Quarterly Report • May 13, 2016
Quarterly Report
Open in ViewerOpens in native device viewer
PGE Polska Grupa Energetyczna S.A. Condensed interim consolidated financial statements for the 3 months period
ended March 31, 2016 in accordance with IFRS EU (in PLN million)
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 3 | ||
|---|---|---|
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION 4 | ||
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 5 | ||
| CONSOLIDATED STATEMENT OF CASH FLOWS 6 | ||
| 1. | GENERAL INFORMATION, BASIS FOR PREPARATION OF THE FINANCIAL STATEMENTS AND OTHER EXPLANATORY INFORMATION 7 General information 7 |
|
| 1.1 | Information about the parent company7 | |
| 1.2 | Information about the PGE Group8 | |
| 1.3 | Structure of the PGE Group9 | |
| 2. | Basis for preparation of the financial statements 11 | |
| 2.1 | Statement of compliance 11 | |
| 2.2 | Presentation and functional currency 11 | |
| 2.3 | New standards and interpretations published, not yet effective 11 | |
| 2.4 | Professional judgment of management and estimates 12 | |
| 3. | Changes of accounting principles and data presentation 12 | |
| 4. | Fair value hierarchy 15 | |
| EXPLANATORY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 16 | ||
| EXPLANATORY NOTES TO THE OPERATING SEGMENTS 16 | ||
| 5. | Information on operating segments 16 | |
| 5.1 | Information on business segments for the period ended March 31, 2016 17 | |
| EXPLANATORY NOTES TO THE STATEMENT OF COMPREHENSIVE INCOME 19 | ||
| 6. | Revenues and expenses 19 | |
| 6.1 | Sales revenues 19 | |
| 6.2 | Cost by nature and function 19 | |
| 6.3 | Other operating income and expenses 20 | |
| 6.4 | Financial income and expenses 21 | |
| 7. | Impairment allowances of assets 22 | |
| 8. | Tax in the statement of comprehensive income 22 | |
| EXPLANATORY NOTES TO THE STATEMENT OF FINANCIAL POSITION 23 | ||
| 9. | Significant purchase transactions of property, plant and equipment and intangible assets 23 | |
| 10. | Future investment commitment 23 | |
| 11. | Deferred tax in the statement of financial position 23 | |
| 11.1 | Deferred tax asset 23 | |
| 11.2 | Deferred tax liability 24 | |
| 12. | CO2 emission rights for captive use 24 | |
| 13. | Other current and non-current assets 25 | |
| 13.1 | Other non-current assets 25 | |
| 13.2 | Other current assets 25 | |
| 14. | Significant financial assets 25 | |
| 14.1 | Trade and other financial receivables 25 | |
| 14.2 | Cash and cash equivalents 26 | |
| 15. | Derivatives 26 | |
| 16. | Equity 27 | |
| 16.1 | Share capital 27 | |
| 16.2 | Hedging reserve 27 | |
| 16.3 | Dividends paid and dividends declared 27 | |
| 17. | Provisions 28 | |
| 17.1 | Provision for employee benefits 29 | |
| 17.2 | Rehabilitation provision 29 | |
| 17.3 | Provision for deficit of CO2 emission rights 30 | |
| 17.4 | Provision for non-contractual use of property 30 | |
| 17.5 | Other provisions 30 | |
| 18. | Financial liabilities 30 | |
| 18.1 | Loans, borrowings, bonds and lease 30 | |
| 18.2 | Trade and other financial liabilities 31 | |
| OTHER EXPLANATORY NOTES 32 | ||
| 19. | Contingent liabilities and receivables. Legal claims 32 | |
| 19.1 | Contingent liabilities 32 | |
| 19.2 | Other significant issues related to contingent liabilities 32 | |
| 19.3 | Contingent receivables 33 | |
| 19.4 | Other legal claims and disputes 33 | |
| 20. | Tax settlements 34 | |
| 21. | Information on related parties 34 | |
| 21.1 | Associates 34 | |
| 21.2 | Subsidiaries of the State Treasury 34 | |
| 21.3 | ||
| Management personnel remuneration 35 | ||
| 22. | Significant events of the reporting period and subsequent events 36 | |
| 22.1 | Compensation resulting from termination of long term contracts LTC 36 | |
| 22.2 | Signing of agreement on initiation of Polska Grupa Górnicza (Polish Mining Group) 37 |
| Note | Period ended March 31, 2016 (not audited) |
Period ended March 31, 2015 (not audited) data restated* |
|
|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | |||
| SALES REVENUES | 6.1 | 7,133 | 7,553 |
| Costs of goods sold | 6.2 | (5,605) | (5,548) |
| GROSS PROFIT/(LOSS) ON SALES | 1,528 | 2,005 | |
| Distribution and selling expenses | 6.2 | (379) | (395) |
| General and administrative expenses | 6.2 | (183) | (208) |
| Other operating income | 6.3 | 204 | 81 |
| Other operating expenses | 6.3 | (47) | (67) |
| OPERATING PROFIT/(LOSS) | 1,123 | 1,416 | |
| Financial income | 6.4 | 26 | 51 |
| Financial expenses | 6.4 | (74) | (105) |
| PROFIT/(LOSS) BEFORE TAX | 1,075 | 1,362 | |
| Current income tax | 8 | (116) | (179) |
| Deferred income tax | 8 | (90) | (85) |
| NET PROFIT/(LOSS) FOR THE REPORTING PERIOD | 869 | 1,098 | |
| OTHER COMPREHENSIVE INCOME | |||
| Items, which may be reclassified to profit or loss, including: | |||
| Valuation of hedging instruments | 16.2 | 1 | 71 |
| Foreign exchange differences from translation of foreign entities | - | (5) | |
| Deferred tax | 8 | - | (13) |
| OTHER COMPREHENSIVE INCOME FOR THE REPORTING PERIOD, NET | 1 | 53 | |
| TOTAL COMPREHENSIVE INCOME | 870 | 1,151 | |
| NET PROFIT/(LOSS) ATTRIBUTABLE TO: | |||
| – equity holders of the parent company | 870 | 1,095 | |
| – non-controlling interests | (1) | 3 | |
| COMPREHENSIVE INCOME ATTRIBUTABLE TO : | |||
| – equity holders of the parent company | 871 | 1,148 | |
| – non-controlling interests | (1) | 3 | |
| NET PROFIT/(LOSS) AND DILUTED NET PROFIT/(LOSS) PER SHARE ATTRIBUTABLE TO EQUITY | |||
| HOLDERS OF THE PARENT COMPANY (IN PLN) | 0.47 | 0.59 |
* for information regarding restatement of comparative figures please refer to note 3 of these financial statements
| Note | As at March 31, 2016 (not audited) |
As at December 31, 2015 (audited) |
As at March 31, 2015 (not audited) data restated* |
|
|---|---|---|---|---|
| NON-CURRENT ASSETS | ||||
| Property, plant and equipment | 48,205 | 47,068 | 50,296 | |
| Investment property | 32 | 30 | 31 | |
| Intangible assets | 916 | 904 | 778 | |
| Financial receivables | 14.1 | 150 | 142 | 135 |
| Derivatives | 15 | 39 | 43 | 11 |
| Available-for-sale financial assets | 15 | 15 | 15 | |
| Shares in associates accounted for under the equity method | 9 | 8 | 9 | |
| Other non-current assets | 13.1 | 956 | 1,063 | 1,488 |
| Deferred tax assets | 11.1 | 222 | 313 | 354 |
| 50,544 | 49,586 | 53,117 | ||
| CURRENT ASSETS | ||||
| Inventories | 1,854 | 1,959 | 2,241 | |
| CO2 emission rights for own use | 12 | 2,325 | 2,172 | 1,565 |
| Income tax receivables | 66 | 101 | 64 | |
| Derivatives | 15 | 8 | 7 | 27 |
| Trade and other financial receivables | 14.1 | 4,011 | 3,748 | 3,764 |
| Available-for-sale financial assets | 4 | 4 | 16 | |
| Other current assets | 13.2 | 413 | 599 | 415 |
| Cash and cash equivalents | 14.2 | 1,629 | 3,104 | 4,943 |
| Assets classified as held-for-sale | 20 | 16 | 16 | |
| 10,330 | 11,710 | 13,051 | ||
| TOTAL ASSETS | 60,874 | 61,296 | 66,168 | |
| EQUITY | ||||
| Share capital | 16.1 | 18,698 | 18,698 | 18,698 |
| Hedging reserve | 16.2 | (20) | (21) | (3) |
| Foreign exchange differences from translation of foreign entities | (1) | (1) | (6) | |
| Reserve capital | 13,009 | 13,009 | 9,231 | |
| Retained earnings | 9,506 | 8,636 | 17,996 | |
| EQUITY ATTRIBUTED TO EQUITY HOLDERS OF THE PARENT COMPANY | 41,192 | 40,321 | 45,916 | |
| Non-controlling interests | 94 | 96 | 120 | |
| TOTAL EQUITY | 41,286 | 40,417 | 46,036 | |
| NON-CURRENT LIABILITIES | ||||
| Non-current provisions | 17 | 6,109 | 6,044 | 6,165 |
| Loans, borrowings, bonds and lease | 18.1 | 5,124 | 5,118 | 4,566 |
| Derivatives | 15 | 58 | 55 | 147 |
| Deferred tax liabilities | 11.2 | 854 | 852 | 2,165 |
| Deferred income and government grants | 25.1 | 1,199 | 1,192 | 1,144 |
| Other financial liabilities | 18.2 | 35 | 34 | 15 |
| 13,379 | 13,295 | 14,202 | ||
| CURRENT LIABILITIES | ||||
| Current provisions | 17 | 2,094 | 1,809 | 2,186 |
| Loans, borrowings, bonds and lease | 18.1 | 289 | 291 | 245 |
| Derivatives | 15 | - | 34 | 15 |
| Trade and other financial liabilities | 18.2 | 2,682 | 3,945 | 2,057 |
| Income tax liabilities | 1 | 5 | 159 | |
| Deferred income and government grants | 116 | 112 | 146 | |
| Other current non-financial liabilities | 1,027 | 1,388 | 1,122 | |
| 6,209 | 7,584 | 5,930 | ||
| TOTAL LIABILITIES | 19,588 | 20,879 | 20,132 | |
| TOTAL EQUITY AND LIABILITIES | 60,874 | 61,296 | 66,168 |
* for information regarding restatement of comparative figures please refer to note 3 of these financial statements
| EQUITY ATTRIBUTED TO EQUITY HOLDERS OF THE PARENT COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|
| Share capital | Hedging reserve | Foreign exchange differences from translation of foreign entities |
Reserve capital |
Retained earnings |
TOTAL | Non controlling interests |
TOTAL EQUITY | |
| Note | 16.1 | 16.2 | ||||||
| JANUARY 1, 2015 | 18,698 | (61) | (1) | 9,231 | 16,901 | 44,768 | 116 | 44,884 |
| Net loss for the reporting period | - | - | - | - | (3,032) | (3,032) | (5) | (3,037) |
| Other comprehensive income | - | 40 | - | - | 12 | 52 | - | 52 |
| COMPREHENSIVE INCOME | - | 40 | - | - | (3,020) | (2,980) | (5) | (2,985) |
| Retained earnings distribution | - | - | - | 3,778 | (3,778) | - | - | - |
| Dividend | - | - | - | - | (1,458) | (1,458) | (4) | (1,462) |
| Changes within the PGE Group | - | - | - | - | - | - | 68 | 68 |
| Purchase of additional shares in the PGE Group companies |
- | - | - | - | (10) | (10) | (78) | (88) |
| Other changes | - | - | - | - | 1 | 1 | (1) | - |
| TRANSACTIONS WITH OWNERS | - | - | - | 3,778 | (5,245) | (1,467) | (15) | (1,482) |
| AS AT DECEMBER 31, 2015 | 18,698 | (21) | (1) | 13,009 | 8,636 | 40,321 | 96 | 40,417 |
| Net profit for the reporting period | - | - | - | - | 870 | 870 | (1) | 869 |
| Other comprehensive income | - | 1 | - | - | - | 1 | - | 1 |
| COMPREHENSIVE INCOME | - | 1 | - | - | 870 | 871 | (1) | 870 |
| Acquisition of non-controlling interest without a change in control |
- | - | - | - | - | - | (1) | (1) |
| TRANSACTIONS WITH OWNERS | - | - | - | - | - | - | (1) | (1) |
| MARCH 31,2016 | 18,698 | (20) | (1) | 13,009 | 9,506 | 41,192 | 94 | 41,286 |
| Share capital | Hedging reserve | Foreign exchange differences from translation of foreign entities |
Reserve capital |
Retained earnings |
TOTAL | Non controlling interests |
TOTAL EQUITY | |
|---|---|---|---|---|---|---|---|---|
| JANUARY 1, 2015 | 18,698 | (61) | (1) | 9,231 | 16,901 | 44,768 | 116 | 44,884 |
| Net profit for the reporting period | - | - | - | - | 1,095 | 1,095 | 3 | 1,098 |
| Other comprehensive income | - | 58 | (5) | - | 53 | - | 53 | |
| COMPREHENSIVE INCOME | - | 58 | (5) | - | 1,095 | 1,148 | 3 | 1,151 |
| Other changes | - | - | - | - | - | - | 1 | 1 |
| TRANSACTIONS WITH OWNERS | - | - | - | - | - | - | 1 | 1 |
| MARCH 31,2015 | 18,698 | (3) | (6) | 9,231 | 17,996 | 45,916 | 120 | 46,036 |
| Note | Period ended March 31, 2016 (not audited) |
Period ended March 31, 2015 (not audited) data restated* |
|
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit/(loss) before tax | 1,075 | 1,362 | |
