Interim condensed separate financial statements for the six months ended June 30th 2020, prepared in accordance with IAS 34 Interim Financial Reporting, as endorsed by the European Union
| Interim condensed separate statement of profit or loss and other comprehensive income 3 |
|---|
| Interim condensed separate statement of financial position 5 |
| Interim condensed separate statement of changes in equity7 |
| Interim condensed separate statement of cash flows 8 |
| Supplementary information to the interim condensed separate financial statements 10 |
| 1. Basis of preparation of the interim condensed separate financial statements 10 |
| 1.1. Statement of compliance and general basis of preparation 10 |
| 1.2. Changes in accounting policies and data presentation 10 |
| 2. Selected notes and supplementary information 15 |
| Business segment reporting 15 |
| Note 1 Revenue from contracts with customers 20 |
| Note 2 Operating expenses 22 |
| Note 3 Other income 23 |
| Note 4 Other expenses 23 |
| Note 5 Finance income 24 |
| Note 6 Finance costs 24 |
| Note 7 Income tax 26 |
| Note 7.1 Income tax disclosed in the statement of profit or loss 26 |
| Note 7.2 Effective tax rate 26 Note 7.3 Income tax disclosed in other comprehensive income 27 |
| Note 7.4 Deferred tax assets and liabilities 27 |
| Note 8 Property, plant and equipment 28 |
| Note 9 Right-of-use assets 31 |
| Note 10 Intangible assets 31 |
| Note 11 Shares 31 |
| Note 12 Trade and other receivables 33 |
| Note 13 Cash 34 |
| Note 14 Borrowings 34 |
| Note 15 Other financial liabilities 36 |
| Note 16 Employee benefit obligations 36 |
| Note 17 Provisions 37 |
| Note 38 Trade and other payables 37 |
| Note 19 Grants 38 |
| Note 20 Other information 38 |
| Note 21 Financial instruments 38 |
| Note 22 Contingent liabilities, contingent assets, sureties and guarantees 42 |
| Note 23 Related-party transactions 43 |
| Note 24 Investment commitments 46 |
| Note 25 Events after the reporting period 46 |
| Note 26 Information on the effects of the COVID-19 pandemic 47 |
| for the period | for the period | for the period | for the period | |||
|---|---|---|---|---|---|---|
| Jan 1 − | Jan 1− | Apr 1 − | Apr 1− | |||
| Note | Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | ||
| Profit/loss | unaudited | unaudited | unaudited | unaudited | ||
| Revenue | 1 | 825,156 | 1,016,443 | 303,776 | 458,297 | |
| Cost of sales | 2 | (669,600) | (801,171) | (253,573) | (388,127) | |
| Gross profit | 155,556 | 215,272 | 50,203 | 70,170 | ||
| Selling expenses | 2 | (48,686) | (50,518) | (19,629) | (23,917) | |
| Administrative expenses | 2 | (87,717) | (85,990) | (45,482) | (45,367) | |
| Other income | 3 | 17,289 | 7,337 | 11,804 | 3,115 | |
| Other expenses | 4 | (10,768) | (12,894) | (6,739) | (9,045) | |
| Operating profit/(loss) | 25,674 | 73,207 | (9,843) | (5,044) | ||
| Finance income | 5 | 190,689 | 60,487 | 181,666 | 54,407 | |
| Finance costs | 6 | (72,335) | (33,631) | (8,432) | (18,647) | |
| Net finance income | 118,354 | 26,856 | 173,234 | 35,760 | ||
| Profit before tax | 144,028 | 100,063 | 163,391 | 30,716 | ||
| Income tax | 7 | (14,410) | (17,774) | (3,046) | (5,526) | |
| Net profit | 129,618 | 82,289 | 160,345 | 25,190 | ||
| Other comprehensive income Items that will not be reclassified to profit or loss Actuarial (losses) from |
||||||
| defined benefit plans Tax on items that will not be reclassified to profit or |
(2,057) | (6,054) | (2,062) | (6,054) | ||
| loss | 7 | 391 | 1,151 | 392 | 1,151 | |
| (1,666) | (4,903) | (1,670) | (4,903) |
| for the period | for the period | for the period | for the period | |||
|---|---|---|---|---|---|---|
| Jan 1 − | Jan 1− | Apr 1 − | Apr 1− | |||
| Note | Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | ||
| unaudited | unaudited | unaudited | unaudited | |||
| Items that are or may be reclassified to profit or loss Cash flow hedging – |
||||||
| effective portion of fair value changes Income tax relating to items that are or will be |
(40,156) | 8,067 | 18,572 | 8,286 | ||
| reclassified to profit or loss | 7 | 7,630 | (1,533) | (3,529) | (1,575) | |
| (32,526) | 6,534 | 15,043 | 6,711 | |||
| Total other comprehensive | ||||||
| income | (34,192) | 1,631 | 13,373 | 1,808 | ||
| Comprehensive income for | ||||||
| the year | 95,426 | 83,920 | 173,718 | 26,998 | ||
| Earnings per share: | ||||||
| Basic (PLN) | 1.31 | 0.83 | 1.62 | 0.25 | ||
| Diluted (PLN) | 1.31 | 0.83 | 1.62 | 0.25 |
| Note | as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|---|
| unaudited | audited | ||
| Assets | |||
| Non-current assets | |||
| Property, plant and equipment | 8 | 1,648,813 | 1,661,561 |
| Right-of-use assets | 9 | 44,345 | 47,411 |
| Intangible assets | 10 | 51,019 | 50,838 |
| Investment property | 22,246 | 23,049 | |
| Shares | 11 | 5,460,676 | 5,410,006 |
| Other financial assets | 275,677 | 292,001 | |
| Other receivables | 4,717 | 5,855 | |
| Total non-current assets | 7,507,493 | 7,490,721 | |
| Current assets | |||
| Inventories | 230,818 | 251,022 | |
| Property rights | 60,311 | 45,513 | |
| Derivative financial instruments | - | 1,025 | |
| Other financial assets | 67,173 | 61,409 | |
| Current tax assets | 5,420 | - | |
| Trade and other receivables | 12 | 410,261 | 232,229 |
| Cash and cash equivalents | 13 | 1,693,660 | 1,158,379 |
| Assets held for sale | 95 | 95 | |
| Total current assets | 2,467,738 | 1,749,672 | |
| Total assets | 9,975,231 | 9,240,393 |
| Note | as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|---|
| unaudited | audited | ||
| Equity and liabilities | |||
| Equity | |||
| Share capital | 495,977 | 495,977 | |
| Share premium | 2,418,270 | 2,418,270 | |
| Hedging reserve | (26,654) | 5,872 | |
| Retained earnings, including: | 2,048,463 | 1,920,511 | |
| Net profit for the year | 129,618 | 58,249 | |
| Total equity | 4,936,056 | 4,840,630 | |
| Liabilities | |||
| Borrowings | 14 | 2,900,855 | 2,413,532 |
| Lease liabilities | 35,687 | 38,962 | |
| Other financial liabilities | 15 | 15,830 | 19,042 |
| Employee benefit obligations | 16 | 67,575 | 64,080 |
| Trade and other payables | 18 | - | 32 |
| Provisions | 17 | 31,619 | 31,619 |
| Government grants received | 19 | 46,232 | 47,048 |
| Deferred tax liabilities | 7.4 | 4,031 | 1,426 |
| Total non-current liabilities | 3,101,829 | 2,615,741 | |
| Borrowings | 14 | 1,474,319 | 1,118,985 |
| Lease liabilities | 12,737 | 13,199 | |
| Derivative financial instruments | 834 | - | |
| Other financial liabilities | 15 | 171,752 | 262,879 |
| Employee benefit obligations | 16 | 4,719 | 4,678 |
| Current tax liabilities | - | 1,168 | |
| Trade and other payables | 18 | 239,362 | 378,443 |
| Provisions | 17 | 2,251 | 2,251 |
| Government grants received | 19 | 31,372 | 2,419 |
| Total current liabilities | 1,937,346 | 1,784,022 | |
| Total liabilities | 5,039,175 | 4,399,763 | |
| Total equity and liabilities | 9,975,231 | 9,240,393 |
for the period ended June 30th 2020
| Retained | |||||
|---|---|---|---|---|---|
| Share capital | Share premium | Hedging reserve | earnings | Total equity | |
| Balance as at Jan 1 2020 | 495,977 | 2,418,270 | 5,872 | 1,920,511 | 4,840,630 |
| Profit or loss and other comprehensive income | |||||
| Net profit | - | - | - | 129,618 | 129,618 |
| Other comprehensive income | - | - | (32,526) | (1,666) | (34,192) |
| Comprehensive income for the year | - | - | (32,526) | 127,952 | 95,426 |
| Balance as at Jun 30 2020 (unaudited) | 495,977 | 2,418,270 | (26,654) | 2,048,463 | 4,936,056 |
| for the period ended June 30th 2019 | Retained | ||||
| Share capital | Share premium | Hedging reserve | earnings | Total equity | |
| Balance as at Jan 1 2019 | 495,977 | 2,418,270 | 1,861 | 1,872,080 | 4,788,188 |
| Profit or loss and other comprehensive income | |||||
| Net profit | - | - | - | 82,289 | 82,289 |
| Other comprehensive income | - | - | 6,534 | (4,903) | 1,631 |
| Comprehensive income for the year | - | - | 6,534 | 77,386 | 83,920 |
| Balance as at June 30th 2019 (unaudited) | 495,977 | 2,418,270 | 8,395 | 1,949,466 | 4,872,108 |
| for the period Jan 1 − Jun 30 2020 |
for the period Jan 1− Jun 30 2019 |
|
|---|---|---|
| unaudited | unaudited restated* |
|
| Cash flows from operating activities | ||
| Profit before tax | 144,028 | 100,063 |
| Adjustments for: | (38,337) | 34,165 |
| Depreciation and amortisation | 68,472 | 63,038 |
| Impairment losses | 1,011 | 735 |
| Loss on investing activities | 1,251 | 693 |
| Interest, foreign exchange gains or losses | 64,017 | 11,861 |
| Dividends | (175,922) | (41,953) |
| Fair value loss/(gain) on financial assets at fair value | 2,834 | (209) |
| 105,691 | 134,228 | |
| Decrease/(Increase) in trade and other receivables | 1,139 | (70,627) |
| Decrease/(Increase) in inventories and property rights | 5,407 | (41,258) |
| Increase in trade and other payables | 49,850 | 149,956 |
| (Decrease)/Increase in provisions, prepayments and | ||
| grants | (38,239) | 14,143 |
| Other adjustments | (3,500) | (3,500) |
| Cash generated from operating activities | 120,348 | 182,942 |
| Income tax paid | (10,372) | (16,273) |
| Net cash from operating activities * as described in Section 1.2.d. |
109,976 | 166,669 |
| for the period | for the period | |
|---|---|---|
| Jan 1 − Jun 30 2020 |
Jan 1− Jun 30 2019 |
|
| unaudited | unaudited restated* |
|
| Cash flows from investing activities | ||
| Proceeds from sale of property, plant and equipment, | ||
| intangible assets and investment property Purchase of property, plant and equipment, intangible |
4,237 | 519 |
| assets and investment property | (62,609) | (72,899) |
| Proceeds from sale of other financial assets | 30 | - |
| Purchase of other financial assets | (50,700) | (9,638) |
| Interest received | 11,540 | 8,299 |
| Loans | (19,650) | (40,260) |
| Repayments of loans | 28,336 | 26,491 |
| Other disbursements | (1,572) | (961) |
| Net cash from investing activities | (90,388) | (88,449) |
| Cash flows from financing activities | ||
| Proceeds from borrowings | 851,967 | - |
| Repayment of borrowings | (88,047) | (130,152) |
| Interest paid | (36,819) | (24,261) |
| Payment of lease liabilities | (6,955) | (3,110) |
| Repayment of reverse factoring | (185,304) | (97,066) |
| Other cash provided by financing activities | 1,174 | 3,757 |
| Other cash used in financing activities | (20,167) | (8,753) |
| Net cash from financing activities | 515,849 | (259,585) |
| Total net cash flows | 535,437 | (181,365) |
| Cash and cash equivalents at beginning of period | 1,158,379 | 1,000,980 |
| Effect of exchange rate fluctuations on cash held | (156) | 280 |
| Cash and cash equivalents at end of period | 1,693,660 | 819,895 |
* as described in Section 1.2.d.
