Annual Report • Aug 3, 2023
Annual Report
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| A. Interim Board of Directors Management Report 3 | |
|---|---|
| B. Board of Directors Interim Management Report 4 | |
| C. Independent Auditor's Report52 | |
| D. Interim Financial Statements54 |
as far as we know,
a. the interim separate and consolidated financial statements of the company " MYTILINEOS S.A." for the period 1st January 2023 to 30th June 2023, prepared according to the International Financial Reporting Standards reflect in a true manner the assets and liabilities, equity and results of "MYTILINEOS S.A.", as well as of the businesses included in Group consolidation, taken as a whole
and
b. as far as we know, the enclosed report of the Board of Directors is fair, balanced and understandable and reflects in a true manner the development, performance and financial position of "MYTILINEOS S.A.", and of the businesses included in Group consolidation, taken as a whole, including the description of the principal risks and uncertainties.
Maroussi, 02 August 2023
The designees
Evangelos Mytilineos Spyridon Kasdas Dimitrios Papadopoulos
| Chairman of the Board of Directors | Vice Chairman A' of the | Executive Member of the |
|---|---|---|
| and Chief Executive Officer | Board of Directors | Board of Directors |
The present Board of Directors Interim Report pertains to the first half of 2023. The Report has been prepared so as to ensure compliance with the relevant provisions of law 3556/2007 (GGI 91A/30.4.2007) and the executive resolutions of the BOD of the HCMC and especially the Decision No. 8/754/14.4.2019 of the Board of Directors of the Hellenic Capital Market Commission.
The present report contains financial details on the entity titled «MYTILINEOS S.A.» and its subsidiaries and associated companies for the first half of 2023. It presents significant events that occurred in the same period and their influence on interim financial statements. It also describes the main risks and uncertainties that the Group member companies may be facing during the second half of 2022. Finally, it lists the significant transactions between the Company and its related parties.
| 01/01- 30/06/2023 |
01/01- 30/06/2022 |
01/07 - 31/12/2022 |
01/01 - 31/03/2023 |
01/04 - 30/06/2023 |
|
|---|---|---|---|---|---|
| Turnover | 2.515,7 | 2.154,2 | 4.152,3 | 1.357,6 | 1.158,0 |
| Energy | 1.993,8 | 1.641,3 | 3.730,7 | 1.111,6 | 882,1 |
| Metallurgy | 480,0 | 458,2 | 359,2 | 224,6 | 255,4 |
| Infrastructure & Concessions | 41,9 | 54,8 | 62,3 | 21,4 | 20,5 |
| Other | 0,0 | 0,0 | 0,0 | 0,0 | 0,0 |
| EBITDA | 438,0 | 293,2 | 530,0 | 224,5 | 213,5 |
| Energy | 302,7 | 157,5 | 397,2 | 149,9 | 152,8 |
| Metallurgy | 136,2 | 137,5 | 132,8 | 73,6 | 62,5 |
| Infrastructure & Concessions | 7,0 | 4,8 | 8,5 | 4,9 | 2,1 |
| Other | (7,9) | (6,5) | (8,4) | (3,9) | (4,0) |
| (-) Depreciation / Amortization | (51,2) | (44,2) | (45,1) | (23,8) | (27,4) |
| (+ - ) Net Financials | (42,1) | (25,7) | (68,9) | (17,8) | (24,3) |
| (+) Share of profit of associates | (2,8) | 0,4 | (4,4) | (3,8) | 0,9 |
| (-) Tax | (70,0) | (42,4) | (90,3) | (33,5) | (36,5) |
| (-) Result from discontinuing operations |
(1,0) | (0,5) | (2,2) | (0,4) | (0,6) |
| (-) Minoritiy Interest | (2,7) | (14,5) | (19,6) | (1,9) | (0,8) |
| Net Income attributable to parent Shareholders |
268,2 | 166,4 | 299,5 | 143,5 | 124,7 |
i. The table below shows an analysis of the Group operational result per sector as well as other items.
ii. The table below shows an analysis of cash flows and the change of net debt for the period.
| (Amounts in mil €) | 1/1-30/06/2023 | |
|---|---|---|
| EBITDA | 438 | |
| (-) | 2022 Lead Items | -122 |
| (-) | Working Capital | -280 |
| Funds from operations | 36 | |
| (-) | Tax | -19 |
| (-) | Interest | -34 |
| Operating Cash Flow | -18 | |
| (-) | Maintenance Capex | -60 |
| (-) | Growth & Productivity Capex | -440 |
| Free Cash Flow | -518 | |
| (-) | Other Financial / Investement Cash Flows | -5 |
| Net Debt Change | (523) |
The European economy, principally, and the global economy to a lesser extent, have recently shown recession signs, having suffered the consequences of the geopolitical crisis in Ukraine, which in turn triggered an unprecedented energy crisis and exacerbated existing inflationary pressures. In this context, central banks, after adjusting their monetary policies by increasing the cost of money to fight inflation, are now called to make the appropriate decisions to avoid a reduction in growth rates and further deterioration of broader financial conditions.
Greece was fortunate to witness a relatively faster deceleration of its inflation, already since the end of 2022, primarily due to the easing of energy prices. According to Eurostat, Greece, in July, experienced one of the lowest inflation rates (3.4%) in the European Union, only behind Belgium (1.6%), Luxembourg (2.0%), Spain (2.1%), and Cyprus (2.4%), with the energy cost reduction, contributing significantly towards this performance. On the other hand, food prices remain high, expected to decelerate at a slower pace, thus continuing to exert significant pressure on households' disposable income.
Following a 5.9% increase in Greek GDP, during 2022, driven primarily by private consumption despite intense inflationary pressures, economic activity seems to be steadily strengthening over the course of H1 2023, following the stabilization of international environment as inflation is easing. For 2023, the European Commission is projecting a growth rate, for Greece, at 2.4%, thus placing the country among the three fastest-growing European economies.
The effective utilization of resources from the EU Structural Funds as well as the Recovery and Resilience Facility (RRF) is expected to further support the course of the Greek economy and boost both public and private investments.
The above, all, support Greece's route towards acquiring an investment-grade status, driven by strong growth and improvements in its fiscal balance. That, in turn, will significantly enhance the resilience of the Greek economy against external factors, while it is also expected to further reduce borrowing cost for both the public and private sectors. By doing so, it will support investments and, consequently, foster economic growth.
The positive macroeconomic environment, along with the reduction of political risk, following recent elections, is also reflected in the robust performance of the Athens Stock Exchange, since the Greek market has recently outperformed other major foreign stock exchanges, worldwide.
MYTILINEOS, during 2022, achieved a twofold transition, attaining new levels of profitability, three times higher compared to previous years, as well as via the corporate transformation, into MYTILINEOS Energy & Metals, which has received a warm reception from international capital markets.
The strong economic performance in the first half of 2023 not only confirms MYTILINEOS's new profitability levels but also showcases the resilience of its business model in the face of constantly changing market conditions, particularly in energy prices.
The benefits, from the well-diversified business model of the company, coupled with the significant synergies resulting from the coexistence of the Energy and Metals sectors, are becoming increasingly visible and constitute the main drivers behind MYTILINEOS' growth, despite monetary tightening and significant de-escalation of energy prices during H1 2023.
Following the corporate transformation, MYTILINEOS ENERGY & METALS has acquired an even more dynamic and flexible shape, able to face current as well as upcoming challenges. Moreover, the Company is strategically positioned at the forefront of the Energy Transition as a leading and integrated energy company, with an international presence in the entire spectrum of the energy sector (Renewables, Energy & Generation Management, Energy Customer Solutions, Integrated Supply & Trading and Power Projects).
| RES – MYTILINEOS' Global portfolio | Power (GW) |
|---|---|
| RES in Operation | 0.6 |
| RES Under Construction | 1.5 |
| RES RTB & Late stage of Development* | 2.7 |
| RES Middle Stage of Development | 2.2 |
| RES Early Stage of Development | 6.2 |
| Total | 13.3 |
*Project ready to be Build (RTB) or that will reach RTB stage within the next ~ 6 months
Total capacity of the operational and mature Global portfolio of M Renewables, which is dynamically expanding in all 5 continents, is ~4.9 GW, while including projects in Early and Middle stages of development, with a capacity of c. 8.4 GW, MYTILINEOS' global portfolio exceeds the 13 GW, representing a total increase of ~4.2GW (or ~46%) during H1 2023.
About 1/3 of the increase of the global RES portfolio is attributed to the acquisition of a portfolio of 5 solar projects located in Alberta, Canada, from Westbridge Renewable, that will be able to generate more than 2TWh per annum. Total cost of the investment is estimated at €1.16 billion, without taking into account the benefit that MYTILINEOS will
gain from the incentives recently adopted by the Canadian government for investments in clean technologies that can provide up to 30% of the capital expenditure, further enhancing the performance of those assets. This transaction marks the first of its kind for MYTILINEOS in North America, in line with the Company's international strategy to seek opportunities in countries and regions with high commercial interest and a business-friendly environment.
Additionally, MYTILINEOS is active in energy storage projects in Greece & Italy at an early stage of development, with a maximum capacity of ~1.3 GW. It is noted that MYTILINEOS participated in the recent tender process for the operational and investment support of autonomous storage units with batteries conducted by the Regulatory Authority for Waste, Energy and Water (RAE) on July 10.
Total power production from Renewable Sources, with a total installed capacity of 618MW, in the first half of 2023 amounted to 474 GWhs, of which 286 GWhs produced from RES in Greece and the balance 188 GWhs from International RES.
The construction of the first part (135 MW) of the Greek portfolio (~1.5 GW of PV) is progressing well, utilizing resources from the Recovery and Stability Mechanism (RRF), becoming operational at some point during 2023. Moreover, the construction of the second Greek portfolio with capacity of 160 MW, should commence during the year. Regarding the international portfolio, MYTILINEOS is currently constructing over 1.5 GW of PV outside Greece, which are expected to become operational over the coming months.
In the context of the Global Energy Transition, through the shift to Renewable Energy Sources, as well as the Sustainable Development Strategy adopted by the Company the recent years, MYTILINEOS proceeded during H1 2023 into bilateral electricity supply agreements between RES producers and final consumers ("green" PPAs - Power Purchase Agreements):
Meanwhile, MYTILINEOS effectively continuing its Asset Rotation Plan, during the first half of 2023 proceeded with the sale of European projects, with total capacity of more than 250MW.
With regards to third party projects, the execution continues unobstructed, in countries like: Spain, the United Kingdom, Greece, Italy, Romania and Chile. Within the first semester of 2023, new projects for third parties with total capacity of ~671 MW were contracted in Greece, Italy, Romania and UK, with the signed backlog coming at €369 million, while another €465 million are in the final negotiation phase.
| H1 | H1 | H1 2023 | H1 2022 | |
|---|---|---|---|---|
| Production per Unit type [TWh] | 2023 | 2022 | % of mix | % of mix |
| Lignite | 2.1 | 2.5 | 9% | 10% |
| Natural Gas | 6.5 | 9.2 | 28% | 36% |
| Hydros | 1.6 | 2.2 | 7% | 8% |
| RES1 | 9.6 | 9.0 | 41% | 35% |
| Net Imports | 3.5 | 2.8 | 15% | 11% |
| Total | 23.5 | 25.6 | 100% | 100% |
1Renewable Energy Sources
| MYTILINEOS Generation (TWhs) | H1 2023 | H1 2022 | Δ% |
|---|---|---|---|
| Thermal Plants | 2.2 | 2.4 | -11% |
| RES | 0.3 | 0.3 | 9% |
| Total | 2.4 | 2.7 | -9% |
In the first half of 2023 there was a decrease in Natural Gas prices in Europe, due to mild weather conditions, which, combined with sufficient Natural Gas reserves, led to a significant reduction in the wholesale electricity price (DAM). Electricity demand was at lower levels in H1 2023, down approximately 8% compared to H1 2022.
More specifically, the three combined cycle plants (CCGTs) and the one high-efficiency generation plant (CHP) produced a total of 2.16 TWh in the first half of the year. This amount represents 9.2% of the total demand in the interconnected system and 33.1% of the production from natural gas plants, up from ~25% in 2022. The total production in Greece, both from the thermal and renewable units of the Company amounted to 2.45 TWh, a quantity corresponding to 10.4% of the total demand.
The decline in thermal unit production in the first half of 2023, compared to the corresponding period in 2022, was mainly due to the scheduled maintenance of the Ag. Nikolaos station (Protergia), which affected the unit's production for almost the entire Q1 2023. Therefore, H2 2023 production is expected to be significantly enhanced, as on top of the expected increased contribution of the two older CCGTs (Protergia, Korinthos Power), a large contribution is also expected by the new CCGT plant (826 MW), which in H1 2023 produced just 0.27 TWh. The new CCGT plant comes at a time of increased power consumption due to the high summer temperatures, thus decisively contributing to the country's transition towards an energy mix with a significantly reduced carbon footprint. The above, combined with the high efficiency and flexibility of MYTILINEOS' units as well as the supply of electricity at competitive prices, are expected to significantly boost the profitability of the second half.
| MYTILINEOS – Supply of Energy & Natural Gas | Q1 2023 | Q1 2022 | Δ% |
|---|---|---|---|
| Total amount of Power and Gas meters | 531ths | 345ths | 54% |
| Market share | 12.8% | 8.2% | - |
Regarding the electricity supply activity, Protergia, following WATT+VOLT's integration, is steadily strengthening its presence in retail, representing a total of 531 thousand electricity and natural gas customers at the end of H1 2023, while its share in the electricity market in June 2023 exceeded the 12,8% (HEnEx market shares). In the coming period, MYTILINEOS is targeting to capture 20% of the Greek consumption, including the representation of Aluminum, creating an integrated green utility with international presence. Taking advantage of the vertical integration of the Company's operation in the Energy Sector, MYTILINEOS has proceeded to the creation of the most integrated energy provider of the new era ("Utility of the Future").
Moreover, MYTILINEOS, beyond the Greek market, has achieved significant penetration in other markets in the Southeast European region, in terms of natural gas supply and trading, as part of the Company's internationalization
strategy. Having secured most of Revythoussa terminal's available slots for the coming years, while steadily increasing its trading volumes (the Company's natural gas imports make up 35% of the country's total imports), MYTILINEOS has become a major regional player in the supply and trading of natural gas in both the Balkans and the wider Southeastern Europe. This achievement has enabled the company to secure competitive natural gas prices and the benefits of this success are distributed through MYTILINEOS' synergistic model to all company operations.
| Power Projects MYTILINEOS | H1 2023 | ||
|---|---|---|---|
| Backlog of contracted projects | €1.1 billion | ||
| Total pipeline | €1.9 billion |
M Power Projects Sector, focusing on projects that support the goals of the Energy Transition and Sustainable Development, is continuously strengthening its international presence, currently executing 30 projects in 10 different countries.
At the end of H1 2023, the backlog of contracted projects amounted to €1.1 billion, while including projects at an advanced stage of contracting, total backlog amounts to €1.9 billion, of which 16% refers to projects in Greece and 53% in the United Kingdom, an activity which is expected to record significant growth, both in the construction and concessions sectors. The resources of the European Recovery Fund also offer significant growth prospects, with Greece being the country that receives the highest funding as a percentage of GDP.
Regarding Η1 2023 major developments, M Power Projects Sector has agreed to develop and build a 299MW opencycle gas turbine (OCGT) gas-fired power plant in Immingham, UK for VPI Immingham – B LLP, of Vitol group. The OCGT is expected to be put into commercial operation in July 2025. Also, in the first quarter of 2023, started the contract for the "Supply and Installation of a Modern Condenser" on behalf of RWE Generation UK PLC, in the United Kingdom.
Recognizing international trends, M Power Projects sector: a) Utilizes its experience and technical expertise, as well as its competitive advantage, in constructing thermal units to undertake new projects. b) Continues to further develop its presence in the Transmission & Distribution (T&D) field, pursuing specialized projects in HVDC technology. c) Identifies significant expansion opportunities based on its increased knowledge in circular economy solutions, particularly in the area of energy recovery from waste. d) Focuses on additional technology markets, such as Hydrogen, CCS, Data Centers, and Smart Cities, with the aim of taking a leading role in developments that will drive to a more sustainable future.
MYTILINEOS, operating an installed capacity of approximately 2.3 GW of thermal power plants, consuming selfimported natural gas as well as Renewable Energy Projects, while being the biggest private electricity supplier, has established itself as the largest private, vertically integrated electricity and natural gas company. By achieving the critical size required, it aims to maximize the benefits from the complete liberalization of the domestic electricity and natural gas market.
Despite positive prospects for the Greek economy at the end of the first half of the year, the international economic environment remains highly volatile, being characterized by significant challenges, as successive interest rate increases to combat inflation reinforce the possibility of an economic recession.
However, despite the fluid economic environment and significant challenges, the financial results of the Energy sector are expected to increase in the second half of the year, among others, due to:
• The commercial operation of the new, natural gas fueled, Combined Cycle Gas Turbine (CCGT – 826MW capacity) station.
• A significant increase in the contribution from the Renewable Energy Sources (M RES).
• Continued access to competitive and flexible sources of Natural Gas supply.
• LNG procurement, where MYTILINEOS has a competitive advantage due to its extensive experience and wellestablished network of suppliers.
• Highly effective energy management as well as supply and trading activities
• Increased volume and continuous expansion in the retail electricity supply and natural gas supply activities, adapting to current market conditions.
• Increased domestic energy consumption due to economic growth.
• Ongoing internationalization of activities both in energy and metals.
Regarding the M Power Projects sector, MYTILINEOS, following its strategic planning, is focused on developing its activities in countries with specific requirements, where its expertise and know-how give it a significant position in the international market.
The plans and prospects for individual activities are summarized as follows:
The state-of-the-art Data Center ATH 3, owned by Digital Realty, the largest in Greece, which is constructed according to Tier III standards and LEED certified, is in its final construction phase. Additionally, the construction of Data Center ATH4 has commenced.
Internationally, MYTILINEOS continues to develop projects in Libya, Ghana, the United Kingdom, Ireland, Albania, Georgia, Slovenia, and Poland. Having achieved a leading position in the construction of natural gas-fueled power generation units, it ambitiously seeks to undertake new projects in Europe and Sub-Saharan Africa.
MYTILINEOS, having acquired relevant experience, is striving to secure a significant share in electricity transmission and distribution network projects in Greece, Europe, and Africa. At the same time, it continues to grow dynamically in markets with high demands for the execution of complex technical projects, capitalizing on its over 20 years of experience in similar ventures.
Ending a successful H1, both in terms of profitability and the growth of the global Renewable Portfolio, M Renewables re-confirms the ambitious prospects of MYTILINEOS.
With its global portfolio now exceeding the 13.3 GW, M Renewables is expected to continue contributing to the profitability of MYTILINEOS, both via the increase of the operational capacity of Renewable Energy Projects as well as by implementing the Asset Rotation Plan, thus contributing to achieving ESG goals.
In H2 2023, there is an expected increase in the global Renewable Portfolio, as MYTILINEOS continues to enter into development and acquisition agreements for new projects through M Renewables. A characteristic example is the recent agreement signed in Canada.
Additionally, during H2 2023, the development of the global Renewable Portfolio is expected to continue. Some projects which are under construction today, will be operational, while projects at the Ready-to-Be-Built stage of development will enter the construction phase. Finally, several projects in medium and advanced stages of development are expected to reach the Ready-to-Be-Built stage.
Regarding the Asset Rotation Plan, significant agreements for the sale of photovoltaic projects are expected to be finalized during H2 2023, further enhancing the profitability of M Renewables for the year.
As for third-party EPC projects, M Renewables continues to undertake new projects with selected clients, with whom it maintains long-term collaborations and satisfactory profit margins. Having entered into new third-party projects with a total capacity of approximately 671 MW in Greece, Italy, Romania, and England during H1, it is expected to enter into new construction agreements for third-party projects during H2 2023, totaling over 700 MW in capacity. M Renewables is recognized in the market as one of the leading photovoltaic project developers globally.
| Total Production Volumes (ktons) | H1 2023 | H1 2022 | Δ% | |
|---|---|---|---|---|
| Alumina | 429 | 424 | 1,2% | |
| Primary Aluminium | 92 | 93 | 0% | |
| Recycled Aluminium | 28 | 28 | 0% | |
| Total Aluminum Production | 120 | 120 | 0% | |
| Aluminium & Alumina Prices (\$/t) | H1 2023 | H1 2022 | Δ% | |
| 3M LME | 2,362 | 3,080 | -23.3% | |
| Alumina Price Index (API) | 352 | 396 | -11.1% |
Aluminium (3M LME) average price for the H1 2023, came in at 2,362\$/t, down from 3,081\$/t in the first half of 2022, marking a 23% decrease. During Q2 2023, aluminium prices maintained their downward trend, reaching the 2,100\$/t area, over fears of a weak macro environment mainly attributed to the concerns of a slowdown in global economic activity, expectations for further rate hikes, normalized energy prices, as well as rising aluminium supply stemming mainly from China. However, early Q3 2023 has shown signs of recovery, among others due to the weaker US dollar as well as the prospects for a Chinese driven demand recovery.
The global aluminum market remains in deficit, mainly due to low Chinese production, as a result of significantly reduced hydropower production due to prolonged drought. Despite the fact that we are in the traditional rainy season, with enhanced hydropower generation potential, the pace of the ramp-up of idle Chinese capacity remains to be seen Aluminum billet premia also showed a small decline, compared to Q1 2023, moving below the \$600/t level. Despite the recent decline, billet premia remain at healthy levels compared to the past, partly due to the reduced European aluminum production, which remains a significantly deficit market, with most of the needs met by imports from third countries, including Russia, whose production covers 1/3 of European needs. The fact that Russian aluminum production is not so attractive, as the renewal of existing contracts is uncertain (eg Glencore announced that it will not renew its \$16 billion contract expiring in 2024 to buy aluminum from Russia), while at the same time the majority of
aluminum stocks on the LME are of Russian origin, and could put upward pressure on both LME prices and European premia.
Alumina Price Index (API) following the trend of Aluminium prices, recorded a 11% decrease in H1 2023, at 353\$/t.
Despite the weak environment in the aluminium market, MYTILINEOS, due to its timely proactive actions, managed to repeat stellar H1 2022 semi-annual performance, on a profitability basis. MYTILINEOS, among others has managed to secure favorable LME prices, an advantageous €/\$ FX rate, while its effective cost control, combined with the significant comparative advantages offered by the coexistence of the Energy and Metals Sectors, are reflected in the further improvement of the Metallurgy profit margin, while positioning MYTILINEOS among the most competitive aluminum and alumina producers globally
Aluminium prices usually reflect the state of the global economy, which still remains under-pressure resulting in a weaker-than-expected demand, as benefits from "Green" evolution cannot yet replace demand drag from weak macro environment. However, Energy Transition is base metals' main driver, with aluminium topping the list, as it commands more than 50% of the world's overall energy transition demand. The importance of aluminium in the "Green" revolution, is further enhanced by the fact that EC has recently added Bauxite, Alumina and Aluminium in the Critical Raw Material Act (CRMA) along with Gallium, a by-product of bauxite processing for Alumina production. Those critical raw materials, according to the EC, are indispensable for a wide set of strategic sectors including, among others, the net zero industry and the digital industry.
The prospects for the Metals sector for the remainder of 2023 are favorable, as the metal's selling prices will remain at high levels, which have been secured via our hedging policy, while strict cost control is maintained in production. Flexibility and adaptability will prevail throughout the spectrum of Metallurgy activities as:
I. Fluctuations in raw material and energy prices are observed, while aluminum demand shows relative softening, resulting in the de-escalation of European premiums.
II. 2023 marks the first year of gradual reduction of Aluminum's energy supply from the Public Power Corporation (PPC), leading the way for full independence from 2024 onwards.
III. Alternatives, for further diversification of bauxite as well as the supply of other raw material, are being explored even more intensively.
IV. Strengthening the production of secondary metal remains a priority, as the organic growth of recycled aluminum production constitutes the main pillar of Metals sector future growth.
V. Actions towards digital transformation for the improvement of technical performance and reduction of environmental footprint, are constantly enriched.
At the end of the first half of 2023, the outstanding balance of ongoing infrastructure projects exceeds €550 million. This includes projects in advanced stages of pending contracting, which collectively exceed €900 million (note: this only includes METKA ATE shares in joint ventures).
The relatively low volume of activities in the Infrastructure Sector during the first half of 2023 was influenced by the slow progress of projects in very early execution stages, as well as those awaiting contract signing, due to the dual National elections. The activation of construction sites for the FLYOVER project (Thessaloniki Ring Road) and the Chalkida Bypass, as well as the upcoming signing of the contract for the Western Attica Suburban Railway project, are expected to provide significant momentum to the results of the Infrastructure Sector.
Short-to-medium-term prospects for the construction sector in Greece are particularly positive, mainly for concession and PPP projects, in which the Infrastructure Sector aims to play a leading role.
The effects on the Group's sales as well as on the operating and net profitability during the first half of 2023, compared to the first half of 2022 are presented bellow:
| Sales | |||||||
|---|---|---|---|---|---|---|---|
| Amounts in € mil. |
Group Total |
Energy | Metals | Infrastructure* & Concessions |
Other | Group Total |
|
| Sales H1 2022 | 2.154 | 1.641 | 458 | 55 | 0 | 2.154 | |
| Intrinsic Effect | 1.189 | Volumes | 1.053 | 20 | 1.073 | ||
| Renewables | 2 | 2 | |||||
| Projects | 128 | (13) | 115 | ||||
| Market Effect | (828) | Organic \$/€ eff. | 12 | 12 | |||
| Premia & Prices | (829) | (10) | (839) | ||||
| Sales H1 2023 | 2.516 | 1.994 | 480 | 42 | 0 | 2.516 |
*Infrastructure = METKA ATE & Subsidiaries
| EBITDA Amounts in € mil. |
Group Total |
Energy | Metals | Infrastructure & Concessions |
Other | Group Total |
|
|---|---|---|---|---|---|---|---|
| EBITDA H1 2022 | 293 | 158 | 137 | 5 | (7) | 293 | |
| Intrinsic Effect | 251 | Volumes | 186 | 3 | 189 | ||
| Renewables | 47 | 47 | |||||
| Power Projects | 28 | 3 | 31 | ||||
| Other | (14) | (1) | (1) | (16) | |||
| Market effect | (106) | Premia & Prices | (29) | (29) | |||
| Raw Materials prices | 4 | 4 | |||||
| €/\$ rate effect | 10 | 10 | |||||
| Natural Gas Price effect | 99 | 18 | 117 | ||||
| CO2 | (4) | (7) | (11) | ||||
| RTBM / Day Ahead Market | (278) | (278) | |||||
| Net Energy Cost | 81 | 81 | |||||
| EBITDA H1 2023 | 438 | 303 | 136 | 7 | (8) | 438 | |
| Amounts in € mil. | Energy | Metals | Infrastructure & Concessions |
Other | Group Total |
|---|---|---|---|---|---|
| Net Profit after Minorities H1 2022 | 166 | ||||
| Effect from: | |||||
| Earnings before interest and income tax (EBIT) | 143 | (5) | 1 | (0) | 138 |
| Net financial results | (16) | ||||
| Investments Results | (3) | ||||
| Minorities | 12 | ||||
| Discontinued Operations | (1) | ||||
| Income tax expense | (28) | ||||
| Net Profit after Minorities H1 2023 | 268 |
| (Amounts in thousands €) |
Energy | ||||||
|---|---|---|---|---|---|---|---|
| Sales | M Renewables |
M Energy Generation & Management |
M Energy Customer Solutions |
M Power Projects |
M Integrated Supply & Trading |
Intersegment | Total |
| 30/6/2023 | 257 | 290 | 644 | 246 | 685 | (129) | 1.994 |
| 30/6/2022 | 255 | 562 | 692 | 118 | 345 | (331) | 1.641 |
| EBITDA | |||||||
| 30/6/2023 | 89 | 50 | 55 | 40 | 69 | 0 | 303 |
| 30/6/2022 | 41 | 82 | 1 | 12 | 21 | 0 | 158 |
*The Companies which are consolidated with equity method and own Renewable Energy Units with capacity of
1,7MW are not included in the amounts of RES.
| (Amounts in thousands €) |
Metals | |||
|---|---|---|---|---|
| Sales | Alumina | Aluminium | Other | Total |
| 30/6/2023 | 94 | 361 | 25 | 480 |
| 30/6/2022 | 93 | 345 | 20 | 458 |
| EBITDA | ||||
| 30/6/2023 | 18 | 106 | 13 | 136 |
| 30/6/2022 | 23 | 107 | 8 | 137 |
| (Amounts in thousands €) | Infrastructure & Concessions | |||
|---|---|---|---|---|
| Sales | Infrastructure | Concessions | Intersegment | Total |
| 30/6/2023 | 59 | 0 | (17) | 42 |
| 30/6/2022 | 73 | 0 | (18) | 55 |
| EBITDA | ||||
| 30/6/2023 | 8 | (1) | 0 | 7 |
| 30/6/2022 | 5 | 0 | 0 | 5 |
| (Amounts in thousands €) | ||
|---|---|---|
| Other | Total | |
| Sales | ||
| 30/6/2023 | 0 | 0 |
| 30/6/2022 | 0 | 0 |
| EBITDA | ||
| 30/6/2023 | (8) | (8) |
| 30/6/2022 | (7) | (7) |
The Group has a policy of evaluating its results and performance on a monthly basis, identifying timely and effective deviations from the objectives and taking corresponding corrective measures. The Group measures its efficiency using the following financial performance indicators that are widely used internationally. It is pointed out that the following indicators are Alternative Performance Measurement Indicators (APMIs), which are not defined or defined in IFRS. The Group considers these figures to be relevant and reliable for the evaluation of the Group's financial performance and position, however they do not replace other figures calculated in accordance with IFRS.
-EBITDA (Operating Earnings Before Interest, Taxes, Depreciation & Amortization): The Group defines the «Group EBITDA» quantity as profits/losses before tax, itemized for financial and investment results; for total depreciation (of tangible and intangible fixed assets) as well as for the influence of specific factors, i.e. shares in the operational results of liaised bodies where these are engaged in business in any of the business sectors of the Group, as well as the influence of write-offs made in transactions with the above mentioned liaised bodies.
- ROCE (Return on Capital Employed): This index is derived by dividing profit before interest & taxes, to the total capital employed by the Group, these being the sum of the Net Position; Total Debt; and Long - term forecasts.
- ROE (Return on Equity): This index is derived by dividing profit after tax and minority interests by the Equity attributable to the shareholders of the Parent.
- EVA (Economic Value Added): This metric is derived by multiplying the total capital employed with the difference (ROCE – Capital Expenditure) and constitutes the amount by which the financial value if the company increases. To calculate the capital expenditure, the Group uses the WACC formula – « Weighted Cost of Capital».
The Weighted average cost of capital is calculated as, the quotient of Equity Capital to Total Capital Employed (Equity Capital and Debt) multiplied by the return on Equity* plus the quotient of Debt to Total Capital Employed (Equity Capital and Debt) multiplied by the return on Debt adjusted by the company tax rate (due to tax saving on interest paid).
$$WACC = \frac{E}{E+D}r_E + \frac{D}{E+D}r_D(1-Tc)$$
Where E Equity Capital D Debt rE Return on equity rD Return on debt Tc Tax rate
The calculation of the indicator Weighted Average Cost of Capital (WACC) for the 1st half of 2023 sums to 8.12%.
*Return on Equity is calculated by utilizing the "Capital Asset Pricing Model" (CAPM) and is equal to risk-free rate of return plus a risk premium multiplied by beta coefficient, which reveals the variability of the stock in relation to market fluctuations.
The above indicators for the presented period (on an annualized basis 01.07.2022-30.06.2023) as well as for the previous year, are as follows:
EBITDA & EVA in k€.
Net Debt: The total interest-bearing financial obligations minus the total available assets.
Αdjusted Net Debt: The total interest-bearing debt excluding non-recourse debt, minus the total of its available assets.
| 2023 | 2022 | |
|---|---|---|
| EBITDA | 968.070 | 823.277 |
| ROCE | 18,7% | 19,7% |
| ROE | 21,8% | 21,9% |
| EVA | 492.573 | 406.778 |
During the reporting period the company proceeded to the below decisions and actions:
On 10 January 2023 MYTILINEOS S.A. and Statkraft have signed a Power Purchase Agreement (PPA) relating to the energy generated from four solar farms in Italy.
Specifically, the solar farms located in Emilia Romagna, Lazio and Campania, have an overall capacity of 63 MW. All projects were developed and are currently under construction by MYTILINEOS and Commercial Operation Date (COD) is expected in stages across 2023 and Q1 2024.
These solar assets will supply more than 105.8 gigawatt hours of renewable electricity per year, displacing more than 56,000 tons of CO2 emissions every year – the equivalent of taking 95,000 cars off the road, supporting Italy's commitments on clean energy, aiding also the country's energy independence and security.
Statkraft will use the power from the solar parks to offer industrial and commercial companies tailor-made green power solutions. In this role, Statkraft supports its corporate customers by limiting the impact of high near-term power prices on their business, while reducing their carbon footprint and helping them to achieve their sustainability and climate goals.
MYTILINEOS is already established in Italy as it is considered of strategic importance for the Company in both solar and storage business. Specifically, the Company is currently building 156 MW in Italy, of which 127 MW are solar pojects and 31 MW are storage projects under the Fast Reserve Auction. 62 MW of the solar projects have secured a 20 year Contract for Difference (CFD) with the Italian State-Owned Agency - GSE, for a price of 65.17€/MWh, while the remaining solar assets will have a PPA with Statkraft. The Company currently has in the country a portfolio of 2 GW in development and is planning to add additionaly 1 GW during 2023.
MYTILINEOS fully supports Greece's and Italy's strategic plan for decarbonization, with current and future investments, especially now that the energy prices are at historic highs in the European Union.
Statkraft is a Norwegian state-owned company that offers standardised PPA solutions and manages significant market and operational risks connected to the long-term offtake of power from renewable power plants. Furthermore, Statkraft develops, operates, and markets hydropower plants, solar parks and wind farms in numerous European countries
MYTILINEOS was advised by L&B Partners and Our New Energy on the transaction.
On 10.01.2023 MYTILINEOS' Board of Directors approved the proposals of the Chairman and CEO of the company Evangelos Mytilineos for the reorganization of the Company's structures with effect from 01.01.2023, as follows:
The new organizational structure of MYTILINEOS has now two (2) business Segments:
The new Energy Segment led by Yiannis Kalafatas - Chief Executive Director, Energy, and
The Metallurgy Segment led by Dimitris Stefanidis - Chief Executive Director, Metallurgy.
The top and senior management of the Company shall be completed by:
Evangelos Chrisafis as Vice Chairman and Executive Director of the BoD for Regulatory and Strategic Energy and Infrastructure Matters
Christos Gavalas as Chief Treasury & IR Officer and an Executive Member of the Board of Directors with a supervisory role on financial matters the Company
Elenos Karaindros, as Chief Strategy and M&A Officer
Eleftheria Kontogianni as Chief Finance Officer
Vivian Bouzali, as Chief Corporate Affairs & Communication Officer
Fotios Spyrakos as Chief Administration Officer & Head of CEO's Office
Sara Fideli, as Chief People Officer
Nikos Keramidas, as Executive Director, European Affairs & Regulatory Advocacy.
Dimitris Papadopoulos, as Executive Member of the BOD and Executive Director, Corporate Governance & Sustainable Development
Petros Selekos as Executive Director, Legal, Contracts & Compliance
The new Energy Sector, led by Yiannis Kalafatas as Chief Executive Director, Energy, includes five (5) new activities: M Renewables, with Nikos Papapetrou as Executive Director, which incorporates the entire portfolio of RES (all technologies) and storage projects in Greece and abroad of the Company and its subsidiaries/affiliates, as well as the construction activity of RES projects for third parties
M Energy Generation & Management, with Giannis Giannakopoulos as Executive Director, which undertakes (a) the management and operation of thermal power plants with a total capacity of 2GW; (b) the market bidding & non physical power trading, (c) the management of energy produced by our generation assets (thermal and RES) and 3rd parties PPAs; (d) the Cumulative Representation Body management and (e) the creation of green VBL products. All these together constitute what we call in the energy jargon ((a) to (e) jointly called "Energy Management").
M Energy Customer Solutions, with Tassos Papanagiotou as Executive Director, which incorporates the retail business B2C and B2small businesses (small business customers and professionals), electricity and gas supply, as well as new retail products & services (energy efficiency, smart cities, facility management, Internet of Things /digital services, etc.). M Power Projects, with Kostas Horinos as Executive Director, which integrates conventional power generation projects, energy transition projects (e.g.distribution networks, hydrogen, etc.), electricity saving projects, digital transition, smart cities & IoT platforms
M Integrated Supply & Trading (through a subsidiary of the Company) with Panagiotis Kanellopoulos as Executive Director which operates in (a) natural gas supply and management as well as other energy products and (b) customer facing and in the provision of innovative products and services for B2B large corporate customers in Greece and abroad. At the same time, three central services posts are created reporting to the head of the Energy Sector: Director, Technical CoE & CI (Center of Excellence and Continuous Improvement) with Christos Pantzikas Director, BI & DT (Energy Business Innovation & Digital Transformation) with Minas Chaniotis and Executive Director, IT & DS (Information Technology & Digital Strategy) with Konstantinos Fatolas. The new Metallurgy Sector, led by Dimitris Stefanidis as Chief Executive Director, Metallurgy, encompasses the following six (6) activities: Aluminium of Greece Factory headed by Lefteris Grigoriou Volos Factory, headed by George Economou Recycling headed by George Georgalas Commercial headed by Christopher Mexas
Bauxite Mining, headed by Manthos Konstantinidis
Zinc & Lead Metallurgy headed by Alexandros Kontouzoglou
On 16 January 2023 MYTILINEOS has been awarded a Contract for the «Supply and installation of a Synchronous Condenser», by RWE Generation UK PLC, one of the UK's leading electricity generators.
Synchronous Condensers are widely considered as essential for the growth of renewable projects (RES). They are capable of regulating power in electrical networks, especially when RES cannot provide stability to the system. As market needs increase, Synchronous Condensers are a reliable technical solution, capable of meeting the needs of network operators, that most companies internationally are observed to prefer. A synchronous condenser does not consume fuel or generate power and as a result there are no additional airborne emissions or requirements for water usage.
The project supports United Kingdom's ambitions for green energy and zero carbon operation by 2025. Additionally, it is part of National Grid's Stability Pathfinder Program for England and Wales, targeting to support the system by increasing inertia and short circuit contribution, and thus contributing to the stabilization of the Grid due to the increased demand of Renewables connected to the Grid.
MYTILINEOS' M Power Projects, with its high levels of expertise, will undertake the execution of this turnkey project, which will comprise the Design, Procurement, Installation and Commissioning of a Synchronous Condenser facility, with its associated auxiliary systems, as well as a high voltage (HV) banking compound for connection of the Synchronous Condenser to the National Grid's HV Grid.
This is the first contract for a Synchronous Condenser for MYTILINEOS and also a first for RWE in the UK. The asset is
part of RWE's decarbonisation plan within the Pembroke Net Zero Centre (PNZC). The Facility will be located at RWE's existing Pembroke Power Station site in Southwest Wales. Construction is expected to start in 2023, and completion is scheduled for the second half of 2025. The contract value for MYTILINEOS amounts to €62m.
2 February 2023 - MYTILINEOS – Energy & Metals and Compagnie de Saint-Gobain (EPA: SGO), worldwide leader in light and sustainable construction, have signed a private wire Power Purchase Agreement (PPA) relating to the energy generated from a 4.9 MW solar farm in Italy.
The solar power plant will reach commercial operation in mid-2023 and it will be built on the premises of Saint-Gobain's historical factory in Vidalengo, near Bergamo. With this solar asset, more than 7.5 GWh of renewable electricity per year will be produced, displacing more than 3,900 tonnes of CO2 emissions every year – the equivalent of the yearly carbon footprint of ca. 700 people living in Italy.