| Income tax paid | (82) | (109) | |
| Adjustments for: | |||
| Depreciation, amortization, disposal and impairment losses | 699 | 818 | |
| Interest and dividend, net | 24 | 35 | |
| Profit / loss on investment activities | (34) | (55) | |
| Change in receivables | (266) | (152) | |
| Change in inventories | 106 | (81) | |
| Change in liabilities, excluding loans and borrowings | (812) | (617) | |
| Change in other non-financial assets, prepayments and CO2 emission rights | 15 | (58) | |
| Change in provisions | 325 | 166 | |
| Other | 18 | 52 | |
| NET CASH FROM OPERATING ACTIVITIES | 1,068 | 1,361 | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Proceeds from sale of property, plant and equipment and intangible assets | 2 | 10 | |
| Purchase of property, plant and equipment and intangible assets | (2,522) | (2,434) | |
| Deposits with a maturity over 3 months | (205) | (120) | |
| Termination of deposits over 3 months | 194 | 111 | |
| Other | 9 | - | |
| NET CASH FROM INVESTING ACTIVITIES | (2,522) | (2,433) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Proceeds from loans, borrowings and issue of bonds | 12 | 30 | |
| Repayment of loans, borrowings, bonds and finance lease | (33) | (170) | |
| Interest paid | (7) | (8) | |
| Grants received for non-current assets | 8 | - | |
| Other | - | (2) | |
| NET CASH FROM FINANCING ACTIVITIES | (20) | (150) | |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | (1,474) | (1,222) | |
| Effect of movements in exchange rates on cash held | - | 1 | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | 14.2 | 3,101 | 6,183 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 14.2 | 1,627 | 4,961 |
| Restricted cash | 388 | 441 |
* for information regarding restatement of comparative figures please refer to note 3 of these financial statements
PGE Polska Grupa Energetyczna S.A. ("parent company", "the Company", "PGE S.A.") was founded on the basis of the Notary Deed of August 2, 1990 and registered in the District Court in Warsaw, XVI Commercial Department on September 28, 1990. The Company was registered in the National Court Register of the District Court for the capital city of Warsaw, XII Commercial Department, under no. KRS 0000059307. The parent company is seated in Warsaw, 2 Mysia Street.
As at January 1, 2016 the composition of the Management Board was as follows:
From January 1, 2016 till March 31 2016 the following changes occurred in the composition of the Management Board:
As at March 31, 2016 and as at the date of preparation of these financial statements the composition of the Company's Management Board is as follows:
As at March 31, 2016 the ownership structure of the parent company is as follows:
| State Treasury | Other shareholders | Total | |
|---|---|---|---|
| As at January 1, 2016 | 58.39% | 41.61% | 100.00% |
| As at March 31, 2016 | 57.39% | 42.61% | 100.00% |
As of March 30, 2016 the State Treasury transferred 18,697,608 shares, constituting 1% of the share capital of the Company. According to the information received from the Ministry of the State Treasury, after the transaction the State Treasury holds 57.39% in the share capital of the Company. According to information available in the Company, as at the date of publication of these financial statements the sole shareholder who holds at least 5% of votes on the General Meeting of PGE S.A. is the State Treasury.
After the reporting date up to the date of preparation of these financial statements, there have been no changes in the amount of the Company's share capital.
PGE Polska Grupa Energetyczna S.A. Group ("PGE Group", "Group") comprises the parent company PGE Polska Grupa Energetyczna S.A., 50 subsidiaries subject to consolidation and 1 associate. For additional information about subsidiaries included in the consolidated financial statements please refer to notes 1.3.
The consolidated financial statements of the PGE Group comprise financial data for the period from January 1, 2016 to March 31, 2016 ("financial statements", "consolidated financial statements") and include comparative data for the period from January 1, 2015 to December 31, 2015 and from January 1, 2015 to March 31, 2015.
The financial statements of all affiliated companies were prepared for the same reporting period as the financial statements of the parent company, using consistent accounting principles except for the financial statements of the associated company.
Core operations of the PGE Group companies are as follows:
Business activities are conducted under appropriate concessions granted to particular Group companies.
These consolidated financial statements were prepared under the assumption that the Group companies will continue to operate as a going concern in the foreseeable future. As at the date of the approval of these consolidated financial statements, there is no evidence indicating that the significant Group companies will not be able to continue its business activities as a going concern. In these financial statements, the accounting rules (policy) and calculation methods are the same as the ones applied in the latest annual financial statements and they shall be read in conjunction with the audited consolidated financial statements of PGE S.A. for the year ended December 31, 2015.
During the reporting period, PGE Group consisted of the enumerated below companies, consolidated directly and indirectly:
| Entity | Entity holding shares | Share of the Group entities as at March 31, 2016 |
Share of the Group entities as at December 31, 2015 |
|
|---|---|---|---|---|
| SEGMENT: SUPPLY | ||||
| 1. | PGE Polska Grupa Energetyczna S.A. Warsaw |
The Parent Company | ||
| 2. | PGE Dom Maklerski S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 3. | PGE Trading GmbH Berlin |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 4. | PGE Obrót S.A. Rzeszów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 5. | ENESTA sp. z o.o. Stalowa Wola |
PGE Obrót S.A. | 87.33% | 87.33% |
| SEGMENT: CONVENTIONAL GENERATION | ||||
| 6. | PGE Górnictwo i Energetyka Konwencjonalna S.A. Bełchatów |
PGE Polska Grupa Energetyczna S.A | 99.97% | 99.96% |
| 7. | ELBIS sp. z o.o. Rogowiec |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 8. | MEGAZEC sp. z o.o. Bydgoszcz |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 9. | MegaSerwis sp. z o.o. Bogatynia |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 10. "ELMEN" sp. z o.o. Rogowiec |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 11. | Przedsiębiorstwo Usługowo-Produkcyjne "ELTUR-SERWIS" sp. z o.o. Bogatynia |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 12. | Przedsiębiorstwo Usługowo-Produkcyjne "TOP SERWIS" sp. z o.o. Bogatynia |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 13. | Przedsiębiorstwo Transportowo-Sprzętowe "BETRANS" sp. z o.o. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 14. | Przedsiębiorstwo Wulkanizacji Taśm i Produkcji Wyrobów Gumowych BESTGUM POLSKA sp. z o.o. Rogowiec |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| PGE Polska Grupa Energetyczna S.A. | 100.00% | - | ||
| 15. RAMB sp. z o.o. Piaski |
PGE Górnictwo i Energetyka | - | 100.00% | |
| 16. EPORE sp. z o.o. Bogatynia |
Konwencjonalna S.A. PGE Górnictwo i Energetyka Konwencjonalna S.A. |
85.38% | 85.38% | |
| 17. "Energoserwis – Kleszczów" sp. z o.o. | PGE Górnictwo i Energetyka | 51.00% | 51.00% | |
| Rogowiec | Konwencjonalna S.A. PGE Górnictwo i Energetyka |
|||
| 18. Przedsiębiorstwo Energetyki Cieplnej sp. z o.o. Zgierz |
Konwencjonalna S.A. | 50.98% | 50.98% | |
| SEGMENT: RENEWABLE ENERGY | ||||
| 19. PGE Energia Odnawialna S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 20. Elektrownia Wiatrowa Baltica-1 sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% | |
| 21. Elektrownia Wiatrowa Baltica-2 sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% | |
| 22. Elektrownia Wiatrowa Baltica-3 sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% | |
| 23. PGE Energia Natury sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% | |
| 24. PGE Energia Natury Omikron sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% | |
| 25. PGE Energia Natury PEW sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% |
Explanatory notes are an integral part of the consolidated financial statements
| Entity | Entity holding shares | Share of the Group entities as at March 31, 2016 |
Share of the Group entities as at December 31, 2015 |
|
|---|---|---|---|---|
| SEGMENT: DISTRIBUTION | ||||
| 26. PGE Dystrybucja S.A. Lublin |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| SEGMENT: OTHER OPERATIONS | ||||
| 27. PGE EJ 1 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 70.00% | 70.00% | |
| 28. PGE Systemy S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 29. EXATEL S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 30. PGE Sweden AB (publ) Stockholm |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 31. PGE Obsługa Księgowo-Kadrowa sp. z o.o. Lublin |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 32. "Elbest" sp. z o.o. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 33. Elbest Security sp. z o.o. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 34. PGE Inwest 2 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 35. PGE Inwest 4 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 36. PGE Inwest 5 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 37. PGE Inwest 6 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 38. PGE Inwest 7 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 39. PGE Inwest 8 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 40. PGE Inwest 9 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 41. PGE Inwest 10 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 42. PGE Inwest 11 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 43. PGE Inwest 12 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 44. PGE Inwest 13 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 45. PGE Inwest 14 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 46. PGE Inwest 15 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 47. PGE Inwest 16 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% | |
| 48. ENERGO-TEL S.A. Warsaw |
EXATEL S.A. | 100.00% | 100.00% | |
| 49. BIO-ENERGIA sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% | |
| 50. | Przedsiębiorstwo Transportowo-Usługowe "ETRA" sp. z o.o. Białystok |
PGE Dystrybucja S.A. | 100.00% | 100.00% |
| 51. Energetyczne Systemy Pomiarowe sp. z o.o. Białystok |
PGE Dystrybucja S.A. | 100.00% | 100.00% |
The table above includes the following changes in the structure of the PGE Group companies subject to full consolidation which took place during the period ended March 31, 2016:
on March 10, 2016 PGE Polska Grupa Energetyczna S.A. and PGE Górnictwo i Energetyka Konwencjonalna S.A. concluded agreement for purchase of 100% shares of subsidiary RAMB sp. z o.o. The transaction did not have influence on these financial statements.