1. Basis of preparation of the interim condensed separate financial statements
Grupa Azoty S.A. ("the Company") is a joint stock company with its registered office at ul. Kwiatkowskiego 8,
33-101 Tarnów, Poland. The Company shares are publicly traded on the Warsaw Stock Exchange.
These interim condensed separate financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. These interim condensed separate financial statements of the Company cover the six months ended June 30th 2020 and contain comparative data for the six months ended June 30th 2019 and as at December 31st 2019.
The interim condensed separate statement of profit or loss and other comprehensive income as well as notes to the interim condensed separate statement of profit or loss and other comprehensive income for the three months ended June 30th 2020 as well as the comparative data for the three months ended June 30th 2019 have not been reviewed or audited by an auditor.
The Company is entered in the Register of Businesses in the National Court Register maintained by the District Court in Kraków, 12th Commercial Division of the National Court Register, under entry No. KRS 0000075450. The Company's REGON number for public statistics purposes is 850002268.
The Company has been established for an indefinite term.
Grupa Azoty's business includes in particular:
These interim condensed separate financial statements of the Company for the six months ended June 30th 2020 were authorised for issue by the Management Board on September 9th 2020.
The Company has also prepared interim condensed consolidated financial statements for the six months ended June 30th 2020, which were authorised for issue by the Management Board on September 9th 2020.
These interim condensed financial statements do not include all the information and disclosures required in full-year financial statements and should be read in conjunction with the Company's financial statements for the year ended December 31st 2019, which were authorised for issue on April 7th 2020.
The Company's interim financial results may not be indicative of its potential full-year financial results.
All amounts in these interim condensed separate financial statements are presented in thousands of złoty.
These interim condensed separate financial statements have been prepared on the assumption that the Company will continue as a going concern for the foreseeable future. As at the date of authorisation of these financial statements, no circumstances were identified which would indicate any threat to the Company continuing as a going concern. For information on the impact of the COVID-19 pandemic on the Company's business, see Note 26 to these financial statements.
The accounting policies applied to prepare these interim condensed separate financial statements are consistent with those applied to draw up the Company's full-year financial statements for the year ended December 31st 2019.
The amendments to International Financial Reporting Standards ("IFRSs") presented below have been applied in these interim condensed separate financial statements as of their effective dates, however, they had no material effect on the disclosed data:
The following standards and interpretations have been issued by the International Accounting Standards Board, but are not yet effective:
The effective dates are set in the text of the standards issued by the International Accounting Standards Board. The effective dates of the standards in the European Union may differ from those specified in the text of the standards and are announced on approval of a standard by the European Union.
The Company does not expect the proposed amendments to IFRSs to have a material effect on its financial reporting.
The preparation of the interim separate and consolidated financial statements requires the Management Board to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates and underlying assumptions are based on historical experience and other factors deemed reasonable under the circumstances, and their results provide a basis for judgements regarding the net carrying amounts of assets and liabilities, where they are not directly available from other sources. Actual results may differ from these estimates.
Estimates and the underlying assumptions are subject to ongoing verification. A change in accounting estimates is recognised in the period in which the change is made or in current and future periods if the change in estimates affects both the current period and the future periods.
The key judgements and estimates made by the Management Board in preparing these interim condensed separate financial statements were the same as those made in preparing the separate financial statements for the financial year ended December 31st 2019.
Following a change in presentation of reverse factoring in the 2019 statement of cash flows, the comparative data for H1 2019 was restated accordingly.
In connection with the change, the entry into reverse factoring arrangements disclosed under operating activities was transferred from 'Other adjustments' to 'Change in trade and other payables'.
Under financing activities, a separate item was disclosed showing the amount repaid under reverse factoring in the reporting period.
Both before and after the change, reverse factoring is accounted for separately, i.e. the entry into a reverse factoring arrangement is recorded under operating cash flows, while its repayment – as a financing outflow.
Interim report of Grupa Azoty for H1 2020 Interim condensed separate financial statements for the six months ended June 30th 2020
(all amounts in PLN '000 unless indicated otherwise)
| for the period | for the period | ||
|---|---|---|---|
| Jan 1 − | Adjustments | Jan 1− | |
| Jun 30 2019 | for: | Jun 30 2019 | |
| unaudited | unaudited restated* |
||
| Cash flows from operating activities | |||
| Profit before tax | 100,063 | - | 100,063 |
| Adjustments for: | 34,165 | - | 34,165 |
| Depreciation and amortisation | 63,038 | - | 63,038 |
| Impairment losses | 735 | - | 735 |
| Loss on investing activities | 693 | - | 693 |
| Interest, foreign exchange gains or losses | 11,861 | - | 11,861 |
| Dividends | (41,953) | - | (41,953) |
| Fair value loss/(gain) on financial assets at fair value | (209) | - | (209) |
| 134,228 | - | 134,228 | |
| Increase in trade and other receivables |
(70,627) | - | (70,627) |
| Increase in inventories and property rights |
(41,258) | - | (41,258) |
| (Decrease)/Increase in trade and other payables | (21,211) | 171,167 | 149,956 |
| Increase in provisions, prepayments and grants | 14,143 | - | 14,143 |
| Other adjustments | 167,667 | (171,167) | (3,500) |
| Cash generated from operating activities | 182,942 | - | 182,942 |
| Income tax paid | (16,273) | - | (16,273) |
| Net cash from operating activities | 166,669 | - | 166,669 |
| Cash flows from investing activities | |||
| Proceeds from sale of property, plant and equipment, intangible assets and investment property | 519 | - | 519 |
| Purchase of property, plant and equipment, intangible assets and investment property | (72,899) | - | (72,899) |
| Purchase of other financial assets | (9,638) | - | (9,638) |
| Interest received | 8,299 | - | 8,299 |
| Loans | (40,260) | - | (40,260) |
| Repayments of loans | 26,491 | - | 26,491 |
| Other disbursements | (961) | - | (961) |
| Net cash from investing activities | (88,449) | - | (88,449) |
| Cash flows from financing activities | |||
|---|---|---|---|
| Repayment of borrowings | (130,152) | - | (130,152) |
| Interest paid | (24,261) | - | (24,261) |
| Payment of lease liabilities | (3,110) | - | (3,110) |
| Repayment of reverse factoring | - | (97,066) | (97,066) |
| Other cash provided by financing activities | - | 3,757 | 3,757 |
| Other cash used in financing activities | (102,062) | 93,309 | (8,753) |
| Net cash from financing activities | (259,585) | - | (259,585) |
| Total net cash flows | (181,365) | - | (181,365) |
| - | |||
| Cash and cash equivalents at beginning of period | 1,000,980 | - | 1,000,980 |
| Effect of exchange rate fluctuations on cash held | 280 | - | 280 |
| Cash and cash equivalents at end of period | 819,895 | - | 819,895 |
Main categories of products, services, merchandise and materials sold by the Company:
Fertilizers segment: nitrogen fertilizers (calcium ammonium nitrate, ammonium nitrate), nitrogensulfur fertilizers (ammonium sulfate, ammonium sulfate nitrate), ammonia, concentrated nitric acid.
Plastics segment: manufacture and sale of caprolactam, engineering plastics (PA 6, POM) and their modifications, modified plastics (PPC, PPH, PBT, PA66), plastic products (PA tubes, PE tubes, polyamide casings).
Energy segment: production of energy carriers (electricity, heat, water, process and instrument air, nitrogen) for the purposes of chemical units and, to a lesser extent, for resale (mainly of electricity) to external customers. As part of its operations, the segment also purchases and distributes natural gas for process needs.
Other Activities segment comprises the remaining activities, including laboratory services, catalyst production (iron-chromium catalyst, copper catalysts, iron catalysts), property rental, and other activities which are not allocated to any of the segments specified above.
