Quarterly Report • Nov 13, 2018
Quarterly Report
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PGE Polska Grupa Energetyczna S.A. Quarterly financial report for the 3- and 9-month period
ended September 30, 2018, in accordance with IFRS EU (in PLNm)
| I. | PGE GROUP CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE 3-MONTH AND 9-MONTH PERIOD ENDED SEPTEMBER 30, 2018, IN ACCORDANCE WITH IFRS EU (IN PLNM) 4 |
|
|---|---|---|
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 4 | ||
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION 5 | ||
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 6 | ||
| CONSOLIDATED STATEMENT OF CASH FLOWS 7 | ||
| GENERAL INFORMATION, BASIS FOR PREPARATION OF FINANCIAL STATEMENTS AND OTHER EXPLANATORY INFORMATION 8 | ||
| 1. | General information 8 | |
| 1.1 | Information on the parent 8 | |
| 1.2 | Information on PGE Group 8 | |
| 1.3 1.4 |
PGE Group's composition 9 Accounting for new acquisitions 12 |
|
| 2. | Basis for preparation of financial statements12 | |
| 2.1 | Statement of compliance 12 | |
| 2.2 | Presentation and functional currency 13 | |
| 2.3 | New standards and interpretations published, not yet effective 13 | |
| 2.4 | Professional judgment of management and estimates14 | |
| 3. | Impairment tests on property, plant and equipment, intangible assets and goodwill 14 | |
| 4. | Changes in accounting principles and data presentation 15 | |
| 5. | Fair value hierarchy 20 | |
| EXPLANATORY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS21 | ||
| EXPLANATORY NOTES TO OPERATING SEGMENTS21 | ||
| 6. | Information on operating segments 21 | |
| 6.1 | Information on business segments22 | |
| EXPLANATORY NOTES TO THE CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME24 | ||
| 7. | Revenue and costs 24 | |
| 7.1 | Revenue from sales24 | |
| 7.2 | Costs by nature and function 25 | |
| 7.3 | Other operating income and expenses26 | |
| 7.4 | Finance income and finance expenses27 | |
| 7.5 | Share of profit of entities accounted for using the equity method27 | |
| 8. | Impairment losses on assets28 | |
| 9. | Tax in the statement of comprehensive income 28 | |
| EXPLANATORY NOTES TO THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION28 | ||
| 10. | Significant additions and disposals of property, plant and equipment and intangible assets 28 | |
| 11. | Future investment commitments29 | |
| 12. | Shares accounted for using the equity method 29 | |
| 13. | Deferred tax in the statement of financial position30 | |
| 13.1 | Deferred income tax assets30 | |
| 13.2 | Deferred income tax provision 30 | |
| 14. | CO2 emission allowances for captive use 30 | |
| 15. | Selected financial assets 31 | |
| 15.1 | Trade and other financial receivables 31 | |
| 15.2 | Cash and cash equivalents31 | |
| 16. | Derivatives and other assets measured at fair value through profit or loss 32 | |
| 17. | Equity33 | |
| 17.1 | Share capital33 | |
| 17.2 | Hedging reserve34 | |
| 17.3 | Dividends paid and recommended for payment34 |
| 18. | Provisions 34 |
|---|---|
| 18.1 | Provision for employee benefits35 |
| 18.2 | Rehabilitation provision 35 |
| 18.3 | Provision for shortage of CO2 emission allowances35 |
| 18.4 | Provision for energy origin certificates held for redemption35 |
| 18.5 | Provision for claims concerning non-contractual use of property36 |
| 18.6 | Other provisions36 |
| 19. | Financial liabilities36 |
| 19.1 | Loans, borrowings, bonds and leases36 |
| 19.2 | Trade and other financial liabilities37 |
| 20. | Other current non-financial liabilities 38 |
| OTHER EXPLANATORY NOTES38 | |
| 21. | Contingent liabilities and receivables. Legal claims38 |
| 21.1 | Contingent liabilities38 |
| 21.2 | Other significant issues related to contingent liabilities39 |
| 21.3 | Contingent receivables39 |