This 10-year PPA secures a significant portion of Saint-Gobain's electricity consumption in Vidalengo factory. In addition, locking into a favorable electricity price ensure business competitiveness, as it reduces operational costs in part due to significant savings on grid fees. The project falls under the Italian regulation for self-consumption, known as SEU.
MYTILINEOS fully supports Greece's and Italy's strategic plan for decarbonization, with current and future investments, especially now that the energy prices are at historic highs in the European Union. Specifically, the Company currently has an italian portfolio of 157MW in construction, 2 GW in development and is planning to add additionaly 1 GW during 2023.
At the same time, MYTILINEOS RES portfolio, which consists of projects in several countries and various stages of development with a total capacity of 9.1 GW, is accelerating. More specifically:
539 MW in operation
1.0 GW under construction
2.2 GW in mature stage of development, i.e. projects either on a RTB or soon RTB stage
5 GW in less mature stage of development
MYTILINEOS was advised by Gattai, Minoli, Partners and Our New Energy on the transaction.
On 9 February 2023 MYTILINEOS Energy & Metals is hereby announcing the completion of the acquisition of all outstanding shares of WATT+VOLT - "Watt and Volt Exploitation Of Alternative Forms Of Energy Societe Anonyme" in 06.02.2023.
Mr. Anastasios Papanagiotou henceforth assumes the position of Executive Director of the M Energy Customer Solutions activity of MYTILINEOS Energy Sector.
13 February 2023 - MYTILINEOS S.A. pursuant to the provisions of articles 9, 10, 11, 14 and 21 of Law 3556/2007, as currently in force, and based on the relevant information received on 13.02.2023 by Fairfax Financial Holdings Limited ("FFH"), announces that on 10.02.2023, the companies NORTHBRIDGE GENERAL INSURANCE CORPORATION, ODYSSEY REINSURANCE COMPANY and ZENITH INSURANCE COMPANY (CANADA) (hereinafter jointly referred to as the "Bondholders"), subscribed for the total bonds issued by MYTILINEOS under an exchangeable bond loan dated 07.02.2023, bonds which incorporate the right of the Bondholders to acquire, at any time up to the maturity of the bond loan (i.e. until 10.02.2025), at their discretion, a total of 2,500,000 common registered voting shares of MYTILINEOS, therefore they made an indirect, in the sense of article 11 par. 1 of Law 3556/2007, acquisition of the aforementioned shares of MYTILINEOS, which represent 1.75% of its total voting rights. These shares, added to MYTILINEOS shares already held on the above date by other legal entities belonging to the FFH group (hereinafter referred to as the "Other Shareholders"), i.e. 6,688,047 common registered voting shares of MYTILINEOS, which represent 4.68% of its total voting rights, lead to a cumulative participation percentage of 6.43% (i.e. 9,188,047 shares) which results in FFH at parent level exceeding on 10.02.2023 the 5% limit, pursuant to article 9 par. 1 of Law 3556/2007. The Other Shareholders are: (a) Northbridge General Insurance Corporation, (b) Zenith Insurance Company (Canada), (c) Allied World Specialty Insurance Company, (d) Allied World Insurance Company, (e) Allied World Assurance Company (Europe) dac, (f) HWIC Value Opportunities Fund, (g) Eurolife FFH General Insurance Single Member SA and (h) Eurolife FFH Life Insurance Single Member SA.
The ultimate parent company of the Bondholders and of the Other Shareholders, i.e. FFH, controls through a chain of controlled entities, the Bondholders and the Other Shareholders, and therefore, according to article 10 (e) of Law 3556/2007, indirectly owns the said shares. None of the FFH controlled entities owns independently more than 5% of MYTILINEOS' voting rights.
Finally, according to the aforementioned notification, FFH is not a controlled entity, within the meaning of article 3 par. 1 (c) of Law 3556/2007, by any natural person or legal entity.
On 14 February 2023 MYTILINEOS – Energy & Metals and EDP Renewables ("EDPR") signed a long-term Power Purchase Agreement (PPA) for the green energy produced from a 78 MW wind portfolio.
This is EDPR's first PPA in Greece and a first for MYTILINEOS, concerning energy generated from a wind portfolio. The deal allows EDP Renewables to fasten the development of this 78 MW portfolio which consists of 3 wind projects developed by EDPR:
23 MW located in Voiotia, Greece
21 MW located in Achaia, Greece
35 MW located in Voiotia, Greece
All wind farms are expected to enter operation between the end of 2024 and 2025 and under this PPA they are expected to produce annually more than 232 GWh, the equivalent of the consumption of 60 thousand households in Greece by displacing around 100 thousand tonnes of CO2 emissions annually.
MYTILINEOS fully supports Greece's strategic plan for decarbonization and seeks opportunities to secure green PPAs, for its own portfolio aiming to reduce energy costs both for its own assets and those of its business partners.
With this new portfolio, EDPR has now 11.2 GW out of the 20 GW target additions worldwide established in 2021-25 Business Plan. This transaction enables EDPR to achieve more than 3.6 GW of the 6.7 GW target for renewable capacity additions in Europe during 2021-25.
EDPR entered Greece in 2018 through the acquisition of the Livadi Wind Farm project, a ready-to-build wind farm of 45 MW, located near the town of Malesina, in Central Greece. The Livadi wind farm started its operation in 2021 and since then the renewable energy generated is enough to power more than 23.500 households while avoiding the
emission of approximately 56 thousand tons of CO2 per year.
MYTILINEOS with this transaction makes its first step towards the development of its green supply basket, aiming to unfold a wider strategy targeting more than 2GW, coming from 3rd party PPAs and own assets across the region.
February 16, 2023 – Pursuant to the provisions of article 19 par. 1 in conjunction with article 19 par. 7(a) of Regulation 596/2014 and based on notification received today by her shareholder, company under the name KILTEO LTD and by her shareholder, company under the name FREZIA LTD, "MYTILINEOS S.A." (MYTILINEOS) hereby notifies that on 13.02.2023 the pledge over 37,919,549 in aggregate common registered shares issued by MYTILINEOS was released. More specifically, the pledge over (a) 18,718,330 shares issued by MYTILINEOS and belonging to KILTEO LTD, that was imposed on 31.07.2019, (b) 1,788,424 shares issued by MYTILINEOS and belonging to FREZIA LTD, that was imposed on 31.07.2019, (c) 10,570,169 shares issued by MYTILINEOS and belonging to FREZIA LTD, that was imposed on 06.03.2020 and (d) 6,842,626 shares issued by MYTILINEOS and belonging to FREZIA LTD, that was imposed on 27.03.2020, was released. Throughout the intervening period, KILTEO LTD and FREZIA LTD retained the respective voting rights on the aforementioned shares.
Both KILTEO LTD and FREZIA LTD are persons closely associated as per article 3 par. 1 case (26) of Regulation 596/2014 with Mr. Evangelos Mytilineos (Chairman and CEO of MYTILINEOS), who controls them and Mr. Fotios Spyrakos (Chief Administrator Officer of MYTILINEOS), who is a director.
On 21 February 2023 MYTILINEOS – Energy & Metals and Centrica have signed a power purchase agreement (PPA) with Vodafone UK relating to the energy generated from 5 solar farms in the United Kingdom.
This is the second major solar PPA for MYTILINEOS, Vodafone and Centrica, following the announcement last year for the supply of 109 GWh of renewable electricity, and is one of the largest deals to date in Europe. The solar farms located in Norfolk, Nottinghamshire, Staffordshire, Buckinghamshire and Dorset, have an overall capacity of 232 MW. All projects were developed and are currently under construction by MYTILINEOS and Commercial Operation Date (COD) is expected in stages across 2023 and Q1 2024.
These solar assets will generate 216 gigawatt hours of electricity, and displace more than 53,000 tonnes of CO2 emissions, every year, the equivalent of taking 31,400 cars off the road, supporting U.K.'s commitments on clean energy, aiding also the country's energy independence and security.
The deal, between Vodafone, Centrica as the power supplier and MYTILINEOS as the generator, supports the UK government's ambition to focus on home-grown, clean and more affordable energy and so boost long-term energy independence and security.
Once the solar plants are energised, 50% of the total electricity output -equal to 108 gigawatt hours of renewable electricity- will be delivered through a sleeving agreement arranged by Centrica to Vodafone.
MYTILINEOS is already established in the U.K. as it is considered a strategic domain for the Company in both solar and storage business. The Company currently has in the country a portfolio of 268 MW in development and is planning to add additionaly 400 MW during 2023.
The total capacity of MYTILINEOS' international RES portfolio, which consists of projects in several countries and various stages of development of 9.1 GW, is accelerating. More specifically:
539 MW in operation
1.0 GW under construction
2.2 GW in mature stage of development, i.e. projects either on a RTB or soon RTB stage
5 GW in less mature stage of development
MYTILINEOS was advised by DLA on the transaction.
09.03.2023 - Announcement - Approval of the Draft Demerger Plans for (a) the spin-off of the Company's Infrastructure Segment and the transfer/contribution into the 100% subsidiary, "METKA ATE" and (b) the spin-off of the Company's Concessions Segment and the transfer/contribution into the 100% subsidiary, "M Concessions MAE"
MYTILINEOS SA (hereinafter the "Company") announces that further to the meeting of its board of directors on 10.02.2023, where the following were resolved:
(a) the spin-off of the infrastructure segment of the Company and the transfer/ contribution into the 100% subsidiary company with the name " MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME" (distinctive title "METKA ATE"), and (b) the spin-off of the Company's concessions segment and the transfer/contribution into the 100% subsidiary company with the name "M CONCESSIONS SINGLE MEMBER S.A." (distinctive title "M Concessions MAE"), according to the provisions of law 4601/2019 (article 57 para.2, 59-73), law 4548/2018 and article 52 of law 4172/2013 and the initiation of the procedures for the above transformations,
the determination of December 31, 2022 as the date of the transformation balance sheet of the infrastructure segment and the concessions segment respectively, and
the assignment to the Certified Auditors' company "PKF Euroauditing S.A." with the valuation of each contributed sector, in accordance with article 17 of Law 4548/2018 and the examination of each draft demerger plan, in accordance with article 10 of law 4601/2019,
The Board of Directors of the Company on 02.03.2023 approved:
(a) the Draft Demerger Plan through spin-off of the Infrastructure Segment and the transfer/contribution into the 100% subsidiary, METKA ATE and (b) the Draft Demerger Plan through spin-off the Concessions Segment and the transfer/contribution into the 100% subsidiary, M Concessions MAE.
The above Draft Demerger Plans, the relevant reports of the board of directors in accordance with article 61 of law 4601/2019, the transformation balance sheets as of 31.12.2022, the valuation reports according to article 17 of law 4548/2018 and the expert reports on the Draft Demerger Plans according to article 10 of law 4601/2019 have been registered and published in the General Commercial Register (G.E.MH.) on 07.03.2023 and are also available on the Company's website according to article 63 of law 4601/2019.
The completion of the transformations is subject to the required by law approval of the General Meeting of the Company's shareholders, as well as all necessary approvals by the relevant Authorities.
It is noted that no prospectus is required to be drafted according to article 4.1.3.12 of the Athens Stock Exchange Regulation, as applicable.
On 23 March 2023 MYTILINEOS Energy&Metals undertakes the development of an open-cycle gas turbine (OCGT) power plant project in Immingham of North Lincolnshire in the United Kingdom, for VPI Immingham -B LLP (VPI-B), a non-consolidated group entity of Vitol .
Specifically, the contract signed by MYTILINEOS consists of the engineering, procurement and construction (EPC) of a
299MW open cycle gas turbine (OCGT) plant. Siemens Energy will provide the main equipment and the core of the gas turbine package which includes a Siemens Energy SGT5-4000F gas turbine and a SGen5-1200A generator, including electrical components and an instrumentation and control system. The installed equipment from Siemens Energy can also be used to stabilize the grid during periods when the power plant itself is not producing electricity - an important factor in ensuring security of supply in the UK.
The project will be located next to the existing VPI Immingham Combined Heat and Power Station, and VPI-B has already secured a capacity contract in the 2022 T-4 UK Capacity Market Auction for this OCGT. The energy produced will be transferred into the High Voltage Transmission Network operated by National Grid.
This is the third EPC energy project for MYTILINEOS in the United Kingdom. This new contract proves MYTILINEOS' high ability to timely deliver state-of-the-art power plants, proving high levels of expertise for sustainable energy solutions throughout the world.
The OCGT is expected to enter into commercial operation in July 2025.
On March 25, 2023, a grand event was held in the Tema region of Ghana, specifically at St. Nicholas Preparatory School, to celebrate the Anniversary of the Greek Revolution. During the event, a new donation from MYTILINEOS Energy & Metals was handed over to the students of the school. This donation consisted of a new 30-seat school bus, aimed at ensuring their safe and convenient transportation.
With more than 8 years of presence in the country and in Sub-Saharan Africa, MYTILINEOS Energy & Metals remains true to its commitment to social responsibility and environmental sustainability. Specifically, the company has carried out social welfare projects and environmental initiatives amounting to over 6 million Ghana cedis.
For St. Nicholas Preparatory School, in 2018 MYTILINEOS supported the creation and equipment of a school canteen and dining hall enabling children to enjoy their daily meals., while in 2019 the company realized the construction of 6 rooms on the second floor of the main building. Three of them, were inaugurated in 2019 and the remaining three were completed in the first quarter of 2021.
This time as well, true to its commitment, the company again prioritizes the educational work of St. Nicholas Preparatory School and the development of the Tema community and on a request of the Minister of Foreign Affairs of Greece, Mr. Nikos Dendias, MYTILINEOS delivered a new school bus that will safely transport students to school.
True to ESG values and by embracing social values and needs, especially in all local communities, where it operates, MYTILINEOS seeks to create value and return it to society. With the development of local communities, such as Tema region, a better and sustainable future is taking shape. Since 2015, the company's presence in Ghana through 3 projects that contribute to the energy needs of the country while providing sustainable solutions, has led to the employment of over 2,000 people in a working environment defined by safety, equality, and stability.
30 March 2023 - MYTILINEOS Energy & Metals is increasingly evolving into an integrated international energy company, offering a wide range of energy solutions at an international level. At the same time, the company remains steadfast to its commitment to sustainable development and to attaining the CO2 emissions reduction target, not only for its own activity, but also for its integrated solutions offered to its customers.
In this context, the company acquired a 15% equity stake in CLARA Energy's Rosedale Green Hydrogen project in Australia. In particular, MYTILINEOS investment will support commencement of Stage 1 of the Rosedale project to build
hydrogen generation facility that will be exclusively powered by solar production and will feed long haul trucks that cross one of the country's busiest highways, i.e., Sydney – Melbourne Hume Highway corridor. The unit is at the most suitable location to become the main fuel supplier for long haul heavy load trucks, as well as for all vehicles traveling between Sydney and Melbourne taking that route.
It is worth noting that in a world where the transport sector is constantly developing and decorbanization is moving forward with determination, trucks seem to be lagging behind. In particular since 2020, the transport industry has been at the forefront of CO2 emissions as the transport sector produces around 7,3 billion metric tons of CO2 emissions annually. Trucks account for a significant proportion of these global transport emissions.
In the meantime, the European Commission has proposed stricter limits on CO2 emissions from heavy vehicles, so that new trucks reduce emissions by 90% by 2040. The objective is to align the transport sector with the European Union's objective of achieving zero net greenhouse gas emissions by 2050, as well as to reduce demand for imported fossil fuels. However, according to a study published by Bloomberg NEF, in order to achieve net zero emissions by 2050, medium- and heavy zero-emission vehicles should account for around 95% of sales by 2040. Based on this current outlook, however, they will represent only about 35%. The reasons for this delay are due to a number of factors, as there are numerous difficulties such as limited charging stations, autonomy, costs and the lack of encouragement to shift towards the green era itself.
The use of hydrogen is therefore an important solution in automotive applications drawing on new technologies able to bring the cleanest use closer, especially for the main polluter in the transport sector, i.e heavy goods vehicles and trucks. Hydrogen is a technology whose benefits are rapid refueling times compared to gasoline or oil, depending on the ability to cover longer distances with a single fill. At the same time, it is safer than conventional fuels, since it is 14 times lighter than air; a narrow, vertical flame is produced in the event of a point leak in the tank, which does not create a high temperature and does not spread. Hydrogen is one of the simplest chemical elements, which is included in the composition of many chemical compounds, in particular water. Its quantity is almost unlimited on our planet, as opposed to liquid fuels or some raw materials needed to manufacture batteries. For all these reasons, hydrogen tends to become the fuel of the future.
CLARA Energy's final project plan for Rosedale is to develop an 800 MW solar farm next to a 560 MW hydrogen plant near Gundagai – roughly the midpoint on the Hume Highway - able to produce enough hydrogen to fuel 800 trucks running the Hume each day. At Stage 1, solar capacity will reach 250MW and the hydrogen installation will produce enough hydrogen to be used by 200 trucks.
This decision helps to reduce emissions of pollutants even in a sector that has a long way to go towards 'greening'. In particular, the new hydrogen plant seems to be one of the best solutions, as it addresses the issue of reduced electric charging stations for heavy goods vehicles, while offering the right energy and fuel needed, so that vehicles do not need expensive batteries to run.
It is worth noting that MYTILINEOS continues to successfully respond to the energy crisis challenges and the transition to 'green' energy. Through its diversified portfolio, its pioneering choices and future-forward outlook, the company once again stands ahead of energy developments.
On 16.05.2023 MYTILINEOS SA announces that further to the decisions of the Extraordinary General Meeting of shareholders of the Company held on 10.04.2023 and the approving decision no. 2961748ΑΠ/16.05.2023 of the Ministry for Development and Investments (ΑΔΑ: 6ΕΝΛ46ΜΤΛΡ-ΖΤΥ), which was registered with the General Commercial Register under Entry ID Number 3607789 on the same day, the spin-off of the Infrastructure Segment of the Company and its transfer/contribution into the 100% subsidiary company with the name "MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME" (distinctive title "METKA ATE") was completed, according to the provisions of law 4601/2019 (article 57 para.2, 59-73), law 4548/2018 and article 52 of law 4172/2013.
Upon completion of the spin-off the following results occur:
METKA ATE succeeds the Company as its general and universal successor in all the contributed/transferred property, as shown in the transformation balance sheet as of 31.12.2022 and as such is as the time of completion of the spin-off; the share capital of ΜΕΤΚΑ ΑΤΕ increased by the amount of €148,180,390.00 through the issue of 148,180,390 new ordinary registered shares each of a nominal value of €1.00 each, taken all by the Company.
It is noted that no prospectus is required to be drafted according to article 4.1.3.12 of the Athens Exchange Regulation, as applicable.
On 29.05.2023 MYTILINEOS SA announces that following the corporate transformation and the consolidation of all its energy services into a unified Energy sector, is diligently progressing in the implementation of its strategy for its transformation into a cutting-edge utility provider (Next Generation Energy Solutions Provider). In this context, the Company announces the acquisition of the 100% of the share capital of UNISON Facility Services S.A. (UNISON), which will become a subsidiary, administratively within the Energy sector ("M Energy") of MYTILINEOS, and in particular the M Energy Customer Solutions sector.Currently, M Energy is the largest private vertically integrated provider of electricity and natural gas in Greece. In addition, its activity is evolving with the addition of services such as energy efficiency, "smart" energy saving, while it is now expanding into digital products, Internet of Things (IoT) device connectivity, as well as management, maintenance and energy upgrading of buildings and other types of facilities.
Internationally, the operating model of electricity and natural gas suppliers is changing. The provision of integrated solutions is of growing importance for consumers, in addressing their needs through a wide range of products and services, complementary to the supply of electricity and natural gas, while also combined with a personalized experience. The acquisition of UNISON, the largest Facility Management company, is accelerating the creation of a groundbreaking platform through which MYTILINEOS looks forward to becoming the long-term energy solutions & services partner of its customers.
This platform will offer a portfolio of products and services, centered around the supply of electricity and natural gas, expanding into new activities adjacent to the energy spectrum, as well as providing services and solutions that broaden the relationship with our customers and maximize the benefits. The aim is to strengthen and ensure the long-term cooperation with customers, focusing on the continuous value creation.
In this context, and through UNISON, services and solutions will be offered, such as Facility Management, which now captures the overall management of facilities. The range of facilities / customers currently served by UNISON offers substantial opportunities for M Energy's cross selling products and services, as well as for synergies with the broader MYTILINEOS activities, including the operation and management of critical facilities (e.g. building PPPs), road lighting projects, equipment maintenance (Operation & Maintenance Services) etc.
Common drivers across the entire range of products and services are technology and addressing the full spectrum of the needs and requirements of modern consumers either at home or in the business.
The integration of UNISON activities in MYTILINEOS in the M Energy Customer Solutions sector will be gradual, with respect to the history and the recognized executives of both companies.
The total consideration for the transaction amounts to EUR 26 million, of which EUR 10 million will be paid in MYTILINEOS shares. These shares will come from the treasury shares of MYTILINEOS. UNISON recorded a turnover of €76.8 million and EBITDA of €5.3 million for the fiscal year 2022.
The Transaction is subject to the necessary approvals by the Competition Commission and other authorities.
On 01.06.2023 MYTILINEOS SA announces that it has entered into definitive agreements (each a "Share Purchase Agreement") in connection with the purchase by MYTILINEOS' M Renewables of a portfolio of 5 solar projects located in Alberta, Canada, from Westbridge Renewable Energy Corp ("Westbridge" or "Westbridge Renewable"), a utilityscale solar PV development Company, with anticipated aggregate capacity of 1,410 MWdc (1.4 GW) upon commercial operation (the Transaction"). The Transaction is to be completed by way of a share purchase by MYTILINEOS of all of the issued and outstanding shares of the following subsidiaries of Westbridge: Georgetown Solar Inc. ("Georgetown"), Sunnynook Solar Energy Inc. ("Sunnynook"), Dolcy Solar Inc. ("Dolcy"), Eastervale Solar Inc. ("Eastervale"), and Red Willow Solar Inc. ("Red Willow"), (collectively, the "SPVs").Westbridge will retain ownership of the SPVs and continue to lead the development of the Projects until closing, which is subject to certain conditions, including regulatory approvals.
The projects under development by each of the SPVs are comprised of the following (collectively, the "Projects"):
Georgetown – Solar power plant with a capacity of up to 230MWac (278MWdc), located in Vulcan County, Alberta Sunnynook – Solar power plant with a capacity of up to 280 MWac (332 MWdc), located in Special Area No. 2, Alberta Dolcy – Solar power plant with a capacity of up to 200 MWac (246 MWdc), located in the municipal district of Wainwright, Alberta
Eastervale – Solar power plant with a capacity of up to 300 MWac (274 MWdc), located in the municipal district of Provost, Alberta and
Red Willow – Solar power plant with a capacity of up to 225 MWac (280 MWdc), located in Stettler County No. 6, Alberta.
It is anticipated that upon entering into operation, the Projects will:
Generate 2.1 terawatt-hours (TWh) per year of renewable energy, equivalent to the electricity necessary to provide power to 200,000 Canadian homes for one year, or eliminating 330,000 cars from the road for one year, and avoiding the annual emission of 1,500,000 tons of carbon pollution to the atmosphere.
Have a total estimated capex investment of CAD\$1.7 billion (excluding BESS equipment), which will be disbursed (except for the advance payment) in the various phases of project development and construction, with expected completion in 2026-2027. The capex investment is expected to be equally distributed over a period of 4 years.
The two most advanced Projects, Georgetown and Sunnynook (approximately 610 MW) are expected to reach "readyto-build" ("RTB") status by the end of this year, while the remaining three Projects (approximately 800 MW) are in advanced development status with RTB expected by mid 2024.
All of the Projects have applied for and/or been permitted for the installation and use of a battery and energy storage system ("BESS"), with a total anticipated combined storage capacity of 1,200 MWh for the total portfolio. Summary of the Transaction
The purchase price in respect of each SPV is based on the relevant Project's actually installed maximum solar PV direct current capacity and is subject to standard working capital and indebtedness adjustments and adjustments in the event interconnection costs exceed estimates.
Closing of the purchase and sale of each SPV is conditional upon, among other things: obtaining approval of the purchase and sale by Westbridge shareholders, and the TSX Venture Exchange ("TSXV") and obtain regulatory approvals from the Alberta Utilities Commission ("AUC").
On 07.06.2023 MYTILINEOS SA announces the cornerstone has been laid in Grudziadz for a 560 MW gas-fired power plant will be one of the most advanced plants of its kind in Europe, providing electricity to a million households. The use of a highly flexible CCGT unit will ensure that the new plant will work effectively with renewable energy sources, thereby contributing to the reduction of CO2 emissions without the risk of disrupting electricity supply to consumers. The investment project is managed by the consortium of MYTILINEOS Energy & Metals and Siemens Energy for the client ORLEN Group/Energa. The technology to be used in the construction of the unit in Grudziądz will be one of the most advanced solutions available on the market. The CCGT unit under construction will have high efficiency, more than 60 percent under nominal conditions, high availability and the already mentioned flexibility of operation.
On 14.06.2023 MYTILINEOS SA and Smartest Energy Australia have signed a long-term Power Purchase Agreement (PPA) for the 40MW Kingaroy Solar Farm in Queensland, Australia. Kingaroy Solar Farm is owned by MYTILINEOS and is part of a 237 MWp portfolio in Australia that reached financial close in December 2022. SmartestEnergy Australia will offtake renewable energy from the solar farm, which it will then retail to its C&I customer base in Australia. As a global and people-powered renewable energy company, SmartestEnergy offers reliable, innovative retail solutions for clean energy, leading the way to a 100% renewable energy system in Australia, the UK and the US. Specifically in Australia, where solar and energy storage solutions can be a key to a sustainable energy future, long-term deals like the new Kingaroy PPA, not only help ensure new assets are built but continue generating clean energy for decades.Kingaroy Solar Farm is now in the final stage of construction by MYTILINEOS and will be operational in late 2023. This PPA enables the company to build the solar farm with project financing, and therefore progress MYTILINEOS' renewables build-out strategy in the Australian market.
MYTILINEOS's Australian portfolio stands at 376MW. Most projects are connected with long-term Green" PPAs with several offtakers, showcasing the Company's established position in the country and the overall global strategy of becoming an integrated energy company.
The total capacity of MYTILINEOS' international RES portfolio is accelerating, consisting of projects in several countries and various stages of development of more than 11.9 GW.
On 22.06.2023 MYTILINEOS SA celebrated the ribbon cutting of its fully constructed 110MW Moura Solar Farm in Queensland Australia, on the 20th of June 2023.
Moura Solar Farm is part of the Company's Australian portfolio, and it has already in place a long-term green Power Purchase Agreement (PPA) with CS Energy Australia, a Queensland Government owned energy company. It is the first of our Queensland projects to commence operation, with a further two projects respectively in construction and about to commence construction in the Sunshine State. The project will generate enough electricity to power approximately 44,000 Australian homes.
Enterprise Risk Management is an essential component of MYTILINEOS' operations and is achieved through a multidimensional approach which is based on three fundamental elements: Risk Governance, Risk Culture and our Enterprise Risk Management framework.
Through these elements, we achieve a comprehensive approach to the management of risks that affect our strategy, operations, and business objectives. MYTILINEOS operations are affected by multiple risks, which may affect the business operations, the financial performance, and the achievement of its strategic objectives.
MYTILINEOS has developed a robust risk governance framework aiming to support the business objectives, define clear risk management roles and responsibilities, develop a common risk language, and enhance decision making by clearly defining the context of risk management responsibilities.
By adapting and implementing the three lines model, MYTILINEOS has defined appropriate structures and roles in managing risk related matters that facilitate strong governance and risk management.
The first line consists of Risk and Control Owners across our organization (Central Functions and Business Sectors), who are responsible for the identification, assessment, management and monitoring of risks. In its role, the first line is also supported by Risk Partners who provide guidance and oversee the implementation of risk management practices designed by the Enterprise Risk Management (ERM) Division.
The ERM Division, as a second line function, supports and challenges the first line by coordinating the implementation of risk management practices and provides expertise and guidance regarding the severity of risks. The third line, our Internal Audit Division, is responsible for providing independent and objective assurance over the adequacy and effectiveness of governance, risk management and internal controls.
A sound risk governance structure is an essential component in the development of a framework for the identification, assessment, acceptance and rejection of risks, while pursuing the achievement of the organizational objectives. Moreover, the risk governance structure establishes the tone at the top that serves as the foundation for an effective risk management framework, provides oversight, clear messaging, regular leadership dialogue and defines roles, responsibilities as well as reporting lines.
The framework described below presents the key components of MYTILINEOS' risk governance structure:
The Board has overall responsibility and exercises oversight for risk management. It establishes the risk appetite, monitors key risks, considers risks that affect strategy and leverages risk information into the decision-making process. Moreover, the Board approves the ERM Policy of MYTILINEOS.
The Audit Committee assists the Board in fulfilling its oversight responsibilities on the audit procedures to ensure compliance with the legal and regulatory framework regarding, among others, the ERM Division.
The ERM Division is an independent function and periodically reports to the Audit Committee, the most significant risk exposures and trends as well as the progress of action plans.
Additionally, ERM designs, maintains and deploys the overall risk management framework across the organization, monitors adherence to the framework, collects risks across the Central Functions and Business Sectors, performs aggregated risk reporting and escalates risk and control related matters to Senior Management.
The Internal Audit Division provides independent assurance, while the Compliance Division is responsible for monitoring specific risks. Moreover, monthly meetings are held amongst ERM, Internal Audit and Compliance divisions to promote collaboration, facilitate the alignment of risk related activities, expand risk coverage, increase efficiency, monitor action plans, protect and create value for the business.
Responsible to coordinate and support the risk identification / assessment process and to monitor the implementation of risk mitigation plans.
Responsible for the effective and efficient implementation of business processes.
Responsible to manage the identified risks and oversee the risk mitigation actions.
Responsible to ensure that the controls in place are operating as intended.
MYTILINEOS promotes a risk culture to support informed decision-making across the organization through various initiatives.
The Board establishes the appropriate risk behaviors through the provisions, communication, and acceptance of Code of Conduct Principles by all personnel.
Roles and responsibilities for risk management are clearly articulated and understood from risk management participants and risk transparency is enabled by comprehensive risk reporting, including the analysis of inherent and residual risk levels and aggregated views of risks. In addition, the qualitative and quantitative risk appetite statements are approved by the Board and are a key component of our risk management framework.
The risk appetite is aligned to our strategy and stakeholders' perspectives and provides guidance to management regarding the types and level of risk that the organization is willing to pursue to achieve its business objectives and maximize shareholder value.
Moreover, the ERM Division has developed formal processes which are available to all employees through MYTILINEOS' intranet and establish communication lines amongst the ERM Head, the Risk Partners and the Risk Owners. Through these communication lines, involved parties are able to propose new risks, reassess existing risks, discuss risk and control concerns and share ideas to enhance the overall risk management process and practices.
Furthermore, common risk terminologies, categories and ratings are established between the ERM and Internal Audit Divisions to enhance the alignment of assurance functions, establish a common risk language and provide Executive and Senior Management with a clear and fair view of risks and their impact on the organization.
Moreover, the Internal Audit Division leverages the work of the ERM Division in order to prioritize the auditable units, assess the design and effectiveness of related controls and provide Executive and Senior Management of MYTILINEOS with an overall assessment of the internal control system. Additionally, in order to embed a risk culture across the organization, the ERM Head conducts training sessions for risk management participants (e.g., Risk Partners, Risk Owners etc.) about the concepts of risks and controls. The aim of these training sessions is to increase the participants' awareness regarding the importance of risk management practices as a tool to achieve the organizational objectives, to identify areas of improvement and to strengthen the management of risks.
For the onboarding of new employees, training material is adjusted as needed to include risk matters related to current/emerging topics (e.g., GDPR, Security) that may arise and should be brought to the attention of new joiners.
For the assessment of new projects/contracts with significant risk exposure, MYTILINEOS has developed a process for the evaluation of the associated risk impacts to examine the projects/contracts' viability. MYTILINEOS has developed a platform with predefined fields, access rights and approval stages to support the effective implementation of the process.
Moreover, MYTILINEOS has established a consultation process to effectively monitor the development of new policies and procedures. Through this process, the executives of Central Functions and Business Sectors propose changes and approve the final/revised version of policies and procedures. The ERM Division participates in the consultation process with the aim of providing advice on the related risks as well as on relevant controls that could be included in the various stages of the procedures. Additionally, for the efficient operation of the consultation process, the Company has developed the "Digital Consultation App" platform to monitor and approve new (or updates) policies and procedures. Finally, the internal control system of the Central Functions and Business Sectors is based on the principles of COSO Internal Control-Integrated Framework (2013).
Our ERM Framework aims to establish a streamlined process for the identification, assessment and reporting of risks that includes defined roles and responsibilities,risk terminology, assessment criteria, tools for the documentation of risks, as well as escalation and reporting lines.
Our ERM process has been developed with the aim of fitting the structure and objectives of MYTILINEOS. The process incorporates elements and principles of ISO 31000 and COSO ERM to establish a strong and dynamic risk management framework that consists of the following elements:
Establishment of Context: Establishing the context helps in understanding the organization's internal and external environment and defining the set of criteria against which the identified risks will be assessed / measured.
Risk Identification: Through the identification of risks, we recognize areas of uncertainty and potential events that could affect the achievement of the organization's goals. MYTILINEOS conducts risk identification through various methods and assigns each risk to a Risk Owner to promote and ensure accountability.
Risk Analysis & Assessment: The identified risks are analyzed and assessed in terms of inherent and residual risk.
Risk Treatment: MYTILINEOS determines the appropriate risk response to effectively manage its risk exposure according to the organization's risk appetite as well as the level of the risk rating of each identified risk.
Monitoring and Review: MYTILINEOS analyzes risk trends and monitors the status of risk mitigation plans. Furthermore, we assess and monitor the performance of the ERM Framework to identify potential improvement opportunities.
Communication and Consultation: MYTILINEOS plans and implements communication activities related to the ERM Framework aiming to maintain open and dynamic communication with Risk Partners and Risk Owners as well as frequent reporting to Senior Management and the Audit Committee.
The identified risks are classified into five (5) categories Strategic, Market, Operational, Financial, Legal & Regulatory & Compliance, as presented below.
| Strategic | |||
|---|---|---|---|
| Risks that may offer benefits to the organization or threats that may arise | |||
| from adverse business decisions, poor implementation and execution of the | |||
| organization's strategy, or lack of responsiveness to strategic plan deviations caused by | |||
| external or internal factors. | |||
| Market | |||
| Risks that may arise from failure to identify factors relating to macroeconomic and | |||
| sociopolitical conditions that will affect the ability of the organization to maintain or | |||
| increase its revenue and profitability in a specific business environment. | |||
| Financial | |||
| Risks that may arise due to ineffective management of financial markets' volatility and | |||
| incorrectly, miscalculated, omitted, or misrepresented financial information to external | |||
| users such as investors and regulators, or internal stakeholders. | |||
| Operational | |||
| Risks that may arise from inadequate or failed internal processes or systems, or | |||
| ineffective human resource management, or from external events. | |||
| Legal & Regulatory & Compliance Risks that may arise from ineffectively managing regulatory and legal risks |
|||
| and failure to comply with internal procedures resulting in regulatory censure, adverse | |||
| financial or reputational impact. |
MYTILINEOS identifies and monitors emerging risks through various channels such as Management Committees and reports from specialized consultants on new trends and risks. Moreover, risks that are already identified and captured through the streamlined risk management processes and could possibly have a high impact for the organization in the long-term, are considered as emerging risks that require attention and close monitoring from the ERM Head and Senior Management.
Inadequate and/or inefficient monitoring and knowledge of the reserves and availability of critical materials may lead to inability to meet client expectations, increased production costs and failure to capture the benefits of new synergies and/or technologies that may eventually adversely impact MYTILINEOS' financial performance, client satisfaction and reputation.
MYTILINEOS finances long – term investments according to its strategy (e.g., PV plants construction, CCGT power plant – IPP 2). Additionally, MYTILINEOS continuously monitors the reserves and availability of critical materials through monthly meetings of the Business Sectors' Committees/Councils (Metallurgy and Energy) where relevant developments regarding reserves and resource availability are presented and discussed.
Furthermore, MYTILINEOS estimates its reserves and needs of critical raw materials in order to find alternative options if needed in the future.
Finally, MYTILINEOS enters into long-term gas/electricity/bauxite supply agreements with counterparties that meet the organization's criteria regarding reliability and creditworthiness to ensure availability of critical materials for its activities.
The risk is related to the potential failure of the organization to monitor and adjust its business operations and strategy to sustainability principles and climate change.
Inefficiencies in monitoring and adjusting to extensive changes in the policies, laws, and technologies concerning the measures for adapting to and mitigating climate change may have an impact on the operations of Business Sectors and the achievement of MYTILINEOS' financial, business and sustainability targets and thus on its long-term growth.
MYTILINEOS is greatly committed to tackling climate change and addressing energy transition. MYTILINEOS' approach is based on the following actions:
The identified principal risks can materially and adversely affect our future performance, strategy and reputation. Through our robust risk management framework, a detailed understanding of the exposures faced by the organization is achieved. The principal risks are timely identified and closely monitored and analyzed so that appropriate mitigation actions, in line with our risk appetite, can be taken. An analysis of the principal risks that MYTILINEOS faces including the description and potential threats of each risk, the root causes/factors that contribute to the materialization of the risk, MYTILINEOS' appetite for each risk and related mitigation actions are presented below.
Social, political factors or trade barriers within a market environment may affect the organization's investments and ability to market, sell and provide products and services. Through its business activities that expand in five continents, MYTILINEOS is exposed to a wide and everchanging geopolitical environment that could potentially threaten the organization's activities and reputation.
MYTILINEOS' activities, access to markets or operational continuity may be disrupted due to political instability, including terrorism, war, crime and social unrest. Furthermore, increased changes in policies, regulations and legislations, short-term changes in demand and/or trade requirements could potentially impact key markets for MYTILINEOS' products, projects and services. Finally, political disputes between major economies threat and impact global supply chains and cause uncertainty over future business conditions that could eventually result in less informed investment decisions.
We have activities in various countries with less stable political and economic environment, and possible restrictions imposed after the initiation of projects / investments. We are willing to accept medium levels of Geopolitical Risk in pursuit of our strategic objectives and stakeholders' expectations, maximizing the shareholder value and ensuring, in any case, that we monitor and assess the factors that may impact our risk exposure and respond efficiently, where possible.
MYTILINEOS has developed specific policies and processes for the assessment of Geopolitical Risk exposure but also for the implementation of risk mitigation plans. More specifically, MYTILINEOS deploys the following instruments/tools:
MYTILINEOS continuously monitors and assesses the geopolitical environment of each country it has operations, in terms of security, political stability and regulations, to identify any emerging geopolitical risks and/or monitor the development of existing ones.
Moreover, MYTILINEOS conducts thorough review of the geopolitical environment and accompanied risks when considering expanding its activities in new countries. More specifically, multidivisional working groups are formed, which in collaboration with specialized consultants, assess the type and severity of the risks that MYTILINEOS may be exposed to (political, credit, health & safety, tax, supply chain, etc.). As part of the assessment, local visits may be conducted to countries of interest to further examine the expansion opportunities. The assessment is followed by the development of corresponding risk management strategies that are evaluated in relation to the benefits presented by the expansion of activities to arrive to an informed decision that considers the Geopolitical Risks involved.
MYTILINEOS has developed a strategy for actively engaging with key stakeholders in the countries the organization operates, such as governments and regulators, aiming to achieve continuous monitoring of the situation in each country and assist in the socio-economic development of the countries through various initiatives.
Macroeconomic Risk is associated with potential failure to plan for or manage fluctuating macroeconomic factors (e.g., inflation, GDP, economic growth, stability, unemployment rate) and could lead to financial loss.