These financial statements of PGE Polska Grupa Energetyczna S.A. were prepared in accordance with International Accounting Standard 34 Interim Financial Reporting and in accordance with the Regulation of the Polish Minister of Finance of February 19, 2009 on current and periodic information published by issuers of securities and on conditions under which such information may be recognized as being equivalent to information required by the regulations of law of a state which is not a member state (Dz. U. No 33, item 259) (the "Regulation").
International Financial Reporting Standards ("IFRS") comprise standards and interpretations, approved by the International Accounting Standards Board ("IASB") and International Financial Reporting Interpretation Committee ("IFRIC").
The functional currency of the parent company and the presentation currency of these consolidated financial statements is Polish Zloty ("PLN"). All amounts are in PLN million, unless indicated otherwise.
For the purpose of translation at the reporting date of items denominated in currency other than PLN the following exchange rates were applied:
| March 31, 2016 | December 31, 2015 | March 31, 2015 | |
|---|---|---|---|
| USD | 3.7590 | 3.9011 | 3.8125 |
| EUR | 4.2684 | 4.2615 | 4.0890 |
The following standards, changes in already effective standards and interpretations are not endorsed by the European Union or are not effective as at January 1, 2016:
| Standard | Description of changes | Effective date |
|---|---|---|
| IFRS 9 Financial Instruments(along with amendments) |
Changes to the classification and measurement requirements – replacement of the existing categories of financial instruments with the two following categories: measured at amortized cost and at fair value. Changes to hedge accounting. |
January 1, 2018 |
| IFRS 14 Regulatory Deferral Accounts |
Accounting and disclosure principles for regulatory deferral accounts. | January 1, 2016* |
| IFRS 15 Revenue from Contracts with Customers |
The standard applies to all contracts with customers, except for those within the scope of other IFRSs (e.g. lease contracts, insurance contracts and financial instruments). IFRS 15 clarifies principles of revenue recognition. |
January 1, 2018 |
| IFRS 16 Leases | IFRS 16 eliminates the classification of leases as either operating lease or finance lease. All contracts which meet the criteria of lease will be recognized as finance lease. |
January 1, 2019 |
| Amendments to IAS 12 | Clarification of the method of deferred tax asset settlement on unrealized losses. | January 1, 2017 |
| Amendments to IAS 7 | The initiative on changes to the disclosures. | January 1, 2017 |
| Amendments to IFRS 10, IFRS 12 and IAS 28 |
Clarification of the provisions on recognition of investment units in the consolidation. | January 1, 2016* |
| Amendments to IFRS 10 and IAS 28 |
Deals with the sale or contribution of assets between an investor and its joint venture or associate. | Not specified |
* Not approved by the EU until the approval date of these financial statements
The Capital Group intends to adopt the above mentioned new standards, amendments to standards and interpretations published by the International Accounting Standards Board but not yet effective at the reporting date, when they become effective.
The new IFRS 9 Financial Instruments introduces fundamental changes in respect of classification, presentation and measurement of financial instruments. As part of IFRS 9, new model for calculating impairment will be introduced that will require more timely recognition of expected credit losses and rules for hedge accounting will be updated. Most of all, these changes are intended to adapt the requirements in the field of risk management, allowing preparers of financial statements to reflect entity's actions more accurately. New IFRS 9 will possibly have material influence on future financial statements of the Group. At the date of preparation of these financial statements all phases of IFRS 9 have not been published and standard is not yet approved by the European Union. As a result analysis of its impact on the future financial statements of the Group has not been finished yet.
The new IFRS 15 Revenue from Contracts with Customers is intended to unify principles of revenue recognition (except for specific revenues regulated by other IFRS) and indicate disclosure requirements. Adoption of IFRS 15 may cause changes in the Company's revenue recognition. Analysis of the impact of IFRS 15 has not been completed yet, nonetheless preliminary evaluation indicates that the standard should not have significant influence on the Group's future financial statements.
The new IFRS 16 Leases changes principles for the recognition of contracts which meet the criteria of lease. The main change is to eliminate the classification of leases as either operating leases or finance leases. All contracts which meet the criteria of lease will be recognized as finance lease. Adoption of the standard will have the following effect:
The standard has been published in January 2016 and the PGE Group has not performed yet the analysis of its impact on the future financial statements.
Other standards and their changes should have no significant impact on future financial statements of the PGE Group.
Amendments to standards and interpretations that entered into force in the period from January 1, 2016 to the date of approval of these consolidated financial statements did not have significant influence on these financial statements.
In the process of applying accounting rules with regards to the below issues, management has made judgments and estimates that affect the amounts presented in the consolidated financial statements, including in other explanatory information. The estimates were based on the best knowledge of the Management Board relating to current and future operations and events in particular areas. Detailed information on the assumptions made was presented below or in relevant explanatory notes to the consolidated financial statements.
An unfavorable outcome of the dispute with the President of the Energy Regulation Office, described in note 22.1 of these financial statements, with respect to the interpretation of the LTC Act, and changes in assumptions used, including those resulting from mergers within the PGE Group, may significantly impact the estimates and as a consequence may lead to significant changes in the financial position and results of the PGE Group. It is not possible to predict the final outcome of the dispute with the President of the Energy Regulation Office as at the date of preparation of these consolidated financial statements.
Changes resulting from reviews of IFRS 2010-2012;
Amendments to IFRS 11 Settlement of acquisition of an interest in a joint operation;
The above amendments had no influence on the accounting policy and did not require amendments to the financial statements.
IFRS EU regulations do not explicitly indicate the line in the statement of profit or loss in which the impairment loss should be recognized, thus it depends on the adopted accounting policy. In practice, different approaches can be observed, however, both companies applying IFRS EU and audit firms prefer to recognize impairment losses in cost by nature (as part of the depreciation and amortization or in a separate line). Thus, the recognition or reversal of impairment losses does not affect the reported EBITDA.
In accordance with the previously applied accounting policy, the PGE Group recognized impairment losses of property, plant and equipment, intangible assets and goodwill in other operating expenses.
Starting from the interim financial statements for the period ended June 30, 2015, the PGE Group changed its accounting policy in such a way, that the recognition or reversal of impairment of property, plant and equipment, intangible assets and goodwill is included in cost by nature. According to the Group's management, the changed accounting policy applies IFRS EU regulations in a better way and provides greater transparency and comparability of financial statements with other entities.
The following items were merged in the statement of financial position: trade receivables with other financial receivables and trade liabilities with other financial liabilities.
Moreover, the PGE Group has made the following presentation changes:
New way of presentation reflects more adequately the character of the items and ensures increased comparability of the statements with other entities.
In accordance with the above, the PGE Group restated the comparative data presented in the statement of comprehensive income, statements of financial position and statement of cash flows. The restatement is presented in the below tables. Information presented in explanatory notes to the financial statements was also restated accordingly.
| Period ended March 31, 2015 published |
Change in recognition of impairment allowances |
Reclassification | Period ended March 31, 2015 data restated |
|
|---|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | ||||
| SALES REVENUES | 7,553 | - | - | 7,553 |
| Costs of goods sold | (5,507) | (24) | (17) | (5,548) |
| GROSS PROFIT ON SALES | 2,046 | (24) | (17) | 2,005 |
| Distribution and selling expenses | (395) | - | - | (395) |
| General and administrative expenses | (218) | - | 10 | (208) |
| Other operating income | 82 | - | (1) | 81 |
| Other operating expenses | (99) | 24 | 8 | (67) |
| OPERATING PROFIT | 1,416 | - | - | 1,416 |
| As at March 31, 2015 published |
Reclassification | Merger of items | As at March 31, 2015 data restated |
|
|---|---|---|---|---|
| NON-CURRENT ASSETS, including: | ||||
| Financial receivables | 13 | 122 | - | 135 |
| Derivatives | - | 11 | - | 11 |
| TOTAL NON-CURRENT ASSETS | 52,984 | 133 | - | 53,117 |
| CURRENT ASSETS, including: | ||||
| Trade and other financial receivables | - | - | 3,764 | 3,764 |
| Trade receivables | 1,920 | 627 | (2,547) | - |
| Other loans and financial assets | 1,339 | (122) | (1,217) | - |
| Other current assets | 1,042 | (627) | - | 415 |
| TOTAL CURRENT ASSETS | 13,173 | (122) | - | 13,051 |
| TOTAL ASSETS | 66,157 | 11 | - | 66,168 |
| NON-CURRENT LIABILITIES, including: | ||||
| Derivatives | - | 147 | - | 147 |
| TOTAL NON-CURRENT LIABILITIES | 14,055 | 147 | - | 14,202 |
| CURRENT LIABILITIES, including: | ||||
| Trade and other financial liabilities | - | - | 2,057 | 2,057 |
| Trade liabilities | 833 | 27 | (860) | - |
| Other financial liabilities | 1,224 | (27) | (1,197) | - |
| Financial liabilities at fair value through profit or loss / Derivatives |
151 | (136) | - | 15 |
| TOTAL CURRENT LIABILITIES | 6,066 | (136) | - | 5,930 |
| TOTAL LIABILITIES | 20,121 | 11 | - | 20,132 |
| TOTAL EQUITY AND LIABILITIES | 66,157 | 11 | - | 66,168 |
| Period ended March 31, 2015 published |
Change in recognition of impairment allowances |
Reclassification | Period ended March 31, 2015 data restated |
|
|---|---|---|---|---|
| Profit before tax | 1,362 | - | - | 1,362 |
| Adjustments for: | ||||
| Amortization, disposal and impairment | 794 | 24 | - | 818 |
| Profit / loss on investment activities | (31) | (24) | - | (55) |
| Change in receivables | (157) | - | 5 | (152) |
| Change in other non-financial assets, prepayments and CO2 emission rights |
(53) | - | (5) | (58) |
| NET CASH FROM OPERATING ACTIVITIES | 1,361 | - | - | 1,361 |
| Termination of deposits over 3 months | 25 | - | 86 | 111 |
| NET CASH FROM INVESTING ACTIVITIES | (2,519) | - | 86 | (2,433) |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | (1,308) | - | 86 | (1,222) |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD |
6,269 | - | (86) | 6,183 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD |
4,961 | - | - | 4,961 |
| Restricted cash | 526 | - | (85) | 441 |
The rules for the valuation of inventories, derivatives, stocks, shares and non-quoted instruments on the active markets, for which the fair value is not possible to be determined, are the same as presented in the separate financial statements for year ended December 31, 2015.
During the reporting period and comparative reporting period, there have been no transfers of derivatives between the first and the second level of fair value hierarchy.