| 21.4 | Other legal claims and disputes 39 |
| 22. | Tax settlements 41 |
| 23. | Information on related parties42 |
| 23.1 | Associates and jointly controlled entities 42 |
| 23.2 | State Treasury-controlled companies42 |
| 23.3 | Management remuneration43 |
| 24. | Significant events during and after the reporting period44 |
| 24.1 | Tender offer for 100% of Polenergia S.A. shares 44 |
| II. | PGE POLSKA GRUPA ENERGETYCZNA S.A. QUARTERLY FINANCIAL INFORMATION FOR THE 3- AND 9-MONTH PERIODS |
| ENDED SEPTEMBER 30, 2018, IN ACCORDANCE WITH IFRS EU (IN PLNM)45 | |
| SEPARATE STATEMENT OF COMPREHENSIVE INCOME 45 | |
| SEPARATE STATEMENT OF FINANCIAL POSITION 46 | |
| SEPARATE STATEMENT OF CHANGES IN EQUITY47 | |
| SEPARATE STATEMENT OF CASH FLOWS 48 | |
| 1. | Changes in accounting principles and data presentation 49 |
| III. | APPROVAL OF QUARTERLY FINANCIAL REPORT50 |
| Note | 3 months ended September 30, 2018 |
9 months ended ended September 30, 2018 |
3 months ended September 30, 2017 |
9 months ended ended September 30, 2017 |
|
|---|---|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | (unaudited) | (unaudited) | (unaudited) | (unaudited) | |
| SALES REVENUES | 7.1 | 6,091 | 18,962 | 6,073 | 16,693 |
| Cost of goods sold | 7.2 | (5,068) | (14,922) | (3,759) | (11,631) |
| GROSS PROFIT ON SALES | 1,023 | 4,040 | 2,314 | 5,062 | |
| Distribution and selling expenses | 7.2 | (280) | (991) | (282) | (882) |
| General and administrative expenses | 7.2 | (225) | (736) | (156) | (501) |
| Other operating income | 7.3 | 64 | 271 | 57 | 259 |
| Other operating expenses | 7.3 | (50) | (221) | (50) | (123) |
| OPERATING PROFIT | 532 | 2,363 | 1,883 | 3,815 | |
| Finance income | 7.4 | 19 | 116 | 1 | 145 |
| Finance expenses | 7.4 | (73) | (378) | (81) | (347) |
| Share of profit of entities accounted for using the equity | |||||
| method | 7.5 | 15 | 58 | 10 | 11 |
| GROSS PROFIT | 493 | 2,159 | 1,813 | 3,624 | |
| Current income tax | 9 | (74) | (396) | (108) | (356) |
| Deferred income tax | 9 | (16) | (64) | (243) | (311) |
| NET PROFIT FOR THE REPORTING PERIOD | 403 | 1,699 | 1,462 | 2,957 | |
| OTHER COMPREHENSIVE INCOME | |||||
| Items that may be reclassified to profit or loss in the future: | |||||
| Valuation of financial instruments | 17.2 | (4) | (5) | (1) | (1) |
| Valuation of hedging instruments | 17.2 | (72) | (37) | 12 | (60) |
| Foreign exchange differences from translation of foreign | (1) | 3 | 3 | (3) | |
| entities | 9 | ||||
| Deferred tax Items that may not be reclassified to profit or loss in the |
14 | 8 | (2) | 12 | |
| future: | |||||
| Share of profit of entities accounted for using the equity | (1) | - | - | - | |
| method | |||||
| OTHER COMPREHENSIVE INCOME FOR THE REPORTING PERIOD, NET |
(64) | (31) | 12 | (52) | |
| TOTAL COMPREHENSIVE INCOME | 339 | 1,668 | 1,474 | 2,905 | |
| NET PROFIT ATTRIBUTABLE TO: | |||||
| – equity holders of the parent company | 416 | 1,697 | 1,463 | 2,960 | |
| – non-controlling interests | (13) | 2 | (1) | (3) | |
| COMPREHENSIVE INCOME ATTRIBUTABLE TO: | |||||
| – equity holders of the parent company | 352 | 1,666 | 1,475 | 2,908 | |
| – non-controlling interests | (13) | 2 | (1) | (3) | |
| EARNINGS AND DILUTED EARNINGS PER SHARE | |||||
| ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT COMPANY (IN PLN) |
0.22 | 0.91 | 0.78 | 1.58 |
| As at | As at | ||
|---|---|---|---|
| Note | September 30, 2018 | December 31, 2017 | |
| (unaudited) | (audited) | ||
| restated data* | |||
| NON-CURRENT ASSETS | |||
| Property, plant and equipment | 10 | 59,995 | 59,010 |
| Investment property | 46 | 50 | |
| Intangible assets | 10 | 1,013 | 1,032 |
| Financial receivables | 15.1 | 168 | 158 |
| Derivatives and other assets measured at fair value through profit or loss | 16 | 252 | 222 |