Operating segments' revenue, expenses and financial results for the six months ended June 30th 2020
| Agro Fertilizers |
Plastics | Energy | Other Activities |
Total | |
|---|---|---|---|---|---|
| External revenue | 347,156 | 436,154 | 14,560 | 27,286 | 825,156 |
| Intersegment revenue | 101,018 | 124,512 | 237,369 | 19,846 | 482,745 |
| Total revenue | 448,174 | 560,666 | 251,929 | 47,132 | 1,307,901 |
| Operating expenses, including: (-) | (414,406) | (579,700) | (253,275) | (41,367) | (1,288,748) |
| selling expenses (-) | (35,183) | (12,963) | (81) | (459) | (48,686) |
| administrative expenses (-) | (37,709) | (46,294) | (1,216) | (2,498) | (87,717) |
| Other income | 7,292 | 5,513 | 541 | 3,943 | 17,289 |
| Other expenses (-) | (2,225) | (1,740) | (2,143) | (4,660) | (10,768) |
| Segment's EBIT | 38,835 | (15,261) | (2,948) | 5,048 | 25,674 |
| Finance income | - | - | - | - | 190,689 |
| Finance costs (-) | - | - | - | - | (72,335) |
| Profit before tax | - | - | - | - | 144,028 |
| Income tax | - | - | - | - | (14,410) |
| Net profit | - | - | - | - | 129,618 |
| EBIT* | 38,835 | (15,261) | (2,948) | 5,048 | 25,674 |
| Depreciation and amortisation | 27,782 | 21,059 | 7,090 | 6,252 | 62,183 |
| Unallocated depreciation and amortisation | - | - | - | - | 6,289 |
| EBITDA** | 66,617 | 5,798 | 4,142 | 11,300 | 94,146 |
* EBIT is calculated as operating profit (loss) as disclosed in the statement of profit or loss.
** EBITDA is calculated as operating profit (loss) before depreciation and amortisation.
| Agro | Other | ||||
|---|---|---|---|---|---|
| Fertilizers | Plastics | Energy | Activities | Total | |
| External revenue | 391,448 | 593,088 | 13,664 | 18,243 | 1,016,443 |
| Intersegment revenue | 125,260 | 142,105 | 264,313 | 19,948 | 551,626 |
| Total revenue | 516,708 | 735,193 | 277,977 | 38,191 | 1,568,069 |
| Operating expenses, including: (-) | (481,416) | (694,810) | (279,181) | (33,898) | (1,489,305) |
| selling expenses (-) | (33,634) | (16,313) | (302) | (269) | (50,518) |
| administrative expenses (-) | (35,383) | (49,494) | (614) | (499) | (85,990) |
| Other income | 2,391 | 189 | 688 | 4,069 | 7,337 |
| Other expenses (-) | (2,184) | (2,987) | (2,374) | (5,349) | (12,894) |
| Segment's EBIT | 35,499 | 37,585 | (2,890) | 3,013 | 73,207 |
| Finance income | - | - | - | - | 60,487 |
| Finance costs (-) | - | - | - | - | (33,631) |
| Profit before tax | - | - | - | - | 100,063 |
| Income tax | - | - | - | - | (17,774) |
| Net profit | - | - | - | - | 82,289 |
| EBIT* | 35,499 | 37,585 | (2,890) | 3,013 | 73,207 |
| Depreciation and amortisation | 23,975 | 20,911 | 7,042 | 5,981 | 57,909 |
| Unallocated depreciation and amortisation | - | - | - | - | 5,129 |
| EBITDA** | 59,474 | 58,496 | 4,152 | 8,994 | 136,245 |
* EBIT is calculated as operating profit (loss) as disclosed in the statement of profit or loss.
** EBITDA is calculated as operating profit (loss) before depreciation and amortisation.
| Agro Fertilizers | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Segment's assets | 742,875 | 872,135 | 312,194 | 196,256 | 2,123,460 |
| Unallocated assets | - | - | - | - | 7,851,771 |
| Total assets | 742,875 | 872,135 | 312,194 | 196,256 | 9,975,231 |
| Segment's liabilities | 125,160 | 179,505 | 104,849 | 89,940 | 499,454 |
| Unallocated liabilities | - | - | - | - | 4,539,721 |
| Total liabilities | 125,160 | 179,505 | 104,849 | 89,940 | 5,039,175 |
Operating segments' assets and liabilities as at December 31st 2019
| Agro Fertilizers | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Segment's assets | 722,591 | 905,828 | 309,273 | 207,781 | 2,145,473 |
| Unallocated assets | - | - | - | - | 7,094,920 |
| Total assets | 722,591 | 905,828 | 309,273 | 207,781 | 9,240,393 |
| Segment's liabilities | 124,896 | 226,021 | 154,980 | 99,753 | 605,650 |
| Unallocated liabilities | - | - | - | - | 3,794,113 |
| Total liabilities | 124,896 | 226,021 | 154,980 | 99,753 | 4,399,763 |
| Agro Fertilizers | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Expenditure on property, plant and equipment | 13,055 | 20,877 | 7,525 | 2,214 | 43,671 |
| Expenditure on intangible assets | - | - | 50 | - | 50 |
| Unallocated expenditure | - | - | - | - | 6,374 |
| Total expenditure | 13,055 | 20,877 | 7,575 | 2,214 | 50,095 |
| Segment's depreciation and amortisation | 27,782 | 21,059 | 7,090 | 6,252 | 62,183 |
| Unallocated depreciation and amortisation | - | - | - | - | 6,289 |
| Total depreciation and amortisation | 27,782 | 21,059 | 7,090 | 6,252 | 68,472 |
Other segmental information for the six months ended June 30th 2019
| Agro Fertilizers | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| Expenditure on property, plant and equipment | 13,523 | 11,117 | 3,805 | 584 | 29,029 |
| Unallocated expenditure | - | - | - | - | 27,215 |
| Total expenditure | 13,523 | 11,117 | 3,805 | 584 | 56,244 |
| Segment's depreciation and amortisation | 23,975 | 20,911 | 7,042 | 5,981 | 57,909 |
| Unallocated depreciation and amortisation | - | - | - | - | 5,129 |
| Total depreciation and amortisation | 23,975 | 20,911 | 7,042 | 5,981 | 63,038 |
| for the period | for the period | for the period | for the period | |
|---|---|---|---|---|
| Jan 1 − | Jan 1− | Apr 1 − | Apr 1− | |
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
| unaudited | unaudited | unaudited | unaudited | |
| Revenue from sale of | ||||
| products and services | 793,013 | 985,001 | 294,762 | 437,670 |
| Revenue from sale of | ||||
| merchandise and materials | 31,782 | 31,271 | 8,857 | 20,462 |
| Revenue from sale of | ||||
| property rights | 361 | 171 | 157 | 165 |
| 825,156 | 1,016,443 | 303,776 | 458,297 |
The revenue decline was attributable to lower selling prices of Fertilizer products, despite a higher sales volume.
The Plastics segment was also a negative contributor to top-line performance, affected by lower prices and significantly lower volumes.
| Fertilizers | Plastics | Energy | Other Activities | Total | |
|---|---|---|---|---|---|
| unaudited | unaudited | unaudited | unaudited | unaudited | |
| Main product lines | |||||
| Revenue from sale of products and services | 347,156 | 407,509 | 12,208 | 26,140 | 793,013 |
| Revenue from sale of merchandise and materials | - | 28,284 | 2,352 | 1,146 | 31,782 |
| Revenue from sale of property rights | - | 361 | - | - | 361 |
| Total | 347,156 | 436,154 | 14,560 | 27,286 | 825,156 |
| Geographical regions | |||||
| Poland | 237,454 | 63,312 | 14,560 | 21,794 | 337,120 |
| Germany | 37,457 | 160,179 | - | 202 | 197,838 |
| Other EU countries | 29,588 | 161,676 | - | 5,290 | 196,554 |
| Asia | - | 21,775 | - | - | 21,775 |
| South America | 7,184 | 4,228 | - | - | 11,412 |
| Other countries | 35,473 | 24,984 | - | - | 60,457 |
| Total | 347,156 | 436,154 | 14,560 | 27,286 | 825,156 |
| For the period Jan 1–Jun 30 2019 |
|||||
| Fertilizers | Plastics | Energy | Other Activities | Total | |
| unaudited | unaudited | unaudited | unaudited | unaudited | |
| Main product lines | |||||
| Revenue from sale of products and services | 391,448 | 565,841 | 10,378 | 17,334 | 985,001 |
| Revenue from sale of merchandise and materials | - | 27,082 | 3,280 | 909 | 31,271 |
| Revenue from sale of property rights | - | 165 | 6 | - | 171 |
| Total | 391,448 | 593,088 | 13,664 | 18,243 | 1,016,443 |
| Geographical regions | |||||
| Poland | 270,102 | 95,387 | 13,664 | 17,538 | 396,691 |
| Germany | 24,641 | 230,253 | - | 287 | 255,181 |
| Other EU countries | 35,563 | 211,091 | - | 2 | 246,656 |
| Asia | - | 24,128 | - | - | 24,128 |
| South America | 17,335 | 5,887 | - | - | 23,222 |
| Other countries | 43,807 | 26,342 | - | 416 | 70,565 |
| Total | 391,448 | 593,088 | 13,664 | 18,243 | 1,016,443 |
As a rule, revenue from sale of products, merchandise and materials is recognised by the Company at a specific point in time, in accordance with the Incoterms rules set forth in the agreement (usually upon release from the warehouse or upon delivery to the point indicated by the customer). In the case of deliveries effected in accordance with selected Incoterms (CIF, CIP, CFR, CPT), the Company identifies the transport service or the transport and insurance service as a separate performance obligation towards a customer after passing control of the good / product to the customer. Revenue from sale of services is recognised upon completion of a service.
When recognising revenue, the Company takes into account specific issues, such as: determination whether the Company is acting as the principal or an agent in the transaction, product return rights, recognition of discounts being part of variable consideration, recognition of discounts representing a material right, bill-and-hold arrangements, and recognition of revenue from take-or-pay contracts. For most of the contracts containing discounts that are part of variable consideration, the estimated amount of the discount is fully recognised in liabilities under bonuses, a component of trade and other payables.
As a rule, the customary payment terms for this revenue stream are 30 days.