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| FAIR VALUE HIERARCHY | Level 1 | Level 2 | Level 1 | Level 2 |
| CO2 emission rights | 62 | - | 98 | - |
| Inventories | 62 | - | 98 | - |
| FX forward | - | 4 | - | 7 |
| Commodity forward | - | 4 | - | - |
| CCIRS valuation | - | 39 | - | 43 |
| Financial assets | - | 47 | - | 50 |
| FX forward | - | - | - | 1 |
| Commodity forward | - | - | - | 33 |
| IRS valuation | - | 58 | - | 55 |
| Financial liabilities | - | 58 | - | 89 |
As at the reporting date, the book value of inventories amounted to PLN 1,854 million. The item contains CO2 emission rights at fair value in the amount of PLN 62 million, as presented in the table above. Valuation of derivatives is presented in note 15 of these financial statements.
Companies of the PGE Group conduct their business activities based on relevant concessions, including primarily concession on: production, trading and distribution of electricity, generation, transmission and distribution of heat, granted by the President of Energy Regulatory Office and concessions for the extraction of lignite deposits, granted by the Minister of the Environment. Concessions, as a rule, are being issued for the period between 10 and 50 years. Main concessions in the PGE Group expire in the years 2020-2038.
Relevant assets are assigned to the held concessions on lignite mining and generation and distribution of electricity and heat, which was presented in detailed information on operating segments. For holding concessions concerning electricity and heat the Group incurs annual charges dependent on the level of turnover, whereas for conducting licensed extraction of lignite the exploitation charges as well as fees for the use of mining are borne. The exploitation charges depend on the current rate and the volume of the extraction.
PGE Group presents information on operating segments in the current and comparative reporting period in accordance with IFRS 8 Operating Segments. The PGE Group' segment reporting is based on the following business segments:
Organization and management over the PGE Group is based on segment reporting separated by nature of the products and services provided. Each segment represents a strategic business unit, offering different products and serving different markets. Assignment of particular entities to operating segments is described in note 1.3 of these financial statements. As a rule, inter-segment transactions are disclosed as if they were concluded with third parties – under market conditions. The exception to this rule were new bonds issued by subsidiaries belonging the tax group with interest rates below market rates and settlements of tax losses within the tax group.
When analysing the results of particular business segments the management of the PGE Group draws attention primarily to EBITDA reached.
Atmospheric conditions cause seasonality of demand for electricity and heat, and have an impact on technical and economic conditions of their production, distribution and transmission, and thus influence the results obtained by the companies of the PGE Group.
The level of electricity sales per year is variable and depends primarily on air temperature and day length. As a rule, lower air temperature in winter and shorter days cause the growth of electricity demand, while higher temperatures and longer days during summer contribute to its decline. Moreover, seasonal changes are evident among selected groups of end users. In particular, seasonality effects are more significant for households than for the industrial sector.
Sales of heat depend in particular on air temperature and are higher in winter and lower in summer.
| Conventional Generation |
Renewables | Supply | Distribution | Other operations | Consolidation adjustments |
Total | |
|---|---|---|---|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | |||||||
| Sales revenues from external customers | 2,878 | 192 | 3,460 | 497 | 96 | 10 | 7,133 |
| Sales revenues from inter-segmenttransactions | 195 | 21 | 682 | 1,013 | 67 | (1,978) | - |
| TOTAL SEGMENT REVENUES | 3,073 | 213 | 4,142 | 1,510 | 163 | (1,968) | 7,133 |
| Costs of goods sold | (2,315) | (144) | (3,624) | (1,170) | (152) | 1,800 | (5,605) |
| EBIT *) | 680 | 49 | 132 | 273 | (17) | 6 | 1,123 |
| Financial income / (expenses), net | (48) | ||||||
| Share of profit of associates | - | ||||||
| PROFIT/(LOSS) BEFORE TAX | 1,075 | ||||||
| Income tax | (206) | ||||||
| NET PROFIT/(LOSS) FOR THE REPORTING PERIOD |
869 | ||||||
| Amortization, disposal and impairment | 320 | 65 | 7 | 282 | 32 | (7) | 699 |
| EBITDA **) | 1,000 | 114 | 139 | 555 | 15 | (1) | 1,822 |
| ASSETS AND LIABILITIES | |||||||
| Segment assets excluding trade receivables | 33,029 | 4,622 | 1,038 | 15,978 | 909 | (875) | 54,701 |
| Trade receivables | 438 | 95 | 2,577 | 741 | 125 | (1,353) | 2,623 |
| Shares in associates | 9 | ||||||
| Unallocated assets | 3,541 | ||||||
| TOTAL ASSETS | 60,874 | ||||||
| Segment liabilities excluding trade liabilities | 8,792 | 376 | 1,515 | 1,840 | 187 | (155) | 12,555 |
| Trade liabilities | 501 | 34 | 1,173 | 239 | 63 | (1,303) | 707 |
| Unallocated liabilities | 6,326 | ||||||
| TOTAL LIABILITIES | 19,588 | ||||||
| OTHER INFORMATION ON BUSINESS SEGMENT | |||||||
| Capital expenditure | 1,471 | 76 | 4 | 287 | 24 | (21) | 1,841 |
| Impairment allowances on financial and non financial assets |
12 | - | 4 | 3 | 1 | 1 | 21 |
| Other non-monetary expenses ***) | 409 | 6 | 282 | 34 | 9 | - | 740 |
*) EBIT = operating profit (loss)
**) EBITDA = EBIT + depreciation, amortization, disposal and impairment losses reflected in financial result
***) monetary expenses include mainly changes in provisions such as: rehabilitation provision, provision for CO2 emission rights, provision for jubilee awards and employee tariff that are recognized in profit or loss and other comprehensive income .
| data restated | Conventional Generation |
Renewables | Supply | Distribution | Other operations | Consolidation adjustments |
Total |
|---|---|---|---|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | |||||||
| Sales revenues from external customers | 3,316 | 200 | 3,450 | 471 | 107 | 9 | 7,553 |
| Sales revenues from inter-segment transactions | 201 | 15 | 347 | 1,070 | 66 | (1,699) | - |
| TOTAL SEGMENT REVENUES | 3,517 | 215 | 3,797 | 1,541 | 173 | (1,690) | 7,553 |
| Costs of goods sold | (2,472) | (128) | (3,230) | (1,100) | (149) | 1,531 | (5,548) |
| EBIT *) | 810 | 70 | 153 | 367 | (5) | 21 | 1,416 |
| Financial income / (expenses), net | (54) | ||||||
| Share of profit of associates | - | ||||||
| PROFIT/(LOSS) BEFORE TAX | 1,362 | ||||||
| Income tax | (264) | ||||||
| NET PROFIT/(LOSS) FOR THE REPORTING PERIOD |
1,098 | ||||||
| Amortization, disposal and impairment | 446 | 55 | 6 | 265 | 26 | (12) | 786 |
| EBITDA **) | 1,256 | 125 | 159 | 632 | 21 | 9 | 2,202 |
| ASSETS AND LIABILITIES | |||||||
| Segment assets excluding trade receivables | 36,149 | 4,029 | 1,515 | 15,321 | 829 | (1,029) | 56,814 |
| Trade receivables | 357 | 94 | 2,511 | 411 | 111 | (936) | 2,548 |
| Shares in associates | 9 | ||||||
| Unallocated assets | 6,797 | ||||||
| TOTAL ASSETS | 66,168 | ||||||
| Segment liabilities excluding trade liabilities | 8,197 | 357 | 2,109 | 1,883 | 166 | (736) | 11,976 |
| Trade liabilities | 585 | 25 | 883 | 180 | 65 | (879) | 859 |
| Unallocated liabilities | 7,297 | ||||||
| TOTAL LIABILITIES | 20,132 | ||||||
| OTHER INFORMATION ON BUSINESS SEGMENT | |||||||
| Capital expenditure | 1,042 | 68 | 4 | 263 | 33 | (17) | 1,393 |
| Impairment allowances on financial and non financial assets |
28 | - | 5 | 10 | (1) | - | 42 |
| Other non-monetary expenses ***) | 320 | 7 | 297 | 52 | 9 | - | 685 |
*) EBIT = operating profit (loss)
**) EBITDA = EBIT + depreciation, amortization, disposal and impairment losses reflected in financial result
***) monetary expenses include mainly changes in provisions such as: rehabilitation provision, provision for CO2 emission rights, provision for jubilee awards and employee tariff that are recognized in profit or loss and other comprehensive income.
| Period ended March 31, 2016 |
Period ended March 31, 2015 |
|
|---|---|---|
| SALES REVENUES | ||
| Sales of merchandise and finished goods with excise tax | 7,001 | 7,374 |
| Excise tax | (126) | (116) |
| Revenues from sale of merchandise and finished goods, including: | 6,875 | 7,258 |
| Sale of electricity | 4,678 | 4,988 |
| Sale of distribution services | 1,433 | 1,455 |
| Sale of heat | 283 | 271 |
| Sale of energy origin rights | 185 | 207 |
| Regulatory system services | 137 | 127 |
| Others sale of merchandise and materials | 159 | 210 |
| Revenues from sale of services | 128 | 133 |
| Revenues from LTC compensations | 130 | 162 |
| TOTAL SALES REVENUES | 7,133 | 7,553 |
The decrease in revenues from sale of electricity in the period ended March 31, 2016 as compared to the corresponding period of the previous year is mainly due to lower wholesale volumes and lower average price of electricity sold. Revenues from LTC compensations are described in note 22.1 of these financial statements.
| Period ended March 31, 2016 |
Period ended March 31, 2015 data restated |
|
|---|---|---|
| COST BY NATURE | ||
| Depreciation, amortization and impairment losses | 731 | 836 |
| Materials and energy | 840 | 917 |
| External services | 593 | 582 |
| Taxes and charges | 811 | 762 |
| Employee benefits expenses | 1,117 | 1,121 |
| Other cost by nature | 63 | 59 |
| TOTAL COST BY NATURE | 4,155 | 4,277 |
| Change in inventories | (29) | (44) |
| Cost of products and services for the entity's own needs | (264) | (307) |
| Distribution and selling expenses | (379) | (395) |
| General and administrative expenses | (183) | (208) |
| Cost of merchandise and materials sold | 2,305 | 2,225 |
| COST OF GOODS SOLD | 5,605 | 5,548 |
Recognition of depreciation, amortization, disposal and impairment losses of property, plant and equipment and intangible assets in the financial statement of comprehensive income is presented below.