| Shares and other equity instruments | 55 | 47 | |
| Shares accounted for using the equity method | 12 | 752 | 634 |
| Other non-current assets | 477 | 524 | |
| CO2 emission allowances for captive use | 14 | 357 | 402 |
| Deferred income tax assets | 13.1 | 554 | 571 |
| 63,669 | 62,650 | ||
| CURRENT ASSETS | |||
| Inventories | 2,312 | 1,890 | |
| CO2 emission allowances for captive use | 14 | 1,246 | 1,040 |
| Income tax receivables | 12 | 36 | |
| Derivatives and other assets measured at fair value through profit or loss | 16 | 89 | 83 |
| Trade and other financial receivables | 15.1 | 4,201 | 3,522 |
| Shares and other equity instruments | 1 | 5 | |
| Other current assets | 635 | 391 | |
| Cash and cash equivalents | 15.2 | 1,326 | 2,552 |
| 9,822 | 9,519 | ||
| ASSETS CLASSIFIED AS HELD FOR SALE | 12 | 14 | |
| TOTAL ASSETS | 73,503 | 72,183 | |
| EQUITY | |||
| Share capital | 17.1 | 19,165 | 19,165 |
| Reserve capital | 19,872 | 15,328 | |
| Hedging reserve | 17.2 | 49 | 83 |
| Foreign exchange differences from translation | (1) | (4) | |
| Retained earnings | 8,111 | 10,556 | |
| EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT | 47,196 | 45,128 | |
| Equity attributable to non-controlling interests | 1,107 | 1,250 | |
| TOTAL EQUITY | 48,303 | 46,378 | |
| NON-CURRENT LIABILITIES | |||
| Non-current provisions | 18 | 5,811 | 5,651 |
| Loans, borrowings, bonds and lease | 19.1 | 6,333 | 8,422 |
| Derivatives | 16 | 17 | 18 |
| Deferred income tax provision | 13.2 | 1,408 | 1,302 |
| Deferred income and government grants | 610 | 1,038 | |
| Other financial liabilities | 19.2 | 488 | 379 |
| Other non-financial liabilities | 17 | - | |
| 14,684 | 16,810 | ||
| CURRENT LIABILITIES | |||
| Current provisions | 18 | 1,774 | 1,991 |
| Loans, borrowings, bonds and leases | 19.1 | 4,569 | 1,623 |
| Derivatives | 16 | 64 | 106 |
| Trade and other financial liabilities | 19.2 | 2,073 | 3,231 |
| Income tax liabilities | 113 | 196 | |
| Deferred income and government grants | 73 | 115 | |
| Other non-financial liabilities | 20 | 1,850 | 1,733 |
| 10,516 | 8,995 | ||
| TOTAL LIABILITIES | 25,200 | 25,805 | |
| TOTAL EQUITY AND LIABILITIES | 73,503 | 72,183 |
* restatement of comparative data is described in note 4 of these consolidated financial statements.
| Share capital | Reserve capital |
Hedging reserve | Exchange differences from translation |
Retained earnings |
Total | Non-controlling interests |
Total equity |
||
|---|---|---|---|---|---|---|---|---|---|
| Note | 17.1 | 17.2 | |||||||
| DECEMBER 31, 2017 restated data * | 19,165 | 15,328 | 83 | (4) | 10,556 | 45,128 | 1,250 | 46,378 | |
| Effect of IFRS 15 implementation | - | - | - | - | 340 | 340 | - | 340 | |
| JANUARY 1, 2018 | 19,165 | 15,328 | 83 | (4) | 10,896 | 45,468 | 1,250 | 46,718 | |
| Net profit for the reporting period | - | - | - | - | 1,697 | 1,697 | 2 | 1,699 | |
| Other comprehensive income | - | - | (34) | 3 | - | (31) | - | (31) | |
| COMPREHENSIVE INCOME FOR THE PERIOD | - | - | (34) | 3 | 1,697 | 1,666 | 2 | 1,668 | |
| Retained earnings distribution | - | 4,544 | - | - | (4,544) | - | - | - | |
| Dividend | - | - | - | - | - | - | (39) | (39) | |
| Inclusion of companies in consolidation | - | - | - | - | 27 | 27 | 20 | 47 | |
| Settlement of purchase of additional shares in subsidiaries |
- | - | - | - | 34 | 34 | (142) | (108) | |
| Capital increase by minority shareholders | - | - | - | - | - | - | 18 | 18 | |
| Other changes | - | - | - | - | 1 | 1 | (2) | (1) | |
| TRANSACTIONS WITH OWNERS | - | 4,544 | - | - | (4,482) | 62 | (145) | (83) | |
| SEPTEMBER 30, 2018 | 19,165 | 19,872 | 49 | (1) | 8,111 | 47,196 | 1,107 | 48,303 |
* restatement of comparative data is described in note 4 of these consolidated financial statements.