The Company also enters into comprehensive contracts with customers for the sale of electricity and electricity distribution services, where the Group purchases high-voltage electricity and sells it after conversion over medium and low-voltage grids. Also in this case the Company believes that under such contracts, which contain two performance obligations, the Group acts as the principal, and recognises both the sale of electricity and the distribution service under revenue from sale of products and services. In the case of electricity sale contracts, the payment terms average 17 days.
| for the period | for the period | for the period | for the period | |
|---|---|---|---|---|
| Jan 1 − | Jan 1− | Apr 1 − | Apr 1− | |
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
| unaudited | unaudited | unaudited | unaudited | |
| Depreciation and | ||||
| amortisation | 67,669 | 62,449 | 34,548 | 32,986 |
| Raw materials and | ||||
| consumables used | 422,368 | 554,285 | 157,068 | 264,794 |
| Services | 116,469 | 123,215 | 58,645 | 66,507 |
| Taxes and charges | 37,712 | 38,392 | 21,193 | 19,462 |
| Salaries and wages | 90,867 | 92,739 | 46,265 | 46,418 |
| Social security and other | ||||
| employee benefits | 23,901 | 22,902 | 11,779 | 11,327 |
| Other expenses | 9,622 | 11,316 | 4,175 | 6,121 |
| Costs by nature of expense | 768,608 | 905,298 | 333,673 | 447,615 |
| Change in inventories of | ||||
| finished goods (+/-) | 6,898 | 5,045 | (23,474) | (8,880) |
| Work performed by the | ||||
| entity and capitalised (-) | (675) | (742) | (318) | (343) |
| Selling expenses (-) | (48,686) | (50,518) | (19,629) | (23,917) |
| Administrative expenses (-) | (87,717) | (85,990) | (45,482) | (45,367) |
| Cost of merchandise and | ||||
| materials sold | 31,172 | 28,078 | 8,803 | 19,019 |
| Cost of sales | 669,600 | 801,171 | 253,573 | 388,127 |
| including excise duty | 538 | 536 | 254 | 273 |
The cost changes relate in particular to:
Reduced costs of raw materials and consumables used, as the prices of key feedstocks (gas,
ammonia, phenol and caprolactam) fell, with lower consumption volumes due to lower output (plastics).
| for the period | for the period | for the period | for the period | |
|---|---|---|---|---|
| Jan 1 − | Jan 1− | Apr 1 − | Apr 1− | |
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
| Unaudited | unaudited | unaudited | unaudited | |
| Reversal of impairment | ||||
| losses on receivables | 5 | - | 4 | - |
| Compensation for the | ||||
| increase in electricity prices | ||||
| due to higher prices of CO2 | ||||
| emission allowances | 12,372 | - | 9,269 | - |
| Income from lease of | ||||
| investment property | 3,217 | 3,186 | 1,595 | 1,584 |
| Received compensation | 168 | 2,695 | 63 | 580 |
| Government grants received | 1,118 | 891 | 559 | 476 |
| Other | 409 | 565 | 314 | 475 |
| 17,289 | 7,337 | 11,804 | 3,115 |
As at June 30th 2020, the Company recognised, under other income, compensation of PLN 12,372 thousand for 2019, granted under the Act on the Compensation Scheme for Energy-Intensive Sectors and Subsectors of July 19th 2019. Entities in these sectors, including the Company, may be eligible for public aid for passing on the costs of emission allowances to the prices of electricity used to make their products. The compensation was recognised under other income as it related to the previous year, and as at December 31st 2019 was recognised as contingent assets given the uncertainty as to the reliable estimation of its amount, as the compensation scheme had only recently been brought into operation. Compensation expected to be received for 2020 is recognised as a deduction of current costs of electric energy consumed.
| for the period Jan 1 − Jun 30 2020 |
for the period Jan 1− Jun 30 2019 |
for the period Apr 1 − Jun 30 2020 |
for the period Apr 1− Jun 30 2019 |
|
|---|---|---|---|---|
| unaudited | unaudited | unaudited | unaudited | |
| Loss on disposal of assets: Loss on disposal of property, |
||||
| plant and equipment | 1,251 | 693 | 367 | 577 |
| 1,251 | 693 | 367 | 577 | |
| Recognised impairment losses on: Property, plant and |
||||
| equipment | 1,011 | 669 | 1,011 | 548 |
| Other receivables | 4 | 137 | 133 | |
| Other | - | 66 | - | 58 |
| 1,015 | 872 | 1,011 | 739 | |
| Other expenses: |
Interim report of Grupa Azoty for H1 2020 Interim condensed separate financial statements for the six months ended June 30th 2020 (all amounts in PLN '000 unless indicated otherwise)
| Investment property maintenance costs |
2,609 | 2,327 | 1,203 | 1,060 |
|---|---|---|---|---|
| Failure recovery costs | 4,692 | 6,542 | 3,485 | 4,515 |
| Recognised provisions | - | 1,918 | - | 1,915 |
| Other | 1,201 | 542 | 673 | 239 |
| 8,502 | 11,329 | 5,361 | 7,729 | |
| 10,768 | 12,894 | 6,739 | 9,045 |
| for the period | for the period | for the period | for the period | |
|---|---|---|---|---|
| Jan 1 − Jun 30 2020 |
Jan 1− Jun 30 2019 |
Apr 1 − Jun 30 2020 |
Apr 1− Jun 30 2019 |
|
| unaudited | unaudited | unaudited | unaudited | |
| Interest income: | ||||
| Interest on bank deposits | 2 | 3 | - | 1 |
| Interest on cash pooling Interest on non-bank |
7,025 | 3,616 | 2,358 | 1,739 |
| borrowings | 4,513 | 4,683 | 1,843 | 2,421 |
| Other interest income | 99 | 92 | 47 | 29 |
| 11,639 | 8,394 | 4,248 | 4,190 | |
| Gains on measurement of financial assets and liabilities: |
88 | 88 | ||
| Other finance income: | ||||
| Foreign exchange gains | - | 6,663 | - | 6,423 |
| Dividends | 175,922 | 41,953 | 175,922 | 41,953 |
| Other finance income | 3,128 | 3,389 | 1,496 | 1,753 |
| 179,050 | 52,005 | 177,418 | 50,129 | |
| 190,689 | 60,487 | 181,666 | 54,407 |
| for the period Jan 1 − |
for the period Jan 1− |
for the period Apr 1 − |
for the period Apr 1− |
|
|---|---|---|---|---|
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
| unaudited | unaudited | unaudited | unaudited | |
| Interest expense: Interest on bank borrowings |
||||
| and overdraft facilities | 30,203 | 24,052 | 14,551 | 13,056 |
| Interest on cash pooling Interest on lease, factoring |
5,646 | 3,502 | 1,584 | 1,823 |
| liabilities | 2,018 | 1,398 | 828 | 844 |
| Other interest expense | 698 | 817 | 380 | 1,030 |
| 38,565 | 29,769 | 17,343 | 16,753 | |
| Foreign exchange losses Loss on measurement of |
26,966 | - | (8,126) | - |
| financial assets and liabilities: | 2,834 | - | (2,749) | - |
| Other finance costs: | 3,970 | 3,862 | 1,964 | 1,894 |
| 72,335 | 33,631 | 8,432 | 18,647 |
Foreign exchange losses of PLN 26,966 thousand (H1 2019: PLN 6,663 thousand) comprised:
Jan 1−
Apr 1 −
| for the period | for the period | for the period | for the period | |
|---|---|---|---|---|
| Jan 1 − | Jan 1 – | Apr 1 – | Apr 1 – | |
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
| unaudited | unaudited | unaudited | unaudited | |
| Current income tax: | ||||
| Current income tax expense | 4,968 | 17,891 | (4,435) | 2,126 |
| Adjustments to current income tax for previous years | (1,183) | - | 15 | - |
| 3,785 | 17,891 | (4,420) | 2,126 | |
| Deferred income tax: | ||||
| Deferred income tax associated with origination and reversal of temporary |
||||
| differences | 10,625 | (117) | 7,466 | 3,400 |
| 10,625 | (117) | 7,466 | 3,400 | |
| Income tax disclosed in the statement of profit or loss | 14,410 | 17,774 | 3,046 | 5,526 |
| Note 7.2 Effective tax rate | ||||
| for the period | for the period | for the period | for the period |
Jan 1 −
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
|---|---|---|---|---|
| unaudited | unaudited | unaudited | unaudited | |
| Profit before tax | 144,028 | 100,063 | 163,391 | 30,716 |
| Tax calculated at the applicable tax rate | 27,365 | 19,012 | 31,044 | 5,836 |
| Effect of tax-exempt income (+/-) | (24,101) | (8,156) | (24,080) | (7,731) |
| Effect of non tax-deductible expenses (+/-) | (9,678) | 378 | (9,195) | (1,132) |
| Tax effect of inclusion of property, plant and equipment into operations in Special | ||||
| Economic Zone | 937 | 1,203 | 630 | 719 |
| Recognition of state aid deductible in future periods (+/-) | - | 4,425 | - | 5,614 |
| Other (+/-) | 19,887 | 912 | 4,647 | 2,220 |
| Income tax disclosed in the statement of profit or loss | 14,410 | 17,774 | 3,046 | 5,526 |
| Effective tax rate | 10.00% | 17.76% | 1.86% | 18.0% |
Apr 1−
| for the period | for the period | for the period | for the period | |
|---|---|---|---|---|
| Jan 1 − | Jan 1− | Apr 1 − | Apr 1− | |
| Jun 30 2020 | Jun 30 2019 | Jun 30 2020 | Jun 30 2019 | |
| unaudited | unaudited | unaudited | unaudited | |
| Tax on items that will not be reclassified to profit or loss (+/-) | (391) | (1,151) | (392) | (1,151) |
| Remeasurement of net defined benefit obligation/asset | (391) | (1,151) | (392) | (1,151) |
| Tax on items that are or may be reclassified to profit or loss (+/-) | (7,630) | 1,533 | 3,529 | 1,575 |
| Cash flow hedging – effective portion of fair value changes |
(7,630) | 1,533 | 3,529 | 1,575 |
| Income tax disclosed in other comprehensive income | (8,021) | 382 | 3,137 | 424 |
| Assets (-) | Liabilities (+) | ||||
|---|---|---|---|---|---|
| Jun 30 2020 | Jun 30 2020 | ||||
| unaudited | Dec 31 2019 | unaudited | Dec 31 2019 | ||
| Property, plant and equipment | (9,558) | (9,558) | 43,605 | 44,542 | |
| Right-of-use assets | - | - | 9,145 | 9,730 | |
| Investment property | - | - | 1,071 | 1,153 | |
| Intangible assets | (1,363) | (1,363) | 7,488 | 7,354 | |
| Financial assets | (1,057) | (1,057) | 105 | 105 | |
| Inventories and property rights | (2,340) | (2,103) | 11,459 | 8,647 | |
| Trade and other receivables | (380) | (1,169) | 3,790 | 45 | |
| Trade and other payables | (17,340) | (20,241) | 363 | 350 | |
| Employee benefits | (18,548) | (20,105) | - | - | |
| Provisions | (6,368) | (6,368) | 157 | 102 | |
| Borrowings | (690) | (729) | 109 | 157 | |
| Lease liabilities | (8,930) | (9,556) | - | - | |
| Derivative financial instruments | - | - | - | 195 | |
| Measurement of hedging instruments through hedge accounting | (6,410) | - | - | 1,377 | |
| Other | (352) | (162) | 75 | 80 | |
| Deferred tax assets (-)/liabilities (+) | (73,336) | (72,411) | 77,367 | 73,837 | |
| Offset | 73,336 | 72,411 | (73,336) | (72,411) | |
| Deferred tax assets (-)/liabilities (+) recognised in the statement of financial position | - | - | 4,031 | 1,426 |
Carrying amount
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Land | 572 | 572 |
| Buildings and structures | 463,224 | 471,589 |
| Plant and equipment | 1,002,221 | 1,037,254 |
| Vehicles | 739 | 876 |
| Other property, plant and equipment | 46,701 | 48,708 |
| 1,513,457 | 1,558,999 | |
| Property, plant and equipment under construction | 135,356 | 102,562 |
| 1,648,813 | 1,661,561 |
As at June 30th 2020, one of the triggers listed in paragraph 12d of IAS 36 Impairment of Assets occurred in respect of all of the Company's non-current assets – the carrying amount of the Company's net assets was higher than its market capitalisation. Therefore, the Company analysed the validity of the assumptions adopted for the previous impairment tests as at December 31st 2019, and the results of those tests. The analysis showed that:
Given the above, it was concluded that the recoverable amount estimates resulting from the previous tests of non-current assets and shares held in subsidiaries remained valid as at June 30th 2020, and therefore no additional impairment losses needed to be recognised and no indicators existed that any impairment losses on assets recognised in prior periods should be reversed.