| Depreciation, amortization and disposal | Impairment losses | |||||
|---|---|---|---|---|---|---|
| Period ended March 31, 2016 |
Property, plant and equipment |
Intangible assets |
TOTAL | Property, plant and equipment |
Intangible assets |
TOTAL |
| Cost of goods sold | 655 | 20 | 675 | 8 | - | 8 |
| Distribution and selling expenses | 4 | 2 | 6 | - | - | - |
| General and administrative expenses | 6 | 3 | 9 | - | 1 | 1 |
| TOTAL DEPRECIATION, AMORTIZATION AND IMPAIRMENT LOSSES REFLECTED IN FINANCIAL RESULT |
665 | 25 | 690 | 8 | 1 | 9 |
| Change in inventories | 1 | - | 1 | - | - | - |
| Cost of products and services for the entity's own needs TOTAL DEPRECIATION, |
31 | - | 31 | - | - | - |
| AMORTIZATION AND IMPAIRMENT LOSSES |
697 | 25 | 722 | 8 | 1 | 9 |
| Depreciation, amortization and disposal | Impairment losses | ||||||
|---|---|---|---|---|---|---|---|
| Period ended March 31, 2015 |
Property, plant and equipment |
Intangible assets |
TOTAL | Property, plant and equipment |
Intangible assets |
TOTAL | |
| Cost of goods sold | 725 | 15 | 740 | 24 | - | 24 | |
| Distribution and selling expenses | 12 | 1 | 13 | - | - | - | |
| General and administrative expenses | 7 | 2 | 9 | - | - | - | |
| TOTAL DEPRECIATION, AMORTIZATION AND IMPAIRMENT LOSSES REFLECTED IN FINANCIAL RESULT |
744 | 18 | 762 | 24 | - | 24 | |
| Change in inventories | 4 | - | 4 | - | - | - | |
| Cost of products and services for the entity's own needs TOTAL DEPRECIATION, |
46 | - | 46 | - | - | - | |
| AMORTIZATION AND IMPAIRMENT LOSSES |
794 | 18 | 812 | 24 | - | 24 |
| Period ended March 31, 2016 |
Period ended March 31, 2015 data restated |
|
|---|---|---|
| OTHER OPERATING INCOME | ||
| Adjustment of revenues from LTC compensations | 148 | - |
| Reversal of other provisions | 15 | 16 |
| Penalties, fines and compensations received | 10 | 21 |
| Grants received | 7 | 6 |
| Reversal of impairment allowances on receivables | 6 | 10 |
| Tax refunds | 4 | - |
| Property, plant and equipment, intangible assets received free of charge | 3 | 2 |
| Revenues from illegal energy consumption | 2 | 2 |
| Profit on disposal of property, plant and equipment / intangible assets | 1 | 4 |
| Surpluses / recognition of assets | - | 4 |
| Other | 8 | 16 |
| TOTAL OTHER OPERATING INCOME | 204 | 81 |
Revenues from LTC compensations are described in note 22.1 of these financial statements.
| Period ended March 31, 2016 |
Period ended March 31, 2015 data restated |
|
|---|---|---|
| OTHER OPERATING EXPENSES | ||
| Recognition of other provisions | 18 | 16 |
| Recognition of impairment allowances on receivables | 12 | 21 |
| Liquidation of damages / breakdowns | 3 | 8 |
| Legal proceedings' costs | 2 | 3 |
| Compensations | 2 | 1 |
| Liquidation of property, plant and equipment and intangible assets associated with other operations |
1 | 1 |
| Donations granted | - | 8 |
| Other | 9 | 9 |
| TOTAL OTHER OPERATING EXPENSES | 47 | 67 |
| Period ended March 31, 2016 |
Period ended March 31, 2015 |
|
|---|---|---|
| FINANCIAL INCOME FROM FINANCIAL INSTRUMENTS | ||
| Interest | 12 | 33 |
| Revaluation of financial instruments | 1 | 11 |
| Foreign exchange gain | 12 | 6 |
| FINANCIAL INCOME FROM FINANCIAL INSTRUMENTS | 25 | 50 |
| OTHER FINANCIAL INCOME | ||
| Reversal of provisions | 1 | 1 |
| OTHER FINANCIAL INCOME | 1 | 1 |
| TOTAL FINANCIAL INCOME | 26 | 51 |
The Group recognizes interest income primarily on cash and on receivables.
In the corresponding period Revaluation of financial instruments includes valuation of transactions concluded on the market for CO2 emission rights and an ineffective portion of valuation of CCIRS hedging transactions designated as hedging instruments in the cash-flow hedge accounting and total valuation of other derivatives.
| Period ended | Period ended | |
|---|---|---|
| March 31, 2016 | March 31, 2015 | |
| FINANCIAL EXPENSES FROM FINANCIAL INSTRUMENTS | ||
| Interest | 24 | 31 |
| Revaluation of financial instruments | 5 | 7 |
| Impairment loss | 1 | 2 |
| Foreign exchange losses | - | 26 |
| FINANCIAL EXPENSES FROM FINANCIAL INSTRUMENTS | 30 | 66 |
| OTHER FINANCIAL EXPENSES | ||
| Interest expenses, including unwinding of the discount | 44 | 38 |
| Other | - | 1 |
| OTHER FINANCIAL EXPENSES | 44 | 39 |
| TOTAL FINANCIAL EXPENSES | 74 | 105 |
Interest cost (unwinding of discount) of non-financial items relates mainly to provision for rehabilitation and provision for employee benefits.
| Period ended March 31, 2016 |
Period ended March 31, 2015 |
|
|---|---|---|
| IMPAIRMENT ALLOWANCES ON PROPERTY, PLANT AND EQUIPMENT | ||
| Impairment allowances raised | 8 | 28 |
| Reversal of impairment allowance | - | - |
| IMPAIRMENTALLOWANCES ON INTANGIBLE ASSETS | ||
| Impairment allowances raised | 1 | - |
| IMPAIRMENT ALLOWANCES ON INVENTORIES | ||
| Impairment allowances raised | 12 | 7 |
| Reversal of impairment allowance | 6 | 2 |
Main elements of income tax expense for the periods ended March 31, 2016 and March 31, 2015 are as follows:
| Period ended March 31, 2016 |
Period ended March 31, 2015 |
|
|---|---|---|
| INCOME TAX PRESENTED IN THE STATEMENT OF PROFIT OR LOSS | ||
| Current income tax | 102 | 165 |
| Previous periods current income tax adjustments | 14 | 14 |
| Deferred income tax | 90 | 85 |
| INCOME TAX EXPENSE PRESENTED IN THE STATEMENT OF PROFIT OR LOSS | 206 | 264 |
| INCOME TAX PRESENTED IN OTHER COMPREHENSIVE INCOME | ||
| From actuarial gains and losses from valuation of provisions for employee benefits | - | - |
| From valuation of hedging instruments | - | 13 |
| (Tax benefit) / expense recognized in other comprehensive income (equity) | - | 13 |
Previous periods current income tax adjustments relate mainly to sales of electricity for the previous year invoiced in the first quarter of the current year. In the previous period sales as recognised basing on estimates, on which deferred tax was recognised.
During the reporting period, PGE Group purchased tangible fixed assets and intangible assets of a total amount of PLN 1,841 million. The largest expenditures were incurred by Conventional Generation segment (PLN 1,471 million) and PGE Dystrybucja S.A. (PLN 287 million). The main items of expenditure were: construction of units 5 and 6 in Opole power plant (PLN 904 million) and comprehensive modernization of units 7-12 in Bełchatów power plant (PLN 267 million).
In the current period there were no significant sales transactions regarding property, plant and equipment.
As at March 31, 2016 the PGE Group committed to incur capital expenditures on property, plant and equipment of approximately PLN 13,428 million. These amounts relate mainly to construction of new power units, modernization of Group's assets and a purchase of machinery and equipment.
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| Conventional Generation | 10,819 | 11,603 |
| Distribution | 1,109 | 850 |
| Renewables | 79 | 116 |
| Supply | 2 | 3 |
| Other operations | 1,419 | 1,323 |
| TOTAL FUTURE INVESTMENT COMMITMENTS | 13,428 | 13,895 |
The most significant future investment commitments concern:
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| Difference between tax value and carrying amount of property, plant and equipment | 1,531 | 1,520 |
| Difference between tax value and carrying amount of financial assets | 33 | 31 |
| Difference between tax value and carrying amount of liabilities | 259 | 271 |
| Difference between tax value and carrying amount of inventories | 22 | 21 |
| LTC compensations | 222 | 231 |
| Rehabilitation provision | 616 | 605 |
| Provision for CO2 emission rights | 192 | 144 |
| Provisions for employee benefits | 591 | 591 |
| Other provisions | 131 | 128 |
| Energy infrastructure acquired free of charge and connection payments received | 139 | 141 |
| Other | 18 | 20 |
| DEFERRED TAX ASSET | 3,754 | 3,703 |
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| Difference between tax value and carrying amount of property, plant and equipment | 2,801 | 2,681 |
| Difference between tax value and carrying amount of energy origin units | 92 | 107 |
| Difference between tax value and carrying amount of financial assets | 327 | 357 |
| CO2 emission rights | 436 | 403 |
| LTC compensations | 711 | 671 |
| Other | 19 | 23 |
| DEFERRED TAX LIABILITY | 4,386 | 4,242 |
AFTER OFF-SET OF THE ASSET AND THE LIABILITY IN PARTICULAR COMPANIES THE GROUP'S DEFFERED TAX IS PRESENTED AS:
| Deferred tax asset | 222 | 313 |
|---|---|---|
| Deferred tax liability | (854) | (852) |
The power generating units belonging to the PGE Group maintain installations, covered with the act dated June, 12 2015 on a scheme for greenhouse gas emission allowance trading. Starting from 2013, only part of emission rights for production of heat will be granted unconditionally, while for production of electricity there is, as a rule, lack of free of charge EUA. Only on the basis of article 10c of Directive 2003/87/EC of the European Parliament and of the Council establishing a scheme for greenhouse gas emission allowance trading within the Community, the derogation is possible providing the realization of investment tasks included in National Investment Plan, which allow to reduce CO2 emission. The condition under which free of charge CO2 emission rights can be obtained is presentation of factual-financial statements from realization of tasks included in National Investment Plan.
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| EUA | Amount Value (Mg million) |
Amount (Mg million) |
Value | |
| AS AT JANUARY 1 | 77 | 2,172 | 68 | 1,552 |
| Purchase | 6 | 153 | 38 | 1,301 |
| Granted free of charge | 1 | - | 30 | - |
| Redemption | - | - | (59) | (681) |
| AS AT THE REPORTING DATE | 84 | 2,325 | 77 | 2,172 |
Additionally, in April 2016 entities of the PGE Group received free of charge CO2 emission rights in the amount of about 25 million tonnes for units generating electricity.
| As at | As at | |
|---|---|---|
| March 31, 2016 | December 31, 2015 | |
| Advances for construction in progress | 934 | 1,042 |
| Other non-current assets | 22 | 21 |
| OTHER ASSETS, TOTAL | 956 | 1,063 |
Advances for construction in progress relate mainly to investment projects conducted by the Conventional Generation segment.
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| PREPAYMENTS | ||
| Fees, agency commission | 65 | 41 |
| IT services | 7 | 7 |
| Property and tort insurance | 7 | 3 |
| Fees for the exclusion of land from agricultural production / forestry | 4 | 4 |
| Other prepayments | 55 | 19 |
| OTHER CURRENT ASSETS | ||
| VAT receivables | 214 | 388 |
| Excise tax receivables | 43 | 90 |
| Advances for deliveries of property, plant and equipment and intangible assets | 5 | 34 |
| Other current assets | 13 | 13 |
| OTHER ASSETS, TOTAL | 413 | 599 |
Fees and commissions include agency commissions, commissions on loan and fees for the use of mining. Other prepayments include concessions, fees for perpetual usufruct of land, feesfor devices positioning and for occupancy of the Right of Way.
The increased VAT receivables in the corresponding period result from the investment purchases in the Conventional Generation and Renewables segments. The amount of excise tax receivables regards the exemption from excise tax of electricity generated from renewable energy sources on the basis of a document confirming the redemption of the certificate of origin.