| Share capital | Reserve capital |
Hedging reserve | Exchange differences from translation |
Retained earnings |
Total | Non-controlling interests |
Total equity |
||
|---|---|---|---|---|---|---|---|---|---|
| Note | 17.1 | 17.2 | |||||||
| JANUARY 1, 2017 | 19,165 | 13,730 | 147 | 3 | 9,634 | 42,679 | 96 | 42,775 | |
| Net profit for the reporting period | - | - | - | - | 2,960 | 2,960 | (3) | 2,957 | |
| Other comprehensive income | - | - | (49) | (3) | - | (52) | - | (52) | |
| COMPREHENSIVE INCOME | - | - | (49) | (3) | 2,960 | 2,908 | (3) | 2,905 | |
| Retained earnings distribution | - | 1,598 | - | - | (1,598) | - | - | - | |
| Dividend | - | - | - | - | - | - | (2) | (2) | |
| Settlement of purchase of additional shares in subsidiaries |
- | - | - | - | 2 | 2 | (3) | (1) | |
| Other changes | - | - | - | - | 1 | 1 | - | 1 | |
| TRANSACTIONS WITH OWNERS | - | 1,598 | - | - | (1,595) | 3 | (5) | (2) | |
| SEPTEMBER 30, 2017 | 19,165 | 15,328 | 98 | - | 10,999 | 45,590 | 88 | 45,678 |
| Period ended | Period ended | ||
|---|---|---|---|
| Note | September 30, | September 30, 2017 | |
| 2018 | (unaudited) | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | (unaudited) | restated data* | |
| Gross profit | 2,159 | 3,624 | |
| Income tax paid | (462) | ||
| (473) | |||
| Adjustments for: | |||
| Share of profit of entities accounted for using the equity method | (58) | (11) | |
| Depreciation, amortisation, disposal and impairment losses | |||
| Interest and dividend, net | 2,778 | 2,291 | |
| 163 | 101 | ||
| Profit / loss on investing activities | (18) | 41 | |
| Change in receivables | (679) | (691) | |
| Change in inventories | (410) | 324 | |
| Change in liabilities, excluding loans and borrowings | (207) | (262) | |
| Change in other non-financial assets, prepayments and CO2 emission allowances | (478) | 768 | |
| Change in provisions | (92) | (439) | |
| Other | (17) | (39) | |
| NET CASH FROM OPERATING ACTIVITIES | 2,668 | 5,245 | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Purchase of property, plant and equipment and intangible assets | (4,270) | (4,338) | |
| Recognition of deposits with maturity over 3 months | (372) | (203) | |
| Termination of deposits with maturity over 3 months | 358 | 2,486 | |
| Purchase of financial assets | (103) | (218) | |
| Sale of subsidiaries after offsetting sold cash | - | 272 | |
| Inclusion of companies in consolidation | 18 | - | |
| Other | 30 | 31 | |
| NET CASH FROM INVESTING ACTIVITIES | (4,339) | (1,970) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Increase in stake in Group companies | (111) | - | |
| Proceeds from share issue for non-controlling interests | 18 | - | |
| Proceeds from loans, borrowings and issue of bonds | 1,979 | 7 | |
| Repayment of loans, borrowings, bonds and finance leasing | (1,223) | (113) | |
| Interest paid | (201) | (230) | |
| Other | (17) | (4) | |
| NET CASH FROM FINANCING ACTIVITIES | 445 | (340) | |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | (1,226) | 2,935 | |
| Net exchange differences | - | - | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD | 15.2 | 2,551 | 2,666 |
| CASH AND CASH EQUIVALENTS AT THE END OF PERIOD | 15.2 | 1,325 | 5,601 |
* restatement of comparative data is described in note 4 ofthese consolidated financialstatements.