Through its business activities that expand in various economies, MYTILINEOS is exposed to a wide range of macroeconomic trends and factors that could potentially threaten the organization's activities and financial viability/stability.
More specifically, MYTILINEOS could face negative impacts due to significant reduction in customer spending or delays of investment plans, inflationary pressures that affect the underlying cost base and margins, political instability and aggressive monetary and/or fiscal policies that may adversely affect the organizational objectives.
We are exposed to dynamic domestic and global macro-economic factors, and we operate in possible high-risk countries. We are willing to accept medium levels of Macroeconomic Risk, ensuring, in any case, that we assess and monitor the factors that may impact our financial position and respond efficiently, where possible.
MYTILINEOS primarily operates across various geographies, economies and industries (Energy and Metals), thus has a balanced portfolio that ensures resilience and future profitability, since the organization is less exposed to adverse economic developments in a single geography or industry.
MYTILINEOS continuously monitors the macroeconomic environment through monthly meetings of the Business Sectors Committees/Councils (Energy and Metallurgy) and the Financial Committee where relevant developments are presented and discussed.
MYTILINEOS monitors, through various channels, the current and estimated developments in the market, the macroeconomic variables and the accompanied macroeconomic risks (e.g., macroeconomic stability of a country, inflation fluctuations, monetary policies), that could potentially create the need to adapt the organization's actions both in production and investment levels.
Furthermore, MYTILINEOS integrates macroeconomic metrics and forecasts in its five-year business plan to examine the viability of projects and future opportunities against a range of associated variables (e.g., prices, costs).
MYTILINEOS' operations could potentially be at risk due to high energy prices and availability constraints caused by disruptions in the energy market.
Potential failure to effectively plan and manage the energy sources (electrical power, natural gas, etc.) in terms of quantity, pricing, and costs could lead to delays and disruptions in the production process of the Metallurgy Sector, the participation of thermal units of the Energy Sector in the energy mix, additional costs, and inability to achieve operational and financial goals as well as client needs.
We seek to ensure effective management of energy sources, taking into consideration external factors such as fluctuations in regional/global supply/demand of natural gas and power.
Our appetite for Energy Supply Risk is medium, ensuring in any case that we assess and monitor the factors that may impact our exposure to risk and respond efficiently, where possible.
The Energy Council of MYTILINEOS continuously monitors energy sources (electrical power, natural gas etc.) in terms of quantity, pricing and costs. The Energy Council meets monthly to analyze the latest developments in the energy sector and how they impact the organization.
MYTILINEOS enters into long-term gas/electricity supply agreements with counterparties that meet the organization's criteria regarding reliability and creditworthiness to ensure availability of critical material for its activities.
Additionally, MYTILINEOS analyzes and monitors the fluctuations of its energy mix, to ensure energy supply, cover the needs of the Energy and Metallurgy Sectors, and meet operational and financial goals. The energy mix consists of selfproduction through thermal units, renewable energy sources (photovoltaic and wind farms), and electricity purchase agreements from third-party providers.
Finally, where feasible, MYTILINEOS hedges the energy prices' fluctuation both with strategic and operational methods, using various financial instruments, such as derivatives.
The rapidly evolving market landscape and technological advancements have created a highly competitive global economy, in which the actions of existing and new competitors could threaten MYTILINEOS' ability to achieve its strategic objectives.
Potential failure of the organization to act on changing market conditions and to establish a business development and promotion strategy could lead to the loss of market share and customers, decline of revenue and/or decrease of profit margins and thus adversely impact the overall financial targets and profitability of MYTILINEOS.
Our appetite for Commercial & Competition Risk is medium taking into consideration the challenging environment in the energy, metallurgy and construction industry, safeguarding in any case our competitive advantage with a variety of assessment and monitoring tools.
MYTILINEOS operates in demanding local and international markets, with creativity, efficiency and respect for the environment, society and competition.
Therefore, the management of this risk is a priority for Management, which constantly examines the operating environment and adopts best practices and technologies, while investing in research and development that will give a competitive advantage and will allow for an increase in the customer base, profitability, and profit margins.
Moreover, MYTILINEOS monitors the competition through the monthly Committees/Councils (Energy Council and Metallurgy Committee) to identify and evaluate the direct competition and adjust the operational actions (if necessary). In addition, MYTILINEOS monitors market trends of the related business sectors through various channels (e.g., participation in associations, satisfaction surveys, etc.) to adapt its practices and enrich the products and services provided.
Also, Senior Management periodically reviews the organizational/operating model, which is carefully adjusted, as needed, through structural changes that reflect the strategic objectives and evolving market expectations and trends. More specifically, MYTILINEOS planned and completed its business transformation, which led to the development of a holistic Energy Sector that includes the supply of natural gas, construction and management of thermal units and other energy infrastructures, construction and operation of RES, energy management, and wholesale/retail sale of electricity and natural gas. At the same time, the spin-off of the construction/infrastructure sector was completed with the creation of two (2) subsidiaries of METKA ATE and M Concessions.
Furthermore, MYTILINEOS, through its business development strategy identifies and pursuits the development opportunities and improves its business relations with partners and customers.
Finally, MYTILINEOS ensures product quality, expands the portfolio of products and services, and strengthens its competitive advantage, through the implementation of a strategy that aims to develop vertical operations for the Business Sectors. More specifically, in the Energy Sector, MYTILINEOS ensures the effective management of commercial and competition risks, through the vertical operations that include supply, production, and trading of electricity and natural gas, and in the Metallurgy Sector through the vertical operations that include bauxite mining, production of alumina, aluminum, and secondary aluminum.
Potential failure to identify and assess business opportunities or threats that align with the organization's strategic objectives and are related to business portfolio growth (such as mergers, acquisitions, divestments, joint ventures, and strategic partnerships) could impact MYTILINEOS' market share and growth rates and eventually lead to decreased earnings and competitive disadvantages.
It is our priority to identify business opportunities that align with our strategic objectives achieving financial growth with potential high return.
We have medium appetite for Investment Decisions Risk, ensuring in any case that we effectively assess the growth and investment opportunities.
MYTILINEOS identifies and assesses growth or investment opportunities aligned with its strategic objectives through a multi-dimensional approach. MYTILINEOS has established processes and channels (internal and external) for the identification, review, and analysis of investment opportunities.
The Central Function of Strategy and M&A analyze the available data in cooperation with the involved Business Sectors and the related Central Functions and external consultants, if necessary. For the effective execution of transactions, MYTILINEOS establishes Transaction Working Groups, to monitor the workstreams involved in each transaction.
Furthermore, MYTILINEOS conducts a formal due diligence process, involving the review and assessment of legal, tax, financial, technical, environmental, insurance, social and human resources data, all included in a specialized risk matrix (risk identification & management).
Moreover, MYTILINEOS has developed and established an approval process for projects and contracts with significant risk exposure for the organization, that ensures careful consideration and proper assessment of the different risk elements and opportunities. Such projects/contracts are identified based on defined criteria and require thorough review through a three-step approach.
Through its global operations, MYTILINEOS is exposed to health and safety related risks (minor accidents, accidents with work time loss, occupational diseases and fatalities).
We operate in hazardous industrial sites and execute complex projects which require adherence to strict health and safety rules and regulations.
Potential failure to effectively manage health and safety related matters could potentially affect the physical and mental health of our employees, subcontractors, business partners and members of the public and thus lead to litigations, fines, insurance costs and reputational damage and subsequently to the loss of future business opportunities.
In addition, health and safety incidents could impact employee satisfaction and lead to business disruptions.
Our appetite for Health & Safety Risk is very low. It is essential for us to ensure health and safety in every workplace we operate.
Occupational health and safety has always been fundamental to the operation of MYTILINEOS and is considered a primary business objective. To manage the Health and Safety Risk, MYTILINEOS monitors and addresses health and safety issues and underlines the importance of health and safety as the No. 1 item of all Business Committees/Councils. MYTILINEOS acknowledges its responsibility and actively seeks to ensure the best possible health & safety conditions in all its work areas, through the implementation of an integrated and certified Occupational Health & Safety Management System. Additionally, MYTILINEOS, aiming to ensure compliance with the applicable legislations, has established and implements strict health and safety policies and procedures throughout the organization, that support MYTILINEOS' objective for health and safety. Through the implementation of the System, policies and procedures in place, MYTILINEOS adopts appropriate measures for preventing accidents and occupational diseases, conducts audits, accident investigation and analysis activities as well as close monitoring and reporting of matters related to health and safety.
Additionally, MYTILINEOS provides ongoing health and safety training programs to all employees aiming to promote and embed a safe work culture. The training programs are adjusted to fit the specialized training needs of employees based on the work they perform.
Finally, MYTILINEOS has established and is strictly implementing security systems and safety measurements to assess the health and safety impact of its operations on employees and to identify any need for interventions in all its work areas (offices and industrial facilities).
MYTILINEOS' operations rely on the availability of raw material resources and are enabled by numerous suppliers and external partners, thus exposing the organization to the Supply Chain Risk.
Potential failure to manage the raw material resources availability effectively/efficiently and to implement an effective and comprehensive framework for the selection of suitable suppliers and external partners could lead to disruptions in the supply chain and business operations and thus impact the reputation of MYTILINEOS and its relations with business partners and clients.
Moreover, such disruptions and mismanagement could impact the operational efficiency, overall execution of projects and financial results and even lead to litigations and fines.
We have medium appetite for Supply Chain Management Risk, taking into consideration supply chain constraints and disruptions in the market, as well as our goal for efficient and effective management of raw material resources availability and suppliers.
MYTILINEOS seeks to develop strong and long-term relationships of trust and mutual benefit with its suppliers and external partners. To achieve this objective, MYTILINEOS has developed and implements internal policies and procedures that define supply management operations as well as procurement planning and include approval rights, dedicated committees as well as roles and responsibilities of the involved parties.
According to the established processes, suppliers and subcontractors are subject to due diligence and are assessed based on defined criteria as well as on the ESG operating model, prior to any business agreement. Such criteria include their financial, quality and time credibility, the cost of the provided services/products and their ability to meet the supply needs with the appropriate quality according to specifications defined by MYTILINEOS' Business Sectors.
On a yearly basis, suppliers, subcontractors and external partners are assessed based on their performance to ensure future reliable collaborations with high-performing partners. Additionally, MYTILINEOS has designed a dedicated supplier evaluation questionnaire with ESG criteria, reenforcing the overall direction of the organization towards sustainability and transparency.
To address possible issues such as misconduct and unethical behaviors, MYTILINEOS has developed a dedicated "Suppliers & Business partners Code of Conduct". The Code includes the description of the minimum conditions / expectations of MYTILINEOS from its supply chain partners, in matters related to responsible entrepreneurship and sustainable development while it is a basic condition of the commercial cooperation of the two parties.
Additionally, inventory is monitored on a periodic basis and in some cases, mainly for critical materials, safety stock levels are established to ensure stock availability.
People Risk entails potential failure to attract, recruit and retain human resources or potential failure to create positive working environment due to lack of effective communication with employees or to ensure the continuation of critical operations due to insufficient succession planning.
If this risk were to materialize, it could adversely impact the success of MYTILINEOS' strategic objectives and threaten its reputation and the timely achievement of its commitments.
Moreover, low levels of employee engagement and/or relatively high employee turnover rates could lead to a loss of "know-how" and skills and eventually to business disruptions and a reduced confidence within the market and among stakeholders.
We have low appetite for People Risk. Our human capital is essential, and it is our priority to attract, hire and retain the appropriate talents, to ensure a desirable working environment and an effective labor relationship framework, as well as to identify and develop future leaders.
MYTILINEOS aims to provide a positive working environment that enables the development of its employees. To achieve this objective and mitigate its People Risk, MYTILINEOS has adopted and implemented the following:
MYTILINEOS, through its business activities, is exposed to the potential failure to monitor all critical aspects for the effective/efficient completion and delivery of projects, including budget, resourcing aspects (e.g., staffing) as well as project objectives such as key milestones, logistics, quality and product safety.
More specifically, potential failure to properly manage projects impacts the time, cost, quality and safety of work and leads to failure to meet client expectations which could result in legal disputes over contractual terms and corresponding financial damages.
Moreover, potential delays or failure to deliver projects with significant exposure could lead to reputational damage and failed business relationships and thus to the loss of future business opportunities due to reliability concerns.
Additionally, potential failure to properly execute internal projects could adversely impact the strategic objectives in terms of growth and enhancement of operational efficiency.
We have low appetite for Project Planning & Execution Risk. We seek to ensure efficient and effective planning and execution in order to deliver our projects according to predefined cost, schedule and quality.
Proper project execution and delivery is a main priority for MYTILINEOS, which is achieved through a robust project planning and monitoring procedure and long-term, strong business relationships with key stakeholders.
Planning, monitoring and reporting of project execution is achieved through well-established and regularly reviewed and updated project management processes.
MYTILINEOS clearly defines roles, responsibilities, milestones, and corresponding tasks through the establishment of the projects' governance prior to their initiation, ensuring optimal competency mix in project teams and timely planning. Furthermore, preliminary project review and project planning include risk identification and assessment phases.
MYTILINEOS performs thorough assessments of its suppliers, subcontractors and external partners before entering into any business agreement. Also, processes are established to ensure that their performance is being monitored throughout the execution of the projects.
Moreover, project teams perform lessons learned reviews at the end of each project to obtain an overview of the overall project execution and results aiming to draw conclusions that would enhance future project performance.
MYTILINEOS operates in global markets and is exposed to commodity price fluctuations that are market driven. Potential failure to plan or manage unfavorable fluctuations in commodity prices could adversely impact MYTILINEOS'
future financial performance.
More specifically, through its business activities, MYTILINEOS is mainly exposed to risks arising from price fluctuations in Aluminium (AL), Aluminium Oxide (OX) and raw materials, from price fluctuations in natural gas as well as from emission allowances, scrap aluminium and natural gas sourcing activities.
This kind of exposure could negatively affect both revenues (e.g., metal prices at LME) and costs (e.g., natural gas prices).
We are exposed to the volatility of specific commodities and important raw materials and services prices (e.g., Aluminium, Alumina, Natural gas), which are influenced by external factors such as global economic conditions, supply and demand. We are willing to accept medium levels of Commodities Price Risk, ensuring that this risk is efficiently and effectively managed, implementing proactive measures such as hedging.
MYTILINEOS maintains a diverse portfolio of commodities, assets, liabilities, and currencies across several geographies as well as a varied portfolio of customers and contracts that ensures resilience and future profitability since the organization is less exposed to adverse developments in a single market.
Moreover, MYTILINEOS continuously monitors, through various channels, the current and estimated developments in the commodity markets that could potentially create the need to adapt the organization's overall commodities' management.
MYTILINEOS aims to manage the effects commodity price fluctuations could have on its revenues and costs through hedging activities using various financial instruments. More specifically, the Central Function of Treasury & IR hedges commodity price fluctuations based on annual forecasts and management's directions and targets. MYTILINEOS ensures that hedging activities are conducted properly through Financial Risk Management processes that outline appropriate approval flows, communication lines, open position monitoring activities, reconciliation activities and transaction counterparty management.
The Central Function of Treasury & IR presents monthly any new developments in commodity markets, new hedging strategies and a summary of current positions to MYTILINEOS' Financial Committee.
Credit Risk entails the potential failure to effectively manage credit incidents.
MYTILINEOS is exposed to Credit Risk through the possibility of a counterparty default, a credit rating downgrade and/or an adverse credit environment in general. Such an event could lead to increased spreads, unfavorable prepayment obligations and borrowing terms for MYTILINEOS.
Furthermore, Credit Risk could be realized through an inability to efficiently collect receivables that would cause significant bad debt expense and/or excessive days receivables outstanding.
If any factors of Credit Risk were to materialize, MYTILINEOS' financial condition, revenues and cashflows could be negatively impacted.
We are subject to events such as default of customer, credit rating downgrade and adverse credit market conditions. We are willing to accept medium levels of Credit Risk, engaging with customers and counterparties established in various countries, in pursuit of our strategic objectives, in light of our policies and procedures.
MYTILINEOS secures its access to sufficient debt funding sources and builds strong relationships with lending institutions to meet future obligations and manages effectively assets, liabilities and capital requirements.
Furthermore, MYTILINEOS has Credit Risk policies and procedures in place that guarantee transactions only with clients that are characterized by appropriate creditworthiness. These policies are accompanied by strict client selection criteria and by constant monitoring of the credit granted to them.
Moreover, Credit Risk is also managed/mitigated through credit insurance policies with global insurance companies, receivables in advance to a considerable degree, safeguarding claims by collateral loans on customer reserves, receiving letters of guarantee and quantitative and qualitative limits on cash reserves and cash equivalents, derivatives, as well as other short term financial products.
The below analysis of the balance of the Group's trade receivables on 30.06.2023 and 31.12.2022 (per nature of trade receivable item) as well as the simple average collection days (DSO, based on the semi-annual Turnover) is shown in the following table:
| amounts in € thousands | Group | |||
|---|---|---|---|---|
| 30.06.2023 | 31.12.2022 | |||
| T.R. | Trade Receivables | 1.427.568 | 1.451.241 | |
| (a) | Out of which: Related to advances given to Trade Creditors |
267.710 | 205.332 | |
| Advances received from Customers in liabilities* | -263.096 | -507.857 | ||
| (b) | Related to Revenue recognition (not yet invoiced) | 264.781 | 239.843 | |
| Liabilities for invoiced but not yet recognised as revenue receivables* | -244.157 | -215.551 | ||
| (c) | Related to payables (no offseting performed) | - | - | |
| (d) | Related to EPC financing (secured) | - | 11.322 | |
| Net Trade receivables (recurring basis), T.R. - a-b-c-d | 895.082 | 994.544 | ||
| TURNOVER | 2.515.652 | 6.306.472 | ||
| Simple calculated DSO (w/o VAT adjustments) | 64,4 | 57,6 |
"Advances received from Customers in liabilities" & "Liabilities for invoiced but not yet recognised as revenue receivables" are not taken into account in the calculation of the above index and are provided as informational elements.
MYTILINEOS is exposed to Foreign Exchange Risk, through its business activities that expand in various countries. Failure to manage foreign exchange exposure, such as contracts in which the cash inflow and the cash outflow are in different currencies or unfavorable fluctuations in the currency of another market, could lead to financial loss.
More specifically, MYTILINEOS' foreign exchange exposure arises mainly from the US dollar and originates from commercial transactions in foreign currency and from net investments in foreign financial entities, therefore changes in foreign exchange rates could adversely impact cash flows, costs, project profitability and eventually shareholder returns.
We are exposed to fluctuations in exchange rates (mainly USD) during business operations, including sales/purchases of aluminum and alumina, EPC contracts, natural gas. Our appetite for Foreign Exchange Risk is medium and where possible foreign exchange exposure is hedged.
MYTILINEOS aims to manage the effects foreign exchange exposures could have on its revenues and costs through hedging activities, using various financial instruments. More specifically, the Central Function of Treasury & IR performs foreign exchange hedging for specific assets, liabilities or future commercial transactions based on annual forecasts and management's directions and targets.
MYTILINEOS ensures that hedging activities are conducted properly through Financial Risk Management processes that outline appropriate approval flows, communication lines, open position monitoring activities, reconciliation activities and transaction counterparty management. The Central Function of Treasury & IR presents monthly any new developments that impact on the organization's foreign exchange exposure, new hedging strategies and a summary of current positions to MYTILINEOS' Financial Committee.
Liquidity risk is related to the Group's need for sufficient financing of its operations and development. The relevant liquidity requirements are the subject of management through the meticulous monitoring of debts of long-term financial liabilities and also of payments made on a daily basis.
More specifically, the lack of liquidity may lead to insufficient funds for supporting strategic transactions and investment programs to strengthen the Energy and Metallurgy Sectors, impacting MYTILINEOS activities and business goals. In addition, liquidity risk may affect MYTILINEOS evaluation by rating agencies and thus increase the cost of financing its investment plans or limit funding sources.
vii. Inability to comply with certain environmental standards required by financial institutions in order to obtain/maintain credit lines and gain favorable prices/rates.
viii. Inability to meet obligations against borrowers / suppliers due to ineffective Cash flow management.
Our appetite for Liquidity Risk is low. It is our policy to ensure that a minimum level of cash is available at any given time.
MYTILINEOS ensures that there are sufficient available credit facilities to be able to cover its short-term business needs, after the calculation of cash flows arising from the operation as well as cash and cash equivalents which are held. The funds for long-term liquidity needs ensured by a sufficient amount of loanable funds and the ability to sell long-term financial assets.
More specifically, MYTILINEOS implements a diversification strategy in terms of funding sources, including bank lending, bond issuance, and trade finance services, which are further diversified in terms of duration and interest rates. Moreover, the Central Functions of Treasury & IR and Financial Services ensure the timely monitoring and management of liquidity based on the respective processes for developing, monitoring, updating, and approving the Cash Plan, evaluating long-term loans, and managing credit lines and terms.
Finally, during the monthly Financial Committee of MYTILINEOS, any development affecting the organization's liquidity is presented to analyze and make decisions for effectively managing liquidity risk.
MYTILINEOS faces interest rate risk arising from financial statements' elements, such as liabilities (financing) and assets (deposits/investments), as well as from project financing activities and financial derivative transactions. Moreover, decisions at a regulatory level (e.g., European Central Bank) may affect MYTILINEOS's exposure to interest rate risk.
Our appetite for Interest Rates Risk is medium. We seek to ensure efficient and effective handling of interest rate exposure by implementing monitoring tools and using various derivatives instruments, taking into consideration fluctuations in interest rates.
MYTILINEOS has established a policy for the management of interest rate risk arising from the assets and liabilities in the Company's financial statements. This policy includes a) concerning assets, MYTILINEOS invests its cash in floated interest rates so as to maintain the necessary liquidity while achieving satisfactory return for its shareholders b) concerning liabilities, MYTILINEOS composes its funding portfolio depending on the funding products (duration, type, etc.), market conditions, assessment of interest rate risk and the liabilities' proportion between fixed and variable interest rates. The above is achieved either through direct borrowing at a fixed rate or through the use of interest rate financial derivatives.
The commercial transactions of the Group and the Company with related parties during the first half of 2023, were realized under the common commercial terms. The Group or any of its related parties has not entered in any transactions that were not in an arm's length basis, and do not intent to participate in such transactions in the future. No transaction was under any special terms and conditions.
The tables bellow present the intercompany sales and transactions, among the Parent Company and its subsidiaries, associates and the key management personnel as at 30 June 2023.
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 30/06/2022 | 30/06/2023 | 30/06/2022 |
| Short term employee benefits | ||||
| - Wages of Key Management and BOD Fees | 4.879 | 4.341 | 3.462 | 3.273 |
| - Tax and Insurance service cost | 612 | 236 | 522 | 162 |
| - Bonus | 150 | 50 | 150 | 50 |
| - Other remunerations | 293 | 0 | 0 | 0 |
| Total | 5.934 | 4.626 | 4.134 | 3.485 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||
|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 30/06/2023 | |
| Stock Sales | SERVISTEEL | - | 62 |
| Stock Sales | ELEMKA S.A. | - | 1 |
| Stock Sales | DELFI DISTOMON A.M.E | - | 553 |
| Stock Sales | RENEWABLE SOURCES KARYSTIA S.A. | - | 127 |
| Stock Sales | KORINTHOS POWER S.A. | - | 70.062 |
| Stock Sales | AIOLIKI ANDROU TSIROVLIDI S.A. | - | 32 |
| Stock Sales | AIOLIKI EVOIAS PIRGOS S.A. | - | 4 |
| Stock Sales | AIOLIKI EVOIAS POUNTA S.A. | - | 2 |
| Stock Sales | AIOLIKI EVOIAS HELONA S.A. | - | 3 |
| Stock Sales | AIOLIKI EVOIAS DIAKOFTIS S.A. | - | 1 |
| Stock Sales | AIOLIKI SIDIROKASTROU S.A. | - | 21 |
| Stock Sales | HELLENIC SOLAR S.A. | - | 16 |
| Stock Sales | SPIDER ENERGY S.A. | - | 23 |
| Stock Sales | YDROXOOS .S.A. | - | 2 |
| Stock Sales | AIOLIKI TRIKORFA S.A. | - | 8 |
| Stock Sales | MAKRINOROS S.A. | - | 46 |
| Stock Sales | METKA International LTD | - | 1.572 |
|---|---|---|---|
| Stock Sales | POWER PROJECT SANAYI INSAAT TICARET LIMITED SIRKETI | - | 783 |
| Stock Sales | EP-AL-ME S.A. | - | 4.925 |
| Stock Sales | ZEOLOGIC S.A. | - | 6 |
| Stock Sales | METKA EGN GREECE SINGLE MEMBER S.A. | - | 14 |
| Stock Sales | EGNATIA WIND SINGLEMEMBER S.A. | - | 1 |
| Stock Sales | WATT & VOLT | - | 3.288 |
| Stock Purchases | ELEMKA S.A. | - | 9.320 |
| Stock Purchases | DELFI DISTOMON A.M.E | - | 8.889 |
| Stock Purchases | METKA POWER INVESTMENTS | - | 89.980 |
| Stock Purchases | CORINTHOS POWER S.A. | - | 27 |
| Stock Purchases | EP-AL-ME S.A. | - | 2.040 |
| Stock Purchases | ZEOLOGIC S.A. | - | 404 |
| Stock Purchases | WATT & VOLT | - | 34.334 |
| Services Sales | ELEMKA S.A. | - | 192 |
| Services Sales | SOMETRA S.A. | - | 7 |
| Services Sales | DELFI DISTOMON A.M.E | - | 48 |
| Services Sales | RENEWABLE SOURCES KARYSTIA S.A. | - | 59 |
| Services Sales | CORINTHOS POWER S.A | - | 3.489 |
| Services Sales | AIOLIKI EVOIAS PIRGOS S.A. | - | 12 |
| Services Sales | AIOLIKI EVOIAS POUNTA S.A | - | 10 |
| Services Sales | AIOLIKI EVOIAS HELONA S.A. | - | 5 |
| Services Sales | AIOLIKI EVOIAS DIAKOFTIS S.A. | - | 7 |
| Services Sales | SPIDER ENERGY S.A. | - | 31 |
| Services Sales | MAKRINOROS S.A. | - | 11 |
| Services Sales | MYTILINEOS FINANCIAL PARTNERS S.A. | - | 11.159 |
| Services Sales | St. Nikolaos IKE | - | 26 |
| Services Sales | METKA EGN LTD CYPRUS | - | 1.046 |
| Services Sales | POWER PROJECT SANAYI INSAAT TICARET LIMITED SIRKETI | - | 901 |
| Services Sales | METKA POWER WEST AFRICA LIMITED | - | 6 |
| Services Sales | EP-AL-ME S.A. | - | 60 |
| Services Sales | ZEOLOGIC S.A. | - | 18 |
| Services Sales | EGNATIA WIND S.A. | - | 1 |
| Services Sales | METKA International LTD | - | 1.809 |
| Services Sales | M CONCESSIONS | - | 664 |
| Services Sales | WATT & VOLT | - | 4.791 |
| Services Purchases | SERVISTEEL S.A. | - | 753 |
| Services Purchases | ELEMKA S.A. | - | 3.000 |
| Services Purchases | MYTILINEOS FINANCIAL PARTNERS S.A. | - | 1.407 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||
|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 30/06/2023 | |
| Receivables from Related Parties | SERVISTEEL S.A. | - | 7 |
| Receivables from Related Parties | ELEMKA S.A. | - | 1.564 |
| Receivables from Related Parties | SOMETRA S.A. | - | 537 |
| Receivables from Related Parties | STANMED TRADING LTD | - | 240 |
| Receivables from Related Parties | ANEMODRASI RENEWABLE ENERGY SOURCES S.A. | - | 87 |
| Receivables from Related Parties | ANEMORAHI RENEWABLE ENERGY SOURCES S.A. | - 40 |
|---|---|---|
| Receivables from Related Parties | METKA BRAZI SRL | - 282 |
| Receivables from Related Parties | DELFI DISTOMON A.M.E | - 6.260 |
| Receivables from Related Parties | RENEWABLE SOURCES KARYSTIA S.A. | - 2.611 |
| Receivables from Related Parties | GENERAL INDUSTRY S.A. DEFENSE MATERIAL | - 76 |
| Receivables from Related Parties | CHORTEROU S.A. | - 1.336 |
| Receivables from Related Parties | KISSAVOS DROSERI RAHI S.A. | - 846 |
| Receivables from Related Parties | AETOVOUNI S.A. | - 380 |
| Receivables from Related Parties | KISSAVOS PLAKA TRANI S.A. | - 1.099 |
| Receivables from Related Parties | KISSAVOS FOTINI S.A. | - 664 |
| Receivables from Related Parties | LOGGARIA S.A. | - 333 |
| Receivables from Related Parties | CORINTHOS POWER S.A | - 10.998 |
| Receivables from Related Parties | ALUMINIUM OF GREECE | - 601 |
| Receivables from Related Parties | KILKIS PALAION TRIETHNES S.A. | - 467 |
| Receivables from Related Parties | KERASOUDA S.A. | - 172 |
| Receivables from Related Parties | IKAROS ANEMOS S.A. | - 398 |
| Receivables from Related Parties | AIOLIKI ARGOSTYLIA S.A. | - 19 |
| Receivables from Related Parties | NORTH AGEAN RENEWABLES S.A. | - 87 |
| Receivables from Related Parties | MYTILINEOS HELLENIC WIND POWER S.A. | - 34.065 |
| Receivables from Related Parties | AIOLIKI ANDROU TSIROVLIDI S.A. | - 16 |
| Receivables from Related Parties | AIOLIKI EVOIAS PIRGOS S.A. | - 411 |
| Receivables from Related Parties | AIOLIKI EVOIAS POUNTA S.A | - 368 |
| Receivables from Related Parties | AIOLIKI EVOIAS HELONA S.A. | - 128 |
| Receivables from Related Parties | AIOLIKI SAMOTHRAKIS S.A. | - 105 |
| Receivables from Related Parties | AIOLIKI EVOIAS DIAKOFTIS S.A. | - 234 |
| Receivables from Related Parties | AIOLIKI SIDIROKASTROU S.A. | - 16 |
| Receivables from Related Parties | HELLENIC SOLAR S.A. | - 2.556 |
| Receivables from Related Parties | SPIDER ENERGY S.A. | - 7.421 |
| Receivables from Related Parties | YDROXOOS S.A. | - 22 |
| Receivables from Related Parties | AIOLIKI TRIKORFA S.A. | - 8 |
| Receivables from Related Parties | MAKRINOROS S.A. | - 620 |
| Receivables from Related Parties | MNG Trading | - 107 |
| Receivables from Related Parties | DESFINA S.A. | - 43 |
| Receivables from Related Parties | MYTILINEOS FINANCIAL PARTNERS S.A. | - 466.117 |
| Receivables from Related Parties | Mytilineos International Trading Company AG (MIT Co) | - 204 |
| Receivables from Related Parties | St Nikolaos IKE | - 5 |
| Receivables from Related Parties | METKA-EGN Ltd Cyprus | - 69.375 |
| Receivables from Related Parties | METKA-EGN Ltd UK | - 2.413 |
| Receivables from Related Parties | METKA POWER WEST AFRICA LIMITED | - 713 |
| Receivables from Related Parties | METKA RENEWABLE LTD CYPRUS | - 3.791 |
| Receivables from Related Parties | METKA EGN KZ LLP | - 96 |
| Receivables from Related Parties | METKA International LTD | - 5.370 |
| Receivables from Related Parties | METKA EGN UGANDA SMC LTD | - 4 |
| Receivables from Related Parties | MTRH Develoment LTD. | - 65 |
| Receivables from Related Parties | METKA EGN FRANCE SRL | - 17 |
| Receivables from Related Parties | METKA EGN SPAIN SLU | - 1.288 |
| Receivables from Related Parties | METKA EGN AUSTRALIA PTY LTD | - 1.876 |
| Receivables from Related Parties | METKA Power Investments | - 2.079 |
| Receivables from Related Parties | POWER PROJECT SANAYI INSAAT TICARET LIMITED SIRKETI | - | 14.168 |
|---|---|---|---|
| Receivables from Related Parties | EP-AL-ME S.A. | - | 5.200 |
| Receivables from Related Parties | ZEOLOGIC S.A. | - | 2.866 |
| Receivables from Related Parties | J/V MYTILINEOS - ELEMKA | - | 7.968 |
| Receivables from Related Parties | MYTILINEOS WIND ENERGY ALBANIA Ltd | - | 214 |
| Receivables from Related Parties | METKA EGN GREECE SINGLE MEMBER.S.A. | - | 509 |
| Receivables from Related Parties | EGNATIA WIND SINGLE MEMBER S.A. | - | 18.022 |
| Receivables from Related Parties | AENAOS SINGLE MEMBER S.A. | - | 95 |
| Receivables from Related Parties | PROTERGIA ENERGY DOOEL Skopje | - | 15 |
| Receivables from Related Parties | WATT & VOLT | - | 1.675 |
| Receivables from Related Parties | METKA ATE | - | 1.804 |
| Payables to Related Parties | SERVISTEEL S.A. | - | 2.042 |
| Payables to Related Parties | ELEMKA S.A. | - | 7.748 |
| Payables to Related Parties | SOMETRA S.A. | - | 117 |
| Payables to Related Parties | METKA BRAZI SRL | - | 18 |
| Payables to Related Parties | RENEWABLE SOURCES KARYSTIA S.A. | - | 2.500 |
| Payables to Related Parties | CORINTHOS POWER S.A | - | 3.192 |
| Payables to Related Parties | PROTERGIA ENERGY S.A. | - | 494 |
| Payables to Related Parties | AIOLIKI EVOIAS PIRGOU S.A. | - | 585 |
| Payables to Related Parties | AIOLIKI EVOIAS POUNTA S.A. | - | 531 |
| Payables to Related Parties | AIOLIKI EVOIAS HELONA S.A. | - | 161 |
| Payables to Related Parties | AIOLIKI DIAKOFTIS S.A. | - | 308 |
| Payables to Related Parties | SPIDER ENERGY S.A. | - | 1.208 |
| Payables to Related Parties | MAKRYNOROS SINGLE MEMBER S.A. | - | 593 |
| Payables to Related Parties | MYTILINEOS FINANCIAL PARTNERS S.A. | - | 121.924 |
| Payables to Related Parties | METKA-EGN Ltd Cyprus | - | 1 |
| Payables to Related Parties | METKA International LTD | - | 969 |
| Payables to Related Parties | POWER PROJECT SANAYI INSAAT TICARET LIMITED SIRKETI | - | 167.192 |
| Payables to Related Parties | EP-AL-ME S.A. | - | 3.038 |
| Payables to Related Parties | ZEOLOGIC S.A. | - | 850 |
| Payables to Related Parties | EGNATIA WIND SINGLE MEMBER S.A. | - | 206 |
| Payables to Related Parties | WATT & VOLT | - | 19.377 |
| Payables to Related Parties | Mytilineos Italy Single Member S.A. | - | 150 |
On 10 July 2023 MYTILINEOS S.A. announced the results of the Public Offering of the Bonds.
The Joint Coordinators, namely "EUROBANK S.A.", "Alpha Bank S.A.", "NATIONAL BANK OF GREECE S.A." and "PIRAEUS BANK", of the Public Offering for the issuance of a Common Bond Loan ("CBL") and the admission of the bonds of "MYTILINEOS S.A." ("Issuer") to trading in the Fixed Income Securities segment of the Regulated Market of the Athens Exchange, announced that, following the completion of the Public Offer on 06.07.2023, and in accordance with the aggregated allocation results produced by the Electronic Book Building ("EBB") of the Athens Exchange ("ATHEX"), a total of 500,000 dematerialized, common, bearer bonds of the Issuer with a nominal value of €1,000 each ("Bonds") have been allocated, and as a result capital of an amount of €500 mn has been raised.
The total valid demand from investors that participated in the Public Offer was € 1,006.97 mn. The broad response of the investors resulted in the Public Offering being oversubscribed 2.01 times and the total number of participating investors amounting to 16,796. The final yield of the Bonds has been set at 4.00%, Bonds' interest rate at 4.00% on a yearly basis and offer price of the Bonds at €1,000 each, namely 100% of its nominal value.
The Bonds were allocated as follows:
a) 455,966 Bonds (91.2% of the total number of issued Bonds) to Retail Investors, out of a total number of 680,773 Bonds that were validly requested (specifically, a 67,0% of the demand expressed in the specific category of investors and the specific yield was satisfied) and
b) 44,034 Bonds (8.8% of the total number of issued Bonds) to Qualified Investors, out of a total number of 308,951 Bonds that were validly requested (specifically, a 14.3% of the demand expressed in the specific category of investors and the specific yield was satisfied)

To the Board of Directors of "MYTILINEOS S.A."
Report on Review of Interim Financial Information
We have reviewed the accompanying interim condensed separate and consolidated statement of financial position of the Company "MYTILINEOS S.A." as of 30 June 2023 and the related condensed separate and consolidated income statements and statements of other comprehensive income, statements of changes in equity and cash flows for the six-month period then ended, and the selected explanatory notes that constitute the interim condensed financial information, which forms an integral part of the six-month financial report according to Law 3556/2007.
Management is responsible for the preparation and presentation of this interim condensed financial information, in accordance with International Financial Reporting Standards, as adopted by the European Union and which apply to Interim Financial Reporting (International Accounting Standard IAS 34). Our responsibility is to express a conclusion on this interim condensed financial information based on our review.
We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily to persons responsible for financial and accounting matters and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing as incorporated into the Greek Legislation and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed financial information is not prepared, in all material respects, in accordance with IAS 34. Report on Other Legal and Regulatory Requirements
Our review, has not revealed any material inconsistency or misstatement in the statements of the members of the Board of Directors and the information of the six-month Board of Directors Report, as defined under

article 5 and 5a of Law 3556/2007, in relation to the accompanying interim condensed separate and consolidated financial information.