As at June 30th 2020, there were no indications for reversal of the impairment loss on the assets of the Tarnoform cash-generating unit, initially recognised in the financial statements as at December 31st 2013.
It should be noted that the impact of COVID-19 will be far-reaching and will affect all business areas, although it is still impossible to fully estimate its consequences for the future business and condition of the Company and the other Grupa Azoty Group companies. For information on risks related to the consequences of COVID-19 and remedial actions taken by the Group companies, see Note 26 to these interim condensed financial statements.
For detailed information on the impairment tests and their results, including sensitivity analyses, see Note 10 to the separate financial statements of Grupa Azoty Spółka Akcyjna for the 12 months ended December 31st 2019.
| Net carrying amount as at Jan 1 2020 572 471,589 1,037,254 876 48,708 102,562 1,661,561 Increase, including: - 4,879 10,288 - 980 47,061 63,208 Purchase, production, commissioning - 4,879 8,409 - 980 47,061 61,329 Reversal and use of impairment losses - - 1,000 - - - 1,000 Other increase - - 879 - - - 879 Decrease, including: (-) - (13,244) (45,321) (137) (2,987) (14,267) (75,956) Depreciation and amortisation - (12,365) (43,310) (137) (2,987) - (58,799) Disposal or retirement - (1,000) - - - (1,000) Commissioning - - - - (14,267) (14,267) Recognition of impairment loss - (1,011) - - (1,011) Other decrease - (879) - - - (879) Net carrying amount as at Jun 30 2020 572 463,224 1,002,221 739 46,701 135,356 1,648,813 |
Land | Buildings and structures |
Plant and equipment |
Vehicles | Other property, plant and equipment |
Property, plant and equipment under construction |
Total |
|---|---|---|---|---|---|---|---|
| Other | Property, | ||||||
|---|---|---|---|---|---|---|---|
| Buildings | Plant and | property, plant and |
plant and equipment |
||||
| and | equipment | Vehicles | equipment | under | |||
| Land | structures | construction | Total | ||||
| Net carrying amount as at Dec 31 2018 | 572 | 439,219 | 1,019,909 | 4,426 | 27,478 | 158,628 | 1,650,232 |
| Effect of implementation of IFRS 16, including: | - | - | - | (3,488) | - | - | (3,488) |
| Transfers to right-of-use assets | - | - | - | (3,488) | - | - | (3,488) |
| Net carrying amount as at Jan 1 2019 | 572 | 439,219 | 1,019,909 | 938 | 27,478 | 158,628 | 1,646,744 |
| Increase, including: | - | 61,906 | 115,280 | 402 | 27,589 | 134,682 | 339,859 |
| Purchase, production, commissioning | - | 61,233 | 114,854 | 271 | 27,562 | 134,682 | 338,602 |
| Reversal and use of impairment losses | - | 658 | 426 | - | 23 | - | 1,107 |
| Reclassification from investment property | - | 15 | - | - | - | - | 15 |
| Other increase | - | - | - | 131 | 4 | - | 135 |
| Decrease, including: (-) | - | (29,536) | (97,935) | (464) | (6,359) | (190,748) | (325,042) |
| Depreciation and amortisation | - | (23,862) | (86,175) | (363) | (6,308) | - | (116,708) |
| Contribution in kind | - | (344) | (10,923) | (101) | (24) | (102) | (11,494) |
| Disposal or retirement | - | (658) | (264) | - | (23) | - | (945) |
| Commissioning | - | - | - | - | - | (190,646) | (190,646) |
| Recognition of impairment loss | - | (509) | (222) | - | (4) | - | (735) |
| Reclassification to investment property | - | (4,163) | (182) | - | - | - | (4,345) |
| Other decrease | - | - | (169) | - | - | - | (169) |
| Net carrying amount as at Dec 31 2019 | 572 | 471,589 | 1,037,254 | 876 | 48,708 | 102,562 | 1,661,561 |
Carrying amount
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| unaudited | audited | |
| Perpetual usufruct of land | 22,107 | 22,273 |
| Land | 10 | 19 |
| Buildings and structures | 376 | 962 |
| Plant and equipment | 396 | 535 |
| Vehicles | 21,456 | 23,606 |
| 44,345 | 47,395 | |
| Right-of-use assets under construction | - | 16 |
| 44,345 | 47,411 |
The Company applies the following depreciation periods for right-of-use assets:
Carrying amount
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| unaudited | audited | |
| Patents and licences | 33,483 | 33,385 |
| Software | 5,171 | 5,492 |
| Development costs | 225 | 242 |
| Other intangible assets | 2,117 | 2,248 |
| 40,996 | 41,367 | |
| Intangible assets under development | 10,023 | 9,471 |
| 51,019 | 50,838 |
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Shares in subsidiaries | 5,454,051 | 5,403,351 |
| Shares in other entities | 6,625 | 6,655 |
| 5,460,676 | 5,410,006 | |
| including | ||
| Long-term | 5,460,676 | 5,410,006 |
On March 26th 2020, an entry was made in the share register concerning acquisition by the Company of 2,159 shares, by way of repurchase in accordance with Art. 4181 of the Commercial Companies Code.
On March 27th 2020, the Company received a declaration of the State Treasury's acceptance of a repurchase offer for 7,604 employee-stock shares in Grupa Azoty SIARKOPOL which had not been acquired by that company's eligible employees or their heirs. The payment for the shares was made on April 30th 2020. On May 8th 2020, a global certificate for the shares was delivered against a transfer report; accordingly, the Company's interest in the share capital of Grupa Azoty SIARKOPOL increased to 99.56%. The carrying amount of the acquired shares is PLN 674 thousand.
On July 31st 2020, the Annual General Meeting of Grupa Azoty SIARKOPOL passed a resolution to repurchase the shares under Art. 4181 of the Commercial Companies Code. Based on the resolution, the Company will repurchase 463 shares at a price of PLN 46.83 per share, i.e. a total price of PLN 21,682.29. On August 21st 2020, the Company paid for the repurchased shares.
On January 24th 2020, an Extraordinary General Meeting of Grupa Azoty Zakłady Chemiczne Police S.A., and on February 17th 2020 – an Extraordinary General Meeting of the Company approved the purchase by the companies of shares, for the issue price specified by the General Meeting of Grupa Azoty POLYOLEFINS, by way of a private placement, within the meaning of Art. 431.2.1 of the Commercial Companies Code, in a number ensuring that the companies' current percentage shareholdings in Grupa Azoty POLYOLEFINS are maintained.
On February 18th 2020, an Extraordinary General Meeting of Grupa Azoty POLYOLEFINS passed a resolution to increase the share capital by PLN 131,944,310.00 through the issue of 13,194,431 new Series F registered shares with a par value of PLN 10.00 per share. The issue price of each Series F share is PLN 47.90.
The new shares were to be acquired in a private placement by Grupa Azoty Zakłady Chemiczne Police S.A., which was to acquire 6,993,048 shares for a total issue price of PLN 334,967 thousand, and the Company, which was to acquire 6,201,383 shares for a total issue price of PLN 297,046 thousand.
On March 18th 2020, the Parent's Management Board passed a resolution to acquire 6,201,383 shares in Grupa Azoty POLYOLEFINS as part of the issue of Series F shares, for the issue price of PLN 47.90 per share (total consideration of PLN 297,046,245.70). In order to implement the resolution, the Management Board requested the Supervisory Board to grant consent for the above actions.
On April 7th 2020, the Supervisory Board of the Company approved the execution of an agreement to acquire Grupa Azoty POLYOLEFINS shares.
On June 15th 2020, the Company made a payment of PLN 50,034 thousand. The balance of payments towards the share capital increase were made on July 1st, July 9th and July 21st 2020.
Following an analysis of the validity of estimated impairment of shares held, consistent with an analysis of impairment of property, plant and equipment of the subsidiaries as at June 30th 2020, no need to recognise impairment of shares was identified.
Grupa Azoty POLYOLEFINS, the subsidiary responsible for the implementation of the strategic capex project Polimery Police, monitors the projected profitability of this investment using a financial model for the project developed in cooperation with reputable advisory firms. The key assumptions developed for the purposes of the financial model, including technological assumptions and market forecasts, are based on independent studies, such as technical documentation provided by recognised engineering companies (including technology licensors) and market advisor reports.