PGE Polska Grupa Energetyczna S.A. ("Parent," "Company," "PGE S.A.") was founded on the basis of a Notary Deed of August 2, 1990, and registered in the District Court in Warsaw, XVI Commercial Department on September 28, 1990. The Company wasregistered in the National Court Register of the District Court for the Capital City of Warsaw, XII Commercial Department, under no. KRS 0000059307. The Company'sregistered office isin Warsaw, ul. Mysia 2.
As at January 1, 2018 and on the date on which these financial statements were published, the Company's Management Board was as follows:
As at September 30, 2018, the parent's ownership structure was asfollows:
| State Treasury | Other shareholders | Total | |
|---|---|---|---|
| As at December 31, 2017 | 57.39% | 42.61% | 100.00% |
| As at September 30, 2018 | 57.39% | 42.61% | 100.00% |
The ownership structure as at particular reporting dates was prepared on the basis of data available to the Company.
According to information known to the Company as of the date on which these financial statements were prepared, the State Treasury wasthe only shareholder with at least 5% of votes at the general meeting of PGE S.A.
PGE Group ("PGE Group," "Group") includes the parent, PGE Polska Grupa Energetyczna S.A., 58 consolidated subsidiaries, 3 associates and 1 jointly controlled entity. For additional information about subordinated entities included in the consolidated financial statements please referto note 1.3.
These consolidated financial statements of PGE Group comprise financial data for the period from January 1, 2018 to September 30, 2018 ("financial statements," "consolidated financial statements") and include comparative data for the period from January 1, 2017 to September 30, 2017 and as at December 31, 2017.
These condensed consolidated interim financial statements do not cover all of the information and disclosures required in annual financial statements and they should be read in conjunction with the Group's consolidated financial statements for the year ended December 31, 2017, approved for publication on March 6, 2018.
The financial statements of all subordinated entities were prepared for the same reporting period as the financial statements of the parent company, using consistent accounting principles.
PGE Group companies' core activities are asfollows:
Business activities are conducted under appropriate concessions granted to particular Group companies.
These financial statements were prepared under the assumption that the Group's 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 their business activities as a going concern.
The same accounting rules (policies) and calculation methods were applied in these financial statements as in the most recent annual financial statements, except for changes resulting from the entry into force of IFRS 9 Financial Instruments and IFRS 15 Contracts with Customers. A detailed description of the changes is presented in note 4. These financial statements should be read in conjunction with PGE Group's consolidated financialstatementsforthe year ended December 31, 2017, published on March 6, 2018.
During the reporting period, PGE Group consisted of the following subsidiaries, consolidated directly and indirectly:
| Entity | Entity holding stake | Stake held by PGE Group entities as at September 30, 2018 |
Stake held by PGE Group entities as at December 31, 2017 |
|
|---|---|---|---|---|
| SEGMENT: SUPPLY | ||||
| 1. | PGE Polska Grupa Energetyczna S.A. Warsaw |
Parent | ||
| 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. | PGE Centrum sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 6. | PGE Nowa Energia sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 7. | ENESTA sp. z o.o. Stalowa Wola |
PGE Obrót S.A. | 87.33% | 87.33% |
| 8. | PGE Paliwa sp. z o.o. Kraków |
PGE Energia Ciepła S.A. | 100.00% | 100.00% |
| SEGMENT: CONVENTIONAL GENERATION | ||||
| 9. | PGE GiEK S.A. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 10. | PGE Energia Ciepła S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100,00% | 99.52% |
| 11. | PGE Toruń S.A. Toruń |
PGE Energia Ciepła S.A. | 95.22% | 95.22% |
| 12. | PGE Gaz Toruń sp. z o.o. Warsaw |
PGE Energia Ciepła S.A. | 50.04% | 50.04% |
| 13. | Zespół Elektrociepłowni Wrocławskich KOGENERACJA S.A. Wrocław |
PGE Energia Ciepła S.A. Investment III B.V. |