Athens, August 2nd 2023 The Certified Public Accountant
Christina Tsironi SOEL Reg. Num.: 36671

The attached Interim Financial Statements are those approved by the Board of Directors of "MYTILINEOS S.A." at 2 nd August 2023 and have been published to the website www.mytilineos.gr according to the International Financial Reporting Standards (IFRS).
| 1.A Interim Income Statement57 | |
|---|---|
| 1.B Interim Statement of Comprehensive Income 58 | |
| 2. Interim Statement of Financial Position59 | |
| 3. Interim Statement of changes in Equity (Group)60 | |
| 4. Interim Statement of changes in Equity (Company)61 | |
| 5. Interim Cash Flow Statement62 | |
| 6. Information about MYTILINEOS S.A63 | |
| 7. Additional Information65 | |
| 7.1 Basis for preparation of the financial statements 65 | |
| 7.2.1 New Standards, Interpretations, Revisions and Amendments to existing Standards that are effective and | |
| have been adopted by the European Union 66 | |
| 7.2.2 New Standards, Interpretations, Revisions and Amendments to existing Standards that have not been | |
| applied yet or have not been adopted by the European Union 67 | |
| 7.3 Significant accounting judgments, estimates and assumptions 69 | |
| 7.4 Pro forma figure "Operating Earnings before Financial & Investment results, Tax, Depreciation & | |
| Amortization" (Group EBITDA) 69 | |
| 7.5 Group Structure and Consolidation method 70 | |
| 7.6 Segment reporting 82 | |
| 7.7 Tangible Assets 85 | |
| 7.8 Other Long-term Receivables 86 | |
| 7.9 Leases 87 | |
| 7.10 Stock 88 | |
| 7.11 Receivables for construction contracts 88 | |
| 7.12 Trade and other receivables 89 | |
| 7.13 Other Receivables 89 | |
| 7.14 Cash and Cash Equivalents 90 | |
| 7.15 Loan liabilities 90 | |
| 7.16 Trade and other payables 91 | |
| 7.17 Other Payables 91 | |
| 7.18 Share Capital 91 | |
| 7.19 Reserves 93 | |
| 7.20 Dividends 94 | |
| 7.21 Derivatives financial instruments 94 | |
| 7.22 Fair Value Measurements 96 | |
| 7.23 Risks and uncertainties 99 | |
| 7.24 Sales 103 | |
| 7.26 Earnings per Share 104 | |
| 7.27 Number of employees 105 | |
| 7.28 Management remuneration and fringes 105 | |
| 7.29 Cash Flows from Operating Activities 105 | |
| 7.30 Related Party Transactions according to IAS 24 106 | |
| 7.31 Capital Expenditure 107 |
| 7.32 Discontinued operations 107 | |
|---|---|
| 7.33 Encumbrances 107 | |
| 7.34 Commitments 108 | |
| 7.35 Contingent Assets & Contingent Liabilities 108 | |
| 7.36 Other Contingent Assets & Liabilities 115 | |
| 7.37 Post – Balance Sheet events 118 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 1/1- 30/06/2023 |
1/1- 30/06/2022 |
1/1- 30/06/2023 |
1/1- 30/06/2022* |
|
| Sales 7.24 |
2.515.652 | 2.154.215 | 1.999.930 | 1.832.629 | |
| Cost of sales | (2.103.841) | (1.864.571) | (1.696.283) | (1.640.994) | |
| Gross profit | 411.811 | 289.644 | 303.647 | 191.636 | |
| Other operating income | 80.863 | 35.716 | 71.346 | 27.201 | |
| Administrative expenses | (59.794) | (37.114) | (48.063) | (32.478) | |
| Research & Development expenses | (55) | (78) | - | - | |
| Other operating expenses | (45.992) | (39.089) | (35.315) | (32.847) | |
| Earnings before interest and income tax | 386.833 | 249.079 | 291.615 | 153.512 | |
| Financial income 7.25 |
4.160 | 6.433 | 14.338 | 853 | |
| Financial expenses 7.25 |
(46.265) | (36.013) | (29.523) | (24.079) | |
| Other financial results | 0 | 3.885 | 1.572 | 12.645 | |
| Share of profit of associates | (2.834) | 442 | - | - | |
| Profit before income tax | 341.894 | 223.826 | 278.002 | 142.930 | |
| Income tax expense | (70.048) | (42.379) | (60.430) | (29.304) | |
| Profit for the period | 271.846 | 181.447 | 217.572 | 113.626 | |
| Result from discontinuing operations spinned off | - | - | - | 4.128 | |
| Result from discontinuing operations | (1.022) | (549) | - | - | |
| Profit for the period | 270.824 | 180.898 | 217.572 | 117.754 | |
| Equity holders of the parent 7.26 |
268.172 | 166.401 | 217.572 | 117.754 | |
| Non controlling Interests | 2.652 | 14.497 | - | - | |
| Basic earnings per share | 1,9378 | 1,2215 | 1,5722 | 0,8644 | |
| Earnings per share | 1,9378 | 1,2215 | 1,5722 | 0,8644 | |
| Summury of Results from continuing operations | |||||
| Oper.Earnings before income tax,financial | 438.024 | 293.233 | 321.616 | 188.334 | |
| results,depreciation and amortization (EBITDA) | |||||
| Earnings before interest and income tax | 386.833 | 249.079 | 291.615 | 159.146 | |
| Profit before income tax | 341.894 | 223.826 | 278.002 | 148.222 | |
| Profit for the period | 271.846 | 181.447 | 217.572 | 117.754 | |
| Definition of line item: OperEarnings before income tax,financ.res,depr&amort. (EBITDA) |
|||||
| Profit before income tax | 341.894 | 223.826 | 278.002 | 148.222 | |
| Plus: Financial results | 42.104 | 25.696 | 13.613 | 10.924 | |
| Plus: Capital results | 2.834 | (442) | - | - | |
| Plus: Depreciation | 51.192 | 44.154 | 30.001 | 29.189 | |
| Subtotal | 438.024 | 293.233 | 321.616 | 188.334 | |
| Oper.Earnings before income tax,financial results,depreciation and amortization (EBITDA) |
438.024 | 293.233 | 321.616 | 188.334 |
The notes on pages 63 to 119 are an integral part of these financial statements.
The Group defines the «Group EBITDA» quantity as profits/losses before tax, adjusted for financial and investment results; for total depreciation (of tangible and intangible fixed assets); for the effect of specific factors, i.e. shares in the operational results of associates when they are engaged in business in any of the business sectors of the Group; as well as for the effect of write-offs made in transactions with the aforementioned associates. * The items of the company Statement of Comprehensive Income for the comparative interim period ended on 30 June 2022 have been restated in order to reflect the data related to the segment separated from the Company. It should be noted that at the level of consolidated financial statements, no changes have occurred (see Note 7.1 of the Interim Financial Statements). The results of the discontinued activities are presented separately and analyzed in a distinct note (see Note 7.5.3 of the Interim Financial Statements).
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 1/1- 30/06/2023 |
1/1- 30/06/2022 |
1/1- 30/06/2023 |
1/1- 30/06/2022 |
| Other Comprehensive Income: | ||||
| Net Profit/(Loss) For The Period | 270.824 | 180.898 | 217.572 | 117.754 |
| Items that will not be reclassified to profit or loss: | ||||
| Actuarial Gain / (Losses) | 220 | - | 224 | - |
| Items that may be reclassified subsequently to profit or loss: | ||||
| Exchange Differences On Translation Of Foreign Operations | 1.532 | 28.252 | 13 | - |
| Other comprehesive income/expenses from associated enterprises | (2.845) | - | - | - |
| Cash Flow Hedging Reserve | 25.658 | 89.037 | 31.882 | 97.731 |
| Deferred Tax From Cash Flow Hedging Reserve | (6.106) | (17.064) | (7.161) | (17.624) |
| Other Comprehensive Income: | 18.459 | 100.225 | 24.957 | 80.107 |
| Total Other Comprehensive Income | 289.284 | 281.124 | 242.530 | 197.861 |
| Equity attributable to parent's shareholders | 286.637 | 266.631 | 242.530 | 197.861 |
| Non controlling Interests | 2.647 | 14.492 | - | - |
The notes on pages 63 to 119 are an integral part of these financial statements.
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | ||
| Assets | ||||||
| Non current assets | ||||||
| Tangible Assets | 7.7 | 1.817.122 | 1.686.411 | 1.162.219 | 1.136.193 | |
| Goodwill | 257.815 | 220.513 | - | - | ||
| Intangible Assets | 229.422 | 240.123 | 91.090 | 107.681 | ||
| Investments in Subsidiary Companies | - | - | 548.617 | 325.787 | ||
| Investments in Associates Other Investments |
16.038 21 |
21.717 21 |
17.013 - |
17.013 - |
||
| Deferred Tax Receivables | 135.669 | 149.154 | 78.680 | 104.158 | ||
| Other Financial Assets | 151 | 153 | 37 | 37 | ||
| Derivatives | 7.21 | 20.055 | 5.151 | 19.585 | 5.151 | |
| Other Long-term Receivables | 7.8 | 50.912 | 97.924 | 50.632 | 99.133 | |
| Right-of-use Assets | 7.9 | 65.333 | 59.217 | 39.002 | 38.181 | |
| 2.592.538 | 2.480.384 | 2.006.875 | 1.833.334 | |||
| Current assets | ||||||
| Total Stock | 7.10 | 979.585 | 840.364 | 222.992 | 310.509 | |
| Construction Contracts | 7.11 | 264.781 | 239.843 | 124.221 | 153.681 | |
| Trade and other receivables | 7.12 | 1.427.568 | 1.211.398 | 804.942 | 792.593 | |
| Other receivables | 7.13 | 781.727 | 975.812 | 1.282.362 | 1.275.383 | |
| Financial assets at fair value through profit or loss | 210 | 210 | 210 | 210 | ||
| Derivatives | 7.21 | 88.932 | 94.441 | 85.623 | 86.574 | |
| Cash and cash equivalents | 7.14 | 907.868 | 1.059.875 | 432.576 | 648.316 | |
| 4.450.671 | 4.421.943 | 2.952.926 | 3.267.266 | |||
| Assets | 7.043.209 | 6.902.327 | 4.959.801 | 5.100.600 | ||
| Liabilities & Equity | ||||||
| Equity | ||||||
| Share capital | 7.18 | 138.839 | 138.839 | 138.604 | 138.604 | |
| Share premium | 195.223 | 195.223 | 124.701 | 124.701 | ||
| Right to acquire share. | 7.18 | 1.945 | - | 1.945 | - | |
| Reserves | 7.19 | 192.538 | 127.057 | (68.655) | (140.537) | |
| Retained earnings | 1.735.589 | 1.668.894 | 1.312.566 | 1.266.499 | ||
| Equity attributable to parent's shareholders | 2.264.134 | 2.130.013 | 1.509.161 | 1.389.267 | ||
| Non controlling Interests | 93.696 | 91.049 | - | - | ||
| Equity | 2.357.830 | 2.221.062 | 1.509.161 | 1.389.267 | ||
| Non-Current Liabilities | ||||||
| Long-term debt | 7.15 | 2.004.892 | 1.547.070 | 1.183.542 | 820.262 | |
| Lease liabilities | 58.444 | 54.775 | 34.688 | 34.196 | ||
| Derivatives | 7.21 | 2.128 | 6.019 | 2.128 | 6.019 | |
| Deferred Tax Liability | 268.464 | 246.094 | 195.038 | 182.001 | ||
| Liabilities for pension plans | 7.599 | 8.023 | 5.686 | 5.927 | ||
| Other long-term liabilities | 92.800 | 69.312 | 38.032 | 38.119 | ||
| Provisions | 16.708 | 23.485 | 16.296 | 21.205 | ||
| Non-Current Liabilities | 2.451.035 | 1.954.778 | 1.475.410 | 1.107.729 | ||
| Current Liabilities | ||||||
| Trade and other payables | 7.16 | 992.135 | 1.330.652 | 750.138 | 1.141.162 | |
| Tax payable | 206.275 | 226.501 | 147.719 | 183.534 | ||
| Short-term debt | 7.15 | 12.863 | 145.945 | 707 | 100.079 | |
| Current portion of non-current debt | 7.15 | 56.288 | 19.740 | 40.290 | - | |
| Current portion of lease liabilities | 7.9 | 14.431 | 8.396 | 7.992 | 6.945 | |
| Derivatives | 7.21 | 49.093 | 63.932 | 43.919 | 59.096 | |
| Other payables | 7.17 | 894.330 | 931.317 | 984.463 | 1.112.788 | |
| Current portion of non-current provisions | 8.929 | 4 | - | - | ||
| Current Liabilities | 2.234.344 | 2.726.487 | 1.975.228 | 2.603.604 | ||
| Liabilities | 4.685.379 | 4.681.265 | 3.450.638 | 3.711.333 | ||
| Liabilities & Equity | 7.043.209 | 6.902.327 | 4.959.801 | 5.100.600 |
The notes on pages 63 to 119 are an integral part of these financial statement.
| MYTILINEOS GROUP | ||||||||
|---|---|---|---|---|---|---|---|---|
| Share capital | Share premium | Right to acquire shares |
Reserves | Retained earnings |
Total | Non controlling Interests |
Total | |
| (Amounts in thousands €) | ||||||||
| Adjusted Opening Balance 1st January 2022, according to IFRS - as published- | 138.839 | 190.323 | - | (56.282) | 1.266.996 | 1.539.875 | 81.027 | 1.620.905 |
| Change In Equity | ||||||||
| Dividends Paid | - | - | - | - | (60.014) | (60.014) | - | (60.014) |
| Transfer To Reserves | - | - | - | - | (1) | (1) | - | (1) |
| Treasury Stock Sales/Purchases | - | - | - | 53.727 | - | 53.727 | - | 53.727 |
| Impact From Acquisition/absorption Of Share In Subsidiaries | - | - | - | - | (1.280) | (1.280) | - | (1.280) |
| Transactions With Owners | - | 0 | - | 53.727 | (61.295) | (7.568) | - | (7.568) |
| Net Profit/(Loss) For The Period | - | - | - | - | 166.401 | 166.401 | 14.497 | 180.898 |
| Exchange Differences On Translation Of Foreign Operations | - | - | - | 28.256 | - | 28.257 | (5) | 28.252 |
| Cash Flow Hedging Reserve | - | - | - | 89.037 | - | 89.037 | - | 89.037 |
| Dererred Tax From Cash Flow Hedging Reserve | - | - | - | (17.064) | - | (17.064) | - | (17.064) |
| Total Comprehensive Income For The Period | - | - | - | 100.230 | 166.401 | 266.632 | 14.492 | 281.124 |
| Closing Balance 30/06/2022 | 138.839 | 190.323 | - | 97.676 | 1.372.103 | 1.798.941 | 95.520 | 1.894.460 |
| Opening Balance 1st January 2023, according to IFRS - as published- | 138.839 | 195.223 | - | 127.057 | 1.668.894 | 2.130.012 | 91.049 | 2.221.061 |
| Change In Equity | ||||||||
| Dividends Paid | - | - | - | - | (171.469) | (171.469) | - | (171.469) |
| Transfer To Reserves | - | - | - | 55 | (145) | (91) | - | (91) |
| Equity-settled share-based payment | - | - | - | 5.621 | - | 5.621 | - | 5.621 |
| Convertible Bond Loan | - | - | 1.945 | - | - | 1.945 | - | 1.945 |
| Treasury Stock Sales/Purchases | - | - | - | 41.359 | - | 41.359 | - | 41.359 |
| Impact From Acquisition/absorption Of Share In Subsidiaries | - | - | - | - | (29.708) | (29.708) | - | (29.708) |
| Increase / (Decrease) Of Share Capital | - | - | - | - | (179) | (179) | - | (179) |
| Transactions With Owners | - | - | 1.945 | 47.035 | (201.501) | (152.521) | - | (152.521) |
| Net Profit/(Loss) For The Period | - | - | - | - | 268.172 | 268.172 | 2.652 | 270.824 |
| Exchange Differences On Translation Of Foreign Operations | - | - | - | 1.532 | 4 | 1.537 | (5) | 1.532 |
| Other comprehesive income/expenses from associated enterprises | - | - | - | (2.845) | - | (2.845) | - | (2.845) |
| Cash Flow Hedging Reserve | - | - | - | 25.657 | - | 25.658 | - | 25.658 |
| Actuarial Gain / (Losses) | - | - | - | 220 | - | 220 | - | 220 |
| Dererred Tax From Cash Flow Hedging Reserve | - | - | - | (6.106) | - | (6.106) | - | (6.106) |
| Total Comprehensive Income For The Period | - | - | - | 18.445 | 268.196 | 286.642 | 2.647 | 289.289 |
| Closing Balance 30/06/2023 | 138.839 | 195.223 | 1.945 | 192.538 | 1.735.589 | 2.264.133 | 93.696 | 2.357.830 |
The notes on pages 63 to 119 are an integral part of these financial statement.
| MYTILINEOS S.A. | |||||||
|---|---|---|---|---|---|---|---|
| Share capital | Share premium | Right to acquire shares |
Reserves | Retained earnings | Total | ||
| (Amounts in thousands €) | |||||||
| Opening Balance 1st January 2022, according to IFRS -as published- | 138.604 | 124.701 | - | (318.228) | 999.585 | 944.663 | |
| Dividends Paid | - | - | - | - | (60.014) | (60.014) | |
| Treasury Stock Sales/Purchases | - | - | - | 53.727 | - | 53.727 | |
| Transactions With Owners | - | - | - | 53.727 | (60.014) | (6.287) | |
| Net Profit/(Loss) For The Period | - | - | - | - | 117.754 | 117.754 | |
| Cash Flow Hedging Reserve | - | - | - | 97.731 | - | 97.731 | |
| Deferred Tax From Cash Flow Hedging Reserve | - | - | - | (17.624) | - | (17.624) | |
| Total Comprehensive Income For The Period | - | - | - | 80.107 | 117.754 | 197.861 | |
| Closing Balance 30/06/2022 | 138.604 | 124.701 | - | (184.394) | 1.057.325 | 1.136.237 | |
| Opening Balance 1st January 2023, according to IFRS -as published- | 138.604 | 124.701 | - | (140.537) | 1.266.499 | 1.389.267 | |
| Dividends Paid | - | - | - | - | (171.470) | (171.469) | |
| Transfer To Reserves | - | - | - | (42) | (49) | (91) | |
| Convertible Bond Loan | - | - | 1.945 | - | - | 1.945 | |
| Equity-settled share-based payment | - | - | - | 5.621 | - | 5.621 | |
| Treasury Stock Sales/Purchases | - | - | - | 41.359 | - | 41.359 | |
| Transactions With Owners | - | - | 1.945 | 46.938 | (171.519) | (122.635) | |
| Net Profit/(Loss) For The Period | - | - | - | - | 217.572 | 217.572 | |
| Exchange Differences On Translation Of Foreign Operations | - | - | - | - | 13 | 13 | |
| Cash Flow Hedging Reserve | - | - | - | 31.882 | - | 31.882 | |
| Actuarial Gain / (Losses) | - | - | - | 224 | - | 224 | |
| Deferred Tax From Cash Flow Hedging Reserve | - | - | - | (7.159) | - | (7.160) | |
| Total Comprehensive Income For The Period | - | - | - | 24.947 | 217.585 | 242.532 | |
| Closing Balance 30/06/2023 | 138.604 | 124.701 | 1.945 | (68.654) | 1.312.565 | 1.509.163 |
The notes on pages 63 to 119 are an integral part of these financial statements.
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) | 1/1- 30/06/2023 |
1/1- 30/06/2022 |
1/1- 30/06/2023 |
1/1- 30/06/2022* |
||
| Cash flows from operating activities | - | |||||
| Cash flows from operating activities | 7.29 | 36.175 | 125.847 | (369.148) | (138.956) | |
| Interest paid | (34.059) | (22.010) | (24.286) | (12.556) | ||
| Taxes paid | (19.299) | (3.135) | (16.300) | (1.601) | ||
| Net Cash flows continuing operating activities | (17.183) | 100.701 | (409.735) | (183.257) | ||
| Net Cash flows discontinuing spinned off operating activities | - | - | - | 30.144 | ||
| Net Cash flows discontinuing operating activities | (990) | (530) | - | - | ||
| Net Cash flows from continuing and discontinuing operating activities | (18.173) | 100.171 | (409.735) | (153.113) | ||
| Net Cash flow from continuing and discontinuing investing activities | ||||||
| Purchases of tangible assets | (494.900) | (281.660) | (101.842) | (69.181) | ||
| Purchases of intangible assets | (5.897) | (2.388) | 1.443 | - | ||
| Sale of tangible assets | 816 | 39 | 397 | 2 | ||
| Dividends received | 0 | 200 | 0 | 200 | ||
| Derivatives settlement | 30 | 9.473 | 0 | 9.473 | ||
| Acquisition /Sale of subsidiaries (less cash) | (20.748) | 0 | (38.280) | - | ||
| Interest received | 1.266 | 107 | 4.879 | 100 | ||
| Grants received/(returns) | 503 | 0 | 503 | - | ||
| Other cash flows from investing activities | 0 | (808) | (141) | - | ||
| Net Cash flow from continuing investing activities | (518.930) | (275.037) | (133.041) | (59.382) | ||
| Net Cash flow from discontinuing spinned off investing activities | 0 | 0 | 0 | (24) | ||
| Net Cash flow from continuing and discontinuing investing activities | (518.930) | (275.037) | (133.041) | (59.406) | ||
| Net Cash flow continuing and discontinuing financing activities | ||||||
| Tax payments | (180) | - | - | - | ||
| Dividends paid to shareholders | (15) | - | (15) | - | ||
| Proceeds from borrowings | 7.15 | 937.284 | 595.427 | 781.655 | 531.282 | |
| Repayments of borrowings | 7.15 | (572.898) | (420.508) | (471.161) | (378.996) | |
| Payment of finance lease liabilities | 7.9 | (4.171) | (5.070) | (3.384) | (3.377) | |
| Other cash flows from financing activities | - | (1) | - | - | ||
| Return of share capital to shareholders | 0 | 0 | 47.283 | - | ||
| Sale of treasury shares | 25.147 | 51.945 | 25.147 | 51.945 | ||
| Net Cash flow continuing financing activities | 385.167 | 221.792 | 379.525 | 200.854 | ||
| Net Cash flow continuing and discontinuing financing activities | 385.167 | 221.792 | 379.525 | 200.854 | ||
| Net (decrease)/increase in cash and cash equivalents | (151.937) | 46.927 | (163.251) | (11.665) | ||
| Cash and cash equivalents at beginning of period Cash and cash equivalents at beginning of period (spined-off companies) |
7.14 | 1.059.875 - |
602.712 - |
648.316 (52.489) |
349.853 - |
|
| Exchange differences in cash and cash equivalents | (70) | (13) | - | - | ||
| Net cash at the end of the period | 907.868 | 649.625 | 432.576 | 338.188 | ||
| Cash and cash equivalent | 907.868 | 649.625 | 432.576 | 338.188 | ||
| Net cash at the end of the period | 907.868 | 649.625 | 432.576 | 338.188 |
*The items of the company Statement of Cash Flows for the comparative interim period ended on 30 June 2022 have been restated in order to reflect the data related to the segment separated from the Company. It should be noted that at the level of consolidated financial statements, no changes have occurred (see Note 7.1 of the Interim Financial Statements). The net cash flows from operating, investing, and financing activities of the discontinued operations are presented separately and analyzed in a distinct note (see Note 7.5.3 of the Interim Financial Statements).
MYTILINEOS S.A. is today one of the biggest industrial Groups internationally, activated in the sectors of Metallurgy, Sustainable Engineering Solutions, International Renewables and Storage Development and Power & Gas. The Company, which was founded in 1990 as a metallurgical company of international trade and participations, is an evolution of an old metallurgical family business which began its activity in 1908.
The group's headquarters is located in Athens – Maroussi (8 Artemidos Str., P.C. 151 25) and its shares were listed in the Athens Stock Exchange in 1995.
The financial statements for the period ended 30.06.2023 (along with the respective comparative information for 30.06.2022), were approved by the Board of directors on 02 August 2023.
The object of the Company is:
a. To participate in the capital of other undertakings
b. To produce and manufacture alumina and aluminium in Greece and to trade in same in any country
c. To manufacture metal structures of any type
d. To perform the design, construction, operation, maintenance, management and exploitation of plants for the generation of electrical energy from any source in general
e. To engage in power and heat generation, trading, supply, transmission and distribution, the import and export, acquisition and transfer of electricity, and heat
f. To carry on all types of activities relevant to the building, repair and scrapping (breaking) of ships and, in general, defense material
g. To engage in the production, extraction, acquisition, storage, gasification, transport, distribution and transfer (including by sale/supply) of natural gas
h. To elaborate studies, undertake the construction of public and private technical projects and works of any nature, to perform assembly and installation activities for the structures and products produced by the Company in Greece and abroad
i. To construct, operate and exploit hydraulic, sewerage and other similar installations to serve the purposes of the Company and/or other third parties whom the Company does business with
j. To produce and sell steam, water (indicatively demineralized water, water for firefighting, etc.) as well as
k. To provide various services to third parties with whom the Company does business with, including, indicatively, services for a) decontamination, b) firefighting, c) monitoring and recording air quality, d) collection, transportation, disposal and management of solid and liquid waste and wastewater, etc.
l. To elaborate feasibility studies with respect to processes for the operation of power and heat generation plants of all types,
m. To purchase, erect, sell and resell real property, and to acquire, lease, rent, sublease, install, develop and exploit mines and quarries, industrial sites and shops
n. To provide advice and services in the areas of business administration and management, administrative support, risk management, information systems, financial management
o. To provide services in connection with market research, analysis of investment programmes, elaboration of studies and plans, the commissioning, supervision and management of the relevant work, risk management and strategic planning, development and organization
p. To carry on any business act and undertake any activity or action directly or indirectly related to the above objects of the Company.
In the context of the corporate transformation of Mytilineos Group S.A., with the decisions of the Extraordinary General Meeting of Shareholders held on 10.04.2023, the spin-off of the Infrastructure Division of the Company and its contribution to the wholly-owned subsidiary named "MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME" (trading as "ΜΕΤΚΑ ΑΤΕ"), was approved in accordance with the provisions of law 4601/2019 (articles 57 para. 2, 59-73), law 4548/2018, and article 52 of law 4172/2013.
On 16.05.2023, with the approval decision of the Ministry of Development and Investments (ΑΔΑ: 6ΕΝ46ΜΤΛΡ-ΖΤΥ) which was registered in the General Commercial Registry on the same day with Registration Code 3607789, the spinoff of the Infrastructure Division of the Company and its contribution to the wholly-owned subsidiary named "MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME" (trading as "ΜΕΤΚΑ ΑΤΕ") was completed, in accordance with the provisions of law 4601/2019 (article 57 para. 2, 59-73), law 4548/2018, and article 52 of law 4172/2013.
As a result of the spin-off, the following consequences arise:
i) "ΜΕΤΚΑ ΑΤΕ" replaces the entire transferred property as the universal successor, as reflected in the Company's financial statements as of 31.12.2022 and was shaped until the day of the completion of the spin-off, ii) The share capital of "ΜΕΤΚΑ ΑΤΕ" increased by €148.180.390 by issuing 148.180.390 new common registered shares with a nominal value of €1.00 each, which were fully subscribed by the Company.
The impact of the spin-off on the Financial Position of the Separated Entity is analyzed in Note 7.5.3 Group Structure. The comparative information of the Statement of Comprehensive Income and the summary Statement of Cash Flow has been restated to present the discontinued operations at the company level. The spin-off has no effect on the consolidated financial statements of the period or the comparative figures.
The interim condensed consolidated financial statements as of 30 June 2023 (hereinafter referred to as the "financial statements") have been prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, and in particular, in accordance with the provisions of IAS 34 Interim Financial Statements". No Standards have been applied prior to the date of their application. Moreover, the financial statements have been prepared based on the historical cost principle as amended by adjusting specific assets and liabilities to present values, the going concern principle and are in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) and their interpretations as issued by the IASB Interpretation Committee (IFRIC).
The accounting policies, under which the accompanying Interim Condensed Financial Statements are prepared, are in compliance with those used for the preparation of the annual Financial Statements for FY 2022 and have been consistently applied for all the presented years, except for the following mentioned case.
The spin-off of the Infrastructure Division was accounted for as a business combination under common control and is not within the scope of IFRS 3 "Business Combinations." The transaction is considered an intra-group restructuring, and therefore, there is no substantive change in the financials of the Group. The assets and liabilities of the Infrastructure Division were transferred at their carrying amounts, and the investment in the company was recognized by the Parent Company at the net carrying amount of the assets and liabilities transferred.
The Company Mytilineos S.A. which resulted from the merger of its subsidiaries METKA, ALUMINUM OF GREECE, PROTERGIA and PROTERGIA THERMO AGIOS NIKOLAOS presents separately the result from discontinued operations as described below.
In 2009, applying IFRS 5 "Non-current assets held for sale & discontinued operations", the assets and liabilities of the subsidiary company SOMETRA S.A. were presented separately, regarding which a decision was made on January 26, 2009 on temporary suspension of the production activity of the Zinc-Lead production plant in Romania, and presents also the amounts recognized in the income statement separately from continuing operations. Given the global economic recession, there were no feasible scenarios for the alternative utilization of the aforementioned financial assets.
Consequently, since 2011, by applying par. 13 of IFRS 5 "Non-current assets Held for Sale" Zinc-Lead («SOMETRA S.A.») production ceases to be an asset held for sale and is considered as an asset to be abandoned. The assets of its operations returned to continuing operations while at the same time, it continued to show separately the result of the discontinued operation in the income statement.
On 31/12/2015, SOMETRA S.A., contributed the Zinc-Lead activity, through a spin – off process, to its newly established subsidiary Reycom Recycling S.A. (REYCOM). The said spin - off is part of the "Mytilineos Group" restructuring process, regarding the Zinc-Lead discontinued operation, targeting on the production of Zn & Pb oxides through the development of a recycling operation of metallurgical residues. Within the same frame, on 29/11/2016 the crossborder merger of the subsidiary REYCOM and the subsidiary company ALUMINUM OF GREECE (ATE) was completed.
The following new Standards, Interpretations and amendments of IFRSs have been issued by the International Accounting Standards Board (IASB), are adopted by the European Union, and their application is mandatory from or after 01.01.2023.
In May 2017, the IASB issued a new Standard, IFRS 17, which replaces an interim Standard, IFRS 4. The aim of the project was to provide a single principle-based standard to account for all types of insurance contracts, including reinsurance contracts that an insurer holds. A single principle-based standard would enhance comparability of financial reporting among entities, jurisdictions and capital markets. IFRS 17 sets out the requirements that an entity should apply in reporting information about insurance contracts it issues and reinsurance contracts it holds. Furthermore, in June 2020, the IASB issued amendments, which do not affect the fundamental principles introduced when IFRS 17 has first been issued. The amendments are designed to reduce costs by simplifying some requirements in the Standard, make financial performance easier to explain, as well as ease transition by deferring the effective date of the Standard to 2023 and by providing additional relief to reduce the effort required when applying the Standard for the first time. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have been adopted by the European Union with effective date of 01/01/2023.
In February 2021, the IASB issued narrow-scope amendments that pertain to accounting policy disclosures. The objective of these amendments is to improve accounting policy disclosures so that they provide more useful information to investors and other primary users of the financial statements. More specifically, companies are required to disclose their material accounting policy information rather than their significant accounting policies. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have been adopted by the European Union with effective date of 01/01/2023.
In February 2021, the IASB issued narrow-scope amendments that they clarify how companies should distinguish changes in accounting policies from changes in accounting estimates. That distinction is important because changes in accounting estimates are applied prospectively only to future transactions and other future events, but changes in
accounting policies are generally also applied retrospectively to past transactions and other past events. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have been adopted by the European Union with effective date of 01/01/2023.
In May 2021, the IASB issued targeted amendments to IAS 12 to specify how companies should account for deferred tax on transactions such as leases and decommissioning obligations – transactions for which companies recognise both an asset and a liability. In specified circumstances, companies are exempt from recognising deferred tax when they recognise assets or liabilities for the first time. The amendments clarify that the exemption does not apply and that companies are required to recognise deferred tax on such transactions. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have been adopted by the European Union with effective date of 01/01/2023.
In December 2021, the IASB issued a narrow-scope amendment to the transition requirements in IFRS 17 to address an important issue related to temporary accounting mismatches between insurance contract liabilities and financial assets in the comparative information presented when applying IFRS 17 "Insurance Contracts" and IFRS 9 "Financial Instruments" for the first time. The amendment aims to improve the usefulness of comparative information for the users of the financial statements. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have been adopted by the European Union with effective date of 01/01/2023.
The following new Standards, Interpretations and amendments of IFRSs have been issued by the International Accounting Standards Board (IASB), but their application has not started yet or they have not been adopted by the European Union.
In May 2023, the International Accounting Standards Board (IASB) issued amendments to IAS 12 "Income Taxes": International Tax Reform—Pillar Two Model Rules. The amendments introduced a) a temporary exception to the requirements to recognise and disclose information about deferred tax assets and liabilities related to Pillar Two income taxes and b) targeted disclosure requirements for affected entities. Companies may apply the temperorary exception immediately, but disclosure requirements are required for annual periods commencing on or after 1 January 2023. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.
In January 2020, the IASB issued amendments to IAS 1 that affect requirements for the presentation of liabilities. Specifically, they clarify one of the criteria for classifying a liability as non-current, the requirement for an entity to have the right to defer settlement of the liability for at least 12 months after the reporting period. The amendments include: (a) specifying that an entity's right to defer settlement must exist at the end of the reporting period; (b) clarifying that classification is unaffected by management's intentions or expectations about whether the entity will exercise its right to defer settlement; (c) clarifying how lending conditions affect classification; and (d) clarifying requirements for classifying liabilities an entity will or may settle by issuing its own equity instruments. Furthermore, in July 2020, the IASB issued an amendment to defer by one year the effective date of the initially issued amendment to IAS 1, in response to the Covid-19 pandemic. However, in October 2022, the IASB issued an additional amendment that aim to improve the information companies provide about long-term debt with covenants. IAS 1 requires a company to classify debt as non-current only if the company can avoid settling the debt in the 12 months after the reporting date. However, a company's ability to do so is often subject to complying with covenants. The amendments to IAS 1 specify that covenants to be complied with after the reporting date do not affect the classification of debt as current or non-current at the reporting date. Instead, the amendments require a company to disclose information about these covenants in the notes to the financial statements. The amendments are effective for annual reporting periods beginning on or after 1 January 2024, with early adoption permitted. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.
In September 2022, the IASB issued narrow-scope amendments to IFRS 16 "Leases" which add to requirements explaining how a company accounts for a sale and leaseback after the date of the transaction. A sale and leaseback is a transaction for which a company sells an asset and leases that same asset back for a period of time from the new owner. IFRS 16 includes requirements on how to account for a sale and leaseback at the date the transaction takes place. However, IFRS 16 had not specified how to measure the transaction when reporting after that date. The issued amendments add to the sale and leaseback requirements in IFRS 16, thereby supporting the consistent application of the Accounting Standard. These amendments will not change the accounting for leases other than those arising in a sale and leaseback transaction The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.
In May 2023, the International Accounting Standards Board (IASB) issued Supplier Finance Arrangements, which amended IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures. The IASB issued Supplier Finance Arrangements to require an entity to provide additional disclosures about its supplier finance arrangements. The amendments require additional disclosures that complement the existing disclosures in these two standards. They require entities to provide users of financial statements with information that enable them a) to assess how supplier finance arrangements affect an entity's liabilities and cash flows and to understand the effect of supplier finance arrangements on an entity's exposure to liquidity risk and how the entity might be affected if the arrangements were no longer available to it. The amendments to IAS 7 and IFRS 7 are effective for accounting periods on or after 1 January 2024. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.
Preparations of financial statements under IFRS requires the management to apply judgments, make estimates and use assumptions that affect published amounts of assets and liabilities as well as disclosures of contingent assets and liabilities as at the financial statements preparation date and publicized amounts of revenue and expenses for the reporting period. The actual results may differ from estimated.
Estimations are reassessed on an on-going basis and are based on both – past experience and other factors, such as expectations of future events deemed reasonable under the current conditions.
Pro forma figures (EBITDA, EBITDA margin, free cash flow, net debt) are not defined by the International Financial Reporting Standards (IFRS). Thus, these figures are calculated and presented by the Group in a way that provides a more fair view of the financial performance of its Business Sectors. The Group defines "Group EBITDA" as the Operating earnings before any interest income and expenses, investment results, depreciation, amortization and before the effects of any special factors. "Group EBITDA" is an important indicator used by Mytilineos Group to manage the Group's operating activities and to measure the performance of the individual segments.
The special factors that affect the Group's net profit / (losses) and EBITDA are the following:
a) the share in the EBITDA of associates when these are active in one of the Group's reported Business Sectors and b) the effects of eliminations of any profit or loss from asset construction transactions of the Group with the associates. It is noted that the Group financial statements, prepared according to IAS 1 and IAS 28, include the Group's profit realized in connection with the construction of fixed assets on account of subsidiaries and associates, when these are active in one of its reported Business Segments. Such profits are deducted from the Group's equity and fixed assets and released in the Group accounts over the same period as depreciation is charged. Consequently, for the calculation of EBITDA (operational results before depreciation), the Group does not eliminate the profit from the construction of fixed assets as its recovery through their use will effect only the profit after depreciation.
The Group states that the calculation of "Group EBITDA" may differ from the calculation method used by other companies/groups. However, "Group EBITDA" is calculated with consistency in each financial reporting period and any other financial analysis presented by the Group. Specifically financial results contain interest income/expense, while investment results contain gains/loss of financial assets at fair value through profit and loss, share of results in associates companies and gains/losses from the disposal of financial assets (such as subsidiaries and associates).