The carrying amount of financial assets measured at amortized cost is a reasonable estimate of their fair value.
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| non-current | Current | non-current | Current | |
| Trade receivables | - | 2,623 | - | 2,548 |
| LTC compensations | - | 1,310 | - | 1,075 |
| Deposits | 134 | 1 | 124 | 1 |
| Bails and security deposits | - | 7 | - | 37 |
| Collateral – balancing market | - | 2 | - | 18 |
| Other financial receivables | 16 | 68 | 18 | 69 |
| FINANCIAL RECEIVABLES | 150 | 4,011 | 142 | 3,748 |
Trade receivables comprise also accrual of electricity sales (PLN 607 million as at March 31, 2016 and PLN 601 million in the corresponding period).
Short-term deposits are made for different periods, from one day up to one month, depending on the Group's needs for cash, and are deposited at individually agreed interest rates.
The balance of cash and cash equivalents comprises the following positions:
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| Cash on hand and cash at bank | 829 | 1,304 |
| Overnight deposits | 44 | 57 |
| Short-term deposits | 756 | 1,743 |
| TOTAL | 1,629 | 3,104 |
| Interest accrued on cash, not received at the reporting date | - | (1) |
| Exchange differences on cash in foreign currencies | (2) | (2) |
| Cash and cash equivalents presented in the statement of cash flows | 1,627 | 3,101 |
| including restricted cash | 388 | 333 |
| Undrawn borrowing facilities | 5,511 | 5,257 |
| including overdraft facilities | 2,254 | 2,254 |
| Borrowing facilities available from Q2 2016 | 5,500 | 5,500 |
Restricted cash disclosed in the consolidated statement of cash flows relate primarily to:
cash received as a guarantee of proper execution of the contract and cash received as a tender deposit;
cash deposit securing the settlements of subsidiaries of the PGE Group with Izba Rozliczeniowa Giełd Towarowych S.A. (Warsaw Commodity Clearing House).
Credit agreements are described in note 18.1 of these financial statements.
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| Assets | Liabilities | Assets | Liabilities | |
| DERIVATIVES AT FAIR VALUE THROUGH PROFIT OR LOSS | ||||
| Currency forward | 4 | - | 7 | 1 |
| Commodity forward | 4 | - | - | 33 |
| IRS hedging transactions | - | 58 | - | 55 |
| HEDGING DERIVATIVES | ||||
| CCIRS hedging transactions | 39 | - | 43 | - |
| DERIVATIVES, TOTAL | 47 | 58 | 50 | 89 |
| current | 8 | - | 7 | 34 |
| non-current | 39 | 58 | 43 | 55 |
Commodity and currency forwards relate mainly to CO2 emissions rights trade.
In 2014 the Company concluded 2 IRS transactions, hedging the interest rate on issued bonds with a nominal value of PLN 1 billion. Payments arising from IRS transactions are correlated with interest payments on bonds. Changes in fair value of IRS transaction are recognized fully in profit or loss.
In 2003, Elektrownia Turów S.A. (currently a branch of PGE Górnictwo i Energetyka Konwencjonalna S.A.) concluded IRS hedge transactions. These transactions are aimed to hedge variable interest rates (USD LIBOR 6m) on investment credits of USD 30, 40 and 80 million from Nordic Investment Bank incurred to finance investments in Turów power plant. In these transactions, banks-contractors pay interest based on variable rate, and the company pays to bank interest based on fixed rate.
In connection with loans received from PGE Sweden AB (publ) PGE S.A. concluded a CCIRS transaction, that hedges currency and interest rate. In these transactions, banks-contractors of PGE S.A. pay interests based on a fixed rate in EUR and PGE S.A. pays interest based on a fixed rate in PLN. In the consolidated financial statements the relevant part of CCIRS transactions is recognized as a hedge of bonds issued by PGE Sweden AB (publ).
For the CCIRS transaction the Group applies hedge accounting. The impact of hedge accounting is presented in note 16.2 of these financial statements.
The basic assumption of the Group's policy regarding equity management is to maintain an optimal equity structure over the long term in order to assure a good financial standing and secure equity structure ratios that would support the operating activity of PGE Capital Group. It is also crucial to maintain a solid equity base that would be the basis to win confidence of potential investors, creditors and the market and assure further development of the Capital Group.
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| Number of Series A ordinary shares with a nominal value of PLN 10 each | 1,470,576,500 | 1,470,576,500 |
| Number of Series B ordinary shares with a nominal value of PLN 10 each | 259,513,500 | 259,513,500 |
| Number of Series C ordinary shares with a nominal value of PLN 10 each | 73,228,888 | 73,228,888 |
| Number of Series D ordinary shares with a nominal value of PLN 10 each | 66,441,941 | 66,441,941 |
| TOTAL NUMBER OF SHARES | 1,869,760,829 | 1,869,760,829 |
All shares of the Company are paid up. During the reporting period and until the date of preparation of the foregoing financial statements there were no changesin the structure and amount of the share capital.
The below table presents changes in hedging reserve due to applied cash flow hedge accounting:
| Period ended March 31, 2016 |
Year ended December 31, 2015 |
|
|---|---|---|
| AS AT JANUARY 1 | (21) | (61) |
| Change of hedging reserve, including: | 1 | 49 |
| Deferral of changes in fair value of hedging instruments recognized as an effective hedge |
(5) | 51 |
| Accrued interest on derivatives transferred from hedging reserve and recognized in interest expense |
9 | 1 |
| Currency revaluation of CCIRS transferred from hedging reserve and recognized in foreign exchange gain/ losses |
(4) | 1 |
| Ineffective portion of changes in fair value of hedging derivatives recognized in the profit or loss |
1 | (4) |
| Deferred tax | - | (9) |
| HEDGING RESERVE LESS DEFERRED TAX | (20) | (21) |
| Dividend paid or declared from the profit for the period ended | |||||
|---|---|---|---|---|---|
| March 31, 2016 | December 31, 2015 | December 31, 2014 | |||
| CASH DIVIDENDS FROM ORDINARY SHARES | |||||
| Dividend paid from retained earnings | - | - | 1,458 | ||
| Dividend paid from reserve capital | - | - | - | ||
| TOTAL CASH DIVIDENDS FROM ORDINARY SHARES | - | - | 1,458 | ||
| Cash dividends per share (in PLN) | - | - | 0.78 |
During the reporting period and till the day of the preparation of these financial statements, PGE S.A. made no advance payments of dividends.
Until the date of preparation of these financial statement suggested distribution of the Company's profit for 2015 has not been approved. According to the Dividend Policy updated in August 2015, the Company's Management Board intends to recommend dividend payment of 40-50% of the consolidated net profit adjusted by impairment of non-current assets.
On June 24, 2015, the General Shareholders Meeting of PGE S.A. resolved to distribute PLN 1,458 million from the net profit of 2014 as a dividend (that comprises dividend of PLN 0.78 per share). Dividend was paid on October 15, 2015.
The carrying amount of provisions is as follows:
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Employee benefits | 2,500 | 564 | 2,496 | 517 |
| Rehabilitation provision | 3,406 | 5 | 3,348 | 2 |
| Provision for deficit of CO2 emission rights | - | 1,011 | - | 760 |
| Provision for energy origin units held for redemption | - | 368 | - | 380 |
| Provision for non-contractual use of the property | 97 | 15 | 97 | 20 |
| Other provisions | 106 | 131 | 103 | 130 |
| TOTAL PROVISIONS | 6,109 | 2,094 | 6,044 | 1,809 |
| Employee benefits |
Rehabilitation provision |
Provision for deficit of CO2 emission rights |
Provision for energy origin units held for redemption |
Provision for non contractual use of the property |
Other provisions |
Total | |
|---|---|---|---|---|---|---|---|
| JANUARY 1, 2016 | 3,013 | 3,350 | 760 | 380 | 117 | 233 | 7,853 |
| Actuarial gains and losses excluding discount rate adjustment |
- | - | - | - | - | - | - |
| Current service costs | 18 | - | - | - | - | - | 18 |
| Past service costs | - | - | - | - | - | - | - |
| Interest costs | 20 | 24 | - | - | - | - | 44 |
| Discount rate and other assumptions adjustment |
- | - | - | - | - | - | - |
| Benefits paid / provisions used |
(178) | - | - | (271) | - | (6) | (455) |
| Provisions reversed | (3) | - | - | (3) | (16) | (6) | (28) |
| Provisions raised | 195 | 8 | 251 | 262 | 11 | 22 | 749 |
| Other changes | (1) | 29 | - | - | - | (6) | 22 |
| MARCH 31, 2016 | 3,064 | 3,411 | 1,011 | 368 | 112 | 237 | 8,203 |
| Employee benefits |
Rehabilitation provision |
Provision for deficit of CO2 emission rights |
Provision for energy origin units held for redemption |
Provision for non contractual use of the property |
Other provisions |
Total | |
|---|---|---|---|---|---|---|---|
| JANUARY 1, 2015 | 3,243 | 3,299 | 676 | 555 | 92 | 304 | 8,169 |
| Actuarial gains and losses excluding discount rate adjustment |
50 | - | - | - | - | - | 50 |
| Current service costs | 82 | - | - | - | - | - | 82 |
| Past service costs | (55) | - | - | - | - | - | (55) |
| Interest costs | 70 | 86 | - | - | - | - | 156 |
| Discount rate and other assumptions adjustment |
(122) | (224) | - | - | - | - | (346) |
| Benefits paid / provisions used |
(725) | (1) | (680) | (1,159) | (1) | (74) | (2,640) |
| Provisions reversed | (116) | (4) | (1) | (2) | (19) | (82) | (224) |
| Provisions raised | 560 | 56 | 765 | 986 | 45 | 85 | 2,497 |
| Changes in the PGE Group | (3) | - | - | - | - | - | (3) |
| Other changes | 29 | 138 | - | - | - | - | 167 |
| DECEMBER 31, 2015 | 3,013 | 3,350 | 760 | 380 | 117 | 233 | 7,853 |
PGE Group companies raise provisions for:
After the completion of the lignite mining, the area of the surface mines belonging to the PGE Group will be rehabilitated. According to the current plans, costs will be incurred in the years 2023 - 2064 (in the case of PGE Górnictwo i Energetyka Konwencjonalna S.A. Branch Kopalnia Węgla Brunatnego Bełchatów) and in years 2045-2065 (in the case of PGE Górnictwo i Energetyka Konwencjonalna S.A. Branch Kopalnia Węgla Brunatnego Turów).
The PGE Group creates provisions for rehabilitation of post-exploitation mining properties. The amount of the provision recognized in the financial statements includes also the value of Mine Liquidation Fund created in accordance with the Geological and Mining Law Act. The value of the provision as at March 31, 2016 amounted to PLN 3,098 million and as at December 31, 2014 to PLN 3,051 million.
The PGE Group power generating units raise provisions for rehabilitation of ash storages. As at the reporting date, the value of provision amounted to PLN 103 million and as at December 31, 2015 to PLN 98 million.
The companies which own wind farms create provision for rehabilitation of post-construction grounds of wind farms. As at the reporting date, the value of provision amounted to PLN 51 million and as at December 31, 2015 to PLN 49 million.