58.07% - |
17.74% 32.26% |
| 14. | Elektrociepłownia Zielona Góra S.A. Zielona Góra |
Zespół Elektrociepłowni Wrocławskich KOGENERACJA S.A. |
98.40% | 98.40% |
| 15. | ELBIS sp. z o.o. Rogowiec |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 16. | MEGAZEC sp. z o.o. Bydgoszcz |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 17. | MegaSerwis sp. z o.o. Bogatynia |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 18. | "ELMEN" sp. z o.o. Rogowiec |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 19. | Przedsiębiorstwo Usługowo-Produkcyjne "ELTUR-SERWIS" sp. z o.o. Bogatynia |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| Przedsiębiorstwo Usługowo-Produkcyjne "TOP SERWIS" sp. z o.o. Bogatynia |
PGE Polska Grupa Energetyczna S.A. | - | 100.00% | |
| 20. | Przedsiębiorstwo Transportowo-Sprzętowe "BETRANS" sp. z o.o. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 21. | Przedsiębiorstwo Wulkanizacji Taśm i Produkcji Wyrobów Gumowych BESTGUM POLSKA sp. z o.o. Rogowiec |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 22. | RAMB sp. z o.o. Piaski |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 23. | EPORE sp. z o.o. Bogatynia |
PGE GiEK S.A. | 85.38% | 85.38% |
| 24. | "Energoserwis – Kleszczów" sp. z o.o. Rogowiec |
PGE GiEK S.A. | 51.00% | 51.00% |
| 25. | Przedsiębiorstwo Energetyki Cieplnej sp. z o.o. Zgierz |
PGE GiEK S.A. | 50.98% | 50.98% |
The additional notes constitute an integral part of these consolidated financial statements.
| Entity | Entity holding stake | Stake held by PGE Group entities as at September 30, 2018 |
Stake held by PGE Group entities as at December 31, 2017 |
|
|---|---|---|---|---|
| SEGMENT: RENEWABLES | ||||
| 26. | PGE Energia Odnawialna S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 27. | Elektrownia Wiatrowa Baltica-1 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. PGE Energia Odnawialna S.A. |
100.00% - |
- 100.00% |
| 28. | Elektrownia Wiatrowa Baltica-2 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. PGE Energia Odnawialna S.A. |
100.00% - |
- 100.00% |
| 29. | Elektrownia Wiatrowa Baltica-3 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. PGE Energia Odnawialna S.A. |
100.00% - |
- 100.00% |
| PGE Energia Natury PEW sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | - | 100.00% | |
| 30. | PGE Klaster sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% |
| SEGMENT: DISTRIBUTION | ||||
| 31. | PGE Dystrybucja S.A. Lublin |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| SEGMENT: OTHER ACTIVITY | ||||
| 32. | PGE EJ 1 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 70.00% | 70.00% |
| 33. | PGE Systemy S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 34. | PGE Sweden AB (publ) Stockholm |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| Investment III B.V. Amsterdam |
PGE Energia Ciepła S.A. | - | 100.00% | |
| 35. | PGE Synergia sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 36. | "Elbest" sp. z o.o. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 37. | Elbest Security sp. z o.o. Bełchatów |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 38. | PGE Inwest 2 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 39. | PGE Inwest 5 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 40. | PGE Ventures sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 41. | PGE Inwest 8 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 42. | PGE Inwest 9 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 43. | PGE Inwest 10 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 44. | PGE Inwest 11 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 44. | PGE Inwest 12 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 46. | PGE Inwest 13 S.A. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 47. | PGE Inwest 14 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 48. | PGE Inwest 16 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 49. | PGE Inwest 17 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 50. | PGE Inwest 18 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 51. | PGE Inwest 19 sp. z o.o. Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 52. | Towarzystwo Funduszy Inwestycyjnych Energia S.A. (formerly PGE Towarzystwo Funduszy Inwestycyjnych S.A.) Warsaw |
PGE Polska Grupa Energetyczna S.A. | 100.00% | 100.00% |