Group Structure Companies included in the consolidated financial statements and the method of consolidation are presented in the following table:
| NAME OF SUBSIDIARIES,ASSOCIATES AND JOINT VENTURES | COUNTRY OF INCORPORATION |
CONSOLIDATION METHOD |
PERCENTAGE 30.06.2023 | ||
|---|---|---|---|---|---|
| Direct % | Indirect % | ||||
| 1 | MYTILINEOS S.A. | Greece | - | - | - |
| 2 | SERVISTEEL S.A. | Greece | Full | 99,98% | 0,00% |
| 3 | ELEMKA S.A. | Greece | Full | 0,00% | 83,50% |
| 4 | BRIDGE ACCESSORIES & CONSTRUCTION SYSTEMS S.A. | Greece | Full | 0,00% | 62,63% |
| 5 | DELFI DISTOMON A.M.E. | Greece | Full | 100,00% | 0,00% |
| 6 | DESFINA SHIPPING COMPANY | Greece | Full | 100,00% | 0,00% |
| 7 | ST. NIKOLAOS SINGLE MEMBER P.C. | Greece | Full | 100,00% | 0,00% |
| 8 | RENEWABLE SOURCES OF KARYSTIA S.A. | Greece | Full | 100,00% | 0,00% |
| 9 | GENIKI VIOMICHANIKI S.A. | Greece | Full | Joint Management | Joint Management |
| 10 | HYDROHOOS S.A. | Greece | Full | 100,00% | 0,00% |
| 11 | NORTH AEGEAN RENEWABLES | Greece | Full | 100,00% | 0,00% |
| 12 | MYTILINEOS HELLENIC WIND POWER S.A. | Greece | Full | 80,00% | 0,00% |
| 13 | AIOLIKI ANDROU TSIROVLIDI S.A. | Greece | Full | 1,00% | 79,20% |
| 14 | MYTILINEOS AIOLIKI NEAPOLEOS S.A. | Greece | Full | 1,00% | 79,20% |
| 15 | AIOLIKI EVOIAS PIRGOS S.A. | Greece | Full | 1,00% | 79,20% |
| 16 | AIOLIKI EVOIAS POUNTA S.A. | Greece | Full | 1,00% | 79,20% |
| 17 | AIOLIKI EVOIAS HELONA S.A. | Greece | Full | 1,00% | 79,20% |
| 18 | AIOLIKI ANDROU RAHI XIROKOBI S.A. | Greece | Full | 1,00% | 79,20% |
| 19 | METKA AIOLIKA PLATANOU S.A. | Greece | Full | 1,00% | 79,20% |
| 20 | AIOLIKI SAMOTHRAKIS S.A. | Greece | Full | 100,00% | 0,00% |
| 21 | AIOLIKI EVOIAS DIAKOFTIS S.A. | Greece | Full | 1,00% | 79,20% |
| 22 | AIOLIKI SIDIROKASTROU S.A. | Greece | Full | 1,00% | 79,20% |
| 23 | HELLENIC SOLAR S.A. | Greece | Full | 100,00% | 0,00% |
| 24 | SPIDER S.A. | Greece | Full | 100,00% | 0,00% |
| 25 | MINING OF FLORINA LIGNITE SINGLE MEMBER S.A. | Greece | Full | 0,00% | 100,00% |
| 26 | MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME | Greece | Full | 100,00% | 0,00% |
| 27 | ANEMODRASI RENEWABLE ENERGY SOURCES S.A. | Greece | Full | 100,00% | 0,00% |
| 28 | ANEMORAHI RENEWABLE ENERGY SOURCES S.A. | Greece | Full | 100,00% | 0,00% |
| 29 | HORTEROU S.A. | Greece | Full | 100,00% | 0,00% |
| 30 | KISSAVOS DROSERI RAHI S.A. | Greece | Full | 100,00% | 0,00% |
| 31 | KISSAVOS PLAKA TRANI S.A. | Greece | Full | 100,00% | 0,00% |
| 32 | KISSAVOS FOTINI S.A. | Greece | Full | 100,00% | 0,00% |
| 33 | AETOVOUNI S.A. | Greece | Full | 100,00% | 0,00% |
| 34 | LOGGARIA S.A. | Greece | Full | 100,00% | 0,00% |
| 35 | IKAROS ANEMOS S.A. | Greece | Full | 100,00% | 0,00% |
| 36 | KERASOUDA S.A. | Greece | Full | 100,00% | 0,00% |
| 37 | AIOLIKH ARGOSTYLIAS S.A. | Greece | Full | 100,00% | 0,00% |
|---|---|---|---|---|---|
| 38 | MNG TRADING S.A. | Greece | Full | 100,00% | 0,00% |
| 39 | KORINTHOS POWER S.A. | Greece | Full | 0,00% | 65,00% |
| 40 | KILKIS PALEON TRIETHNES S.A. | Greece | Full | 100,00% | 0,00% |
| 41 | ANEMOROE S.A. | Greece | Full | 100,00% | 0,00% |
| 42 | PROTERGIA ENERGY S.A. | Greece | Full | 0,00% | 100,00% |
| 43 | SOLIEN ENERGY S.A. | Greece | Full | 100,00% | 0,00% |
| 44 | ALUMINIUM OF GREECE INDUSTRIAL AND COMMERCIAL SOCIETE ANONYME (EX OSTENITIS S.A.) | Greece | Full | 100,00% | 0,00% |
| 45 | AIOLIKH TRIKORFON S.A. | Greece | Full | 100,00% | 0,00% |
| 46 | MAKRYNOROS ENERGEIAKH S.A. | Greece | Full | 100,00% | 0,00% |
| 47 | PROTERGIA THERMOELEKTRIKI S.A. | Greece | Full | 100,00% | 0,00% |
| 48 | ZEOLOGIC Α.Β.Ε.Ε | Greece | Full | 0,00% | 60,00% |
| 49 | EP.AL.ME. S.A. | Greece | Full | 97,87% | 0,00% |
| 50 | J/V ΜΕΤΚΑ - TERNA | Greece | Equity | 10,00% | 0,00% |
| 51 | FTHIOTIKI ENERGY S.A. | Greece | Equity | 35,00% | 0,00% |
| 52 | J/V MYTILINEOS ELEMKA | Greece | Equity | 50,00% | 0,00% |
| 53 | J/V MYTILINEOS XANTHAKIS | Greece | Equity | 0,00% | 50,00% |
| 54 | J/V AVAX S.A. – INTRAKAT – MYTIINEOS S.A. -TERNA S.A. | Greece | Equity | 25.00% | 0.00% |
| 55 | KEDRINOS LOFOS OPERATION S.A. | Greece | Equity | 50,00% | 0,00% |
| 56 | EGNATIA WIND M.A.E. | Greece | Full | 100,00% | 0.00% |
| 57 | MYTILINEOS - TECHNOLOGY AND DIGITAL INNOVATION SINGLE MEMBER SOCIETE ANONYME | Greece | Full | 100,00% | 0.00% |
| 58 | AENAOS SYSSOREUTES ENERGEIAKI MONOPROSOPI AE | Greece | Full | 100,00% | 0.00% |
| 59 | KEDRINOS LOFOS S.A. | Greece | Equity | 50,00% | 0.00% |
| 60 | MYTILINEOS WIND ENERGY ALBANIA | Albania | Full | 100,00% | 0,00% |
| 61 | MTRH Developmnet GmbH | Austria | Full | 0,00% | 100,00% |
| 62 | INTERNATIONAL POWER SUPPLY AD | Bulgaria | Equity | 9,70% | 0,00% |
| 63 | DROSCO HOLDINGS LIMITED | Cyprus | Full | 0,00% | 83,50% |
| 64 | STANMED TRADING LTD | Cyprus | Full | 0,00% | 100,00% |
| 65 | METKA RENEWABLES LIMITED | Cyprus | Full | 100,00% | 0,00% |
| 66 | METKA POWER INVESTMENTS | Cyprus | Full | 100,00% | 0,00% |
| 67 | Energy Ava Yarz LLC | Iran | Full | 0,00% | 100,00% |
| 68 | MYTILINEOS FINANCE S.A. | Luxembourg | Full | 75,00% | 0,00% |
| 69 | MYTILINEOS FINANCIAL PARTNERS S.A. | Luxembourg | Full | 100,00% | 0,00% |
| 70 | AURORA VENTURES | Marshal Islands | Full | 100,00% | 0,00% |
| 71 | METKA POWER WEST AFRICA LIMITED | Nigeria | Full | 100,00% | 0,00% |
| 72 | MYTILINEOS Heat and Power Generation | North Macedonia | Full | 100,00% | 0,00% |
| 73 | RIVERA DEL RIO | Panama | Full | 50,00% | 0,00% |
| 74 | ΜΕΤΚΑ BRAZI SRL | Romania | Full | 100,00% | 0,00% |
| 75 | SOMETRA S.A. | Romania | Full | 92,79% | 0,00% |
| 76 | DELTA PROJECT CONSTRUCT SRL | Romania | Full | 95,01% | 0,00% |
| 77 | ELEMKA SAUDI | Saudi Arabia | Equity | 0,00% | 34,24% |
| 78 | MYTILINEOS BELGRADE D.O.O. | Serbia | Full | 0,00% | 100,00% |
| 79 | MYTILINEOS INTERNATIONAL COMPANY AG "MIT Co" | Switzerland | Full | 0,00% | 100,00% |
| 80 | POWER PROJECT SANAYI INSAAT TICARET LIMITED SIRKETI | Turkey | Full | 99,00% | 0,00% |
| 81 | METKA INTERNATIONAL LTD (FZE) | United Arab Emirates |
Full | 0,00% | 100,00% |
| 82 | METKA INTERNATIONAL LTD (RAK) | United Arab Emirates |
Full | 0,00% | 100,00% |
| 83 | METKA IPS LTD | United Arab Emirates |
Equity | 50,00% | 0,00% |
|---|---|---|---|---|---|
| 84 | PROTERGIA ENERGY ALBANIA LTD | Albania | Full | 0,00% | 100,00% |
| 85 | PROTERGIA ENERGY DOOEL Skopje | North Macedonia | Full | 0,00% | 100,00% |
| 86 | J/V MYTILINEOS - EUSIF | Greece | Proportional Method | 50,00% | 0,00% |
| 87 | J/V TERNA S.A. – MYTILINEOS S.A. (RODODAFNI - RIO) | Greece | Proportional Method | 50,00% | 0,00% |
| 88 | J/V TERNA S.A. – MYTILINEOS S.A. (KIATO - RODOAFNI) | Greece | Proportional Method | 50,00% | 0,00% |
| 89 | J/V AVAX S.A. - MYTILINEOS S.A. | Greece | Proportional Method | 50,00% | 0,00% |
| 90 | METKA EGN GREECE S.M.S.A. | Greece | Full | 0,00% | 100,00% |
| 91 | METKA EGN AUSTRALIA PTY LTD | Australia | Full | 0,00% | 100,00% |
| 92 | METKA EGN AUSTRALIA (QLD) PTY LTD | Australia | Full | 0,00% | 100,00% |
| 93 | METKA EGN AUSTRALIA PTY HOLDINGS LTD* | Australia | - | 0,00% | 100,00% |
| 94 | TERRANOVA ASSETCO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 95 | WAGGA-WAGGA OPERATIONS CO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 96 | WAGGA-WAGGA PROPERTY CO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 97 | JUNEE OPERATIONS CO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 98 | JUNEE PROPERTY CO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 99 | COROWA OPERATIONS CO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 100 | COROWA PROPERTY CO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 101 | MOAMA OPERATIONS CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 102 | MOAMA PROPERTY CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 103 | KINGAROY OPERATIONS CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 104 | KINGAROY PROPERTY CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 105 | GLENELLA OPERATIONS CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 106 | GLENELLA PROPERTY CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 107 | METKA EGN AUSTRALIA HOLDINGS TWO PTY LTD | Australia | Full | 0,00% | 100,00% |
| 108 | MOURA SOLAR FARM HOLDINGS PTY LTD | Australia | Full | 0,00% | 100,00% |
| 109 | WYALONG SOLAR FARM HOLDINGS PTY LTD* | Australia | - | 0,00% | 100,00% |
| 110 | MAVIS SOLAR FARM AUSTRALIA HOLDINGS PTY LTD* | Australia | - | 0,00% | 100,00% |
| 111 | POLLDALE SF HOLDINGS PTY LTD (ex. PENRITH BESS HOLDINGS PTY LTD)* | Australia | - | 0,00% | 100,00% |
| 112 | TERRANOVA HOLDCO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 113 | EPC HOLDCO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 114 | MOURA SOLAR FARM SPV PTY LTD | Australia | Full | 0,00% | 100,00% |
| 115 | WYALONG SOLAR FARM SPV PTY LTD* | Australia | - | 0,00% | 100,00% |
| 116 | MAVIS SOLAR FARM PTY LTD* | Australia | - | 0,00% | 100,00% |
| 117 | MOURA SOLAR FARM SPV HOLDINGS PTY LTD | Australia | Full | 0,00% | 100,00% |
| 118 | METKA EGN Burkina Faso | Burkina Faso | Full | 0,00% | 100,00% |
| 119 | METKA-EGN CHILE SPA | Chile | Full | 0,00% | 100,00% |
| 120 | INVERSIONES FOTOVOLTAICAS SPA* | Chile | - | 0,00% | 100,00% |
| 121 | CAMPANILLAS SOLAR SPA* | Chile | - | 0,00% | 100,00% |
| 122 | TAMARICO SOLAR DOS SPA* | Chile | - | 0,00% | 100,00% |
| 123 | DONA ANTONIA SOLAR SPA* | Chile | - | 0,00% | 100,00% |
| 124 | PLANTA SOLAR TOCOPILLA SPA* | Chile | - | 0,00% | 100,00% |
| 125 | METKA-EGN LTD | Cyprus | Full | 100,00% | 0,00% |
| 126 | METKA EGN Holdings 1 Limited* | Cyprus | - | 0,00% | 100,00% |
| 127 | SANTIAM INVESTMENT V LTD | Cyprus | Full | 0,00% | 90,00% |
| 128 | SANTIAM INVESTMENT VI LTD | Cyprus | Full | 0,00% | 90,00% |
| 129 | SANTIAM INVESTMENT I LTD* | Cyprus | - | 0,00% | 90,00% |
| 130 | SANTIAM INVESTMENT II LTD* | Cyprus | - | 0,00% | 90,00% |
|---|---|---|---|---|---|
| 131 | SANTIAM INVESTMENT III LTD* | Cyprus | - | 0,00% | 90,00% |
| 132 | SANTIAM INVESTMENT IV LTD* | Cyprus | - | 0,00% | 90,00% |
| 133 | METKA EGN FRANCE SRL | France | Full | 0,00% | 100,00% |
| 134 | Upper Hunter SF Holdings Pty Ltd* | Australia | - | 0,00% | 100,00% |
| 135 | HERA SUN POWER PRIVATE LIMITED* | India | - | 0,00% | 100,00% |
| 136 | GOREYSBRIDGE SPV LIMITED* | Ireland | - | 0,00% | 100,00% |
| 137 | GOREY SPV LIMITED* | Ireland | - | 0,00% | 100,00% |
| 138 | METKA EGN ITALY S.R.L. | Italy | Full | 0,00% | 100,00% |
| 139 | METKA EGN SARDINIA SRL* | Italy | - | 0,00% | 100,00% |
| 140 | METKA EGN APULIA SRL* | Italy | - | 0,00% | 100,00% |
| 141 | MY SUN SRL* | Italy | - | 0,00% | 100,00% |
| 142 | METKA EGN RENEWABLES DEVELOPMENT ITALY S.R.L.* | Italy | - | 0,00% | 100,00% |
| 143 | MYT ENERGY DEVELOPMENT SRL * | Italy | - | 0,00% | 100,00% |
| 144 | CATCH THE SUN 2 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 145 | CATCH THE SUN 5 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 146 | MYT SARDINIA 1 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 147 | MYT SARDINIA 2 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 148 | MYT SARDINIA 3 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 149 | MYT SARDINIA 4 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 150 | MYT SARDINIA 5 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 151 | MYT SARDINIA 6 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 152 | ΜΕΤΚΑ EGN KZ LLP | Kazakhstan | Full | 0,00% | 100,00% |
| 153 | METKA GENERAL CONTRACTOR CO. LTD | Korea | Full | 0,00% | 100,00% |
| 154 | METKA KOREA LTD* | Korea | - | 0,00% | 100,00% |
| 155 | JVIGA KOREA TAEAHN Inc.* | Korea | - | 0,00% | 100,00% |
| 156 | MK SOLAR CO. LTD.* | Korea | - | 0,00% | 100,00% |
| 157 | HANMAEUM ENERGY CO., LTD.* | Korea | Full | 0,00% | 100,00% |
| 158 | ΜΕΤΚΑ EGN MEXICO S. DE.R.L. C.V | Mexico | Full | 0,00% | 100,00% |
| 159 | METKA EGN Mexico Holdings* | Mexico | - | 0,00% | 100,00% |
| 160 | METKA CYPRUS PORTUGAL HOLDINGS SGPD LDA | Portugal | - | 0,00% | 100,00% |
| 161 | METKA CYPRUS PORTUGAL 2* | Portugal | - | 0,00% | 100,00% |
| 162 | METKA CYPRUS PORTUGAL 3* | Portugal | - | 0,00% | 100,00% |
| 163 | CENTRAL SOLAR DE DIVOR LDA* | Portugal | - | 0,00% | 100,00% |
| 164 | CENTRAL SOLAR DE FALAGUEIRA DLA* | Portugal | - | 0,00% | 100,00% |
| 165 | METKA EGN ROM S.R.L. | Romania | Full | 0,00% | 100,00% |
| 166 | SOLAR REVOLUTION S.R.L.* | Romania | - | 0,00% | 100,00% |
| 167 | SOLAR RENEWABLE S.R.L.* | Romania | - | 0,00% | 100,00% |
| 168 | MYT HOLDCO CLEAN ENERGY S.R.L.* | Romania | - | 0,00% | 100,00% |
| 169 | METKA EGN SINGAPORE PTE LTD | Singapore | Full | 0,00% | 100,00% |
| 170 | METKA EGN Singapore Holdings Pte Ltd | Singapore | Full | 0,00% | 100,00% |
| 171 | METKA EGN SINGAPORE HOLDINGS 2 PTE. LTD* | Singapore | - | 0,00% | 100,00% |
| 172 | METKA EGN SINGAPORE HOLDINGS 3 PTE. LTD* | Singapore | - | 0,00% | 100,00% |
| 173 | MAVIS SOLAR FARM SINGAPORE PTE. LTD* | Singapore | - | 0,00% | 100,00% |
| 174 | MOURA SOLAR FARM PTE. LTD.* | Singapore | - | 0,00% | 100,00% |
| 175 | WYALONG SOLAR FARM PTE. LTD.* | Singapore | - | 0,00% | 100,00% |
| 176 | PENRITH BESS HOLDING PTE LTD* | Singapore | - | 0,00% | 100,00% |
| 177 | METKA EGN SINGAPORE HOLDINGS 4 PTE * | Singapore | - | 0,00% | 100,00% |
|---|---|---|---|---|---|
| 178 | ROSEDALE SOLAR HOLDINGS PTE LTD* | Singapore | - | 0,00% | 100,00% |
| 179 | METKA EGN SPAIN SLU | Spain | Full | 0,00% | 100,00% |
| 180 | METKA EGN SOLAR 2 | Spain | Full | 0,00% | 100,00% |
| 181 | METKA EGN SOLAR 5 | Spain | Full | 0,00% | 100,00% |
| 182 | METKA EGN SPAIN HOLDING 2 SL | Spain | Full | 0,00% | 100,00% |
| 183 | METKA EGN SOLAR 1* | Spain | - | 0,00% | 100,00% |
| 184 | METKA EGN SOLAR 3* | Spain | - | 0,00% | 100,00% |
| 185 | METKA EGN SOLAR 6* | Spain | - | 0,00% | 100,00% |
| 186 | METKA EGN SOLAR 7* | Spain | - | 0,00% | 100,00% |
| 187 | METKA EGN SOLAR 8* | Spain | - | 0,00% | 100,00% |
| 188 | METKA EGN SOLAR 9* | Spain | - | 0,00% | 100,00% |
| 189 | METKA EGN SOLAR 10* | Spain | - | 0,00% | 100,00% |
| 190 | METKA EGN SOLAR 11* | Spain | - | 0,00% | 100,00% |
| 191 | METKA EGN SOLAR 12* | Spain | - | 0,00% | 100,00% |
| 192 | METKA EGN SOLAR 13* | Spain | - | 0,00% | 100,00% |
| 193 | METKA EGN SOLAR 14* | Spain | - | 0,00% | 100,00% |
| 194 | METKA EGN SOLAR 15* | Spain | - | 0,00% | 100,00% |
| 195 | METKA EGN SOLAR 16* | Spain | - | 0,00% | 100,00% |
| 196 | METKA EGN SOLAR 17* | Spain | - | 0,00% | 100,00% |
| 197 | METKA EGN SOLAR 18* | Spain | - | 0,00% | 100,00% |
| 198 | METKA EGN SOLAR 19* | Spain | - | 0,00% | 100,00% |
| 199 | METKA EGN SOLAR 20* | Spain | - | 0,00% | 100,00% |
| 200 | METKA EGN SOLAR 21* | Spain | - | 0,00% | 100,00% |
| 201 | METKA EGN SOLAR 22* | Spain | - | 0,00% | 100,00% |
| 202 | METKA EGN SOLAR 23* | Spain | - | 0,00% | 100,00% |
| 203 | METKA EGN SOLAR 24* | Spain | - | 0,00% | 100,00% |
| 204 | METKA EGN SOLAR 25* | Spain | - | 0,00% | 100,00% |
| 205 | METKA EGN SOLAR 26* | Spain | - | 0,00% | 100,00% |
| 206 | METKA EGN SOLAR 27* | Spain | - | 0,00% | 100,00% |
| 207 | METKA EGN SOLAR 28* | Spain | - | 0,00% | 100,00% |
| 208 | METKA EGN SOLAR 29* | Spain | - | 0,00% | 100,00% |
| 209 | METKA EGN SOLAR 30* | Spain | - | 0,00% | 100,00% |
| 210 | METKA EGN SOLAR 31* | Spain | - | 0,00% | 100,00% |
| 211 | METKA EGN SOLAR 32* | Spain | - | 0,00% | 100,00% |
| 212 | METKA EGN SOLAR 33* | Spain | - | 0,00% | 100,00% |
| 213 | METKA EGN SOLAR 34* | Spain | - | 0,00% | 100,00% |
| 214 | METKA EGN SOLAR 35* | Spain | - | 0,00% | 100,00% |
| 215 | METKA EGN SOLAR 36* | Spain | - | 0,00% | 100,00% |
| 216 | METKA EGN SOLAR 37* | Spain | - | 0,00% | 100,00% |
| 217 | METKA EGN SOLAR 38* | Spain | - | 0,00% | 100,00% |
| 218 | METKA EGN SOLAR 39* | Spain | - | 0,00% | 100,00% |
| 219 | METKA EGN SOLAR 40* | Spain | - | 0,00% | 100,00% |
| 220 | METKA EGN GREEN POWER HOLDINGS CO LTD* | Taiwan | - | 0,00% | 100,00% |
| 221 | METKA-EGN UGANDA SMC LTD | Uganda | Full | 0,00% | 100,00% |
| 222 | METKA-EGN LIMITED | United Kingdom | Full | 0,00% | 100,00% |
| 223 | FALAG Holdings Limited* | United Kingdom | - | 0,00% | 100,00% |
| 224 | CROOME AIRFIELD SOLAR LIMITED* | United Kingdom | - | 0,00% | 100,00% |
|---|---|---|---|---|---|
| 225 | EEB 23 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 226 | EEB 13 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 227 | METKA EGN RENEWCO HOLDING LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 228 | METKA EGN TW HOLDINGS LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 229 | SIRIUS SPV LTD (WATNALL)* | United Kingdom | - | 0,00% | 100,00% |
| 230 | SSPV1 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 231 | WATNALL ENERGY LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 232 | METKA EGN REGENER8 HOLDING LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 233 | REGENER8 SPV 1 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 234 | REGENER8 SPV 2 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 235 | REGENER8 SPV 3 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 236 | REGENER8 SPV 4 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 237 | MYT UK HOLDING 1 LIMITED* | United Kingdom | - | 0,00% | 100,00% |
| 238 | METKA EGN CENTRAL ASIA | Uzbekistan | Full | 0,00% | 100,00% |
| 239 | MYT STRUGA SP. ZOO* | Poland | - | 0,00% | 100,00% |
| 240 | MYT WITKOW SP. ZOO* | Poland | - | 0,00% | 100,00% |
| 241 | MYT HRVATSKA D.o.o.* | Croatia | - | 0,00% | 100,00% |
| 242 | MOURA SF FINANCE CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 243 | WYALONG SF FINANCE CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 244 | KINGAROY SF FINANCE CO PTY LTD* | Australia | - | 0,00% | 100,00% |
| 245 | METKA SOL LTD* | Cyprus | - | 0,00% | 100,00% |
| 246 | METKA-EGN Holdings 2 LTD* | Cyprus | - | 0,00% | 100,00% |
| 247 | METKA-EGN Holdings 3 LTD* | Cyprus | - | 0,00% | 100,00% |
| 248 | SELSSE Solar Holdings I Limited* | United Kingdom | - | 0,00% | 100,00% |
| 249 | MYT UK Holding 4 Limited* | United Kingdom | - | 0,00% | 100,00% |
| 250 | MYT UK Holding 5 Limited* | United Kingdom | - | 0,00% | 100,00% |
| 251 | SOLAR CHALLENGE 3 S.R.L.* | Italy | - | 0,00% | 100,00% |
| 252 | NLSOLARE S.R.L.* | Italy | - | 0,00% | 100,00% |
| 253 | LUXENIA S.R.L.* | Italy | - | 0,00% | 100,00% |
| 254 | NAMWOON A CO LTD* | Korea | - | 0,00% | 100,00% |
| 255 | NAMWOON B CO LTD* | Korea | - | 0,00% | 100,00% |
| 256 | DOCKING FARM SOLAR LTD* | United Kingdom | - | 0,00% | 100,00% |
| 257 | NORTH FARM SOLAR EXTENSION LTD* | United Kingdom | - | 0,00% | 100,00% |
| 258 | SELSSE SOLAR HOLDINGS IV LTD* | United Kingdom | - | 0,00% | 100,00% |
| 259 | MYT UK Holding 2 Limited | United Kingdom | - | 0,00% | 100,00% |
| 260 | MYT UK Holding 3 Limited | United Kingdom | - | 0,00% | 100,00% |
| 261 | Haunton Farmers' Solar Limited* | United Kingdom | - | 0,00% | 100,00% |
| 262 | Whirlbush Solar Limited* | United Kingdom | - | 0,00% | 100,00% |
| 263 | Green Farm Solar Limited* | United Kingdom | - | 0,00% | 100,00% |
| 264 | MYT EPC Ireland Limited | Ireland | Full | 0,00% | 100,00% |
| 265 | SUNLIGHT VENTURE SRL* | Romania | - | 0,00% | 100,00% |
| 266 | MYT APULIA STORAGE 1 S.r.l* | Italy | - | 0,00% | 100,00% |
| 267 | MYT APULIA STORAGE 2 S.r.l* | Italy | - | 0,00% | 100,00% |
| 268 | MYT APULIA STORAGE 3 S.r.l* | Italy | - | 0,00% | 100,00% |
| 269 | MYT APULIA H2 S.R.L* | Italy | - | 0,00% | 100,00% |
| 270 | RENEWABLE ADVENTURE 3 S.R.L* | Italy | - | 0,00% | 100,00% |
| 271 | GREEN GENIUS 8 S.R.L * | Italy | - | 0,00% | 100,00% |
|---|---|---|---|---|---|
| 272 | GREEN GENIUS 16 S.R.L * | Italy | - | 0,00% | 100,00% |
| 273 | GREEN GENIUS 7 S.R.L * | Italy | - | 0,00% | 45,00% |
| 274 | MUNNA CREEK HOLDING PTE LTD* | Singapore | - | 0,00% | 100,00% |
| 275 | ΜΥΤ Bulgaria EOOD | Bulgaria | Full | 0,00% | 100,00% |
| 276 | BRYANT HOLDINGS LIMITED | Cyprus | Full | 0,00% | 100,00% |
| 277 | Coral Solar SL* | Spain | - | 0,00% | 100,00% |
| 278 | CENTRAL SOLAR DA AJUDA, LDA.* | Portugal | - | 0,00% | 100,00% |
| 279 | CENTRAL SOLAR DE ESCORVAS LDA.* | Portugal | - | 0,00% | 100,00% |
| 280 | Desarrollos Solares de Tomelloso SL* | Spain | - | 0,00% | 100,00% |
| 281 | Estrella Solar SL* | Spain | - | 0,00% | 100,00% |
| 282 | Zefero EOOD* | Bulgaria | - | 0,00% | 100,00% |
| 283 | Mytilineos Energy Trading Chile SpA* | Chile | - | 0,00% | 100,00% |
| 284 | RAPELCO SOLAR SpA* | Chile | - | 0,00% | 100,00% |
| 285 | BELLAVISTA SOLAR SpA* | Chile | - | 0,00% | 100,00% |
| 286 | TALHUAN CULENCO SOLAR SpA* | Chile | - | 0,00% | 100,00% |
| 287 | PRIMERA AGUA LOS PINOS SOLAR SpA* | Chile | - | 0,00% | 100,00% |
| 288 | Demeter Sun Power Limited* | India | - | 0,00% | 100,00% |
| 289 | Hades Sun Power Limited* | India | - | 0,00% | 100,00% |
| 290 | Hermes Sun Power Limited* | India | - | 0,00% | 100,00% |
| 291 | FRUGAL ENERGY PRIVATE LTD* | India | - | 0,00% | 51,00% |
| 292 | Ballyhales Solar SPV LTD* | Ireland | - | 0,00% | 100,00% |
| 293 | Carrick Solar SPV LTD* | Ireland | - | 0,00% | 100,00% |
| 294 | Cahir solar spv ltd* | Ireland | - | 0,00% | 100,00% |
| 295 | MYT SOLAR CORALLO S.r.l*. | Italy | - | 0,00% | 100,00% |
| 296 | MYT ENERGY CLUSTER HOLDING S.R.L*. | Italy | - | 0,00% | 100,00% |
| 297 | MYT STORAGE SYSTEM S.R.L.* | Italy | - | 0,00% | 100,00% |
| 298 | METKA EGN Singapore Holdings 5 Pte. Ltd.* | Singapore | - | 0,00% | 100,00% |
| 299 | Upper Hunter Holding Pte Ltd* | Singapore | - | 0,00% | 100,00% |
| 300 | Moama Holding Pte Ltd* | Singapore | - | 0,00% | 100,00% |
| 301 | Youngchangri Power Plant Co., Ltd* | Korea | - | 0,00% | 100,00% |
| 302 | Falcade sp. z o.o* | Poland | - | 0,00% | 100,00% |
| 303 | Gerocarne sp. z o.o* | Poland | - | 0,00% | 100,00% |
| 304 | Narbolia sp. z o.o* | Poland | - | 0,00% | 100,00% |
| 305 | Ortucchio sp. z o.o* | Poland | - | 0,00% | 100,00% |
| 306 | JRD Solar Srl (Mereni)* | Romania | - | 0,00% | 100,00% |
| 307 | Solar Challenge Srl (Mihailesti)* | Romania | - | 0,00% | 100,00% |
| 308 | Galicnord SRL (Melinesti)* | Romania | - | 0,00% | 45,00% |
| 309 | ENERGY PARTNERS ALPHA SOLAR SRL (LANCA)* | Romania | - | 0,00% | 55,00% |
| 310 | MYT AP 1 SRL* | Romania | - | 0,00% | 100,00% |
| 311 | MYT APUZ SRL* | Romania | - | 0,00% | 100,00% |
| 312 | MYT COSTE SRL* | Romania | - | 0,00% | 100,00% |
| 313 | MYT SOLAR ENERGY SRL* | Romania | - | 0,00% | 100,00% |
| 314 | MYT APCOS SRL* | Romania | - | 0,00% | 100,00% |
| 315 | MYT Clean Energy NM DOOEL Skopje* | North Macedonia | - | 0,00% | 100,00% |
| 316 | Hollyhurst Farm Limited* | United Kingdom | - | 0,00% | 100,00% |
| 317 | Blounts Court Farm Limited* | United Kingdom | - | 0,00% | 100,00% |
| 318 | POLLDALE SOLAR FARM TRUST* | Australia | - | 0,00% | 100,00% |
|---|---|---|---|---|---|
| 319 | Munna Creek Solar Farm Investments PTY Ltd* | Australia | - | 0,00% | 100,00% |
| 320 | Munna Creek Solar Farm Hold Co PTY Ltd* | Australia | - | 0,00% | 100,00% |
| 321 | Upper Hunter Solar Farm Pty Ltd* | Australia | - | 0,00% | 100,00% |
| 322 | SOLAR MYT GRH2 SRL* | Romania | - | 0,00% | 100,00% |
| 323 | MYTILINEOS ITALY SINGLE MEMBER S.A. | Greece | Full | 100,00% | 0,00% |
| 324 | M PARACHORISEON SINGLE MEMBER S.A. | Greece | Full | 100,00% | 0,00% |
| 325 | WATT & VOLT SM.S.A. | Greece | Full | 100,00% | 0,00% |
| Head Office - Branch | Country of the Branch | |
|---|---|---|
| 1 | Mytilineos S.A. - BRANCH OFFICE IRAQ | Iraq |
| 2 | Mytilineos S.A. - BRANCH OFFICE JORDAN | Jordan |
| 3 | Mytilineos S.A. - BRANCH OFFICE ALGERIA | Algeria |
| 4 | Mytilineos S.A. - BRANCH OFFICE LIBYA | Libya |
| 5 | Mytilineos S.A. - BRANCH OFFICE GHANA | Ghana |
| 6 | Mytilineos S.A. - BRANCH OFFICE SLOVENIA | Slovenia |
| 7 | Mytilineos S.A. - BRANCH OFFICE CYPRUS | Cyprus |
| 8 | Mytilineos S.A. - BRANCH OFFICE UK | United Kingdom |
| 9 | Mytilineos S.A. - BRANCH OFFICE ALBANIA | Albania |
| 10 | Mytilineos S.A. - BRANCH OFFICE GEORGIA | Georgia |
| 11 | Mytilineos S.A. - BRANCH OFFICE POLAND | Poland |
| 12 | Mytilineos S.A. - BRANCH OFFICE SAUDI ARABIA | Saudi Arabia |
| 13 | Mytilineos S.A. - BRANCH OFFICE ABU DHABI | United Arab Emirates |
| 14 | Mytilineos S.A. - BRANCH OFFICE IRELAND | Ireland |
| 15 | Power Projects - BRANCH OFFICE JORDAN | Jordan |
| 16 | Power Projects - BRANCH OFFICE ALGERIA | Algeria |
| 17 | Power Projects - BRANCH OFFICE LIBYA | Libya |
| 18 | Power Projects - BRANCH OFFICE GHANA | Ghana |
| 19 | Metka Egn S.A. (CYPRUS) - BRANCH OFFICE IRAN | Iran |
| 20 | Metka International - BRANCH OFFICE LIBYA | Libya |
| 21 | Metka Egn LTD - BRANCH OFFICE TUNISIA | Tunisia |
(*) Companies are included in the consolidated financial statements of the Group as acquired assets, since during the review of IFRS 3 requirements it was established that the acquired assets and liabilities of the above companies do not constitute "Business" within the meaning of IFRS 3 and - therefore - do not fall within the scope of the standard. However, those transactions were accounted for as assets.
(1) Falcade sp. z o.o, Gerocarne sp. z o.o, Narbolia sp. z o.o and Ortucchio sp. z o.o, acquired in January 2023 by the Group's 100% subsidiary METKA EGN Ltd, (2) Rapelco Solar SpA, Bellavista Solar SpA and Primera Agua Los Pinos Solar SpA, acquired in January 2023 by the Group's 100% subsidiary METKA EGN Solar 2 SLU, (3) MYT Energy Cluster Holding Srl, established in January 2023 by the Group's 100% subsidiary METKA EGN Solar 5 SLU, (4) MYT Storage System Srl, acquired in January 2023 by the Group's 100% subsidiary METKA EGN Solar 5 SLU, (5) Ballyhales Solar SPV Ltd, Carrick Solar SPV Ltd, Cahir solar SPV Ltd and JRD Solar Srl (Mereni), acquired in February 2023 by the Group's 100% subsidiary METKA EGN Ltd, (6) Frugal Energy Private Ltd whose 51% share capital was acquired in February 2023 by the Group's 100% subsidiary METKA EGN Singapore Holding 3 Pte Ltd, (7) MYT Solar Corallo Srl acquired in February 2023 by the Group's 100% subsidiary METKA EGN Solar 5 SLU, (8) Upper Hunter Solar Farm Pty Ltd established in February 2023 by the Group's 100% subsidiary Upper Hunter SF Holdings Pty Ltd, (9) Zefero EOOD acquired in March 2023 by the Group's 100% subsidiary METKA EGN Holdings 3 Limited, (10) Desarrollos Solares de Tomelloso SL and Estrella Solar SL acquired in March 2023 by the Group's 100% subsidiary METKA EGN Ltd, (11) MYT Ap 1 Srl, MYT Apuz Srl, MYT Coste Srl, MYT Solar Energy Srl and MYT Apcos Srl established in March 2023 by the Group's 100% MYT Holdco Clean Energy Srl, (12) Solar MYT Grh2 Srl established in April 2023 by the Group's 100% subsidiary MYT Holdco Clean Energy Srl, (13) Solar Challenge Srl (Mihailesti) acquired in May 2023 by the Group's 100% subsidiary METKA EGN Ltd, (14) Hollyhurst Farm Limited and Blounts Court Farm Limited established in May 2023 by the Group's 100% subsidiary METKA EGN Ltd, (15) Coral Solar SL acquired in May 2023 by the Group's 100% subsidiary METKA EGN Solar 1 SLU and (16) Galicnord Srl (Melinesti) acquired in May 2023 by the Group's 100% subsidiary METKA EGN Ltd.
(1) WATT & VOLT Single Member S.A. an acquired company, fully consolidated since 06/02/2023 at a percentage of 100%, (2) M PARACHORISEON Single Member S.A an established company, fully consolidated since 02/03/2023 at a percentage of 100% (3) ΜYTILINEOS ITALY Single Member S.A an established company, fully consolidated since 06/06/2023 at a percentage of 100%.
(1) METKA EGN USA LLC, (2) Myvekt International Skopje, (3) METKA EGN Solar 4 and Ralos Development Fotovoltaico Sur, Sociedad Limit, disposed in April 2023 at a consideration of € 60.1 million and (4) Sun Challenge Srl disposed in June 2023 at a consideration of € 47.9 million.
As part of its strategic plan for expanding its presence in the retail market of electricity and natural gas supply in Greece and the broader region, the company announced on August 22, 2022, the agreement to acquire all the shares of the company WATT+VOLT - "Watt and Volt Anonymous Energy Exploitation Company." The completion of the share acquisition agreement of the company WATT+VOLT took place on February 6, 2023.
The integration of the newly acquired 100% subsidiary into the consolidated financial statements was carried out using the method of full consolidation and contributed to the consolidated results for the first half of 2023 with an after-tax loss of €0,9 million.
In February 2023, the Company acquired 100% of the company WATT & VOLT SINGLE MEMBER S.A. ("WATT & VOLT") against a consideration of € 45.0 million. The incorporation of the newly acquired company into the consolidated financial statements was performed under the full consolidation method and contributed to the consolidated six-month Income Statement of 2023 amounting to loss after tax of € 0.9 million.
WATT & VOLT SM.S.A. ("WATT & VOLT") holds a License for Electricity Trading and Supply in the Greek market since 2011, and in 2015, it acquired a License for Natural Gas Supply. WATT & VOLT SM.S.A. is engaged in the trading and supply of electricity and natural gas, the trading of emission allowances, the provision of electromobility services, as well as energy and operational efficiency solutions through IoT.
The provisional values of the acquired assets and assumed liabilities by the Group as of the acquisition date are provided below:
| (Amount in thousands €) | |||
|---|---|---|---|
| Tangible Assets | 1.004 | ||
| Intangible Assets | 4.916 | ||
| Deferred Tax Receivables | 4.380 | ||
| Other Long-term Receivables | 2.528 | ||
| Right-of-use Assets | 3.309 | ||
| Trade and other receivables | 49.904 | ||
| Other receivables | 59.554 | ||
| Cash and cash equivalents | 74.082 | ||
| Lease liabilities | (6.265) | ||
| Liabilities for pension plans | (28) | ||
| Other long-term liabilities | (5.061) | ||
| Provisions | (434) | ||
| Trade and other payables | (7.981) | ||
| Tax payable | (11.066) | ||
| Other payables | (161.104)* | ||
| Total assets acquired and liabilities undertaken | 7.738 |
*In the item of Other payables, an amount of €38 million has been recognized, relating to a potential obligation under Law 4994/2022, which established the Temporary Mechanism for Refund of Part of Retail Market Revenues. According to the provisions of this law, Suppliers of Electric Energy are required to pay an extraordinary contribution based on their excess revenues from their activities in the domestic retail electricity market, as a result of the provisions of Law 4951/2022.
The issuance of a joint ministerial decision (JMD) is expected from the Ministers of Environment and Energy, and Finance, which will define all relevant details and the implementation process of the Temporary Mechanism for Refund of Part of Retail Market Revenues. This will follow a proposal from the Regulatory Authority for Energy (RAE) as well as, the procedure and timing for imposing, certifying, collecting, and reimbursing the extraordinary contribution. The Company has conducted calculations based on the law and management assumptions, estimating that the impact on the Company could reach approximately €38 million, with a corresponding effect on the Net Position.
The provisional goodwill arising from the above-mentioned transaction, included in the item of the consolidated Statement of Financial Position, was determined based on the fair values of WATT & VOLT as of the acquisition date and is provisional.
| Provisional Goodwill | |||
|---|---|---|---|
| Contractual Price | 36.748 | ||
| Deffered Price | 8.292 | ||
| Less: Fair value of net assets at the acquisition date | (7.738) | ||
| Total provisional goodwill | 37.302 |
The process of determining the fair value of acquired assets and assumed liabilities, the allocation of the acquisition price, and the subsequent final determination of the related goodwill is in progress, as the Group has utilized the option provided by IFRS 3 "Business Combinations" regarding the finalization of the aforementioned amounts within 12 months from the date of acquiring control.
In the context of the corporate transformation of Mytilineos Group S.A., with the decisions of the Extraordinary General Meeting of Shareholders held on 10.04.2023, the spin-off of the Infrastructure Division of the Company and its contribution to the wholly-owned subsidiary named "MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME" (trading as "ΜΕΤΚΑ ΑΤΕ"), was approved in accordance with the provisions of law 4601/2019 (articles 57 para. 2, 59-73), law 4548/2018, and article 52 of law 4172/2013.
On 16.05.2023, with the approval decision of the Ministry of Development and Investments (ΑΔΑ: 6ΕΝ46ΜΤΛΡ-ΖΤΥ) which was registered in the General Commercial Registry on the same day with Registration Code 3607789, the spin-off of the Infrastructure Division of the Company and its contribution to the wholly-owned subsidiary named "MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME" (trading as "ΜΕΤΚΑ ΑΤΕ") was completed, in accordance with the provisions of law 4601/2019 (article 57 para. 2, 59-73), law 4548/2018, and article 52 of law 4172/2013.