The obligation to liquidate assets and rehabilitate the area results from "The integrated permission for running electric energy and heat energy producing installation" in which the restitution of the area was specified. As at the reporting date, the value of the provision amounts to PLN 159 million (PLN 152 million as at December 31, 2015) and refers to some assets of the Conventional Generation and Renewables segments.
As a general rule, the PGE Group entities recognize provision for the shortfall of CO2 emission rights granted free of charge. In estimating the value of the provision the Group takes into account EUA purchased as well as the possibility to cover any shortage with CER or ERU certificates. As described in note 12 of these financial statements the PGE Group is entitled to receive CO2 emissions rights granted free of charge in connection to expenditures concerning investments included in National Investment Plan. The calculation of the provision includes also these rights.
Entities of the PGE Group recognize provision for damages related to a non-contractual use of property. This issue mainly relates to distribution company, which owns distribution networks. As at the reporting date the provision amounted to approximately PLN 112 million (of which 47 million relate to litigations). In the comparative period the value of the provision amounted to PLN 117 million (of which PLN 46 million related to litigations).
Other provisions comprise mainly provisions raised for claims relating to real estate tax of PLN 93 million (PLN 88 million as at December 31, 2015) and for the ongoing litigations conducted by Exatel S.A. in the amount of PLN 57 million (PLN 57 million as at December 31, 2015).
The value of financial liabilities measured at amortized cost is a rational approximation of their fair value, excluding bonds issued by PGE Sweden AB (publ).
Bonds issued by PGE Sweden AB (publ) are based on fixed interest rate. Their amortized cost presented in these financial statements as at March 31, 2016 amounted to EUR 644 million and their estimated fair value amounted to EUR 715 million. The indicators used in the valuation are recognized at Level 2 of fair value hierarchy.
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Loans and borrowings | 1,441 | 212 | 1,459 | 214 |
| Bonds issued | 3,682 | 76 | 3,658 | 76 |
| Lease | 1 | 1 | 1 | 1 |
| TOTAL LOANS, BORROWINGS, BONDS AND LEASE | 5,124 | 289 | 5,118 | 291 |
Among loans and borrowings presented above as at March 31, 2016, the PGE Group presents mainly the following facilities:
Additionally, in 2015 the parent company concluded the following loan agreements:
on December 4, 2015, the Company concluded a Loan Agreement in the amount of PLN 500 million with Bank Gospodarstwa Krajowego with the maturity date of December 31, 2028. The loan will be used to co-finance the investments and current activities of the Group. This Agreement is the second loan agreement concluded between PGE S.A. and Bank Gospodarstwa Krajowego S.A. under the program "Polish Investments" launched by the Government, whose aim is to maintain the pace of economic growth by financing selected investments.
As at March 31, 2016 the above loans were not used.
The value of available overdraft facilities amounted to PLN 2,254 million as at March 31, 2016 and as at December 31, 2015. Above overdraft facilities limits are available until April 29, 2018.
In the reporting period and after the reporting date there were no breaches of repayment or of other conditions ot the loan agreements.
The parent company has the ability to finance its own, and its subsidiaries operations through bond issue programs:
| As atMarch 31, 2016 | As at December 31, 2015 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Trade liabilities | - | 707 | - | 1,119 |
| Purchase of property, plant and equipment and intangible assets |
24 | 801 | 25 | 1,608 |
| Liabilities related to LTC | - | 1,087 | - | 1,131 |
| Bails and security deposits received | 11 | 81 | 9 | 81 |
| Insurances | - | 2 | - | - |
| Other | - | 4 | - | 6 |
| TRADE AND OTHER FINANCIAL LIABILITIES | 35 | 2,682 | 34 | 3,945 |
| As at March 31, 2016 |
As at December 31, 2015 |
|
|---|---|---|
| Contingent return of grants from environmental funds | 441 | 433 |
| Legal claims | 67 | 67 |
| Contractual fines and penalties | 12 | 12 |
| Bank guarantees | 1 | 1 |
| Other contingent liabilities | 47 | 47 |
| CONTINGENT LIABILITIES, TOTAL | 568 | 560 |
Liabilities represent the value of possible future reimbursements of funds received by the PGE Group companies from environmental funds for the particular investments. The funds will be reimbursed, if the investment for which they were granted, will not bring the expected environmental effect.
Contingent liability is mainly related to the dispute with WorleyParsons, which made a claim for remuneration in the amount of PLN 59 million payable to the claimant in the claimant's opinion, and for the return of the amount that in the claimant's opinion was unduly collected by the Company from a bank guarantee. PGE EJ 1 sp. z o.o. filed a response to the lawsuit. Moreover, the value of the claims mentioned in the WorleyParsons' lawsuit in the amount of PLN 54 million has been included in a request for payment for the amount of PLN 92 million due to termination of an agreement, which WorleyParsons filed on March 13, 2015. It is anticipated that WorleyParsons may take a separate legal action for the amount of PLN 38 million. The Company does not accept the claim and regards its possible admission by the court as unlikely.
The contingent liability comprises mainly accrued contractual fines relating to delay in realization of the investment issued by the Mayor of the City and Municipality of Gryfino to Zespół Elektrowni Dolna Odra S.A. (currently PGE Górnictwo i Energetyka Konwencjonalna S.A.). The Group committed to the Municipality of Gryfino to accomplish two investments with the total value of not less than almost PLN 8 million until the end of 2018. Failure to realize investments included in the agreement will result in claims relating to contractual fines and penalties by the Municipality of Gryfino.
Other contingent liabilities comprise the value of potential claim from WorleyParsons of PLN 38 million, which was described above and cash fines of almost PLN 6 million resulting from proceeding relating to environmental protection (breach of the conditions of disposal of sewage and deforestation in some of the PGE Group companies).
As described in note 17 of these financial statements the PGE Group recognizes provision for disputes under court proceedings, concerning non-contractual use of properties for distribution activities. In addition, in the PGE Group, there are disputes at an earlier stage of proceedings and there is a possibility of increased number of disputes in the future.
According to the concluded agreements on the purchase of fuels (mainly coal and gas), the PGE Group companies are obliged to collect the minimum volume of fuels and not to exceed the maximum level of collection of gas fuel in particular hours and months. A failure to collect a minimum volume of fuels specified in the contracts, may result in a necessity to pay some extra fee (in case of gas fuel, the volume not collected by power plants but paid up, may be collected within the next three contractual years).
In the PGE Group's opinion, the described above terms and conditions of fuel deliveries to its power generating units do not differ from terms and conditions of fuel deliveries to other power generating units on the Polish market.
As at reporting date, the PGE Group did not have significant contingent receivables. Contingent assets relate mainly to financing received from the National Fund for Environmental Protection and Water Management regarding the construction project of cogeneration unit, reimbursement of VAT and registered claims for compensations from insurers relating to fortuitous events.
Former shareholders of PGE Górnictwo i Energetyka S.A. are presenting to the courts a motion to summon PGE S.A. to attempt a settlement for payment of compensation for incorrect (in their opinion) determination of the exchange ratio of shares of PGE Górnictwo i Energetyka S.A. into shares of PGE S.A. during consolidation process that took place in 2010. The total value of claims resulting from the settlement directed by the former shareholders of PGE Górnictwo i Energetyka S.A. amounts to over PLN 10 million.
Independently of the above, on November 12, 2014 Socrates Investment S.A. (an entity which purchased claims from former PGE Górnictwo i Energetyka S.A. shareholders) filed a lawsuit to impose a compensation in the total amount of over PLN 493 million (plus interest) for damages incurred in respect of incorrect (in their opinion) determination of the exchange ratio of shares in the merger of PGE Górnictwo i Energetyka S.A. and PGE S.A.
The Company filed a response to the lawsuit on March 28, 2015. In September 2015, Socrates Investment S.A. submitted a letter which constitutes a response to the response to the lawsuit. The court hearing took place on April 27, 2016. Both of the parties upheld their previous motions and statements. The court scheduled the next hearing for August 10, 2016.
PGE S.A. does not recognize the claims of Socrates Investment S.A. and other shareholders who call for trial settlements. These claims are unfounded. In PGE S.A.'s opinion the consolidation process was conducted fairly and properly. The value of the shares, which were subject to the process of consolidation (merger), were valued by the independent company PwC Polska sp. z o.o. Additionally, the plan of the merger, including the share exchange ratio of the acquire for shares of the acquirer, was tested for correctness and fairness by the courtappointed expert, who found no irregularities. The court registered the merger.
For the reported claims, the Company has not created a provision.
On April 1, 2014, PGE S.A. received a copy of a lawsuit filed to the District Court of Warsaw by one of the shareholders. In the lawsuit, the shareholder is seeking for annulment of the resolutions 1, 2 and 4 of the Extraordinary General Meeting of the Company held on February 6, 2014. The Company filed responses to the claims. On June 22, 2015, the District Court in Warsaw issued a judgment dismissing the shareholder's claim. On July 28, 2015, the shareholder filed an appeal. The Company filed a response to the appeal.
On September 17, 2014 PGE S.A. received a copy of a lawsuit filed to the District Court of Warsaw by one of the shareholders. In the lawsuits, the shareholder is seeking for annulment of the resolution 4 of the Ordinary General Meeting of the Company held on June 6, 2014. The Company filed response to the claim. On August 13, 2015 the District Court in Warsaw dismissed in full the shareholder's claim. The verdict is not final and binding. On December 7, 2015, PGE S.A. received a copy of the plaintiff's appeal. The Company filed reply to that appeal on December 21, 2015.
On August 21, 2015 PGE S.A. received a copy of a lawsuit filed to the District Court of Warsaw by one of the shareholders. In the lawsuits, the shareholder is seeking for annulment of the resolution 5 of the Ordinary General Meeting of the Company held on June 24, 2015. PGE S.A. filed responses to the claims. The District Court in Warsaw dismissed the shareholder's claim in the verdict published on April 26, 2016.
On October 23, 2015 PGE S.A. received a copy of a lawsuit filed to the District Court of Warsaw by one of the shareholders. In the lawsuits, the shareholder is seeking for annulment of the resolution 1 of the Extraordinary General Meeting of the Company held on September 14, 2015 concerning the election of the President of the Extraordinary General Meeting. On November 23, 2015 PGE S.A. filed responses to the claims.
Tax obligations and rights are specified in the Constitution of the Republic of Poland, tax regulations and rectified international agreements. According to the tax ordinance, tax is defined as public, unpaid, obligatory and non-returnable cash liability toward the State Treasury, provincial or other regional authorities resulting from tax regulation. Taking into account the subject criterion, current taxes in Poland can be divided into five groups: taxation of incomes, taxation of turnover, taxation of assets, taxation of activities and other, not classified elsewhere.
From the point of view of economic units, the most important is the taxation of incomes (corporate income tax), taxation of turnover (value added tax, excise tax) followed by taxation of assets (real estate tax and vehicle tax). Other payments classified as quasi – taxes cannot be omitted. Among these there are social security charges.
Basic tax rates were as follows: in 2016 corporate income tax rate – 19%, basic value added tax rate – 23%, lowered: 8%, 5%, 0%, furthermore some goods and products are subject to the tax exemption.
The tax system in Poland is characterized by a significant changeability of tax regulations, their high complexity, high potential fees foreseen in case of commitment of a tax crime or violation as well as general pro-tax approach of tax authorities. Tax settlements and other activity areas subject to regulations (customs or currency controls) can be subject to controls of respective authorities that are entitled to issue fines and penalties with penalty interest. Controls may cover tax settlements for the period of 5 years after the end of calendar year in which the tax was due.