The subsidiary reviews the need to update the key model assumptions and parameters on an ongoing basis. The scope of revisions made in the first half of 2020 covered primarily selected aspects of financial assumptions, including those agreed during ongoing discussions with the syndicate of financing institutions and the process of obtaining corporate approvals to meet the conditions precedent laid down by the project co-sponsors and financing institutions. For an overview of the project implementation status, see the Directors' Report. For information on the request received from the project's general contractor, Hyundai Engineering Co. Ltd. of South Korea (the "General Contractor"), to amend the EPC Contract, by, among other things, extending the completion deadline and increasing the price payable to the General Contractor, see Note 25. The analysis performed, taking account of the risks involved in the newly emerged circumstances, identified no need to recognise impairment. Accordingly, as at June 30th 2020, the conclusions of the analysis performed at the end of 2019, which indicated that no impairment of the Group's assets related to the implementation of the Polimery Police project needed to be recognised, were upheld.
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Trade receivables – related parties | 128,509 | 130,038 |
| Trade receivables – other entities | 51,430 | 61,829 |
| Receivables from state budget, except for income tax | 22,191 | 31,398 |
| Prepayments for deliveries of property, plant and equipment – other entities |
4,717 | 5,855 |
| Prepayments for deliveries of materials, goods and services |
1,000 | 673 |
| Prepaid expenses – other entities | 9,339 | 2,184 |
| Other receivables – related parties | 176,534 | 4,749 |
| Other receivables – other entities | 21,258 | 1,358 |
| 414,978 | 238,084 | |
| including | ||
| Long-term | 4,717 | 5,855 |
| Short-term | 410,261 | 232,229 |
| 414,978 | 238,084 |
Other receivables from related parties include dividend receivable of PLN 175,922 thousand. Other receivables from other entities include compensation due under the Act on the Compensation Scheme for Energy-Intensive Sectors and Subsectors of July 19th 2019:
The amount of compensation due for 2019 was received by the Company on August 6th 2020.
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Cash in hand | 7 | 18 |
| Bank balances in PLN | 521,708 | 50,196 |
| Bank balances in foreign currencies (translated to PLN) |
2,582 | 28,898 |
| Bank deposits − up to 3 months | 298 | 1,824 |
| Cash and cash equivalents under cash pooling | 1,169,065 | 1,077,443 |
| 1,693,660 | 1,158,379 | |
| Cash and cash equivalents in the statement of financial | ||
| position | 1,693,660 | 1,158,379 |
| Cash and cash equivalents in the statement of cash flows | 1,693,660 | 1,158,379 |
As at June 30th 2020 and December 31st 2019, the Company held no restricted cash.
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Bank borrowings | 3,199,147 | 2,546,902 |
| Loans | 1,176,027 | 985,615 |
| 4,375,174 | 3,532,517 | |
| including | ||
| Long-term | 2,900,855 | 2,413,532 |
| Short-term | 1,474,319 | 1,118,985 |
| 4,375,174 | 3,532,517 |
In H1 2020, the Company drew down a PLN 500m loan under the term facility advanced by a bank syndicate under the Credit Facility Agreement of April 23rd 2015 (as amended), to secure liquidity necessary to finance its equity contribution to the Polimery Police project.
In H1 2020, the Company did not enter into any new loan or credit facility agreements.
As at Jun 30 2020
| Currency | Reference rate |
Amount as at the reporting date |
Up to 1 year | 1−2 years | 2−5 years | Over 5 years | |
|---|---|---|---|---|---|---|---|
| in foreign currency |
in PLN | ||||||
| PLN | variable | 2,395,448 | 2,395,448 | 990,987 | 80,557 | 1,277,450 | 46,454 |
| EUR | fixed | 191,081 | 852,709 | 82,174 | 139,807 | 422,454 | 208,274 |
| EUR | variable | 253,149 | 1,127,017 | 401,158 | - | 725,859 | - |
| 4,375,174 | 1,474,319 | 220,364 | 2,425,763 | 254,728 | |||
| As at December 31st 2019 | |||||||
| Currency | Reference rate |
Amount as at the reporting date |
Up to 1 year | 1−2 years | 2−5 years | Over 5 years | |
| in foreign currency |
in PLN | ||||||
| PLN | variable | 1,659,720 | 1,659,720 | 744,889 | 27,415 | 103,650 | 783,766 |
| EUR | fixed | 200,162 | 851,655 | 78,343 | 104,872 | 399,919 | 268,521 |
| EUR | variable | 240,709 | 1,021,142 | 295,752 | - | - | 725,390 |
| 3,532,517 | 1,118,984 | 132,287 | 503,569 | 1,777,677 |
As part of debt under borrowings maturing in up to one year from the reporting date, i.e. by June 30th 2021, the Company presented PLN and EUR-denominated debt under the cash pooling arrangement towards related entities of PLN 1,176,027 thousand (December 31st 2019: PLN 985,615 thousand) as well as debt under umbrella working capital facilities as at June 30th 2020 of PLN 194,093 thousand (December 31st 2019: PLN 32,384 thousand). The umbrella working capital facility agreements are effective until September 30th 2022. However, the related liabilities are classified as current, because they are used to finance the Company's day-to-day operations and because of their half-yearly allocation and availability periods. The Company expects to refinance or extend these instruments in the following periods.
187,582 281,921
for the period
for the period
for the period
for the period
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Liabilities under receivables discounting | 84,080 | 104,247 |
| Liabilities under reverse factoring agreements | 84,142 | 155,125 |
| Other | 19,360 | 22,549 |
| 187,582 | 281,921 | |
| including | ||
| Long-term | 15,830 | 19,042 |
| Short-term | 171,752 | 262,879 |
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Pension benefit obligations | 41,013 | 37,973 |
| Jubilee benefit obligations | 22,806 | 21,764 |
| Pensioner Social Fund benefit obligations | 5,561 | 6,471 |
| Other | 2,914 | 2,550 |
| 72,294 | 68,758 | |
| including | ||
| Long-term | 67,575 | 64,080 |
| Short-term | 4,719 | 4,678 |
| 72,294 | 68,758 |
| from Jan 1 to Jun 30 2020 |
Jan 1 – Dec 31 2019 |
|
|---|---|---|
| At beginning of period | 46,994 | 33,744 |
| Current service cost (+) | 1,007 | 1,450 |
| Interest expense (+) | 465 | 984 |
| Remeasurement of net defined benefit obligation/asset | 2,057 | 12,121 |
| Benefits paid (-) | (1,035) | (1,305) |
| At end of period | 49,488 | 46,994 |
Changes in other long-term employee benefit obligations
| from Jan 1 to Jun 30 2020 |
Jan 1 – Dec 31 2019 |
|
|---|---|---|
| At beginning of period | 21,764 | 21,056 |
| Current service cost (+) | 427 | 809 |
| Interest expense (+) | 217 | 607 |
| Actuarial gains and losses recognised in profit or loss for | ||
| the period (+/-) | 1,110 | 1,645 |
| Benefits paid (-) | (712) | (2,353) |
| At end of period | 22,806 | 21,764 |
The increase in Employee benefit obligations follows from changes in actuarial assumptions, mainly with respect to the discount rate (1.40%).
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Provision for litigation | 38 | 38 |
| Provision for environmental liabilities | 32,779 | 32,779 |
| Other | 1,053 | 1,053 |
| 33,870 | 33,870 | |
| including | ||
| Long-term | 31,619 | 31,619 |
| Short-term | 2,251 | 2,251 |
| 33,870 | 33,870 |
| as at | as at | |
|---|---|---|
| Jun 30 2020 | Dec 31 2019 | |
| Trade payables - related parties | 37,472 | 36,306 |
| Trade payables - other entities | 66,695 | 135,343 |
| Liabilities to state budget, except for income tax | 16,850 | 19,074 |
| Salaries and wages payable | 10,251 | 8,294 |
| Liabilities under purchases of property, plant and equipment, intangible assets, investment properties - related parties |
14,280 | 19,850 |
| Liabilities under purchases of property, plant and equipment, intangible assets, investment properties - other entities |
3,313 | 11,960 |
| Prepayments for deliveries - other entities | 1,960 | 1,448 |
| Other liabilities - related parties | 19 | |
| Other liabilities - other entities | 10,193 | 8,645 |
| Accrued expenses | 68,280 | 129,034 |
| Liabilities under bonuses | 9,578 | 8,390 |
| Deferred income | 471 | 131 |
| 239,362 | 378,475 | |
| including | ||
| Long-term | - | 32 |
| Short-term | 239,362 | 378,443 |
| 239,362 | 378,475 |
The decrease in trade payables was a combined effect of the lower purchase prices of key raw materials and reduced production volumes compared with December 31st 2019. The decrease in accrued expenses was mainly attributable to settlement of the provision for redemption of CO2 emission allowances for 2019.
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| Government grants | 77,604 | 49,467 |
| 77,604 | 49,467 | |
| including | ||
| Long-term | 46,232 | 47,048 |
| Short-term | 31,372 | 2,419 |
| 77,604 | 49,467 |
In H1 2020, free CO2 emission allowances for 2020 were allocated to the Company. They are accounted for over the year pro rata to CO2 emissions, which increased the balance of grants as at June 30th 2020. As at June 30th 2020, the outstanding grant of CO2 emission allowances was PLN 28,969 thousand.
On June 29th 2020, the Company's Annual General Meeting passed a resolution to allocate the entire amount of the Parent's net profit for the financial year 2020, of PLN 58,249 thousand, to the Company's reserve funds.