As a result of the spin-off, the following consequences arise:
i) "ΜΕΤΚΑ ΑΤΕ" replaces the entire transferred property as the universal successor, as reflected in the Company's financial statements as of 31.12.2022 and was shaped until the day of the completion of the spin-off,
ii) The share capital of "ΜΕΤΚΑ ΑΤΕ" increased by €148,180,390 by issuing 148,180,390 new common registered shares with a nominal value of €1.00 each, which were fully subscribed by the Company.
In the below table Total Assets, Liabilities and Equity that has been spined-off in METKA ATE are presented.
| (Amounts in thousands €) | 16/05/2023 |
|---|---|
| Assets | |
| Non current assets | |
| Tangible Assets | 14.427 |
| Goodwill | 5.203 |
| Intangible Assets | 20.672 |
| Deferred Tax Receivables | 151 |
| Other Long-term Receivables | 15 |
| Right-of-use Assets | 279 |
| 40.747 | |
| Current assets | |
| Total Stock | 559 |
| Trade and other receivables | 59.549 |
| Other receivables | 16.912 |
| Cash and cash equivalents | 80.140 |
| 157.160 | |
| Assets | 197.907 |
| Liabilities & Equity | |
| Equity | |
| Share capital | 148.330 |
| Reserves | (4.865) |
| Retained earnings | 2.346 |
| Equity attributable to parent's shareholders | 145.812 | |
|---|---|---|
| Non-Current Liabilities | ||
| Lease liabilities | 192 | |
| Deferred Tax Liability | 2.658 | |
| Liabilities for pension plans | 45 | |
| Other long-term liabilities | 21.479 | |
| Non-Current Liabilities | 24.374 | |
| Current Liabilities | ||
| Trade and other payables | 20.739 | |
| Tax payable | 234 | |
| Current portion of lease liabilities | 94 | |
| Other payables | 6.654 | |
| Current Liabilities | 27.721 | |
| Liabilities | 52.095 | |
| Liabilities & Equity | 197.907 |
| (Amounts in thousands €) | Continuing Operations |
Discontinuing Operations |
As at 1/1- 30/06/2022 |
|---|---|---|---|
| Sales | 1.832.629 | 50.650 | 1.883.279 |
| Cost of sales | (1.640.994) | (43.986) | (1.684.980) |
| Gross profit | 191.636 | 6.664 | 198.300 |
| Other operating income | 27.201 | 0 | 27.201 |
| Administrative expenses | (32.478) | (1.030) | (33.508) |
| Other operating expenses | (32.848) | 0 | (32.848) |
| Earnings before interest and income tax | 153.512 | 5.634 | 159.146 |
| Financial income | 853 | 0 | 853 |
| Financial expenses | (24.079) | (342) | (24.421) |
| Other financial results | 12.645 | 0 | 12.645 |
| Profit before income tax | 142.930 | 5.292 | 148.222 |
| Income tax expense | (29.304) | (1.164) | (30.468) |
| Profit for the period | 113.626 | 4.128 | 117.754 |
| Result from discontinuing operations spinned off | - | 0 | - |
| Profit for the period | 113.626 | 4.128 | 117.754 |
| (Amounts in thousands €) | Continuing Operations |
Discontinuing Operations |
As at 1/1- 30/06/2022 |
|---|---|---|---|
| Other Comprehensive Income: | |||
| Net Profit/(Loss) For The Period | 113.626 | 4.128 | 117.754 |
| Items that will not be reclassified to profit or loss: |
|||
| Actuarial Gain / (Losses) | 0 | 0 | 0 |
| Items that may be reclassified subsequently to profit or loss: |
|||
| Cash Flow Hedging Reserve | 97.731 | 0 | 97.731 |
| Deferred Tax From Cash Flow Hedging Reserve | (17.624) | 0 | (17.624) |
| Other Comprehensive Income: | 80.107 | 0 | 80.107 |
| Total Other Comprehensive Income | 193.733 | 4.128 | 197.861 |
| Total comprehensive income for the period attributable to: |
| Equity attributable to parent's shareholders | 193.733 | 4.128 | 197.861 |
|---|---|---|---|
| Non controlling Interests | 0 | 0 | 0 |
| (Amounts in thousands €) | As at 1/1- | ||
| Net Cash flows discontinuing spinned off operating activities | 30/06/2022 30.144 |
The spin-off does not have any impact on the consolidated financial statements for the period or on the comparative financial statements.
MYTILINEOS Group was active in four main operating business segments: a) Metallurgy, b) Sustainable Engineering Solutions, c) Renewables and Storage Development and d) Power & Gas.
On 10.01.2023 the Board of Directors approved the reorganization of the Company's structures with effect from 01.01.2023. The new organizational structure of MYTILINEOS has now two (2) business Segments the new Energy Segment and the Metallurgy Segment and is supplemented by the Infrastructure and Concessions. Infrastructure includes METKA ATE following the spin-off and its subsidiaries, while Concessions from the Concessions Company are also included.
The new Energy Sector includes five new activities:
M Renewables
M Energy Generation & Management
M Energy Customer Solutions
M Power Projects
M Integrated Supply & Trading
The new Metallurgy Sector encompasses the following six activities.
Aluminium of Greece Factory
Volos Factory
Recycling
Commercial
Bauxite Mining
Zinc & Lead Metallurgy
In accordance with the requirements of IFRS 8, management generally follows the Group's service lines, which represent the main products and services provided by the Group, in identifying its operating segments.
Each of these operating segments is managed separately as each of these service lines requires different technologies and other resources as well as marketing approaches. The Group's service lines that do not fulfil the quantitative and qualitative thresholds of IFRS 8, in order to be considered as separate segments, are presented cumulatively under the category "Others".
The totals that are presented in the following tables, reconcile to the related accounts of the consolidated financial statements.
Income and results per operating segment for 30.06.2023 and 30.06.2022 are presented as follows :
| (Amounts in thousands €) 1/1-30/06/2023 |
Energy | Metals | Infrastructure & Concessions |
Other | Total |
|---|---|---|---|---|---|
| Total Gross Sales | 2.207.441 | 494.303 | 60.053 | 6.146 | 2.767.943 |
| Intercompany Sales | (213.687) | (14.320) | (18.150) | (6.134) | (252.291) |
| Inter-segment Sales | |||||
| Net Sales | 1.993.754 | 479.983 | 41.903 | 12 | 2.515.652 |
| Earnings before Interest and Income Tax | 272.485 | 116.958 | 5.305 | (7.915) | 386.833 |
| Financial Results | (9.115) | (5.710) | (35) | (27.245) | (42.105) |
| Investments Results | (289) | 0 | (2.545) | 0 | (2.834) |
| Profit before Income Tax | 263.081 | 111.248 | 2.725 | (35.160) | 341.894 |
| Income Tax Expense | (7.688) | (1.275) | (942) | (60.143) | (70.048) |
| Profit after Income Tax from continued Operations | 255.393 | 109.973 | 1.783 | (95.303) | 271.846 |
| Assets Depreciation | 30.237 | 19.197 | 1.743 | 4 | 51.181 |
| Other Operating included in EBITDA | |||||
| Operating Earnings before Income Tax, financial results, depreciation and amortization (EBITDA) |
302.718 | 136.156 | 7.061 | (7.911) | 438.024 |
| (Amounts in thousands €) 1/1-30/06/2022 |
Energy | Metals | Infrastructure & Concessions |
Other | Total |
|---|---|---|---|---|---|
| Total Gross Sales | 1.880.155 | 480.556 | 73.230 | 0 | 2.433.941 |
| Intercompany Sales | (238.890) | (22.382) | (18.454) | 0 | (279.726) |
| Inter-segment Sales | |||||
| Net Sales | 1.641.265 | 458.174 | 54.776 | 0 | 2.154.215 |
| Earnings before Interest and Income Tax | 129.890 | 122.159 | 4.530 | (7.500) | 249.079 |
| Financial Results | (8.785) | 2.215 | (381) | (18.745) | (25.696) |
| Investments Results | 442 | 0 | 0 | 0 | 442 |
| Profit before Income Tax | 121.548 | 124.375 | 4.149 | (26.246) | 223.826 |
| Income Tax Expense | (10.476) | (715) | (913) | (30.275) | (42.379) |
| Profit after Income Tax from continued Operations. | 111.069 | 123.659 | 3.236 | (56.517) | 181.447 |
| Assets Depreciation | 25.685 | 18.248 | 221 | 0 | 44.154 |
| Other Operating included in EBITDA | |||||
| Operating Earnings before Income Tax, financial results, depreciation and amortization (EBITDA) |
157.524 | 137.461 | 4.751 | (6.503) | 293.233 |
Assets and liabilities per operating segment are presented as follows:
| Infrastructure | ||||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) | Energy | Metals | & | Other | Total | |
| Concessions | ||||||
| 30/06/2023 | ||||||
| Assets | 5.212.882 | 1.981.628 | 197.154 | (348.455) | 7.043.209 | |
| Consolidated Assets | 5.212.882 | 1.981.628 | 197.154 | (348.455) | 7.043.209 | |
| Liabilities | 1.915.304 | 574.329 | 74.947 | 2.120.800 | 4.685.385 | |
| Consolidated Liabilities | 1.915.304 | 574.329 | 74.947 | 2.120.800 | 4.685.385 |
| Infrastructure | |||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | Energy | Metals | & | Other | Total |
| Concessions | |||||
| 31/12/2022 |
| Assets | 5.239.733 | 1.881.053 | 38.616 | (257.076) | 6.902.326 |
|---|---|---|---|---|---|
| Consolidated Assets | 5.239.733 | 1.881.053 | 38.616 | (257.076) | 6.902.326 |
| Liabilities | 2.291.449 | 638.405 | 27.464 | 1.723.948 | 4.681.266 |
| Consolidated Liabilities | 2.291.449 | 638.405 | 27.464 | 1.723.948 | 4.681.266 |
The Group's Sales and its Non-current assets (Tangible Assets, Goodwill and Intangible Assets)) are divided into the following geographical areas:
| MYTILINEOS GROUP | |||||
|---|---|---|---|---|---|
| Sales Sales Non current assets |
Non current assets | ||||
| (Amounts in thousands €) | 30/06/2023 | 30/06/2022 | 30/06/2023 | 31/12/2022 | |
| Hellas | 1.231.884 | 1.382.969 | 2.105.960 | 1.947.694 | |
| European Union | 942.635 | 549.698 | 24.665 | 24.589 | |
| Other Countries | 341.133 | 221.548 | 173.734 | 174.763 | |
| Regional Analysis | 2.515.652 | 2.154.215 | 2.304.359 | 2.147.046 |
| Infrastructure | ||||||||
|---|---|---|---|---|---|---|---|---|
| 01/01/2023 – 30/06/2023 | Energy | Metals | & | Other | Total | |||
| (Amounts in thousands €) | Concessions | |||||||
| Hellas | 955.629 | 236.943 | 39.312 | 0 | 1.231.884 | |||
| European Union | 710.307 | 230.949 | 1.378 | 0 | 942.634 | |||
| Other Countries | 327.829 | 12.092 | 1.213 | 0 | 341.134 | |||
| Total | 1.993.765 | 479.984 | 41.903 | 0 | 2.515.652 |
| 01/01/2022 – 30/06/2022 (Amounts in thousands €) |
Energy | Metals | Infrastructure & Concessions |
Other | Total |
|---|---|---|---|---|---|
| Hellas | 1.154.270 | 225.156 | 3.541 | 0 | 1.382.967 |
| European Union | 326.775 | 222.829 | 95 | 0 | 549.699 |
| Other Countries | 214.692 | 6.584 | 273 | 0 | 221.549 |
| Total | 1.695.737 | 454.569 | 3.909 | 0 | 2.154.215 |
| MYTILINEOS GROUP | ||||
|---|---|---|---|---|
| Sales (Amounts in thousands ) |
30/6/2023 | 30/6/2022 | ||
| Alumina | 93.785 | 92.966 | ||
| Aluminium | 360.891 | 344.949 | ||
| Infrastructure &Concessions | 42.000 | 55.000 | ||
| M Renewables | 256.789 | 255.000 | ||
| M Energy Generation & Management | 290.496 | 562.000 | ||
| M Energy Customer Solutions | 644.064 | 692.000 | ||
| M Power Projects | 246.057 | 118.000 | ||
| M Integrated Supply & Trading | 685.358 | 345.000 | ||
| Intersegment | (129.031) | (331.000) | ||
| Other Sales | 25.243 | 20.300 | ||
| TOTAL | 2.515.652 | 2.154.215 |
It should be noted that the backlog of projects already undertaken for the Group amounts to € 2.061.762 thousands.
| MYTILINEOS GROUP | ||||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) | up to 1 year | 1-3 years | 3-5 years | >5 years | Total | |
| Revenue expected to be recognized M Power Projects |
784.610 | 348.500 | 1.200 | 2.970 | 1.137.280 | |
| Revenue expected to be recognized M Renewables |
295.688 | 73.155 | 0 | - | 368.843 | |
| Revenue expected to be recognized Infrastructure & Concessions |
162.478 | 268.137 | 125.025 | - | 555.639 | |
| Total | 1.242.776 | 689.792 | 126.225 | 2.970 | 2.061.762 |
| MYTILINEOS GROUP | |||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | Land & Buildings |
Vehicles & mechanical equipment |
Furniture and other equipment |
Tangible assets under construction |
Total |
| Gross Book Value | 453.138 | 1.783.119 | 46.756 | 337.497 | 2.620.511 |
| Accumulated depreciation and/or impairment | (131.426) | (1.021.197) | (37.878) | (1.463) | (1.191.964) |
| Net Book Value as at 1/1/2022 |
321.712 | 761.922 | 8.879 | 336.034 | 1.428.547 |
| Gross Book Value | 468.989 | 1.921.184 | 48.747 | 491.897 | 2.930.817 |
| Accumulated depreciation and/or impairment | (139.069) | (1.067.006) | (39.515) | 1.183 | (1.244.406) |
| Net Book Value as at 31/12/2022 |
329.921 | 854.178 | 9.232 | 493.080 | 1.686.411 |
| Gross Book Value | 471.572 | 1.942.601 | 51.499 | 631.015 | 3.096.687 |
| Accumulated depreciation and/or impairment | (144.971) | (1.093.059) | (42.719) | 1.183 | (1.279.566) |
| Net Book Value as at 30/06/2023 |
326.602 | 849.542 | 8.780 | 632.198 | 1.817.122 |
MYTILINEOS GROUP
| (Amounts in thousands €) | Land & Buildings |
Vehicles & mechanical equipment |
Furniture and other equipment |
Tangible assets under construction |
Total |
|---|---|---|---|---|---|
| Net Book Value as at 1/1/2022 |
321.712 | 761.921 | 8.879 | 336.035 | 1.428.547 |
| Additions From Acquisition/Consolidation Of Subsidiaries | - | (368) | - | - | (368) |
| Additions | 6.536 | 41.599 | 950 | 284.908 | 333.993 |
| Sales - Reductions | (1.613) | (61) | (90) | 0 | (1.764) |
| Depreciation | (7.714) | (55.887) | (2.268) | - | (65.869) |
| Reclassifications | 9.994 | 106.659 | 1.762 | (120.093) | (1.678) |
| Net Foreign Exchange Differences | 1.006 | 60 | (41) | - | 1.025 |
| Merge Through Acquisition Of Subsidiary | 0 | 290 | 40 | 0 | 330 |
| Impairment | - | (32) | - | (7.770) | (7.802) |
| Net Book Value as at 31/12/2022 |
329.921 | 854.178 | 9.232 | 493.080 | 1.686.411 |
| Additions From Acquisition/Consolidation Of Subsidiaries | 464 | 5 | 535 | - | 1.004 |
| Additions | 908 | 24.526 | 1.010 | 140.401 | 166.845 |
| Sales - Reductions | (5) | (144) | (798) | (49) | (996) |
| Depreciation | (4.605) | (30.017) | (1.198) | - | (35.820) |
| Reclassifications | 231 | 1.003 | 0 | (1.234) | 0 |
| Net Foreign Exchange Differences | (312) | (9) | (1) | - | (322) |
| Net Book Value as at 30/06/2023 |
326.602 | 849.542 | 8.780 | 632.198 | 1.817.122 |
| MYTILINEOS S.A. | |||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | Land & Buildings |
Vehicles & mechanical equipment |
Furniture and other equipment |
Tangible assets under construction |
Total |
| Gross Book Value | 321.310 | 1.322.862 | 41.489 | 283.904 | 1.969.565 |
| Accumulated depreciation and/or impairment | (81.676) | (806.734) | (34.062) | 667 | (921.805) |
| Net Book Value as at 1/1/2022 |
239.634 | 516.129 | 7.427 | 284.570 | 1.047.761 |
| Gross Book Value | 325.196 | 1.345.816 | 42.461 | 377.187 | 2.090.660 |
| Accumulated depreciation and/or impairment | (87.060) | (833.462) | (35.177) | 1.232 | (954.467) |
| Net Book Value as at | |||||
| 31/12/2022 | 238.136 | 512.354 | 7.284 | 378.419 | 1.136.193 |
| Gross Book Value | 316.263 | 1.349.479 | 42.590 | 418.045 | 2.126.377 |
| Accumulated depreciation and/or impairment | (86.303) | (843.223) | (35.864) | 1.232 | (964.158) |
| Net Book Value as at | |||||
| 30/06/2023 | 229.960 | 506.255 | 6.727 | 419.277 | 1.162.219 |
MYTILINEOS S.A. (Amounts in thousands €) Land & Buildings Vehicles & mechanical equipment Furniture and other equipment Tangible assets under construction Total Net Book Value as at 1/1/2022 239.634 516.129 7.427 284.570 1.047.761 Additions 1.333 20.154 280 108.762 130.530 Sales - Reductions (129) (6) 0 0 (135) Depreciation (5.420) (34.656) (2.172) - (42.249) Reclassifications 2.701 10.387 1.762 (14.914) (64) Net Foreign Exchange Differences 17 56 (53) - 21 Merge Through Acquisition Of Subsidiary - 290 40 - 330 Net Book Value as at
| 31/12/2022 | 238.136 | 512.354 | 7.284 | 378.419 | 1.136.193 |
|---|---|---|---|---|---|
| Additions | 7 | 20.385 | 552 | 42.093 | 63.036 |
| Sales - Reductions | 36 | (215) | (292) | - | (470) |
| Depreciation | (2.916) | (18.394) | (803) | - | (22.114) |
| Reclassifications | 228 | 1.006 | 0 | (1.235) | 0 |
| Spin-off assets | (5.532) | (8.880) | (15) | - | (14.427) |
| Net Book Value as at 30/06/2023 |
229.960 | 506.255 | 6.727 | 419.277 | 1.162.219 |
The increase in "Tangible Assets under Construction" is due to the construction of new CCGT power station in Aghios Nikolaos Energy Center.
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 |
| Customers - Withholding guarantees falling due after one year |
6.842 | 6.842 | 6.842 | 6.842 |
| Given guarantees | 41.463 | 89.929 | 37.281 | 85.700 |
| Other long term receivables | 2.607 | 1.153 | 6.509 | 6.592 |
| Other long term receivables | 50.912 | 97.924 | 50.632 | 99.133 |
The decrease in the "Given Guarantees" item is mainly attributed to the release of capacities according to the provisions of the Management Code of the National Natural Gas System, as applicable.
Leases are recognized in the statement of financial position as a right to use an asset and a lease obligation, the date on which the leased fixed asset becomes available for use.
The recognized rights to use assets are related to the following categories of assets and are presented in the "Right-ofuse Assets":
| MYTILINEOS GROUP | MYTILINEOS COMPANY | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/6/2023 | 31/12/2022 | 30/6/2023 | 31/12/2022 | |
| Right-of-use Land plots | 17.689 | 18.161 | 10 | 10 | |
| Right-of-use Properties | 38.299 | 32.847 | 31.276 | 30.719 | |
| Right-of-use Vehicles | 4.806 | 4.047 | 3.179 | 3.295 | |
| Right-of-use Equipment | 4.421 | 4.019 | 4.421 | 4.016 | |
| Right-of-use Office Equipment | 118 | 143 | 117 | 141 | |
| Right-of-use Assets | 65.333 | 59.217 | 39.002 | 38.181 |
The group reflects the lease liabilities on the "long term lease liabilities" and "current portion of lease liabilities" in the statement of financial position.
The Group recognized in 30.06.2023 € 65.33 mio Rights of use and € 72.89 mio Lease obligations, while the Company € 39.00 mio and € 42.68 mio respectively.
Additionally, the Group recognized (for the six-month period ended on 30.06.2023) €4.82 mio depreciation and € 1.74 mio financial expenses, while the company recognized € 3.55 mio and € 1.22 mio respectively, in relation to the above leases.
The following tables show the aging of lease liabilities for the following years, as well as the recognized rights of use of assets by asset category:
| MYTILINEOS GROUP 30/06/2023 | ||||
|---|---|---|---|---|
| (Amounts in thousands €) | up to 1 year | 1 to 5 years | after 5 years | Total |
| Lease payments | 17.899 | 35.817 | 42.238 | 95.955 |
| Finance charges | (3.469) | (9.325) | (10.284) | (23.078) |
| Net present value | 14.431 | 26.492 | 31.955 | 72.879 |
| MYTILINEOS GROUP 31/12/2022 | ||||
|---|---|---|---|---|
| (Amounts in thousands €) | up to 1 year | 1 to 5 years | after 5 years | Total |
| Lease payments | 10.973 | 34.350 | 38.167 | 83.489 |
| Finance charges | (2.576) | (7.379) | (10.363) | (20.318) |
| Net present value | 8.396 | 26.971 | 27.804 | 63.171 |
| MYTILINEOS GROUP |
||||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) |
Right-of-use Land plots |
Right-of-use Properties |
Right-of-use Vehicles |
Right-of-use Equipment |
Right-of-use Office Equipment |
TotaL |
| 31/12/2022 | 18.161 | 32.847 | 4.047 | 4.019 | 143 | 59.217 |
| Additions | 81 | 8.456 | 1.919 | 878 | 0 | 11.334 |
| Depreciation | (521) | (2.935) | (861) | (477) | (24) | (4.818) |
| Derecognition | (32) | (69) | (298) | (0) | (0) | (399) |
| 30/06/2023 | 17.689 | 38.299 | 4.806 | 4.421 | 118 | 65.333 |
| MYTILINEOS GROUP |
||||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) |
Right-of-use Land plots |
Right-of-use Properties |
Right-of-use Vehicles |
Right-of-use Equipment |
Right-of-use Office Equipment |
TotaL |
| 31/12/2021 | 10.946 | 28.278 | 3.383 | 4.850 | 191 | 47.649 |
| Additions | 7.859 | 9.770 | 2.494 | - | - | 20.123 |
| Depreciation | (643) | (5.201) | (1.766) | (746) | (45) | (8.402) |
| Derecognition | - | - | (64) | (85) | (3) | (151) |
| 31/12/2022 | 18.161 | 32.847 | 4.047 | 4.019 | 143 | 59.217 |
| MYTILINEOS GROUP | Lease Liabilities | |||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) |
Right-of-use Land plots |
Right-of-use Properties |
Right-of-use Vehicles |
Right-of-use Equipment |
Right-of-use Office Equipment |
TotaL |
| 31/12/2022 | 19.375 | 35.346 | 4.164 | 4.141 | 146 | 63.171 |
| Additions | 81 | 9.266 | 1.935 | 878 | 0 | 12.160 |
| Payments | (769) | (1.543) | (1.262) | (571) | (26) | (4.171) |
| Interest expense | 457 | 1.025 | 109 | 149 | 2 | 1.743 |
| Other | (23) | 0 | 0 | (1) | 0 | (24) |
| 30/06/2023 | 19.121 | 44.095 | 4.947 | 4.596 | 122 | 72.878 |
| MYTILINEOS GROUP | Lease Liabilities | |||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) |
Right-of-use Land plots |
Right-of-use Properties |
Right-of-use Vehicles |
Right-of-use Equipment |
Right-of-use Office Equipment |
TotaL |
| 31/12/2021 | 11.787 | 30.311 | 3.493 | 4.916 | 192 | 50.699 |
| Additions | 7.859 | 9.770 | 2.494 | - | - | 20.123 |
| Payments | (1.531) | (6.653) | (2.002) | (929) | (52) | (11.166) |
| Interest expense | 831 | 1.430 | 160 | 153 | 5 | 2.579 |
| Other | 429 | 489 | 19 | - | - | 937 |
| 31/12/2022 | 19.375 | 35.346 | 4.164 | 4.141 | 146 | 63.171 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Raw materials | 247.796 | 125.395 | 102.838 | 112.632 | |
| Semi-finished products | 2.517 | 2.372 | 2.131 | 2.169 | |
| Finished products | 20.909 | 31.668 | 20.892 | 31.652 | |
| Work in Progress | 636.477 | 572.104 | 50.144 | 70.310 | |
| Merchandise | 5.162 | 55.841 | 4.323 | 55.239 | |
| Others | 71.094 | 57.352 | 46.903 | 42.747 | |
| Total | 983.954 | 844.733 | 227.232 | 314.749 | |
| (Less)Provisions for scrap, slow moving and/or destroyed inventories |
(4.369) | (4.369) | (4.239) | (4.239) | |
| Total Stock | 979.585 | 840.364 | 222.992 | 310.509 |
The increase in the account "Work in Progress" is mainly attributed to the acquisition of a portfolio of photovoltaic parks from the 100% subsidiary of the Mytilineos Group, METKA EGN.
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Receivables for construction contracts | 264.781 | 239.843 | 124.221 | 153.681 | |
| Total | 264.781 | 239.843 | 124.221 | 153.681 |
The Group and the Company proceeded with a reallocation of the amounts between the "Trade and Other Receivables" account and the "Construction Contracts" account to more accurately reflect the receivables from Construction Contracts. This specific reallocation does not have any impact on the accounts of the Company.
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Customers | 1.242.775 | 1.285.220 | 628.165 | 638.592 | |
| Checks receivable | 6.603 | 5.374 | 2.146 | 2.226 | |
| Receivables from contracts | 0 | 0 | 0 | 0 | |
| Less: Impairment Provisions | (89.520) | (44.883) | (49.495) | (39.886) | |
| Net trade Receivables | 1.159.858 | 1.005.868 | 580.816 | 600.932 | |
| Advances for inventory purchases | 8.679 | 7.566 | - | - | |
| Advances to trade creditors | 259.031 | 197.965 | 224.127 | 191.661 | |
| Total | 1.427.568 | 1.211.399 | 804.942 | 792.593 |
The Group and the Company proceeded with a reallocation of the amounts between the "Trade and Other Receivables" account and the "Construction Contracts" account to more accurately reflect the receivables from Construction Contracts. This specific reallocation does not have any impact on the accounts of the Company.
The movement of the provision for doubtful accounts related to customers and other trade receivables is analyzed below:
| MYTILINAIOS GROUP | MYTILINAIOS S.A. | |
|---|---|---|
| (Amounts in thousands €) | Trade and other receivables |
Trade and other receivables |
| Total on 1 January 2022 according to IFRS 9 | 29.094 | 24.781 |
| Revaluation of loss | 15.789 | 15.105 |
| Total on 31 December 2022 | 44.883 | 39.886 |
| Revaluation of loss | 44.637 | 9.609 |
| Total on 30 June 2023 | 89.520 | 49.495 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 |
| Other Debtors | 341.252 | 324.532 | 286.814 | 218.910 |
| Escrow deposits | 3.988 | 32.861 | 2.872 | 29.513 |
| Receivables from the State | 68.261 | 63.750 | 38.563 | 42.652 |
| Receivables from Subsidiaries | - | - | 620.524 | 397.810 |
| Accrued income - Prepaid expenses | 365.224 | 551.847 | 334.844 | 587.755 |
| Prepaid expenses for construction contracts | 4.875 | 4.710 | 633 | 633 |
| Less: Provision for Bad Debts | (1.873) | (1.888) | (1.888) | (1.888) |
| Total | 781.727 | 975.812 | 1.282.361 | 1.275.383 |
The "Escrow Deposits" category mainly includes amounts related to guarantees for the issuance of letters of guarantee as well as in the Group's bank accounts which are used in the context of the transactions carried out by the Group in the electricity market (Spot Market), based on the market model (Target Model ), which came into effect in November 2020. The increase in the " Other Debtors " item within the Group is primarily due to the difference in unbilled energy revenue in the Metallurgy sector.
The movement of the provision of doubtful other receivables is shown in the following table:
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 |
| Cash | 1.636 | 1.022 | 790 | 832 |
| Bank deposits | 580.254 | 828.102 | 167.286 | 483.733 |
| Time deposits & Repos | 325.979 | 230.751 | 264.500 | 163.751 |
| Total | 907.868 | 1.059.875 | 432.576 | 648.316 |
| The weighted average interest rate is as: |
30/06/2023 | 31/12/2022 | |
|---|---|---|---|
| Deposits in Euro | 0,75% | 0,21% | |
| Deposits in USD | 0,00% | 0,00% |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Long-term debt | |||||
| Bank loans | 118.089 | 109.438 | 0 | 0 | |
| Bonds | 1.886.803 | 1.437.632 | 1.183.542 | 820.262 | |
| Total | 2.004.892 | 1.547.070 | 1.183.542 | 820.262 | |
| Short-term debt | |||||
| Overdraft | 1.139 | 52 | 707 | 13.037 | |
| Bank loans | 11.725 | 141.504 | 0 | 87.042 | |
| Long term Bank Loan falling due within one year | 0 | 4.390 | 0 | 0 | |
| Total | 12.863 | 145.945 | 707 | 100.079 | |
| Current portion of non-current liabilities | 56.288 | 19.740 | 40.290 | 0 | |
| Total | 2.074.043 | 1.712.755 | 1.224.539 | 920.341 | |
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Long-term debt | |||||
| Lease liabilities | 58.444 | 54.775 | 34.688 | 34.196 | |
| Total | 58.444 | 54.775 | 34.688 | 34.196 | |
| Short-term debt | |||||
| Current portion of lease liabilities | 14.431 | 8.396 | 7.992 | 6.945 | |
| Total | 14.431 | 8.396 | 7.992 | 6.945 |
Τhe Group's weighted average borrowing cost as of the balance sheet date is 3.81%.
The financial covenants, to maintain certain ratios applicable to the Group's borrowing obligations, include the "Net Borrowings to Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA)" ratio, the "Net Borrowings to Total Equity" ratio, and the "Net Interest Charges" ratio. The Group manages these ratios in a manner that ensures creditworthiness in line with its growth strategy.
Total 2.146.918 1.775.926 1.267.219 961.482
The overall increase in debt is attributed to growing cash needs for the realization of the Group's investment program, utilizing existing and new credit lines that were obtained promptly from Greek systemic banks. Below is the movement of debt obligations during the period.
| MYTILINEOS GROUP | ||||||
|---|---|---|---|---|---|---|
| 30/06/2023 | 31/12/2022 | |||||
| (Amounts in thousands €) | Short term Loan Liabilities |
Long term Loan Liabilities |
Total | Short term Loan Liabilities |
Long term Loan Liabilities |
Total |
| Total Opening | 165.684 | 1.547.070 | 1.712.755 | 74.926 | 1.280.403 | 1.355.328 |
| Repayments | (184.483) | (388.415) | (572.898) | (53.887) | (1.604.762) | (1.658.648) |
| Proceeds | 31.507 | 905.777 | 937.284 | 119.573 | 1.896.501 | 2.016.075 |
| Other | 7.785 | (10.883) | (3.098) | 6.089 | (6.089) | 0 |
| Reclassification | 48.657 | (48.657) | 0 | 18.983 | (18.983) | 0 |
| Total | 69.150 | 2.004.892 | 2.074.043 | 165.684 | 1.547.070 | 1.712.755 |
| MYTILINEOS S.A. | ||||||
|---|---|---|---|---|---|---|
| 30/06/2023 | 31/12/2022 | |||||
| (Amounts in thousands €) | Short term Loan Liabilities |
Long term Loan Liabilities |
Total | Short term Loan Liabilities |
Long term Loan Liabilities |
Total |
| Total Opening | 100.079 | 820.262 | 920.342 | 0 | 655.505 | 655.506 |
| Repayments | (100.346) | (370.815) | (471.161) | 0 | (1.552.120) | (1.552.120) |
| Proceeds | 903 | 780.753 | 781.655 | 100.079 | 1.715.918 | 1.815.997 |
| Other | - | (6.368) | (6.297) | 0 | 959 | 959 |
| Reclassification | 40.290 | (40.290) | 0 | 0 | 0 | 0 |
| Total | 40.998 | 1.183.542 | 1.224.539 | 100.079 | 820.262 | 920.342 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||||
|---|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 31/12/2022 |
30/06/2023 | 31/12/2022 | |||
| Suppliers | 484.882 | 607.244 | 279.231 | 436.956 | ||
| Customers' Advances | 263.096 | 507.856 | 243.822 | 488.655 | ||
| Liabilities to customers | 244.156 | 215.552 | 227.086 | 215.551 | ||
| Total | 992.135 | 1.330.652 | 750.138 | 1.141.162 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Liabilities to Related Parties | - | - | 292.669 | 198.601 | |
| Accrued expense | 460.243 | 557.838 | 370.926 | 549.605 | |
| Social security insurance | 5.347 | 4.057 | 4.291 | 3.214 | |
| Dividends payable | 168.433 | 2.115 | 167.055 | 1.183 | |
| Deferred income-Grants | 1.220 | 345 | - | - | |
| Others Liabilities | 259.087 | 366.962 | 149.523 | 360.185 | |
| Total | 894.330 | 931.317 | 984.463 | 1.112.788 |
Mytilineos S.A., following the 27.03.2020 decision of the Extraordinary General Meeting of its shareholders and the relevant decision of the Board of Directors dated 01.06.2020, announced its intention to start implementing the Own Share Buyback Program. The purchases of the own shares will be made through the members of the Athens Stock Exchange, EUROBANK EQUITIES INVESTMENT FIRM S.A., PIRAEUS SECURITIES S.A. and EUROXX SECURITIES S.A.
It is reminded that the purpose of the program is to reduce the share capital and / or the disposal of the same shares, which will be acquired, to the staff and / or members of the management of the Company and / or affiliated company, while the maximum number of shares to be acquired is expected to be 14.289.116 (up to 10% of the share capital), with a minimum purchase price of €0,97 per share and a maximum purchase price of €40 per share, as it is amended by 10.04.2023 Extraordinary General Meeting. The program had initial duration till 26.03.2022 and following the Extraordinary General Meeting of 23.03.2022 the program extended for extra 24 months. The final amount that will be allocated for the program and the number of shares that will eventually be purchased, will depend on the current conditions of the company and the market.
In the current interim period, a total of 986.065 shares with a nominal value of €0,97 each, which represent 0,69% of the Company's share capital, were acquired under the Own Share Acquisition Program. Furthermore 2.702.703 own shares were allocated to foreign institutional investors, representing a 1,89% stake in the Company's share capital.
Finally, during the current period, 705.882 own shares were allocated as part of the consideration in the context of the acquisition of WATT+VOLT issued shares, representing a 0,4940% stake in the Company's share capital.
The share capital of Mytilineos S.A at 30.06.2023 amounts to one hundred thirty-eight millions six hundred four thousand four hundred twenty-six euros and seventeen cents (€ 138.604.426,17), divided into one hundred forty-two millions eight hundred ninety-one thousand one hundred sixty-one (142.891.161) registered shares with a nominal value of (€0,97) each.
The Shares of Mytilineos S.A. are freely traded on the Securities Market of the Athens Exchange.
Until 30.06.2023 the company holds a total of 4.635.124 own shares with an average purchase price of € 13,27 and a total cost of € 16.499.039
From 01.01.2023 to 30.06.2023 986.065 Company's shares have been bought back at an average price of €25,47 and total cost of €24.640.748.
The company MYTILINEOS S.A. ("MYTILINEOS") and Fairfax Financial Holdings Limited ("Fairfax") agreed to enter into an exchangeable note worth €50.000.000 during the first half of 2023. Under this agreement, Fairfax has the right for a period of two years to acquire an additional 2.500.000 treasury shares of MYTILINEOS at a price of €20 per share.
The Group classifies this financial instrument in its equity or liabilities, depending on the substance of the contractual terms. The convertible bonds are divided into two components: the financial liability and the equity component representing the right of the holder to convert the bonds into common shares of the Company.
The financial liability is initially measured at the present value of all future payments that the Group is obliged to make, regardless of whether the conversion rights of the bondholders are exercised or not.
From this transaction, the Group recognized a right to issue shares amounting to € 1.946 thousand in its equity and a financial liability of € 48.055 thousand.
The reserves presented in the financial statements are analyzed as follows.
| ΟΜΙΛΟΣ ΜΥΤΙΛΗΝΑΙΟΣ | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts in thousands €) | Fair value reserves |
Equity settled share based payment |
Treasury Stock Reserve |
Translati on reserves |
Regul ar Reser ve |
Speci al & Extra ordin ary Reser ves |
Tax-free and Specially taxed Reserves |
Reval uatio n reser ves |
Finan cial instru ments valuat ion reserv e |
Stock Option Plan Reserve |
Stock Optio n Plan Reser ve |
Merg ed Reser ves |
Total |
| Opening Balance 1st January 2022, according to IFRS -as published- |
(103.532) | 4.000 | (80.436) | (13.356) | 22.178 | 12.484 | 91.374 | 1.582 | 4.081 | 1.225 | 490 | 3.630 | (56.280) |
| Treasury Stock Sales/Purchases | - | - | 53.727 | - | - | - | - | - | - | - | - | - | 53.727 |
| Net Profit/(Loss) For The Period | - | - | 53.727 | - | - | - | - | - | - | - | - | - | 53.727 |
| Exchange Differences On Translation Of Foreign Operations | - | - | - | 28.256 | - | - | - | - | - | - | - | - | 28.256 |
| Cash Flow Hedging Reserve | 92.107 | - | - | - | - | - | - | - | (3.070) | - | - | - | 89.037 |
| Deferred Tax From Actuarial Gain / (Losses) | (17.064) | - | - | - | - | - | - | - | - | - | - | - | (17.064) |
| Closing Balance 30/06/2022 Opening Balance 1st January 2023, according to IFRS -as |
(28.488) | 4.000 | (26.709) | 14.900 | 22.184 | 12.160 | 91.374 | 1.581 | 1.330 | 1.225 | 490 | 3.630 | 97.676 |
| published- | 37.218 | 29.380 | (64.371) | 4.212 | 23.999 | (768) | 91.986 | 1.581 | (1.997) | 1.225 | 1.290 | 3.300 | 127.055 |
| Transfer To Reserves | - | - | - | - | 95 | - | - | - | - | - | - | - 41 |
54 |
| Equity-settled share-based payment | - | 5.621 | - | - | - | - | - | - | - | - | - | - | 5.621 |
| Treasury Stock Sales/Purchases | - | - | 41.359 | - | - | - | - | - | - | - | - | - | 41.359 |
| Net Profit/(Loss) For The Period | - | 5.621 | 41.359 | - | 95 | - | - | - | - | - | - | (41) | 47.034 |
| Exchange Differences On Translation Of Foreign Operations | - | - | - | (2.934) | - | 4.415 | - | - | 51 | - | - | - | 1.532 |
| Available For Sale Financial Assets | - | - | - | - | - | - | - | - | (2.845) | - | - | - | (2.845) |
| Cash Flow Hedging Reserve | 25.657 | - | - | - | - | - | - | - | - | - | - | - | 25.657 |
| Actuarial Gain / (Losses) | - | - | - | - | - | - | - | - | - | - | 220 | - | 220 |
| Revaluation Of Tangible Assets | - | - | - | - | - | - | - | (13) | - | - | - | - | (13) |
| Deferred Tax From Cash Flow Hedging Reserve | (6.106) | - | - | - | - | - | - | - | - | - | - | - | (6.106) |
| Closing Balance 30/06/2023 | 56.769 | 35.001 | (23.012) | 1.278 | 24.094 | 3.647 | 91.986 | 1.568 | (4.791) | 1.225 | 1.510 | 3.259 | 192.538 |
| ΜΥΤΙΛΗΝΑΙΟΣ Α.Ε. - Μητρική |
| (Amounts in thousands €) | Fair value reserves |
Equity settled share based payment |
Treasury Stock Reserve |
Transl ation reserv es |
Regul ar Reser ve |
Specia l & Extrao rdinar y Reser ves |
Tax-free and Specially taxed Reserves |
Reval uation reserv es |
Financ ial instru ments valuat ion reserv e |
Stock Optio n Plan Reser ve |
Stock Option Plan Reserve |
Merged Reserves |
Total |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Opening Balance 1st January 2022, according to IFRS -as published- |
(104.304) | 4.000 | (80.436) | 2.149 | 63.197 | 80.583 | 47.419 | 174 | (2) | 1.615 | (1.605) | (329.126) | (316.336) |
| Treasury Stock Sales/Purchases | - | - | 53.727 | - | - | - | - | - | - | - | - | - | 53.727 |
| Net Profit/(Loss) For The Period | - | - | 53.727 | - | - | - | - | - | - | - | (1.893) | - | 51.834 |
| Cash Flow Hedging Reserve | 97.731 | - | - | - | - | - | - | - | - | - | - | - | 97.731 |
| Deferred Tax From Cash Flow Hedging Reserve | (17.624) | - | - | - | - | - | - | - | - | - | - | - | (17.624) |
| Closing Balance 30/06/2022 | (24.197) | 4.000 | (26.709) | 2.149 | 63.197 | 80.583 | 47.419 | 174 | (2) | 1.615 | (3.498) | (329.126) | (184.394) |
| Opening Balance 1st January 2023, according to IFRS -as published- |
31.603 | 29.380 | (64.371) | 2.149 | 63.197 | 80.583 | 47.419 | 174 | (2) | 1.615 | (2.813) | (329.456) | (140.522) |
| Transfer To Reserves | - | - | - | - | - | - | - | - | - | - | (1) | (41) | (42) |
| Equity-settled share-based payment | - | 5.621 | - | - | - | - | - | - | - | - | - | - | 5.621 |
| Treasury Stock Sales/Purchases | - | - | 41.359 | - | - | - | - | - | - | - | - | - | 41.359 |
| Net Profit/(Loss) For The Period | - | 5.621 | 41.359 | - | - | - | - | - | - | - | (1) | (41) | 46.938 |
| Cash Flow Hedging Reserve | 31.882 | - | - | - | - | - | - | - | - | - | - | - | 31.882 |
| Actuarial Gain / (Losses) | - | - | - | - | - | - | - | - | - | - | 207 | - | 207 |
| Deferred Tax From Cash Flow Hedging Reserve | (7.161) | - | - | - | - | - | - | - | - | - | - | - | (7.161) |
| Closing Balance 30/06/2023 | 56.324 | 35.001 | (23.012) | 2.149 | 63.197 | 80.583 | 47.419 | 174 | (2) | 1.615 | (2.607) | (329.497) | (68.655) |
The majority of the above reserves relates to Parent Company and Greek subsidiaries. Under Greek corporate law, corporations are required to transfer a minimum of 5% of their annual net profit as reflected in their statutory books to a legal reserve, until such reserve equals one-third of the outstanding share capital. The above reserve cannot be distributed throughout the life of the company.