On September 18, 2014 an agreement concerning a tax group, named "TCG PGE 2015" was executed for a 25-year period. PGE S.A. is the representing company of this group.
The companies forming a tax group are obligated to meet a number of requirements including: the appropriate level of equity, the parent company's share in companies included in the group at least at the level of 95%, no equity relationships between subsidiaries, no tax arrears and share of profits in revenues at least at the level of 3% (calculated for the whole Tax Group) as well as concluding transactions with entities not belonging to TCG PGE 2015 solely on market terms. The violation of these requirements will affect in termination of the TCG PGE 2015 and the loss of status of the taxpayer. Since the termination, each of the companies included in the tax group becomes an independent taxpayer for CIT tax purpose.
Considering pending disputes the PGE Group established at the reporting date the provision for property tax in the amount of PLN 93 million. The provision relates mainly to tax proceedings with regard to property tax in selected power plants. The dispute is related to the subject of taxation and concerns mainly a decision whether installations in buildings and detached technical machinery should be taxed as autonomous constructions. Tax proceedings are currently at various stages of tax authorities proceedings, i.e. in front of first instance authorities (village mayor, mayor), local government board of appeals and administrative courts.
The PGE Group's transactions with related entities are being concluded using market prices for provided goods, products and services are based on the cost of manufacturing.
The sale of entities belonging to the PGE Group to associates in the period ended March 31,2016 amounted to PLN 3 million and in the comparative period to PLN 2 million. As at March 31, 2016 and as at December 31, 2015, the Group's trade receivables from associates amounted to PLN 2 million and PLN 1 million respectively.
The State Treasury is the dominant shareholder of PGE S.A. and as a result in accordance with IAS 24 Related Party Disclosures, State Treasury companies are treated as related entities. The PGE Group entities identify in detail transactions with approximately 40 of the biggest State Treasury subsidiaries.
The total value of transactions with such entities is presented in the table below.
| Period ended March 31, 2016 |
Period ended March 31, 2015* |
|
|---|---|---|
| Sales to related parties | 623 | 553 |
| Purchases from related parties | 835 841 |
|
| * data restated in the comparative period | ||
| As at March 31, 2016 |
As at December 31, 2015 |
|
| Trade receivables from related parties | 338 | 383 |
| including overdue | 45 | 14 |
| Trade liabilities to related parties | 277 | 387 |
| including overdue | - | - |
The largest transactions with the State Treasury companies involve Polskie Sieci Elektroenergetyczne S.A., PKN Orlen S.A. and purchases of coal from Polish mines. The increase in sales from related parties is mainly due to the increase of sales volume of certificates to related parties.
Moreover, the PGE Group concludes significant transactions on the energy market via the Towarowa Giełda Energii S.A. (Polish Power Exchange). Due to the fact that this entity only deals with the organization of trading, purchases and sales transacted through this entity are not recognized as transactions with related parties.
The key management includes the Management Boards and Supervisory Boards of the parent company and significant Group entities.
| PLN thousand | Period ended March 31, 2016 |
Period ended March 31, 2015 |
|---|---|---|
| Short-term employee benefits (salaries and salary related costs) | 7,054 | 7,427 |
| Post-employment and termination benefits | 5,456 | 432 |
| TOTAL REMUNERATION OF KEY MANAGEMENT PERSONNEL | 12,510 | 7,859 |
| Remuneration of key management personnel of entities of non-core operations | 2,412 | 3,913 |
| TOTAL REMUNERATION OF MANAGEMENT PERSONNEL | 14,922 | 11,772 |
| PLN thousand | Period ended March 31, 2016 |
Period ended March 31, 2015 |
|---|---|---|
| Management Board of the parent company | 3,907 | 1,550 |
| Supervisory Board of the parent company | 103 | 110 |
| Management Boards – subsidiaries | 8,018 | 5,856 |
| Supervisory Boards – subsidiaries | 482 | 343 |
| TOTAL | 12,510 | 7,859 |
| Remuneration of key management personnel of entities of non-core operations | 2,412 | 3,913 |
| TOTAL REMUNERATION OF MANAGEMENT PERSONNEL | 14,922 | 11,772 |
Increase of the remuneration of the management personnel in the first quarter of 2016 is mainly caused by provision raised for the remuneration of the former Management Board members due to so called non-competition clause.
The Members of the Management Boards of some of the Group companies are employed on the basis of civil law contracts for management (so called management contracts). The above remuneration is included in other costs by nature disclosed in note 6.2 Costs by nature and function.
Due to the termination of long-term contracts for sale of capacity and electricity, pursuant to the LTC Act, power generating units who once served as parties to such contracts have acquired the right to compensations for the coverage of the so-called stranded costs. Stranded costs are the expenses of the power generating units, borne until May 1, 2004 for property, plant and equipment related to the production of electricity, uncovered by revenue from the sales of the electricity produced, capacity reserves and system services on the competitive market, after the premature termination of the long-term contract. The LTC Act limits the total resources which can be paid out to all power generating units to cover stranded costs discounted as of January 1, 2007 to the sum of PLN 11.6 billion, with PLN 6.3 billion attributable to PGE.
Table: Basic data for Group power generating units assumed with the LTC Act.
| Power generating unit | Effective term of the Act | Maximum stranded and extra costs |
|---|---|---|
| Turów Power Plant | Up to 2016 | 2,571 |
| Opole Power Plant | Up to 2012 | 1,966 |
| Dolna Odra Power Plant Complex | Up to 2010 | 633 |
| Lublin Wrotków CHP Plant | Up to 2010 | 617 |
| Rzeszów CHP Plant | Up to 2012 | 422 |
| Gorzów CHP Plant | Up to 2009 | 108 |
| TOTAL | 6,317 |
Within the term stipulated by the LTC Act, i.e. until December 31, 2007, PGE S.A. signed contracts terminating its long-term capacity and electricity sales contracts with power generating units who once served as parties to the then effective LTC. Therefore, the power generating units have gained the right to receive resources to cover stranded costs.
Some generating entities, currently branches of PGE GiEK S.A., became entitled to receive funds to cover stranded costs (so-called "LTC compensation") pursuant to the LTC Act. The LTC Act is ambiguous in many points and raise important questions of interpretation. The calculation of the estimated results of each entity and resulting compensations, annual adjustments of stranded costs and final adjustments as well as resulting revenues recognized in the statement of comprehensive income was performed by the Group with the best of its knowledge in this area and with support of external experts.
Until the preparation date of this report, producers from PGE Group received decisions on annual adjustments of stranded costs and costs related to natural gas fired entities for 2008-2014. The part of these decisions were disadvantageous for the particular entities and the Group believes that they were issued in violation of the Long-Term Contracts Act. As a consequence, since 2009, a number of proceedings have been pending before the Regional Court in Warsaw - Competition and Consumer Protection Court ("CCP Court") and before the Court of Appeal. As at the preparation date of this report, majority of the proceedings are conducted before the Supreme Court.
In 2016:
cassation appeal with the Supreme Court. Claim value in this case amounts to approx. PLN 142 million. The company intends to apply for payment of that amount to Zarządca Rozliczeń S.A.
In the financial statements for the period ended March 31, 2016, the Group recognized LTC revenue in sales revenue in the amount of PLN 130 million.
The verdict of the Court of Appeal on determining the annual adjustment for stranded costs due to GiEK S.A. Branch Elektrownia Opole for 2010 caused an adjustment of LTC settlements of nearly PLN (+) 173 million in the financial statements for the period ended March 31, 2016. Moreover, refusal to accept the cassation appeal for examination in case of the annual adjustment of costs arising in gas-fired units at PGE GiEK S.A. Branch Elektrociepłownia Lublin Wrotków and Branch Elektrociepłownia Rzeszów for 2010 and unfavourable ruling of the Supreme Court in case of the annual adjustment of costs arising in gas-fired units at PGE GiEK S.A. Branch Elektrociepłownia Lublin Wrotków for 2009 caused an adjustment of LTC settlements of PLN (-) 25 million in the financial statements for the period ended March 31, 2016.
Above adjustments are presented after compensation in the statement of the comprehensive income in other operating revenues.
The value of disputes in all matters relating to the years 2008 – 2012 amounts to PLN 1,660 million, including the value of disputes favourably resolved for PGE Group by the Court of Appeal and a favourable final judgment by the CCP Court in the amount of PLN 1,563 million.
In the period 2008 – March 31, 2016 the PGE Capital Group recognised LTC revenues in total amount of PLN 7,365 million.
On April 28, 2016 PGE Górnictwo i Energetyka Konwencjonalna S.A., the Company's subsidiary, signed the Investment Agreement (the "Agreement") specifying the financial investment conditions (the"Investment") in Polska Grupa Górnicza Sp. z o.o.(PGG). The parties to the Agreement are: PGE Górnictwo i Energetyka Konwencjonalna S.A., ENERGA Kogeneracja S.A., PGNiG TERMIKA S.A., Węglokoks S.A., Towarzystwo Finansowe "Silesia" Sp. z o.o., Fundusz Inwestycji Polskich Przedsiębiorstw FIZAN (jointly referred later to as the "Investors") and PGG.
PGG will operate on the basis of selected mining assets, to be acquired from Kompania Węglowa S.A. ("KW") (including 11 hard coal mines, 4 operational units and support, managing and supervisory functions of KW headquarters that will be transferred therewith),
The Agreement specifies the Investment conditions, including inter alia, conditions of PGG recapitalisation by the Investors, operating rules of PGG and corporate governance rules, including method of Investors' supervision over PGG.
Recapitalisation of PGG in total amount of PLN 2,417 million, will take place in 3 tranches within which PGE Górnictwo i Energetyka Konwencjonalna S.A. will pay a total of PLN 500 million, including:
The particular tranches will be released, on the condition, inter alia, that terms of PGG bonds issue are not breached.
PGG shall function on the basis of the business plan, which aims at optimisation of coal production costs and achieving defined profitability levels. Business Plan assumes that in 2017 PGG will generate positive cash flows for the Investors. The Agreement foresees several mechanisms allowing for on-going monitoring of the financial standing of PGG, including execution of the business plan and taking further optimization measures, among others, in case of adverse changes in market conditions. The Agreement assumes that each shareholder of PGG is entitled to appoint, recall and suspend one member of the Supervisory Board (individual rights).
Due to lack of control over the company, PGE S.A. does not plan to consolidate PGG under full consolidation method.
These consolidated financial statements were approved for publication by the Management Board of the parent company on May 11, 2016.
Warsaw, May 11, 2016
Signatures of the Members of the Management Board of PGE Polska Grupa Energetyczna S.A.
| President of the | |
|---|---|
| Management Board | Henryk Baranowski |
| The Vice-President of the | |
| Management Board | Marta Gajęcka |
| The Vice-President of the | |
| Management Board | Bolesław Jankowski |
| The Vice-President of the | |
| Management Board | Marek Pastuszko |
| The Vice-President of the | |
| Management Board | Paweł Śliwa |
| The Vice-President of the | |
| Management Board | Ryszard Wasiłek |
| The Vice-President of the | |
| Management Board | Emil Wojtowicz |
Signature of the person responsible for preparation of the financial statements Michał Skiba - Director of Financial Reporting and Tax Department
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.