In H1 2020, the Company did not enter into any new material lease agreements.
| as at | as at | |
|---|---|---|
| Jun 30 2020 | Dec 31 2019 | |
| At fair value through profit or loss | - | 1,025 |
| At amortised cost | 2,408,566 | 1,699,303 |
| At fair value through other comprehensive income | 12,300 | 17,115 |
| 2,420,866 | 1,717,443 | |
| Recognised in the statement of financial position as: | ||
| Shares | 6,625 | 6,655 |
| Trade and other receivables | 377,731 | 197,974 |
| Cash and cash equivalents | 1,693,660 | 1,158,379 |
| Derivative financial instruments | - | 1,025 |
| Other financial assets | 342,850 | 353,410 |
| 2,420,866 | 1,717,443 |
| as at | as at | |
|---|---|---|
| Jun 30 2020 | Dec 31 2019 | |
| At fair value through profit or loss | 834 | - |
| At amortised cost | 4,762,873 | 4,093,858 |
| 4,763,707 | 4,093,858 | |
| Recognised in the statement of financial position as: | ||
| Long-term borrowings | 2,900,855 | 2,413,532 |
| Short-term borrowings | 1,474,319 | 1,118,985 |
| Derivative financial instruments | 834 | - |
| Non-current ease liabilities | 35,687 | 38,962 |
| Current lease liabilities | 12,737 | 13,199 |
| Other non-current financial liabilities | 15,830 | 19,042 |
| Other current financial liabilities | 171,752 | 262,879 |
| Trade and other payables | 151,693 | 227,259 |
| 4,763,707 | 4,093,858 |
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to credit risk principally in connection with its trade receivables, advanced loans, short-term bank deposits, bank accounts, and cash pooling.
| as at Jun 30 2020 |
as at Dec 31 2019 |
|
|---|---|---|
| At fair value through profit or loss | - | 1,025 |
| At amortised cost | 2,408,566 | 1,595,056 |
| At fair value through other comprehensive income | 5,675 | 10,460 |
| 2,414,241 | 1,606,541 |
The Company's trade receivables from third parties are in the first place insured under a global trade credit insurance policy, which limits the Company's credit risk exposure to the deductible amount (i.e. 5–10% of the amount of insured receivables). The policy ensures that customers' financial condition is monitored on an ongoing basis and enables debt recovery when required. Upon a customer's actual or legal insolvency, the Company receives compensation equal to 90–95% of the amount of the insured receivables.
A part of the Company's trade receivables from third parties not covered by the policy is secured with letters of credit and guarantees or other forms of security acceptable to the Company.
Trade credit limit is granted primarily on the basis of the insurance company's decision, but also taking into account positive trading history with the customer and the customer's creditworthiness (assessed based on business intelligence reports), financial statements and payment history.
If there is no positive history of trading between the Company and a customer, or where transactions are occasional and the credit limit cannot be insured, the customer is required to make a prepayment or provide security.
Credit risk exposure is defined as the total of unpaid receivables, monitored on an ongoing basis by the Company's internal financial staff (individually for each customer) and, if a receivable is insured, also by the insurance companies' credit analysts.
| Percentage of | Percentage of | |
|---|---|---|
| expected | expected | |
| impairment | impairment | |
| as at | as at | |
| Jun 30 2020 | Dec 31 2019 | |
| Not past due | 0.17% | 0.11% |
| Past due up to 90 days | 0.14% | 0.68% |
| Past due 91−180 days | 5.56% | 10.29% |
| Past due 181-360 days | 100.00% | 47.06% |
| Past due more than 360 days | 99.56% | 99.45% |
Detailed information on the fair value of financial instruments whose fair value can be estimated is presented below:
The table below presents the Company's financial instruments carried at fair value by levels in the fair value hierarchy, as at June 30th 2020:
| Hierarchy level (unaudited) | Level 2 | Level 3 |
|---|---|---|
| Financial assets at fair value, including: | - | 12,300 |
| measured at fair value through other comprehensive | ||
| income, including: | - | 12,300 |
| shares | - | 6,625 |
| trade receivables | - | 5,675 |
| Financial liabilities at fair value, including: | ||
| 834 | ||
| currency futures and forward contracts | 834 | - |
The table below presents the Company's financial instruments carried at fair value by levels in the fair value hierarchy, as at December 31st 2019:
| Hierarchy level (audited) | Level 2 | Level 3 |
|---|---|---|
| Financial assets at fair value, including: | 1,025 | 17,115 |
| measured at fair value through other comprehensive income, including: |
- | 17,115 |
| shares | - | 6,655 |
| trade receivables | - | 10,460 |
| currency futures and forward contracts | 1,025 | - |
There were no transfers between the levels in H1 2020 or in 2019.
The fair value hierarchy presented in the tables above is as follows:
Level 1 – price quoted in an active market for the same asset or liability,
Level 2 – values based on inputs other than quoted Level 1 prices that are either directly or indirectly observable or determined on the basis of market data,
Level 3 – values based on input data that are not based on observable market data.
In H1 2020 and 2019, no financial instruments were transferred between Level 2 and Level 3 of the classification of financial instruments measured at fair value.
The fair value of foreign currency contracts presented in Level 2 is determined on the basis of a valuation carried out by brokers or banks with which the relevant contracts have been concluded. The valuations are verified by discounting the expected cash flows from the contracts at market interest rates effective as at the reporting date.
Foreign currency derivatives include forward contracts to sell an expected excess cash in EUR. As at June 30th 2020, the notional amount of the Company's open currency derivatives (forwards) was EUR 16m. As at
December 31st 2019, the notional amount of its open currency derivatives (forwards) was EUR 15m. Such contracts are only entered into with reliable banks under master agreements. All the contracts reflect actual cash flows in foreign currencies. Currency forwards and derivative contracts are executed to match the Company's currency exposure and their purpose is to limit the effect of exchange rate fluctuations on profit or loss.
The Company applies cash flow hedge accounting. The hedged item are highly probable future proceeds from sale transactions in the euro, which will be recognised in profit or loss in the period from July 2020 to September 2028. The hedging covers currency risk. The hedge are two eurodenominated credit facilities of:
As at June 30th 2020, the carrying amount of both these credit facilities was PLN 852,709 thousand (December 31st 2019: PLN 850,648 thousand). In H1 2020, the hedging reserve included PLN (32,906) thousand (2019: PLN 7,250 thousand) on account of the effective hedge. In 2019, the Company reclassified PLN 781 thousand from other comprehensive income to the statement of profit or loss in connection with the settlement of a hedging relationship with respect to payment of foreign currency loan instalments against proceeds from sales in the euro.
| as at Jun 30 2020 |
as at Dec 31 2019 |
||
|---|---|---|---|
| Sureties | 8,039 | 7,740 |
The surety is to secure a grant advanced to Grupa Azoty ATT Polymers GmbH by Investitionsbank des Landes Brandenburg (ILB) to finance 20% of capital expenditure on the construction of a logistics centre in Guben, Germany.
On May 31st 2020, in connection with the Credit Facility Agreement for financing the Polimery Police project, the Company and Grupa Azoty POLICE entered into a support loan provision guarantee agreement with Grupa Azoty POLYOLEFINS and Bank Polska Kasa Opieki S.A. (acting as the facility agent and security agent) for up to EUR 105m in the form of a subordinated loan, the main objective of which is to cover a potential liquidity deficit, construction cost overruns, operating costs and debt service costs in the operation phase.
As at the issue date of these financial statements, the above loan provision guarantee was not yet provided. It will be provided on the date of fulfilment of the conditions precedent under the Credit Facility Agreement for financing the Polimery Police project.
In the six months ended June 30th 2020 and as at that date (unaudited)
In the six months ended June 30th 2019 and as at that date (unaudited)
| Revenue | Receivables | Purchases | Liabilities | |
|---|---|---|---|---|
| Related parties Grupa Azoty S.A. | 353,948 | 301,995 | 150,131 | 31,589 |
| Related parties Grupa Azoty Zakłady Chemiczne Police S.A. | 121 | 35 | 19 | 4 |
| Related parties Grupa Azoty Zakłady Azotowe Puławy S.A. | 9,085 | 1,810 | 7,533 | 5,893 |
| Related parties Grupa Azoty PKCh Sp. z o.o. | 1,919 | 474 | 31,306 | 14,474 |
| Related parties COMPO EXPERT | 484 | 735 | - | - |
| 365,557 | 305,049 | 188,989 | 51,960 | |
| Revenue | Receivables | Purchases | Liabilities | |
|---|---|---|---|---|
| Related parties Grupa Azoty S.A. | 377,702 | 176,631 | 171,038 | 51,168 |
| Related parties Grupa Azoty Zakłady Chemiczne Police S.A. | 88 | 45 | 14 | 8 |
| Related parties Grupa Azoty Zakłady Azotowe Puławy S.A. | 5,949 | 133 | 1,757 | 355 |
| Related parties Grupa Azoty PKCh Sp. z o.o. | 1,624 | 420 | 33,230 | 18,221 |
| 385,363 | 177,229 | 206,039 | 69,752 | |
Other transactions
| Other income | Other expenses | Finance income | Finance costs | |
|---|---|---|---|---|
| Related parties Grupa Azoty S.A. | 1,103 | 157 | 184,054 | 8,286 |
| Related parties Grupa Azoty Zakłady Chemiczne Police S.A. | - | - | 2,880 | 150 |
| Related parties Grupa Azoty Zakłady Azotowe Puławy S.A. | 7 | - | 611 | 204 |
| Related parties Grupa Azoty PKCh Sp. z o.o. | 842 | 3,513 | - | 301 |
| Related parties COMPO EXPERT | - | - | 834 | - |
| 1,952 | 3,670 | 188,379 | 8,941 |
In the six months ended June 30th 2019 and as at that date (unaudited)
| Other income | Other expenses | Finance income | Finance costs |
|
|---|---|---|---|---|
| Related parties Grupa Azoty S.A. | 814 | 104 | 51,817 | 5,153 |
| Related parties Grupa Azoty Zakłady Chemiczne Police S.A. | - | - | - | 1,013 |
| Related parties Grupa Azoty Zakłady Azotowe Puławy S.A. | 2 | - | 627 | 264 |
| Related parties Grupa Azoty PKCh Sp. z o.o. | 774 | 3,581 | - | 339 |
| Related parties Compo Expert | - | - | 799 | - |
| 1,590 | 3,685 | 53,243 | 6,769 | |
| for the period from Jan 1 to Jun 30 2020 |
for the period from Jan 1 to Jun 30 2019 |
|
|---|---|---|
| Short-term benefits | 2,593 | 4,411 |
| 2,593 | 4,411 |
Remuneration of the Supervisory Board members for holding office at the Company
| for the period Jan 1 − Jun 30 2020 |
for the period Jan 1− Jun 30 2019 |
|---|---|
| 1,027 | 1,047 |
In H1 2020, the Company advanced loans totalling PLN 19,400 thousand, all of them to Grupa Azoty Zakłady Azotowe Kędzierzyn S.A. (in 2019: PLN 66,160 thousand advanced to Grupa Azoty Zakłady Azotowe Kędzierzyn S.A.).
In H1 2020, the Company received timely repayments of loans previously granted, in the amount of PLN 28,336 thousand, including PLN 6,000 thousand from Grupa Azoty Zakłady Chemiczne Police S.A. and PLN 22,336 thousand from Grupa Azoty Zakłady Azotowe Kędzierzyn S.A. (2019: PLN 46,982 thousand, including PLN 6,000 thousand from Grupa Azoty Zakłady Chemiczne Police S.A. and PLN 40,982 thousand from Grupa Azoty Zakłady Azotowe Kędzierzyn S.A.).