Tax free reserves represent non distributed profits that are exempt from income tax based on special provisions of development laws (under the condition that adequate profits exist for their allowance). These reserves mainly relate to investments and are not distributed.
Specially taxed reserves represent interest income and income from disposal of listed in the Stock Exchange and non listed companies and are tax free or tax has been withheld at source. Except for any tax prepayments, these reserves are exempted from taxes, provided they are not distributed to shareholders.
This reserve is used to record the exchange differences arising from the translation of foreign subsidiaries' financial statements. The balance of this reserve for the Group at 30.06.2023 was €1,3 million (31/12/2022: €4,2 million). The Group had a total net loss for H1 2023 € 2,9 million which was reported in the statement of comprehensive income.
The above total net loss for H1 2023 is mainly due to the positive movement of the USD and AUD against the EUR, which was partially offset by the negative movement of the GBP against the EUR.
The main exchange rates for converting the financial statements of foreign subsidiaries were:
| 30/06/2023 | 31/12/2022 | Δ | |
|---|---|---|---|
| ΕUR / USD | 1,09 | 1,07 | 1,87% |
| EUR / AUD | 1,64 | 1,57 | 4,46% |
| EUR / GBP | 0,87 | 0,87 | -1,15% |
| Average | Average | Δ | |
|---|---|---|---|
| 01/01-30/06/2023 | 01/01-30/06/2022 | ||
| ΕUR / USD | 1,08 | 1,09 | -0,92% |
| EUR / AUD | 1,60 | 1,52 | 5,26% |
| EUR / GBP | 0,88 | 0,87 | 4,76% |
The General Assembly of the Shareholders (GA) of 1 st June 2023 has approved the distribution of dividend of gross amount € 171.47 mio or € 1.2000 per share. The payment of the dividend has been initiated on July 3, 2023.
The actual values of financial derivative products are based on observable market data. For all exchange contracts, actual values are confirmed by the credit institutions with which the Group has entered into agreements.
The Group hedge its exposure to exchange rate risk by using forward contracts and options, "locking in" exchange rates that ensure liquidity and profit margins.
Subsequently, the Group hedge its exposure to commodity risk by using future contracts to hedge fluctuations in the price of metal and electricity, and future contracts for metal prices, which hedge changes in fair value of commodities, as well as commodity swap contracts to hedge changes in the price of metal, natural gas, and oil, which hedge the risk of changes in cash flows.
| MYTILINEOS GROUP | MYTILINEOS S.A | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/6/2023 | 31/12/2022 | 30/6/2023 | 31/12/2022 | |
| Assets | - | - | - | - | |
| Non current assets | - | - | - | - | |
| Futures | 9.420 | 674 | 9.420 | 674 | |
| Swaps | 7.970 | 271 | 7.970 | 271 | |
| Foreign Exchange Contracts | 2.110 | 4.205 | 1.641 | 4.205 | |
| Options | 555 | - | 555 | - | |
| Total Non current assets | 20.055 | 5.151 | 19.585 | 5.151 | |
| Current assets | - | - | - | - | |
| Futures | 25.381 | 16.697 | 25.180 | 16.363 | |
| Swaps | 31.703 | 34.944 | 31.703 | 34.944 | |
| Foreign Exchange Contracts | 19.042 | 32.672 | 15.934 | 25.148 | |
| Options | 12.806 | 10.128 | 12.806 | 10.119 | |
| Total Current assets | 88.932 | 94.441 | 85.623 | 86.574 | |
| Total Assets | 108.986 | 99.592 | 105.208 | 91.725 | |
| Non-Current Liabilities | 120 | - 1.232 |
120 | - 1.232 |
|
| Futures | 2.008 | 4.787 | 2.008 | 4.787 | |
| Options | |||||
| Total Non current Liabilities | 2.128 | 6.019 | 2.128 | 6.019 | |
| Current Liabilities | - 1.747 |
- 0 |
- 0 |
- 0 |
|
| Futures | 26.684 | 38.992 | 26.684 | 38.992 | |
| Swaps | |||||
| Foreign Exchange Contracts | 6.480 | 5.071 | 3.053 | 235 | |
| Options | 14.181 | 19.869 | 14.181 | 19.869 | |
| Total Current Liabilities | 49.093 | 63.932 | 43.919 | 59.096 | |
| Total Liabilities | 51.221 | 69.951 | 46.047 | 65.115 |
The maximum exposure to credit risk on 30.06.2023 and 31.12.2022 for the Group and the Parent is the fair value of the derivatives items, as illustrated in the table above.
All hedges are classified as cash flow hedges which are estimated to be effective with the overall change in fair value recognized in the statement of comprehensive income.
Profit/ (Losses) from the valuation of derivatives shown in the statement of total income are presented below.
| MYTILINEOS GROUP | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 30/6/2023 | 31/12/2022 | |||||||||
| (Amounts in thousands €) |
Assets (Carrying Amount) |
Liabilities (Carrying Amount) |
Changes in the value of hedging instrument recognised in OCI |
Amount reclassified from hedging reserve to proft and loss |
Assets (Carrying Amount) |
Liabilities (Carrying Amount) |
Changes in the value of hedging instrument recognised in OCI |
Amount reclassified from hedging reserve to proft and loss |
||
| Exchange rate | ||||||||||
| risk | ||||||||||
| Foreign | ||||||||||
| Exchange | 21.152 | (6.480) | 2.415 | 19.549 | 36.878 | (5.071) | 73.964 | (17.453) | ||
| Contracts | ||||||||||
| Options | 402 | (598) | 4.582 | 0 | 10 | (4.787) | 8.434 | (5.508) | ||
| Swaps | 0 | 0 | 0 | 531 | 531 | 0 | 491 | 40 | ||
| Price risk | ||||||||||
| Futures | 34.801 | (1.747) | 16.190 | 507 | 17.371 | 0 | 43.721 | (13.175) | ||
| Options | 12.958 | (15.590) | 10.388 | 3.270 | 10.119 | (19.869) | 60.159 | (33.022) | ||
| Swaps | 39.673 | (26.805) | 3.280 | (15.127) | 34.685 | (40.224) | 79.165 | (36.621) | ||
| Total | 108.986 | (51.221) | 36.855 | 8.730 | 99.592 | (69.951) | 265.934 | (105.740) |
| MYTILINEOS S.A | ||||||||
|---|---|---|---|---|---|---|---|---|
| 30/6/2023 | 31/12/2022 | |||||||
| Assets (Carrying Amount) |
Liabilities (Carrying Amount) |
Changes in the value of hedging instrument recognised in OCI |
Amount reclassified from hedging reserve to proft and loss |
Assets (Carrying Amount) |
Liabilities (Carrying Amount) |
Changes in the value of hedging instrument recognised in OCI |
Amount reclassified from hedging reserve to proft and loss |
|
| (Amounts in thousands €) | ||||||||
| Exchange rate risk Foreign Exchange Contracts Options Swaps |
17.575 402 0 |
(3.053) (598) 0 |
(2.283) 4.591 0 |
12.314 0 531 |
29.353 0 531 |
(235) (4.787) 0 |
77.452 8.424 491 |
(20.541) (5.508) 40 |
| Price risk Futures Options Swaps |
34.600 12.958 39.673 |
0 (15.590) (26.805) |
17.736 10.388 3.280 |
174 3.270 (15.127) |
17.038 10.119 34.685 |
0 (19.869) (40.224) |
43.549 60.159 79.165 |
(13.256) (33.022) (36.621) |
| Total | 105.208 | (46.047) | 33.712 | 1.161 | 91.725 | (65.115) | 269.241 | (108.909) |
The maturity of the open positions of derivatives on 30.06.2023 and 31.12.2022 is presented in the table below
| MYTILINEOS GROUP | ||||||
|---|---|---|---|---|---|---|
| Derivatives Liquidity Risk Analysis (Amounts in thousands €) |
up to 6 months |
6 to 12 months |
1 to 5 years | after 5 years |
Total | |
| 2023 | 32.978 | 16.115 | 2.128 | - | 51.221 | |
| 2022 | 33.327 | 30.605 | 6.019 | - | 69.951 | |
| MYTILINEOS S.A | ||||||
| Derivatives Liquidity Risk Analysis (Amounts in thousands €) |
up to 6 months |
6 to 12 months |
1 to 5 years | after 5 years |
Total | |
| 2023 | 30.685 | 13.235 | 2.128 | - | 46.047 | |
| 2022 | 32.920 | 26.176 | 6.019 | - | 65.115 |
The results of the settled derivative transactions recorded in the income statement for H1 2023 for the Group and the Company from the hedging of the exchange rate risk amount to a profit of €28.460 thousand and €20.579 thousand respectively and from the hedging of commodity prices to a profit €8.269 thousand and €7.741 thousand respectively. The corresponding amounts for the H1 2022 had risen for the group and the company from the hedging of the exchange rate risk in a loss of €27.937 thousand and €33.023 thousand respectively and from the hedging of commodity prices in loss €43.508 thousand and €30.592 thousand respectively.
The following table presents financial assets and liabilities measured at fair value in the statement of financial position in accordance with the fair value hierarchy. This hierarchy groups financial assets and liabilities into three levels based on the significance of inputs used in measuring the fair value of the financial assets and liabilities. The fair value hierarchy has the following levels:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
The level within which the financial asset or liability is classified is determined based on the lowest level of significant input to the fair value measurement. The Group's financial assets and liabilities measured at fair value in the statement of financial position are grouped into the fair value hierarchy for 30.06.2023 and 31.12.2022 as follows:
| MYTILINEOS GROUP | |||||
|---|---|---|---|---|---|
| 30/6/2023 | Level 1 | Level 2 | Level 3 | ||
| (Amounts in thousands €) | |||||
| Financial Assets | |||||
| Stock Shares | 67 | 67 | 0 | 0 | |
| Other Financial Assets | 294 | 105 | 8 | 180 | |
| Futures | 34.801 | 0 | 34.801 | 0 | |
| Swaps | 39.673 | 0 | 39.673 | 0 | |
| Foreign Exchange Contracts | 21.152 | 0 | 21.152 | 0 | |
| Options | 13.360 | 0 | 13.360 | 0 | |
| Financial Assets | 109.347 | 172 | 108.995 | 180 | |
| Financial Liabilities | |||||
| Futures | 1.747 | 0 | 1.747 | 0 | |
| Swaps | 26.805 | 0 | 26.805 | 0 | |
| Foreign Exchange Contracts | 6.480 | 0 | 6.480 | 0 | |
| Options | 16.189 | 0 | 16.189 | 0 | |
| Financial Liabilities | 51.221 | 0 | 51.221 | 0 |
| MYTILINEOS GROUP | |||||
|---|---|---|---|---|---|
| 31/12/2022 | Level 1 | Level 2 | Level 3 | ||
| (Amounts in thousands €) | |||||
| Financial Assets | |||||
| Stock Shares | 67 | 67 | 0 | 0 | |
| Other Financial Assets | 296 | 107 | 8 | 180 | |
| Futures | 17.371 | 0 | 17.371 | 0 | |
| Swaps | 35.216 | 0 | 35.216 | 0 | |
| Foreign Exchange Contracts | 36.878 | 0 | 36.878 | 0 | |
| Options | 10.128 | 0 | 10.128 | 0 | |
| Financial Assets | 99.954 | 174 | 99.601 | 180 | |
| Financial Liabilities | |||||
| Futures | 0 | 0 | 0 | 0 | |
| Swaps | 40.224 | 0 | 40.224 | 0 | |
| Foreign Exchange Contracts | 5.071 | 0 | 5.071 | 0 | |
| Options | 24.656 | 0 | 24.656 | 0 | |
| Financial Liabilities | 69.951 | 0 | 69.951 | 0 |
| MYTILINEOS S.A | |||||
|---|---|---|---|---|---|
| 30/6/2023 | Level 1 | Level 2 | Level 3 | ||
| (Amounts in thousands €) | |||||
| Financial Assets | |||||
| Stock Shares | 67 | 67 | 0 | 0 | |
| Other Financial Assets | 180 | 0 | 0 | 180 | |
| Futures | 34.600 | 0 | 34.600 | 0 | |
| Swaps | 39.673 | 0 | 39.673 | 0 | |
| Foreign Exchange Contracts | 17.575 | 0 | 17.575 | 0 | |
| Options | 13.360 | 0 | 13.360 | 0 | |
| Financial Assets | 105.455 | 67 | 105.208 | 180 | |
| Financial Liabilities | |||||
| Futures | 0 | 0 | 0 | 0 | |
| Swaps | 26.805 | 0 | 26.805 | 0 | |
| Foreign Exchange Contracts | 3.053 | 0 | 3.053 | 0 | |
| Options | 16.189 | 0 | 16.189 | 0 | |
| Financial Liabilities | 46.047 | 0 | 46.047 | 0 |
| MYTILINEOS S.A | ||||
|---|---|---|---|---|
| 31/12/2022 | Level 1 | Level 2 | Level 3 | |
| (Amounts in thousands €) | ||||
| Financial Assets | ||||
| Stock Shares | 67 | 67 | 0 | 0 |
| Other Financial Assets | ||||
| 180 | 0 | 0 | 180 | |
| Futures | 17.038 | 0 | 17.038 | 0 |
| Swaps | 35.216 | 0 | 35.216 | 0 |
| Foreign Exchange Contracts | 29.353 | 0 | 29.353 | 0 |
| Options | 10.119 | 0 | 10.119 | 0 |
| Financial Assets | 91.971 | 67 | 91.725 | 180 |
| Financial Liabilities | ||||
| Futures | 0 | 0 | 0 | 0 |
| Swaps | 40.224 | 0 | 40.224 | 0 |
| Foreign Exchange Contracts | 235 | 0 | 235 | 0 |
| Options | 24.656 | 0 | 24.656 | 0 |
| Financial Liabilities | 65.115 | 0 | 65.115 | 0 |
Bonds and Other financial assets of Level 1 include bonds and stock shares valued at quoted price in active market at the end of the period. Derivatives of Level 2 include commodity futures that hedge the risk from the change at fair value of LME, commodity swaps that hedge fluctuations in cash flows from the volatility in LME prices and electricity, in exchange rates, in gas prices and in petroleum prices, currency forwards and options in LME prices and in exchange rates. The Group uses various methods and makes assumptions that are based on market conditions existing at the end of each reporting period. The aforementioned contracts are measured at fair value using: a) forward exchange rates of active market, b) mark-to-market values of contracts LME, gas and petroleum prices. Other financial assets of Level 3 include mainly not significant investments. Fair value measurement of them is based on their financial statements where the fair value of their assets is determined.
In the financial year 2023 no transfer existed between levels 1 and 2.
MYTILINEOS operates in global markets and is exposed to commodity price fluctuations that are market driven.
Potential failure to plan or manage unfavorable fluctuations in commodity prices could adversely impact MYTILINEOS' future financial performance.
More specifically, through its business activities, MYTILINEOS is mainly exposed to risks arising from price fluctuations in Aluminium (AL), Aluminium Oxide (OX) and raw materials, from price fluctuations in natural gas as well as from emission allowances, scrap aluminium and natural gas sourcing activities.
This kind of exposure could negatively affect both revenues (e.g., metal prices at LME) and costs (e.g., natural gas prices). Root Causes/Factors
We are exposed to the volatility of specific commodities and important raw materials and services prices (e.g., Aluminium, Alumina, Natural gas), which are influenced by external factors such as global economic conditions, supply and demand. We are willing to accept medium levels of Commodities Price Risk, ensuring that this risk is efficiently and effectively managed, implementing proactive measures such as hedging.
MYTILINEOS maintains a diverse portfolio of commodities, assets, liabilities, and currencies across several geographies as well as a varied portfolio of customers and contracts that ensures resilience and future profitability since the organization is less exposed to adverse developments in a single market.
Moreover, MYTILINEOS continuously monitors, through various channels, the current and estimated developments in the commodity markets that could potentially create the need to adapt the organization's overall commodities' management.
MYTILINEOS aims to manage the effects commodity price fluctuations could have on its revenues and costs through hedging activities using various financial instruments. More specifically, the Central Function of Treasury & IR hedges commodity price fluctuations based on annual forecasts and management's directions and targets. MYTILINEOS ensures that hedging activities are conducted properly through Financial Risk Management processes that outline appropriate approval flows, communication lines, open position monitoring activities, reconciliation activities and transaction counterparty management.
The Central Function of Treasury & IR presents monthly any new developments in commodity markets, new hedging strategies and a summary of current positions to MYTILINEOS' Financial Committee.
Credit Risk entails the potential failure to effectively manage credit incidents.
MYTILINEOS is exposed to Credit Risk through the possibility of a counterparty default, a credit rating downgrade and/or an adverse credit environment in general. Such an event could lead to increased spreads, unfavorable prepayment obligations and borrowing terms for MYTILINEOS.
Furthermore, Credit Risk could be realized through an inability to efficiently collect receivables that would cause significant bad debt expense and/or excessive days receivables outstanding.
If any factors of Credit Risk were to materialize, MYTILINEOS' financial condition, revenues and cashflows could be negatively impacted.
We are subject to events such as default of customer, credit rating downgrade and adverse credit market conditions. We are willing to accept medium levels of Credit Risk, engaging with customers and counterparties established in various countries, in pursuit of our strategic objectives, in light of our policies and procedures.
MYTILINEOS secures its access to sufficient debt funding sources and builds strong relationships with lending institutions to meet future obligations and manages effectively assets, liabilities and capital requirements.
Furthermore, MYTILINEOS has Credit Risk policies and procedures in place that guarantee transactions only with clients that are characterized by appropriate creditworthiness. These policies are accompanied by strict client selection criteria and by constant monitoring of the credit granted to them.
Moreover, Credit Risk is also managed/mitigated through credit insurance policies with global insurance companies, receivables in advance to a considerable degree, safeguarding claims by collateral loans on customer reserves, receiving letters of guarantee and quantitative and qualitative limits on cash reserves and cash equivalents, derivatives, as well as other short term financial products.
The below analysis of the balance of the Group's trade receivables on 30.06.2023 and 31.12.2022 (per nature of trade receivable item) as well as the simple average collection days (DSO, based on the semi-annual Turnover) is shown in the following table:
| amounts in € thousands | Group | |||
|---|---|---|---|---|
| 31.12.2022 | ||||
| T.R. | Trade Receivables Out of which: |
1.427.568 | 1.451.241 | |
| (a) | Related to advances given to Trade Creditors | 267.710 | 205.332 | |
| Advances received from Customers in liabilities* | -263.096 | -507.857 | ||
| (b) | Related to Revenue recognition (not yet invoiced) | 264.781 | 239.843 | |
| Liabilities for invoiced but not yet recognised as revenue receivables* | -244.157 | -215.551 | ||
| (c) | Related to payables (no offseting performed) | - | - | |
| (d) | Related to EPC financing (secured) | - | 11.322 | |
| Net Trade receivables (recurring basis), T.R. - a-b-c-d | 895.082 | 994.544 | ||
| TURNOVER | 2.515.652 | 6.306.472 | ||
| Simple calculated DSO (w/o VAT adjustments) | 64,4 | 57,6 |
"Advances received from Customers in liabilities" & "Liabilities for invoiced but not yet recognised as revenue receivables" are not taken into account in the calculation of the above index and are provided as informational elements.
MYTILINEOS is exposed to Foreign Exchange Risk, through its business activities that expand in various countries.
Failure to manage foreign exchange exposure, such as contracts in which the cash inflow and the cash outflow are in different currencies or unfavorable fluctuations in the currency of another market, could lead to financial loss.
More specifically, MYTILINEOS' foreign exchange exposure arises mainly from the US dollar and originates from commercial transactions in foreign currency and from net investments in foreign financial entities, therefore changes in foreign exchange rates could adversely impact cash flows, costs, project profitability and eventually shareholder returns.
We are exposed to fluctuations in exchange rates (mainly USD) during business operations, including sales/purchases of aluminum and alumina, EPC contracts, natural gas. Our appetite for Foreign Exchange Risk is medium and where possible foreign exchange exposure is hedged.
MYTILINEOS aims to manage the effects foreign exchange exposures could have on its revenues and costs through hedging activities, using various financial instruments. More specifically, the Central Function of Treasury & IR performs foreign exchange hedging for specific assets, liabilities or future commercial transactions based on annual forecasts and management's directions and targets.
MYTILINEOS ensures that hedging activities are conducted properly through Financial Risk Management processes that outline appropriate approval flows, communication lines, open position monitoring activities, reconciliation activities and transaction counterparty management. The Central Function of Treasury & IR presents monthly any new developments that impact on the organization's foreign exchange exposure, new hedging strategies and a summary of current positions to MYTILINEOS' Financial Committee.
Liquidity risk is related to the Group's need for sufficient financing of its operations and development. The relevant liquidity requirements are the subject of management through the meticulous monitoring of debts of long-term financial liabilities and also of payments made on a daily basis.
More specifically, the lack of liquidity may lead to insufficient funds for supporting strategic transactions and investment programs to strengthen the Energy and Metallurgy Sectors, impacting MYTILINEOS activities and business goals. In addition, liquidity risk may affect MYTILINEOS evaluation by rating agencies and thus increase the cost of financing its investment plans or limit funding sources.
Our appetite for Liquidity Risk is low. It is our policy to ensure that a minimum level of cash is available at any given time.
MYTILINEOS ensures that there are sufficient available credit facilities to be able to cover its short-term business needs, after the calculation of cash flows arising from the operation as well as cash and cash equivalents which are held. The funds for long-term liquidity needs ensured by a sufficient amount of loanable funds and the ability to sell long-term financial assets.
More specifically, MYTILINEOS implements a diversification strategy in terms of funding sources, including bank lending, bond issuance, and trade finance services, which are further diversified in terms of duration and interest rates.
Moreover, the Central Functions of Treasury & IR and Financial Services ensure the timely monitoring and management of liquidity based on the respective processes for developing, monitoring, updating, and approving the Cash Plan, evaluating long-term loans, and managing credit lines and terms.
Finally, during the monthly Financial Committee of MYTILINEOS, any development affecting the organization's liquidity is presented to analyze and make decisions for effectively managing liquidity risk.
MYTILINEOS faces interest rate risk arising from financial statements' elements, such as liabilities (financing) and assets (deposits/investments), as well as from project financing activities and financial derivative transactions. Moreover, decisions at a regulatory level (e.g., European Central Bank) may affect MYTILINEOS's exposure to interest rate risk.
Our appetite for Interest Rates Risk is medium. We seek to ensure efficient and effective handling of interest rate exposure by implementing monitoring tools and using various derivatives instruments, taking into consideration fluctuations in interest rates.
MYTILINEOS has established a policy for the management of interest rate risk arising from the assets and liabilities in the Company's financial statements. This policy includes a) concerning assets, MYTILINEOS invests its cash in floated interest rates so as to maintain the necessary liquidity while achieving satisfactory return for its shareholders b) concerning liabilities, MYTILINEOS composes its funding portfolio depending on the funding products (duration, type, etc.), market conditions, assessment of interest rate risk and the liabilities' proportion between fixed and variable interest rates. The above is achieved either through direct borrowing at a fixed rate or through the use of interest rate financial derivatives.
Group Sales per Segment for the period of the first half of 2023 and the comparative period of 2022 is analysed at the table below:
| 01/01/2023 – 30/06/2023 (Amounts in thousands €) |
Energy | Metals | Infrastructure & Concessions |
Other | Total |
|---|---|---|---|---|---|
| Hellas | 955.629 | 236.943 | 39.312 | 0 | 1.231.884 |
| European Union | 710.307 | 230.949 | 1.378 | 0 | 942.634 |
| Other Countries | 327.829 | 12.092 | 1.213 | 0 | 341.134 |
| Total | 1.993.765 | 479.984 | 41.903 | 0 | 2.515.652 |
| 01/01/2022 – 30/06/2022 (Amounts in thousands €) |
Energy | Metals | Infrastructure & Concessions |
Other | Total |
| Hellas | 1.154.270 | 225.156 | 3.541 | 0 | 1.382.967 |
| European Union | 326.775 | 222.829 | 95 | 0 | 549.699 |
Total 1.695.737 454.569 3.909 0 2.154.215
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 1/1- 30/06/2023 |
1/1- 30/06/2022 |
1/1- 30/06/2023 |
1/1- 30/06/2022 |
| Financial income | ||||
| Bank deposits | 2.078 | 1.204 | 96 | 43 |
| Revaluation of currency derivatives | 0 | 8 | 0 | 0 |
| Customers | 1.277 | 4.235 | 1.089 | 703 |
| Loans to related parties | - | - | 12.419 | 11 |
| Other | 805 | 986 | 733 | 97 |
| Total | 4.161 | 6.433 | 14.338 | 853 |
| Financial expenses | ||||
| Discounts of Employees' benefits liability due to service | ||||
| termination | 7 | (13) | 7 | (14) |
| Bank Loans | 33.022 | 21.731 | 16.153 | 11.262 |
| Loans to related parties | - | - | 1.405 | 0 |
| Letter of Credit commissions | 3.344 | 3.830 | 2.123 | 3.673 |
| Factoring | 3.546 | 1.667 | 3.306 | 1.660 |
| Financial Leases | 0 | 0 | - | - |
| Other Banking Expenses | 2.806 | 7.296 | 3.259 | 5.262 |
| Transactions with related parties | 0 | 0 | 288 | 1.477 |
| Interest from operating/trading activities | 1.777 | 301 | 1.758 | 300 |
| Interest on lease liabilities | 1.763 | 1.204 | 1.223 | 800 |
| Total discontinuing spinned off operating activities | 0 | 0 | 0 | 342 |
| Total continuing operating activities | 46.265 | 36.014 | 29.523 | 24.079 |
Earnings per share have been calculated on the total weighted average number of common shares.
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 1/1-30/06/2023 | 1/1-30/06/2022 | 1/1-30/06/2023 | 1/1-30/06/2022 |
| Equity holders of the parent | 268.172 | 166.401 | 217.572 | 117.754 |
| Weighted average number of shares | 138.391 | 136.228 | 138.391 | 136.228 |
| Basic earnings per share | 1,9378 | 1,2215 | 1,5722 | 0,8644 |
| Dilluted earnings per share | 1,9082 | 1,2215 | 1,5491 | 0,8644 |
| Continuing Operations (Total) | ||||
| Equity holders of the parent | 269.194 | 166.950 | 217.572 | 117.754 |
| Weighted average number of shares | 138.391 | 136.228 | 138.391 | 136.228 |
| Basic earnings per share | 1,9452 | 1,2255 | 1,5722 | 0,8644 |
| Discontinuing Operations (Total) | ||||
| Equity holders of the parent | (1.022) | (548) | - | - |
| Weighted average number of shares | 138.391 | 136.228 | 138.391 | 136.228 |
| Basic earnings per share | (0,0074) | (0,0040) | 0,0000 | 0,0000 |
The diluted earnings per share for the period 01/01-30/06/2023 were) calculated due to the exercise of stock options from the convertible bond (exchangeable note) of €50.000.000 (note 7.18).
The number of employees at the end of the current reporting period for the Group amounts to 3.444 and for the Company to 2.095. Accordingly, on 30.06.2022, the number of employees for the Group amounted to 3.085 and for the Company to 2.077.
Management remuneration and fringes for the Group and the Company are analysed at the table below:
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 30/06/2022 | 30/06/2023 | 30/06/2022 |
| Short term employee benefits | ||||
| - Wages of Key Management and BOD Fees | 4.879 | 4.341 | 3.462 | 3.273 |
| - Tax and Insurance service cost | 612 | 236 | 522 | 162 |
| - Bonus | 150 | 50 | 150 | 50 |
| - Other remunerations | 293 | 0 | 0 | 0 |
| Total | 5.934 | 4.626 | 4.134 | 3.485 |
No loans have been granted to members of BoD or other management members of the Group (and their families).
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| 1/1- | 1/1- | 1/1- | 1/1- | |
| (Amounts in thousands €) | 30/06/2023 | 30/06/2022 | 30/06/2023 | 30/06/2022 |
| Cash flows from operating activities | ||||
| Profit for the period | 271.846 | 181.447 | 217.572 | 117.754 |
| Adjustments for: | ||||
| Tax | 70.029 | 42.379 | 60.430 | 30.468 |
| Depreciation of property,plant and equipment | 35.820 | 32.410 | 22.114 | 21.637 |
| Depreciation of intangible assets | 11.859 | 8.965 | 4.889 | 4.499 |
| Depreciation Right-of-use Assets | 4.818 | 4.098 | 3.548 | 3.511 |
| Impairments | 0 | 180 | 0 | 0 |
| Provisions | 7.628 | (68) | 8.017 | 0 |
| Income from reversal of prior year's provisions | 0 | 0 | 0 | 0 |
| (Profit)/Loss from sale of tangible assets Profit/Loss from sale of held-for-sale financial |
0 | 73 | 0 | (36) |
| assets | (1.473) | 0 | 0 | 0 |
| Interest income | (4.373) | (5.684) | (14.338) | (853) |
| Interest expenses | 45.800 | 33.757 | 29.523 | 24.421 |
| Dividends | - | 0 | (1.572) | (5.178) |
| Grants amortization | (1.307) | (1.147) | (550) | (458) |
| Exchange differences | (12) | 1.544 | - | 0 |
| Other differences | (227) | 804 | (230) | - |
| 168.562 | 117.310 | 111.830 | 78.011 | |
| Changes in Working Capital | ||||
| (Increase)/Decrease in stocks | (129.169) | (141.033) | 87.517 | 21.080 |
| (Increase)/Decrease in trade receivables | 73.822 | (286.435) | (37.548) | (225.403) |
| (Increase)/Decrease in other receivables | (13.183) | 693 | 0 | 202 |
| Increase / (Decrease) in liabilities | (335.476) | 251.132 | (748.548) | (133.141) |
| Pension plans | (229) | 2.734 | 28 | 2.541 |
| (404.234) | (172.910) | (698.551) | (334.721) | |
| Cash flows from operating activities | 36.175 | 125.847 | (369.148) | (138.956) |
Related Party Transactions according to IAS 24 are shown at the following table:
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 30/06/2022 | 30/06/2023 | 30/06/2022 |
| Stock Sales | ||||
| Subsidiaries | - | - | 81.552 | 180.647 |
| Other Related parties | 0 | 0 | 0 | 0 |
| Total | - | 0 | 81.552 | 180.647 |
| Stock Purchases | ||||
| Subsidiaries | - | - | 144.994 | 44.443 |
| Total | - | - | 144.994 | 44.443 |
| Services Sales & Other Transactions | ||||
| Subsidiaries | - | - | 24.351 | 36.308 |
| Other Related parties | 90 | - | - | - |
| Total | 90 | 0 | 24.351 | 36.308 |
| Services Purchases | ||||
| Subsidiaries | - | - | 5.160 | 1.901 |
| Management remuneration and fringes | 5.934 | 4.626 | 4.134 | 3.485 |
| Other Related parties | 57 | - | 57 | - |
| Total | 5.991 | 4.626 | 9.351 | 5.386 |
| MYTILINEOS S.A. | ||||
|---|---|---|---|---|
| 30/06/2023 | 30/06/2022 | |||
| 81.552 | 180.647 | |||
| 0 | O | |||
| 81,552 | 180.647 | |||
| 144.994 | 44.443 | |||
| 144.994 | 44.443 | |||
| 24.351 | 36.308 | |||
| 24.351 | 36.308 | |||
| 5.160 | 1.901 | |||
| 4.134 | 3.485 | |||
| 57 | ||||
| 9,351 | 5.386 |
| MYTILINEOS GROUP | MYTILINEOS S.A. | ||||
|---|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 | |
| Loans given to Related Parties | |||||
| Subsidiaries | - | - | - | - | |
| Other Related parties | - | - | - | - | |
| Total | - | - | - | - | |
| Loans received from Related Parties | |||||
| Subsidiaries | - | - | - | - | |
| Total | - | - | - | - | |
| Receivables from Related Parties | |||||
| Subsidiaries | - | - | 681.173 | 534.726 | |
| Management remuneration and fringes | - | - | - | - | |
| Other Related parties | 7 | 127 | - | - | |
| Total | 7 | 127 | 681.173 | 534.726 | |
| Guarantees granted for Related Parties | |||||
| Subsidiaries | 3.073.137 | 2.911.752 | 3.073.137 | 2.911.752 | |
| Total | 3.073.137 | 2.911.752 | 3.073.137 | 2.911.752 | |
| Payables to Related Parties | |||||
| Subsidiaries | - | - | 333.204 | 253.482 | |
| Management remuneration and fringes | 0 | 98.665 | 0 | 98.665 | |
| Other Related parties | 136 | 41 | 0 | 41 | |
| Total | 98.706 | 98.706 | 333.204 | 352.188 |
Out of the above mentioned parent company guarantees:
€ 614,67 Mio are parent company guarantees for bank loans of the Group and
€ 2.458.47 Mio are parent company guarantees to customers and suppliers of the Group.
It is noted that the above amount of guarantees issued by the parent to customers and suppliers of its subsidiaries refers to the maximum amount of the guarantee and the respective risk undertaken by the parent regardless of the probability of realization of said risk.
The above mentioned related party transactions are on a pure commercial basis. The Group or any of its related parties has not entered in any transactions that were not in an arm's length basis, and do not intent to participate in such transactions in the future. No transaction from the above mentioned was under any special terms.
The Group realized capital expenditures for the six month period ended June 30, 2023 of € 499.981 thousands (€ 284,009 thousands for the six month period ended June 30, 2022).
The Group, since 2009, applies IFRS 5 "Non-current assets held for sale & discontinued operations", and presents separately the assets and liabilities of the subsidiary company SOMETRA S.A., following the suspension of the production activity of the Zinc-Lead production plant in Romania, and presents also the amounts recognized in the income statement separately from continuing operations. Given the global economic recession, there were no feasible scenarios for the alternative utilization of the aforementioned financial assets.
From 2011 and on, by applying par. 13 of IFRS 5 "Non-current assets Held for Sale", the Zinc-Lead production ceases to be an asset held for sale and is considered as an asset to be abandoned. The assets of the disposal group to be abandoned are presented within the continuing operations while the results as discontinued operations.
In December 2015, SOMETRA S.A., contributed the Zinc-Lead activity, through a spin – off process, to its newly established subsidiary Reycom Recycling S.A. (REYCOM). The said spin - off is part of the "Mytilineos Group" restructuring process, regarding the Zinc-Lead discontinued operation, targeting on the production of Zn & Pb oxides through the development of a recycling operation of metallurgical residues.
| MYTILINEOS GROUP | |||
|---|---|---|---|
| (Amounts in thousands €) | 1/1-30/06/2023 | 1/1-30/06/2022 | |
| Sales | 0 | 0 | |
| Cost of sales | - | (0) | |
| Gross profit | 0 | 0 | |
| Other operating income | - | 0 | |
| Administrative expenses | (846) | (437) | |
| Other operating expenses | - | (0) | |
| Earnings before interest and income tax | (846) | (437) | |
| Financial expenses | (176) | (111) | |
| Other Financial | (0) | - | |
| Profit before income tax | (1.022) | (548) | |
| Income tax expense | - | - | |
| Profit for the period | (1.022) | (548) |
Following the analysis of the profit and loss of the discontinued operations:
Group's assets pledges and other encumbrances amount to € 257.73 mio for 30.06.2023.
Group's commitments due to construction contracts are as follows:
| MYTILINEOS GROUP | MYTILINEOS S.A. | |||
|---|---|---|---|---|
| (Amounts in thousands €) | 30/06/2023 | 31/12/2022 | 30/06/2023 | 31/12/2022 |
| Commitments from construction contracts | ||||
| Value of pending construction contracts | 2.081.235 | 1.783.361 | 1.112.148 | 1.576.001 |
| Granted guarantees | 1.328.753 | 1.064.520 | 1.317.402 | 1.050.983 |
| Total | 3.409.988 | 2.847.881 | 2.429.550 | 2.626.984 |
*The above table includes an amount of €20 million related to projects of metallic constructions in the Metallurgy sector.
During 2023 audit order received in the tax objects of income and value added tax, for the subsidiary AIOLIKI HELONAS S.A. for fiscal years 2018 and 2019.
For the fiscal years 2011 to 2021, the companies of Group operating in Greece fulfilling relevant criteria be subject to tax audit by the statutory auditors, have received Tax Compliance Report, according to article 65A par. 1 of law 4174/2013 and to article 82 par.5 of Law 2238/1994, having no significant differentiations. According to the circular CL. 1006/2016, companies that have been subject to foresaid tax audit, are not exempt from the regular tax audit held by the competent tax authorities.