After the reporting date, the Company and its subsidiary Grupa Azoty Zakłady Chemiczne Police S.A. disbursed to Grupa Azoty POLYOLEFINS tranches of long-term loans totalling PLN 509.1m, of which PLN 469.9m was disbursed on August 26th 2020 to refinance Grupa Azoty POLYOLEFINS' liabilities towards Grupa Azoty S.A. under the cash pooling facility. On that date, Grupa Azoty POLYOLEFINS was excluded from the Grupa Azoty Group's cash pooling arrangement.
As at June 30th 2020, the Company presented cash provided to other Group companies participating in the cash pooling services as cash equivalents of PLN 1,169,390 thousand, whereas cash received by the Company from other Group companies is presented as short-term borrowings of PLN 1,176,027 thousand as at June 30th 2020.
On August 26th 2020, the Company and Grupa Azoty Zakłady Chemiczne Police S.A. disbursed tranches of long-term loans to Grupa Azoty POLYOLEFINS to refinance its cash pooling liabilities totalling PLN 469.9m.
As at June 30th 2020, the Company had two loans from the EBRD, for a total amount of PLN 216,467 thousand (December 31st 2019: PLN 228,273 thousand).
In the period ended June 30th 2020, the Company signed contracts for new investment projects and for continuation of ongoing projects. The projects involve mainly the provision of chemical, construction, mechanical and electrical services, design services, and project supervision.
The largest capital commitments are as follows:
The total amount of commitments under the contracts was PLN 70,163 thousand (December 31st 2019: PLN 61,578 thousand).
On August 3rd 2020, the District Court for Szczecin-Centrum of Szczecin, 13th Commercial Division of the National Court Register, registered an increase in the share capital of Grupa Azoty POLYOLEFINS. Following the registration, the share capital of Grupa Azoty POLYOLEFINS was increased from PLN 467,339,000 to PLN 599,283,310. Currently, the total number of shares of all issues is 59,928,331 (previously: 46,733,900). Their par value is PLN 10 per share.
The Company holds a direct 47.00% interest in the share capital of Grupa Azoty POLYOLEFINS. The other shareholder of Grupa Azoty POLYOLEFINS is Grupa Azoty Zakłady Chemiczne Police S.A., the Company's subsidiary.
On July 30th 2020, the Company's Supervisory Board endorsed the proposal of the Company's Management Board that the Company's General Meeting grant consent for the Company to execute legal transactions that could result in disposal of the Company's non-current assets with a market value exceeding 5% of the Company's total assets, as provided for in the assumptions for the Share Pledge Agreement and the Assignment Agreement.
The Extraordinary General Meeting of the Company held on August 20th 2020 passed a resolution to approve the above legal transactions. The Extraordinary General Meeting also authorised the Management Board to take all formal and legal steps to execute the Share Pledge Agreement and the Assignment Agreement. Execution of the pledge agreement is another stage related to the Polimery Police financing agreement executed with a syndicate of Polish and international financial institutions on May 31st 2020.
In June 2020, the General Contractor notified Grupa Azoty POLYOLEFINS of the need to commence talks to discuss possible amendments to the EPC Contract due to the occurrence of unforeseen circumstances during the Project implementation related, among other factors, to the outbreak of the SARS-CoV 2 coronavirus pandemic. On July 28th 2020, Grupa Azoty POLYOLEFINS received a request from the General Contractor to amend the EPC Contract, e.g. by extending the scheduled deadline for completion of the Project and increasing the price payable to the General Contractor. As at the date of authorisation of these interim condensed separate financial statements for issue, negotiations were under way with all parties involved in the Project regarding possible amendments to the EPC Contract. Signing a relevant annex to the EPC Contract will depend on whether the negotiations held with all the parties are concluded, including whether the requisite approvals are given by the syndicate of institutions financing the Polimery Police Project and the required corporate approvals are obtained.
On August 20th 2020, the Extraordinary General Meeting of the Parent passed a resolution to adopt the Remuneration Policy for members of the Management Board and Supervisory Board of Grupa Azoty S.A. The remuneration policy defines the rules and terms of remuneration for members of the Management Board and Supervisory Board of Grupa Azoty S.A. within the meaning of the Act on Rules of Remunerating Persons Directing Certain Companies of June 9th 2016, as well as the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of July 29th 2005 (consolidated text: Dz.U. of 2019, item 623, as amended). Implementation of this Policy supports and ensures the implementation of the Company's business strategy, pursuit of the Company's long-term interests, stability and growth of the Company and increase in its value.
In connection with the Act of March 2nd 2020 on special arrangements to prevent, counteract and combat the COVID-19 infectious disease, other infectious diseases and crisis situations caused by them (Dz.U. of 2020, item 374, as amended) and the pandemic announced by the World Health Organisation due to the spread of coronavirus SARS-CoV-2 which causes the COVID-19 disease, the Group has taken immediate measures to protect its business against the consequences of the pandemic. In order to enable the Parent and other Group companies to operate in a possibly smooth manner, procedures have been put in place to ensure prompt response by relevant units. In addition, the Grupa issued instructions to mitigate the risk of infection among its employees, including in particular:
The Group also monitors the market situation with respect to sales of products and supplies of key raw materials and feedstock, as well as the situation on financial markets in the context of its currency and interest rate risk exposures. Measures of this type have been taken at the Parent and all its subsidiaries, including the COMPO EXPERT Group, with respect to operations at all locations where the companies are present.
The Grupa Azoty Group's operations in the Plastics segment are directly related to the electrical engineering and automotive industries, where the effects of the pandemic have been the strongest. Administrative restrictions introduced at the end of March 2020 to limit the spread of COVID-19 affected demand and caused a drop in caprolactam and polyamide prices, both on the European and Asian markets. Before the demand for Grupa Azoty products declined, in March 2020 production activities were discontinued by certain manufacturers in all segments of the plastics value chain. In Q2 2020, the plastics segment reported a 43% year-on-year decline in revenue, attributable to the COVID-19 pandemic and disruption to the demand and supply balance on the market. A gradual recovery is expected after the traditional slowdown in summer months.
The COVID-19 pandemic had no material effect on the implementation of contract sales schedules in the second quarter of 2020. In Q2 2020, revenue fell by approximately 11% year on year despite higher sales volumes, due to lower prices.
However, there were delays in payments for the goods supplied, but their scale in the second quarter of 2020 was not significant.
Situation in the second half of 2020 will largely depend on the financial condition of the agricultural sector, where weaker competition is being recorded, which may adversely affect demand for fertilizers.
In April 2020, the prices of oxo products fell reflecting a downtrend in propylene prices and lower market demand caused by the COVID-19 situation. Since early June 2020, a recovery has been seen in the market of alcohols and plasticizers, accompanied by an increase in prices driven by higher prices of propylene. In Q2 2020, production of oxo alcohols was maintained at maximum levels, and in the case of plasticisers 75% of the production capacity was utilised. The Q2 2020 revenue from oxo alcohols was 32% down on the corresponding period of the previous year.
Deteriorated demand and price levels were also seen in the melamine market. In Q2 2020, revenue from melamine sales was 38% lower year on year. In H2 2020, demand for melamine is expected to recover gradually.
In the titanium white area, no significant impact of COVID-19 was identified in relation to the scale of the Grupa Azoty Group's business, despite a marked decline in demand on certain markets.
The crisis related to the spread of the COVID-19 pandemic also affected the RedNOx product market. Lower fuel consumption supressed demand for NOXy products (the main product in this business area). In other industries, such as power plants or glass, paper and cement manufacturers, where the segment's products are also used, revenue was also lower. In the case of RedNOx products, in Q2 2020 sales were down 5% year on year.
The Grupa Azoty Group is taking steps to minimise the impact of the COVID-19 pandemic on the Group's operations, for instance by using solutions available on the market to support working capital management, optimise the costs of feedstock procurement and adjust the production volumes to sales opportunities. Having recorded revenue declines, the Company and some of its subsidiaries took steps to benefit from the wage subsidy scheme under the Guaranteed Employee Benefits Fund. The estimated amount of support for the Grupa Azoty Group is approximately PLN 50m, and the funds are expected to be received by the Group companies mostly in Q3 2020.
It should be noted that the Group's financial condition is stable. The Group has additional sources of liquidity, namely cash held, whose amount as at June 30th 2020 was PLN 957m (including cash held as bank deposits), undrawn credit facilities, whose amount as at June 30th 2020 was PLN 2,550m, and available reverse factoring limit of PLN 242m, adding up to a total of PLN 3,749m. As at August 31st 2020, the amount of cash held was PLN 353m, the amount of available credit limits was PLN 2,443m, and the available limit of the reverse factoring facility was PLN 421m, adding up to a total of PLN 3,217m.
The decrease in the Group's total cash and available limits after the reporting date was largely attributable to the financing of expenditure on the Polimery Police project.
In the opinion of the Company's Management Board, the preventive measures taken have mitigated the risk to business continuity, but the observed impacts of the COVID-19 pandemic are bound to have a materially adverse short- and medium-term effect on the operations of the Grupa Azoty Group, especially in the Plastics and Chemicals segments. However, these effects will not jeopardise the Group's market position, its liquidity or ability to pursue strategic investment projects.
Signed with qualified electronic signature
……………………………… Wojciech Wardacki, PhD Witold Szczypiński
President of the Management Board
Signed with qualified electronic signature ………………………………
Signed with qualified electronic signature
……………………………… Vice President of the Management Board, Director General
Signed with qualified electronic signature ………………………………
Interim report of Grupa Azoty for H1 2020 Interim condensed separate financial statements for the six months ended June 30th 2020 (all amounts in PLN '000 unless indicated otherwise)
Paweł Łapiński Grzegorz Kądzielawski, PhD Vice President of the Management Board Vice President of the Management Board
Signed with qualified electronic signature
……………………………… Mariusz Grab Tomasz Hryniewicz Vice President of the Management Board Vice President of the Management Board
Signed with qualified electronic signature
………………………………
Signed with qualified electronic signature
……………………………… Artur Kopeć Member of the Management Board
Signed with qualified electronic signature ……………………………… Piotr Kołodziej
Head of the Corporate Finance Department
Tarnów, September 9th 2020
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