For the fiscal year 2022, the tax Compliance audit is already being performed by the Statutory auditors and is not expected to bring any significant differentiation on the tax liabilities incorporated in the Financial Statements
| COMPANY | YEARS NOT INSPECTED BY TAX AUTHORITIES |
|
|---|---|---|
| 1 | MYTILINEOS S.A. | - |
| 2 | SERVISTEEL S.A. | - |
| 3 | ELEMKA S.A. | - |
| 4 | BRIDGE ACCESSORIES & CONSTRUCTION SYSTEMS S.A. | 2017-2021* |
| 5 | DELFI DISTOMON A.M.E. | - |
| 6 | DESFINA SHIPPING COMPANY | 2017-2022* |
| 7 | ST. NIKOLAOS SINGLE MEMBER P.C. | 2017-2021* |
| 8 | RENEWABLE SOURCES OF KARYSTIA S.A. | - |
| 9 | GENIKI VIOMICHANIKI S.A. | 2017-2022* |
| 10 | HYDROHOOS S.A. | 2017-2018, 2020* |
| 11 | NORTH AEGEAN RENEWABLES | 2017-2022* |
| 12 | MYTILINEOS HELLENIC WIND POWER S.A. | 2019* |
| 13 | AIOLIKI ANDROU TSIROVLIDI S.A. | - |
| 14 | MYTILINEOS AIOLIKI NEAPOLEOS S.A. | 2017-2022* |
| 15 | AIOLIKI EVOIAS PIRGOS S.A. | 2017-2018* |
| 16 | AIOLIKI EVOIAS POUNTA S.A. | 2017-2019* |
| 17 | AIOLIKI EVOIAS HELONA S.A. | 2017-2018* |
| 18 | AIOLIKI ANDROU RAHI XIROKOBI S.A. | 2017-2022 |
| 19 | METKA AIOLIKA PLATANOU S.A. | 2017-2022* |
| 20 | AIOLIKI SAMOTHRAKIS S.A. | 2017-2022* |
| 21 | AIOLIKI EVOIAS DIAKOFTIS S.A. | 2017-2018* |
| 22 | AIOLIKI SIDIROKASTROU S.A. | - |
| 23 | HELLENIC SOLAR S.A. | - |
| 24 | SPIDER S.A. | 2017* |
| 25 | PROTERGIA THERMOELEKTRIKI S.A. | 2017-2018* |
| 26 | MYTILINEOS CONSTRUCTION SINGLE MEMBER SOCIÉTÉ ANONYME | 2017-2022* |
|---|---|---|
| 27 | ANEMODRASI RENEWABLE ENERGY SOURCES S.A. | 2017-2022* |
| 28 | ANEMORAHI RENEWABLE ENERGY SOURCES S.A. | 2017-2022* |
| 29 | MINING OF FLORINA LIGNITE SINGLE MEMBER S.A. | 2017-2022* |
| 30 | HORTEROU S.A. | 2017-2022* |
| 31 | KISSAVOS DROSERI RAHI S.A. | 2017-2022* |
| 32 | KISSAVOS PLAKA TRANI S.A. | 2017-2022* |
| 33 | KISSAVOS FOTINI S.A. | 2017-2022* |
| 34 | 2017-2022* | |
| 35 | AETOVOUNI S.A. | 2017-2022* |
| 36 | LOGGARIA S.A. | 2017-2022* |
| 37 | IKAROS ANEMOS SA | 2017-2022* |
| 38 | KERASOUDA SA | 2017-2022* |
| 39 | AIOLIKH ARGOSTYLIAS A.E. | 2017-2022 |
| 40 | J/V ΜΕΤΚΑ – ΤΕRΝΑ | - |
| KORINTHOS POWER S.A. | ||
| 41 | KILKIS PALEON TRIETHNES S.A. | 2017-2022* |
| 42 | ANEMOROE S.A. | 2017-2022* |
| 43 | PROTERGIA ENERGY S.A. | 2017-2020* |
| 44 | SOLIEN ENERGY S.A. | 2017-2022* |
| 45 | ALUMINIUM OF GREECE INDUSTRIAL AND COMMERCIAL SOCIETE ANONYME (EX OSTENITIS S.A.) | - |
| 46 | FTHIOTIKI ENERGY S.A. | 2017-2022 |
| 47 | AIOLIKH TRIKORFON S.A. | - |
| 48 | MAKRYNOROS ENERGEIAKH S.A. | 2017-2021 |
| 49 | MNG TRADING | - |
| 50 | ZEOLOGIC Α.Β.Ε.Ε | 2017-2018* |
| 51 | EP.AL.ME. S.A. | 2017-2018* |
| 52 | J/V MYTILINEOS - XANTHAKIS | 2019-2022 |
| 53 | J/V MYTILINEOS - ELEMKA | 2020-2022 |
| 54 | J/V AVAX S.A. - INTRAKAT - MYTILINEOS S.A. - TERNA S.A. | 2020-2022 |
| 55 | METKA EGN SM.S.A. | 2017-2020 |
| 56 | EGNATIA WIND | 2019-2022 |
| 57 | MYTILINEOS - TECHNOLOGY AND DIGITAL INNOVATION SA - AVOCADO | 2022 |
| 58 | AENAOS SYSSOREUTES ENERGEIAKI MONOPROSOPI AE | 2022 |
| 59 | J/V MYTILINEOS - EUSIF | 2022 |
| 60 | KEDRINOS LOFOS S.A. | 2022 |
| 61 | J/V AVAX S.A. - MYTILINEOS S.A. | 2022 |
| 62 | J/V TERNA S.A. – MYTILINEOS S.A. (RODODAFNI - RIO) | 2022 |
| 63 | J/V TERNA S.A. – MYTILINEOS S.A. (KIATO - RODOAFNI) | 2022 |
| 64 | MYTILINEOS ITALY SINGLE MEMBER S.A. | - |
| 65 | M PARACHORISEON SINGLE MEMBER S.A. | - |
| 66 | WATT & VOLT SM.S.A. | 2020-2022 |
| 67 | KEDRINOS LOFOS OPERATION S.A. | 2022 |
These companies received a Tax Compliance Report for the fiscal years 2011-2013 for those years that were active, while from the fiscal year 2014 onwards and based on the amendment of the provisions of Law 4174/2013 article 65A par.1, those who met the relevant audit criteria to an optional extent, chose to receive a tax certificate.
The table below shows the years for which the tax liabilities of the Group's foreign subsidiaries have not become final table:
| COMPANY | COUNTRY | YEARS NOT INSPECTED BY TAX AUTHORITIES |
|
|---|---|---|---|
| 1 | MYTILINEOS WIND ENERGY ALBANIA | Albania | 2019-2022 |
| 2 | MTRH Developmnet GmbH | Austria | 2018-2022 |
| 3 | INTERNATIONAL POWER SUPPLY AD | Bulgaria | 2018-2022 |
| 4 | DROSCO HOLDINGS LIMITED | Cyprus | 2017-2022 |
|---|---|---|---|
| 5 | STANMED TRADING LTD | Cyprus | 2017-2022 |
| 6 | METKA RENEWABLES LIMITED | Cyprus | 2017-2022 |
| 7 | METKA POWER INVESTMENTS | Cyprus | 2017-2022 |
| 8 | MYTILINEOS FINANCE S.A. | Luxembourg | 2018-2022 |
| 9 | MYTILINEOS FINANCIAL PARTNERS S.A. | Luxembourg | 2018-2022 |
| 10 | METKA POWER WEST AFRICA LIMITED | Nigeria | 2017-2022 |
| 11 | MYTILINEOS Heat and Power Generation | North Macedonia | 2022 |
| 12 | RIVERA DEL RIO | Panama | 2020-2022 |
| 13 | ΜΕΤΚΑ BRAZI SRL | Romania | 2018-2022 |
| 14 | SOMETRA S.A. | Romania | 2019-2022 |
| 15 | DELTA PROJECT CONSTRUCT SRL | Romania | 2018-2022 |
| 16 | ELEMKA SAUDI | Saudi Arabia | 2018-2022 |
| 17 | MYTILINEOS BELGRADE D.O.O. | Serbia | 2018-2022 |
| 18 | MYTILINEOS INTERNATIONAL COMPANY AG "MIT Co" | Switzerland | 2018-2022 |
| 19 | POWER PROJECT SANAYI INSAAT TICARET LIMITED SIRKETI | Turkey | 2021-2022 |
| 20 | METKA INTERNATIONAL LTD (FZE) | United Arab Emirates | 2019-2022 |
| 21 | METKA INTERNATIONAL LTD (RAK) | United Arab Emirates | 2018-2022 |
| 22 | METKA IPS LTD | United Arab Emirates | 2018-2022 |
| 23 | PROTERGIA ENERGY ALBANIA LTD | Albania | 2022 |
| 24 | PROTERGIA ENERGY DOOEL Skopje | North Macedonia | 2022 |
| 25 | METKA EGN AUSTRALIA PTY LTD | Australia | 2018-2022 |
| 26 | METKA EGN AUSTRALIA (QLD) PTY LTD | Australia | 2021-2022 |
| 27 | METKA EGN AUSTRALIA PTY HOLDINGS LTD | Australia | 2018-2022 |
| 28 | TERRANOVA ASSETCO PTY LTD | Australia | 2018-2022 |
| 29 | WAGGA-WAGGA OPERATIONS CO PTY LTD | Australia | 2017-2022 |
| 30 | WAGGA-WAGGA PROPERTY CO PTY LTD | Australia | 2017-2022 |
| 31 | JUNEE OPERATIONS CO PTY LTD | Australia | 2018-2022 |
| 32 | JUNEE PROPERTY CO PTY LTD | Australia | 2017-2022 |
| 33 | COROWA OPERATIONS CO PTY LTD | Australia | 2018-2022 |
| 34 | COROWA PROPERTY CO PTY LTD | Australia | 2017-2022 |
| 35 | MOAMA OPERATIONS CO PTY LTD | Australia | 2018-2022 |
| 36 | MOAMA PROPERTY CO PTY LTD | Australia | 2017-2022 |
| 37 | KINGAROY OPERATIONS CO PTY LTD | Australia | 2018-2022 |
| 38 | KINGAROY PROPERTY CO PTY LTD | Australia | 2017-2022 |
| 39 | GLENELLA OPERATIONS CO PTY LTD | Australia | 2018-2022 |
| 40 | GLENELLA PROPERTY CO PTY LTD | Australia | 2017-2022 |
| 41 | METKA EGN AUSTRALIA HOLDINGS TWO PTY LTD | Australia | 2019-2022 |
| 42 | MOURA SOLAR FARM HOLDINGS PTY LTD | Australia | 2020-2022 |
| 43 | WYALONG SOLAR FARM HOLDINGS PTY LTD | Australia | 2020-2022 |
| 44 | MAVIS SOLAR FARM AUSTRALIA HOLDINGS PTY LTD | Australia | 2020-2022 |
| 45 | PENRITH BESS HOLDINGS PTY LTD | Australia | 2020-2022 |
| 46 | TERRANOVA HOLDCO PTY LTD | Australia | 2020-2022 |
| 47 | EPC HOLDCO PTY LTD | Australia | 2020-2022 |
| 48 | MOURA SOLAR FARM SPV PTY LTD | Australia | 2020-2022 |
| 49 | WYALONG SOLAR FARM SPV PTY LTD | Australia | 2020-2022 |
| 50 | MAVIS SOLAR FARM PTY LTD | Australia | 2020-2022 |
| 51 | MOURA SOLAR FARM SPV HOLDINGS PTY LTD | Australia | 2020-2022 |
|---|---|---|---|
| 52 | METKA EGN Burkina Faso | Burkina Faso | 2020-2022 |
| 53 | METKA-EGN CHILE SPA | Chile | 2020-2022 |
| 54 | INVERSIONES FOTOVOLTAICAS SPA | Chile | 2020-2022 |
| 55 | CAMPANILLAS SOLAR SPA | Chile | 2020-2022 |
| 56 | TAMARICO SOLAR DOS SPA | Chile | 2020-2022 |
| 57 | DONA ANTONIA SOLAR SPA | Chile | 2020-2022 |
| 58 | PLANTA SOLAR TOCOPILLA SPA | Chile | 2020-2022 |
| 59 | METKA-EGN LTD | Cyprus | 2017-2022 |
| 60 | METKA EGN Holdings 1 Limited | Cyprus | 2019-2022 |
| 61 | SANTIAM INVESTMENT V LTD | Cyprus | 2020-2022 |
| 62 | SANTIAM INVESTMENT VI LTD | Cyprus | 2020-2022 |
| 63 | SANTIAM INVESTMENT I LTD | Cyprus | 2018-2022 |
| 64 | SANTIAM INVESTMENT II LTD | Cyprus | 2018-2022 |
| 65 | SANTIAM INVESTMENT III LTD | Cyprus | 2018-2022 |
| 66 | SANTIAM INVESTMENT IV LTD | Cyprus | 2018-2022 |
| 67 | METKA EGN FRANCE SRL | France | 2020-2022 |
| 68 | HERA SUN POWER PRIVATE LIMITED | India | 2022 |
| 69 | GOREYSBRIDGE SPV LIMITED | Ireland | 2019-2022 |
| 70 | GOREY SPV LIMITED | Ireland | 2019-2022 |
| 71 | METKA EGN ITALY S.R.L. | Italy | 2020-2022 |
| 72 | MYT DEVELOPMENT INITIATIVES SRL | Italy | 2021-2022 |
| 73 | FAMILY ENERGY SRL | Italy | 2019-2022 |
| 74 | CATCH THE SUN SRL | Italy | 2020-2022 |
| 75 | METKA EGN SARDINIA SRL | Italy | 2018-2022 |
| 76 | METKA EGN APULIA SRL | Italy | 2018-2022 |
| 77 | MY SUN SRL | Italy | 2018-2022 |
| 78 | METKA EGN RENEWABLES DEVELOPMENT ITALY S.R.L. | Italy | 2021-2022 |
| 79 | MYT ENERGY DEVELOPMENT SRL | Italy | 2021-2022 |
| 80 | CATCH THE SUN 2 S.R.L. | Italy | 2021-2022 |
| 81 | CATCH THE SUN 3 S.R.L. | Italy | 2021-2022 |
| 82 | CATCH THE SUN 4 S.R.L. | Italy | 2021-2022 |
| 83 | CATCH THE SUN 5 S.R.L. | Italy | 2021-2022 |
| 84 | CATCH THE SUN 6 S.R.L. | Italy | 2021-2022 |
| 85 | MYT SARDINIA 1 S.R.L. | Italy | 2022 |
| 86 | MYT SARDINIA 2 S.R.L. | Italy | 2022 |
| 87 | MYT SARDINIA 3 S.R.L. | Italy | 2022 |
| 88 | MYT SARDINIA 4 S.R.L. | Italy | 2022 |
| 89 | MYT SARDINIA 5 S.R.L. | Italy | 2022 |
| 90 | MYT SARDINIA 6 S.R.L. | Italy | 2022 |
| 91 | ΜΕΤΚΑ EGN KZ LLP | Kazakhstan | 2018-2022 |
| 92 | METKA GENERAL CONTRACTOR CO. LTD | Korea | 2018-2022 |
| 93 | METKA KOREA LTD | Korea | 2018-2022 |
| 94 | JVIGA KOREA TAEAHN Inc. | Korea | 2018-2022 |
| 95 | MK SOLAR CO. LTD. | Korea | 2020-2022 |
| 96 | HANMAEUM ENERGY CO., LTD. | Korea | 2020-2022 |
| 97 | ΜΕΤΚΑ EGN MEXICO S. DE.R.L. C.V | Mexico | 2018-2022 |
| 98 | METKA EGN Mexico Holdings | Mexico | 2020-2022 |
|---|---|---|---|
| 99 | METKA CYPRUS PORTUGAL HOLDINGS | Portugal | 2021-2022 |
| 100 | METKA CYPRUS PORTUGAL 2 | Portugal | 2019-2022 |
| 101 | METKA CYPRUS PORTUGAL 3 | Portugal | 2019-2022 |
| 102 | CENTRAL SOLAR DE DIVOR LDA | Portugal | 2020-2022 |
| 103 | CENTRAL SOLAR DE FALAGUEIRA DLA | Portugal | 2020-2022 |
| 104 | METKA EGN ROM S.R.L. | Romania | 2021-2022 |
| 105 | SOLAR REVOLUTION S.R.L. | Romania | 2021-2022 |
| 106 | SOLAR RENEWABLE S.R.L. | Romania | 2020-2022 |
| 107 | MYT HOLDCO CLEAN ENERGY S.R.L. | Romania | 2022 |
| 108 | METKA EGN SINGAPORE PTE LTD | Singapore | 2019-2022 |
| 109 | METKA EGN Singapore Holdings Pte Ltd | Singapore | 2020-2022 |
| 110 | METKA EGN SINGAPORE HOLDINGS 2 PTE. LTD | Singapore | 2020-2022 |
| 111 | METKA EGN SINGAPORE HOLDINGS 3 PTE. LTD | Singapore | 2020-2022 |
| 112 | MAVIS SOLAR FARM SINGAPORE PTE. LTD | Singapore | 2020-2022 |
| 113 | MOURA SOLAR FARM PTE. LTD. | Singapore | 2020-2022 |
| 114 | WYALONG SOLAR FARM PTE. LTD. | Singapore | 2020-2022 |
| 115 | PENRITH BESS HOLDING PTE LTD | Singapore | 2020-2022 |
| 116 | METKA EGN SINGAPORE HOLDINGS 4 PTE | Singapore | 2021-2022 |
| 117 | ROSEDALE SOLAR HOLDINGS PTE LTD | Singapore | 2022 |
| 118 | METKA EGN SPAIN SLU | Spain | 2019-2022 |
| 119 | METKA EGN SOLAR 2 | Spain | 2019-2022 |
| 120 | METKA EGN SOLAR 5 | Spain | 2019-2022 |
| 121 | METKA EGN SPAIN HOLDING 2 SL | Spain | 2020-2022 |
| 122 | METKA EGN SOLAR 1 | Spain | 2019-2022 |
| 123 | METKA EGN SOLAR 3 | Spain | 2019-2022 |
| 124 | METKA EGN SOLAR 6 | Spain | 2019-2022 |
| 125 | METKA EGN SOLAR 7 | Spain | 2019-2022 |
| 126 | METKA EGN SOLAR 8 | Spain | 2019-2022 |
| 127 | METKA EGN SOLAR 9 | Spain | 2019-2022 |
| 128 | METKA EGN SOLAR 10 | Spain | 2019-2022 |
| 129 | METKA EGN SOLAR 11 | Spain | 2019-2022 |
| 130 | METKA EGN SOLAR 12 | Spain | 2019-2022 |
| 131 | METKA EGN SOLAR 13 | Spain | 2019-2022 |
| 132 | METKA EGN SOLAR 14 | Spain | 2019-2022 |
| 133 | METKA EGN SOLAR 15 | Spain | 2019-2022 |
| 134 | METKA EGN SOLAR 16 | Spain | 2020-2022 |
| 135 | METKA EGN SOLAR 17 | Spain | 2020-2022 |
| 136 | METKA EGN SOLAR 18 | Spain | 2020-2022 |
| 137 | METKA EGN SOLAR 19 | Spain | 2020-2022 |
| 138 | METKA EGN SOLAR 20 | Spain | 2020-2022 |
| 139 | METKA EGN SOLAR 21 | Spain | 2020-2022 |
| 140 | METKA EGN SOLAR 22 | Spain | 2020-2022 |
| 141 | METKA EGN SOLAR 23 | Spain | 2020-2022 |
| 142 | METKA EGN SOLAR 24 | Spain | 2020-2022 |
| 143 | METKA EGN SOLAR 25 | Spain | 2020-2022 |
| 144 | METKA EGN SOLAR 26 | Spain | 2020-2022 |
| 145 | METKA EGN SOLAR 27 | Spain | 2020-2022 |
|---|---|---|---|
| 146 | METKA EGN SOLAR 28 | Spain | 2020-2022 |
| 147 | METKA EGN SOLAR 29 | Spain | 2020-2022 |
| 148 | METKA EGN SOLAR 30 | Spain | 2020-2022 |
| 149 | METKA EGN SOLAR 31 | Spain | 2020-2022 |
| 150 | METKA EGN SOLAR 32 | Spain | 2020-2022 |
| 151 | METKA EGN SOLAR 33 | Spain | 2020-2022 |
| 152 | METKA EGN SOLAR 34 | Spain | 2020-2022 |
| 153 | METKA EGN SOLAR 35 | Spain | 2020-2022 |
| 154 | METKA EGN SOLAR 36 | Spain | 2020-2022 |
| 155 | METKA EGN SOLAR 37 | Spain | 2020-2022 |
| 156 | METKA EGN SOLAR 38 | Spain | 2020-2022 |
| 157 | METKA EGN SOLAR 39 | Spain | 2020-2022 |
| 158 | METKA EGN SOLAR 40 | Spain | 2020-2022 |
| 159 | METKA EGN GREEN POWER HOLDINGS CO LTD | Taiwan | 2021-2022 |
| 160 | METKA-EGN UGANDA SMC LTD | Uganda | 2018-2022 |
| 161 | METKA-EGN LIMITED | United Kingdom | 2022 |
| 162 | FALAG Holdings Limited | United Kingdom | 2022 |
| 163 | CROOME AIRFIELD SOLAR LIMITED | United Kingdom | 2022 |
| 164 | EEB 23 LIMITED | United Kingdom | 2022 |
| 165 | EEB 13 LIMITED | United Kingdom | 2022 |
| 166 | METKA EGN RENEWCO HOLDING LIMITED | United Kingdom | 2022 |
| 167 | METKA EGN TW HOLDINGS LIMITED | United Kingdom | 2022 |
| 168 | SIRIUS SPV LTD (WATNALL) | United Kingdom | 2022 |
| 169 | SSPV1 LIMITED | United Kingdom | 2022 |
| 170 | WATNALL ENERGY LIMITED | United Kingdom | 2022 |
| 171 | METKA EGN REGENER8 HOLDING LIMITED | United Kingdom | 2022 |
| 172 | REGENER8 SPV 1 LIMITED | United Kingdom | 2022 |
| 173 | REGENER8 SPV 2 LIMITED | United Kingdom | 2022 |
| 174 | REGENER8 SPV 3 LIMITED | United Kingdom | 2022 |
| 175 | REGENER8 SPV 4 LIMITED | United Kingdom | 2022 |
| 176 | MYT UK HOLDING 1 LIMITED | United Kingdom | 2022 |
| 177 | METKA EGN CENTRAL ASIA | Uzbekistan | 2020-2022 |
| 178 | MYT STRUGA SP. ZOO | Poland | 2022 |
| 179 | MYT WITKOW SP. ZOO | Poland | 2022 |
| 180 | MYT HRVATSKA D.o.o. | Croatia | 2022 |
| 181 | MOURA SF FINANCE CO PTY LTD | Australia | 2022 |
| 182 | WYALONG SF FINANCE CO PTY LTD | Australia | 2022 |
| 183 | KINGAROY SF FINANCE CO PTY LTD | Australia | 2022 |
| 184 | METKA SOL LTD | Cyprus | 2019-2022 |
| 185 | METKA-EGN Holdings 2 LTD | Cyprus | 2022 |
| 186 | METKA-EGN Holdings 3 LTD | Cyprus | 2022 |
| 187 | SELSSE Solar Holdings I Limited | United Kingdom | 2022 |
| 188 | MYT UK Holding 4 Limited | United Kingdom | 2022 |
| 189 | MYT UK Holding 5 Limited | United Kingdom | 2022 |
| 190 | UBH SOLAR ITALIA S.R.L. | Italy | 2022 |
| 191 | SOLAR CHALLENGE 3 S.R.L. | Italy | 2022 |
| 192 | NLSOLARE S.R.L. | Italy | 2022 |
|---|---|---|---|
| 193 | LUXENIA S.R.L. | Italy | 2022 |
| 194 | NAMWOON A CO LTD | Korea | 2022 |
| 195 | NAMWOON B CO LTD | Korea | 2022 |
| 196 | DOCKING FARM SOLAR LTD | United Kingdom | 2022 |
| 197 | NORTH FARM SOLAR EXTENSION LTD | United Kingdom | 2022 |
| 198 | SELSSE SOLAR HOLDINGS IV LTD | United Kingdom | 2022 |
| 199 | MYT UK Holding 2 Limited | United Kingdom | 2022 |
| 200 | MYT UK Holding 3 Limited | United Kingdom | 2022 |
| 201 | Haunton Farmers' Solar Limited | United Kingdom | 2022 |
| 202 | Whirlbush Solar Limited | United Kingdom | 2022 |
| 203 | Green Farm Solar Limited | United Kingdom | 2022 |
| 204 | MYT EPC Ireland Limited | Ireland | 2022 |
| 205 | SUNLIGHT VENTURE SRL | Romania | 2022 |
| 206 | MYT APULIA STORAGE 1 S.r.l | Italy | 2022 |
| 207 | MYT APULIA STORAGE 2 S.r.l | Italy | 2022 |
| 208 | MYT APULIA STORAGE 3 S.r.l | Italy | 2022 |
| 209 | MYT APULIA H2 S.R.L | Italy | 2022 |
| 210 | RENEWABLE ADVENTURE 3 S.R.L | Italy | 2022 |
| 211 | VIFRA ENERGY S.R.L. | Italy | 2022 |
| 212 | GREEN GENIUS 8 S.R.L | Italy | 2022 |
| 213 | GREEN GENIUS 16 S.R.L | Italy | 2022 |
| 214 | GREEN GENIUS 7 S.R.L | Italy | 2022 |
| 215 | MUNNA CREEK HOLDING PTE LTD | Singapore | 2022 |
| 216 | ΜΥΤ Bulgaria EOOD | Bulgaria | 2022 |
| 217 | BRYANT HOLDINGS LIMITED | Cyprus | 2020-2022 |
| 218 | Coral Solar SL | Spain | 2022 |
| 219 | CENTRAL SOLAR DA AJUDA, LDA. | Portugal | 2022 |
| 220 | CENTRAL SOLAR DE ESCORVAS LDA. | Portugal | 2022 |
| 221 | Desarrollos Solares de Tomelloso SL | Spain | 2022 |
| 222 | Estrella Solar SL | Spain | 2022 |
| 223 | Zefero EOOD | Bulgaria | 2018-2022 |
| 224 | Mytilineos Energy Trading Chile SpA | Chile | 2022 |
| 225 | RAPELCO SOLAR SpA | Chile | 2022 |
| 226 | BELLAVISTA SOLAR SpA | Chile | 2022 |
| 227 | TALHUAN CULENCO SOLAR SpA | Chile | 2022 |
| 228 | PRIMERA AGUA LOS PINOS SOLAR SpA | Chile | 2022 |
| 229 | Demeter Sun Power Limited | India | 2022 |
| 230 | Hades Sun Power Limited | India | 2022 |
| 231 | Hermes Sun Power Limited | India | 2022 |
| 232 | FRUGAL ENERGY PRIVATE LTD | India | 2022 |
| 233 | Ballyhales Solar SPV LTD | Ireland | 2019-2022 |
| 234 | Carrick Solar SPV LTD | Ireland | 2019-2022 |
| 235 | Cahir solar spv ltd | Ireland | 2019-2022 |
| 236 | MYT SOLAR CORALLO S.r.l. | Italy | 2019-2022 |
| 237 | MYT EOLO 1 S.R.L. | Italy | 2022 |
| 238 | FB ENERGY S.r.l. | Italy | 2020-2022 |
| 239 | MYT ENERGY CLUSTER HOLDING S.R.L. | Italy | - |
|---|---|---|---|
| 240 | MYT STORAGE SYSTEM S.R.L. | Italy | 2020-2022 |
| 241 | METKA EGN Singapore Holdings 5 Pte. Ltd. | Singapore | 2022 |
| 242 | Upper Hunter Holding Pte Ltd | Singapore | 2022 |
| 243 | Moama Holding Pte Ltd | Singapore | 2022 |
| 244 | Youngchangri Power Plant Co., Ltd | Korea | 2017-2022 |
| 245 | Falcade sp. z o.o | Poland | 2022 |
| 246 | Gerocarne sp. z o.o | Poland | 2022 |
| 247 | Narbolia sp. z o.o | Poland | 2022 |
| 248 | Ortucchio sp. z o.o | Poland | 2022 |
| 249 | JRD Solar Srl (Mereni) | Romania | 2018-2022 |
| 250 | Solar Challenge Srl (Mihailesti) | Romania | 2020-2022 |
| 251 | Galicnord SRL (Melinesti) | Romania | 2018-2022 |
| 252 | ENERGY PARTNERS ALPHA SOLAR SRL (LANCA) | Romania | 2021-2022 |
| 253 | MYT AP 1 SRL | Romania | - |
| 254 | MYT APUZ SRL | Romania | - |
| 255 | MYT COSTE SRL | Romania | - |
| 256 | MYT SOLAR ENERGY SRL | Romania | - |
| 257 | MYT APCOS SRL | Romania | - |
| 258 | MYT Clean Energy NM DOOEL Skopje | North Macedonia | 2022 |
| 259 | Hollyhurst Farm Limited | United Kingdom | - |
| 260 | Blounts Court Farm Limited | United Kingdom | - |
| 261 | POLLDALE SOLAR FARM TRUST | Australia | 2021-2022 |
| 262 | CLARA ENERGY ROSEDALE PTY LTD | Australia | 2022 |
| 263 | Munna Creek Solar Farm Investments PTY Ltd | Australia | 2022 |
| 264 | Munna Creek Solar Farm Hold Co PTY Ltd | Australia | 2022 |
| 265 | Upper Hunter Solar Farm Pty Ltd | Australia | 2021-2022 |
| 266 | SOLAR MYT GRH2 SRL | Romania | - |
According to the informatory notes sent by the societe anonyme named Renewable Energy Sources Operator and Guarantees of Origin (DAPEEP SA) on 01.02.2021 to the Company, an extraordinary contribution was imposed upon the total income of electricity quantities injected to the transmission system from the High-Efficiency Cogeneration of Heat and Power (CHP) plant of the of Metallurgy Business Unit.
From the interpretation of the relevant law provision (article 157 of law 4579/2020), taking also into consideration the parliament's explanatory memorandum, results, that legally, regulatory and economically- technically, it is correct and reasonable to calculate this extraordinary contribution exclusively on the part of the income (turnover) of the dispatched electricity quantities from the CHP plant which is paid by DAPEEP and concerns the special account for renewable energy sources (ELAPE), and not for the part of the generated electricity, which relates to the wholesale electricity market and is invoiced to the societe anonyme Hellenic Energy Exchange SA (HEnEx). The amount disputed by the Company amounts to €2.3 million.
The Company filed an appeal before the administrative courts against the Greek State and DAPEEP for the annulment of the informatory note for the extraordinary contribution of article 157 of law 4759/2020. In addition, the Company intends refer also to Greek civil courts in order to obtain a judiciary acknowledgement that DAPEEP, contrary to contract and the law, charged the Company with the said contribution on the total income from the production of the CHP plant. The positive outcome of the above cases is contemplated by the Company.
Since 2017, the Company has been in dispute with IMERIS Bauxites (hereinafter IB) before the Hellenic Competition Commission (HCC), following a Company's complaint for abuse of a dominant position. The procedure before the Commission was completed in June 2021, the final memoranda were submitted on 11.08.2021 and on 19.01.2023 the HCC issued decision No. 807/2023, which was notified to the Company on 12.04.2023. The decision determines abuse of a dominant position, forbids such conduct of IB in the future and imposes fine on IB. In parallel, a new complaint was filed by the Company in April 2021, the examination of which is pending.
The commercial relationship between the two companies had been regulated since 2017 until the end of 2019, by temporary agreements dictated by interventions and a decision on precautionary measures of the HCC. For the years 2020 and 2021 IB had been invoicing the Company without an agreement with the latter, and the Company disputed the above invoicing, as it considered that it did not correspond to a reasonable and worthy price for the supply of such metallurgical bauxite. Consequently, the Company registered in its books and paid for the delivered quantities at the price agreed under the latest contract, which coincided with that of a decision of precautionary measures issued in the past by the HCC.
In May 2021, the Company filed a claim and application for interim measures before the civil courts, accompanied by a request for an interim injunction ordering IB to monthly supply of the Company as a priority with a monthly quantity and at a reasonable and fair price in the opinion of the Company. IB filed an application for revocation of the interim injunction issued in favor of the Company, which was rejected. IB also filed a counterclaim in which it requested to be awarded the amount of €5.1 million, which corresponds to the difference in the final prices for the supply of bauxite during the period from 1.1.2020 to 28.2.2021, compared to the price paid by the Company to IB. A ruling on the application for injunctive measures was never issued, as the Court of First Instance issued a ruling on the above claim and counterclaim, which partially accepted the Company's claim and obliged IB to supply the Company, from the time of filing the claim and for a period of one (1) year, with bauxite of specific quantity and at specific price. Accordingly, it accepted IB's claim and obliged the Company to pay to IB the amount of €5.1 million, as per above. The Company paid the aforementioned amount with reservation and, same as IB, filed an appeal against the ruling. The hearing of the appeals is set for 22/02/2024.
Following, and after the expiry of the one-year term stipulated in the aforementioned decision of the Court of First Instance, IB once again interrupted the supply and the Company filed on 30/01/2023 application for injunctive measures, accompanied with a request for a temporary injunction. The latter was heard and on 02/02/2023 the Court of First Instance of Athens ordered IB temporarily to supply Mytilineos SA with bauxite. The hearing on the application for injunctive relief was set for 09/05/2023, when it was postponed for the hearing of 28/07/2023, until when the temporary order for supply remains in force.
The Company filed before the Council of State: (a) petition for annulment of RAE's decision no. 80/2016 entitled "Management of condensate heat during the calculation of cogeneration efficiency for the Approval of Special Operating Conditions of CHP plant"; and (b) petition for annulment of RAE's decision no 410/2016 entitled "Amendment of RAE's decision no. 1599/201, with which it was approved the Issue "Cash Specifications and Size Measurements at the request of the ministerial decision no Δ6 / Φ1 / οικ.8786 / 06.05.2010 for the implementation of the System of Guarantees of Origin of the Electricity from RES and High Efficiency CHP and its Ensuring Mechanism".
The Company also filed before the Athens Administrative Court of Appeal a petition for annulment of RAE's decision no. 334/2017 entitled "On the application of the societe anonyme ALUMINUM OF GREECE BEAE and the distinctive title "ΑΤΕ" for the revision of RAE's decision no. 569/2016"; (b) of RAE's decision no. 569/2016 entitled "Efficiency Control and Determination of Special Operating Conditions of the Distributed HE-CHP unit of the societe anonyme ALUMINUM OF GREECE BEAE (SA)".
From the combination of the above decisions, the cogeneration efficiency of the CHP plant of the Metallurgy Business Unit is negatively affected, as they change the calculation method for the amount of high efficiency electricity, including by subtracting the thermal energy contained in returnable concentrate, when calculating the total efficiency of the unit, resulting in a reduction in unit revenue.
The decisions of the Council of State were issued, according to which the Company's petitions for annulment have been rejected. On the contrary to the decision no. 1652/2022 of the Supreme Court of Justice, the Company's application before the Administrative Court of Appeal of Athens for the annulment of no. 334/2017 of the RAE decision was accepted and the above decisions were deemed illegal and annulled. It is also noted that, on the one hand, the annulment decision has retroactive effect, resulting in the administrative act being annulled to be considered as if it never existed, while on the other hand, even an appeal against the decision has no effect of suspension.
In view of the above, the decision RAE 569/2016 is considered as if it never existed and the duty to comply with the decision No. 1652/2022 of the Administrative Court of Appeal of Athens mandates that the pricing of electricity for the period from 12.1.2017 onwards be corrected immediately, based on the decisions RAE 700/2012 and 341/2013 and according to the specific provisions in the Appendix attached thereto. RAE filed an appeal against the above decision, the discussion of which has not yet been set.
As of November 2021, the 100% subsidiary of the Company, named METKA-EGN LIMITED, based in Cyprus, has been in dispute with the company named Canadian Solar EMEA GmbH. Specifically, in December 2020, METKA-EGN LIMITED and Canadian Solar EMEA GmbH entered into a framework agreement for the supply of equipment for photovoltaic plants, in which METKA-EGN LIMITED has interests in. The contracting parties disagree as to the interpretation of some contractual terms and the fulfilment of specific contractual obligations on both sides. METKA-EGN LIMITED has resorted to arbitration before the London Court of International Arbitration raising claims in the region of 76.5 million USA dollars. In connection with these claims, METKA-EGN LIMITED requested the forfeiture of the letter of guarantee that the counterparty had delivered to it for the amount of 11.8million USA dollars and the issuance of ruling on this request is pending before the Chinese courts. Accordingly, Canadian Solar EMEA GmbH requested forfeiture of the balance under letter of guarantee that METKA-EGN LIMITED had delivered and the issuance of ruling on this request is pending before the Greek courts. The hearing of the first phase of the arbitration proceedings regarding allocation of liability to Canadian Solar EMEA GmbH took place in June 2023 and the issuance of ruling on the case of liability is expected by the end of year 2023.
There are other potential third party claims of € 1.91 Mio against the Company for which no provision has been made. According to IAS 37.14: A provision shall be recognised when: (a) an entity has a present obligation (legal or constructive) as a result of a past event; (b) it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and (c) a reliable estimate can be made of the amount of the obligation. If these conditions are not met, no provision shall be recognised. No provision has been made for this matter, since according to the relevant opinions of the Company's legal advisers and the management of the Company: (a) the existence of a commitment has not yet been finalized; and (b) there is no probability that there will be an outflow of financial resources. Moreover, there are claims of the Company against third parties, which totally amount to €0.31 mio.
Apart from the above mentioned parent company guarantees in note 7.30 and 7.34, there are € 641.5 mio Group guarantees and € 373.3 mio parent company guarantees to customers and suppliers.
On 10 July 2023 MYTILINEOS S.A. announced the results of the Public Offering of the Bonds.
The Joint Coordinators, namely "EUROBANK S.A.", "Alpha Bank S.A.", "NATIONAL BANK OF GREECE S.A." and "PIRAEUS BANK", of the Public Offering for the issuance of a Common Bond Loan ("CBL") and the admission of the bonds of "MYTILINEOS S.A." ("Issuer") to trading in the Fixed Income Securities segment of the Regulated Market of the Athens Exchange, announced that, following the completion of the Public Offer on 06.07.2023, and in accordance with the aggregated allocation results produced by the Electronic Book Building ("EBB") of the Athens Exchange ("ATHEX"), a total of 500,000 dematerialized, common, bearer bonds of the Issuer with a nominal value of €1,000 each ("Bonds") have been allocated, and as a result capital of an amount of €500 mn has been raised.
The total valid demand from investors that participated in the Public Offer was € 1,006.97 mn. The broad response of the investors resulted in the Public Offering being oversubscribed 2.01 times and the total number of participating investors amounting to 16,796. The final yield of the Bonds has been set at 4.00%, Bonds' interest rate at 4.00% on a yearly basis and offer price of the Bonds at €1,000 each, namely 100% of its nominal value.
The Bonds were allocated as follows:
a) 455,966 Bonds (91.2% of the total number of issued Bonds) to Retail Investors, out of a total number of 680,773 Bonds that were validly requested (specifically, a 67,0% of the demand expressed in the specific category of investors and the specific yield was satisfied) and
b) 44,034 Bonds (8.8% of the total number of issued Bonds) to Qualified Investors, out of a total number of 308,951 Bonds that were validly requested (specifically, a 14.3% of the demand expressed in the specific category of investors and the specific yield was satisfied).
Maroussi, 02 August 2023
I.D. No ΑΝ 094179/2017
ELEFTHERIA KONTOGIANNI
I.D. No ΑO 507674/2020
SPYRIDON KASDAS I.D. No ΑB 050826/2006
THE CHIEF FINANCE OFFICER THE VICE-PRESIDENT A' OF THE BOARD
IOANNIS BOUBONARIS
I.D. No ΑM 499302/2014
PANAYIOTA ZACHARAKI
I.D. No ΑM 546618/2016
Finance & MIS Director Senior Accounting Manager
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