| 53. | BIO-ENERGIA sp. z o.o. Warsaw |
PGE Energia Odnawialna S.A. | 100.00% | 100.00% |
| 54. | Przedsiębiorstwo Transportowo-Usługowe "ETRA" sp. z o.o. Białystok |
PGE Dystrybucja S.A. | 100.00% | 100.00% |
| 55. | Energetyczne Systemy Pomiarowe sp. z o.o. Białystok |
PGE Dystrybucja S.A. | 100.00% | 100.00% |
| 56. | PGE Ekoserwis sp. z o.o. Wrocław |
PGE Energia Ciepła S.A. | 84.15% | 84.15% |
| 57. | ZOWER sp. z o.o. * Czerwionka-Leszczyny |
PGE Energia Ciepła S.A. | 100.00% | 100.00% |
| Entity | Entity holding stake | Stake held by PGE Group entities as at September 30, 2018 |
Stake held by PGE Group entities as at December 31, 2017 |
|
|---|---|---|---|---|
| 58. | Przedsiębiorstwo Usługowo - Handlowe TOREC sp. z o.o. * Toruń |
PGE Toruń S.A. | 50.04% | 50.04% |
| Zakłady Pomiarowo-Badawcze Energetyki Energopomiar sp. z o.o. * | PGE Polska Grupa Energetyczna S.A. PGE Górnictwo i Energetyka |
22.78% | 22.78% | |
| 59. | Gliwice | Konwencjonalna S.A. | 22.14% | 22.14% |
| PGE Energia Ciepła S.A. | 7.38% | 7.38% |
* During the present period, three subsidiaries were included in consolidation that previously had not been consolidated due to immateriality:
The table above includes the following changes in the structure of PGE Group companies subject to full consolidation which took place during the period ended September 30, 2018:
As a result of the purchase of shares in PGE Energia Ciepła S.A. and KOGENERACJA, equity attributable to PGE Group increased by PLN 34 million, while equity attributable to non-controlling interests decreased by PLN 142 million.
On October 18, 2018 ordinary General Meeting of PGE Górnictwo i Energetyka Konwencjonalna S.A. and PGE Energia Ciepła S.A. adopted resolution concerning demerger of PGE Górnictwo i Energetyka Konwencjonalna S.A. (divided company), pursuant to which the following branches of PGE Górnictwo i Energetyka Konwencjonalna will be carved out from PGE Górnictwo i Energetyka Konwencjonalna S.A. into PGE Energia Ciepła S.A.:
As at the date of approval of these financialstatement, the demerger was notregistered in the National Court Register.
The transaction between PGE Polska Grupa Energetyczna S.A. and EDF International SAS and EDF Investment II B.V. concerning the sale of EDF's assets in Poland pursuant to a Conditional Share Sale Agreement of May 19, 2017, was finalised on November 13, 2017. Initial recognition of the acquisition of EDF's assets was done for the purposes of the consolidated financial statements for 2017. In the present period, a process consisting of the valuation of tangible and intangible assets of the acquired entities was completed,so that the final accounting forthe assets and liabilities of the acquired entitiesisincluded in these financialstatements.
The following table presents a summary of the recognised assets and liabilities as at the acquisition date.
| Values as atNovember 13, 2017 | |||||
|---|---|---|---|---|---|
| Initialrecognition | Adjustments | Finalrecognition | |||
| Property, plant and equipment and intangible assets | 4,710 | 745 | 5,455 | ||
| Other property, plant and equipment | 951 | (85) | 866 | ||
| Inventories | 398 | 11 | 409 | ||
| Cash and cash equivalents | 186 | - | 186 | ||
| Other current assets | 1,166 | (1) | 1,165 | ||
| Total assets | 7,411 | 670 | 8,081 | ||
| Loans and borrowings | 2,839 | - | 2,839 | ||
| Provisions | 478 | - | 478 | ||
| Otherliabilities | 1,759 | 48 | 1,807 | ||
| Total liabilities | 5,076 | 48 | 5,124 | ||
| Net assets of acquired entities | 2,335 | 622 | 2,957 |
The following table presents accounting forthe acquisition and goodwill arising on consolidation.
| Values as atNovember 13, 2017 | |||||
|---|---|---|---|---|---|
| Initialrecognition | Adjustments | Finalrecognition | |||
| Net assets of acquired entities | 2,335 | 622 | 2,957 | ||
| Net assets attributable to non-controlling interests | (1,067) | (87) | (1,154) | ||
| Exclusion of liabilities(subrogation) | 2,285 | - | 2,285 | ||
| PGE Group'sstake in net assets of acquired entities | 3,553 | 535 | 4,088 | ||
| Cash transferred | 1,992 | - | 1,992 | ||
| Subrogation of liabilities | 2,285 | - | 2,285 | ||
| Total acquisition price | 4,277 | - | 4,277 | ||
| Goodwill arising on consolidation | 724 | (535) | 189 |
The goodwill recognised by PGE Group arises from the fact that in accordance with PGE Group's assumptions discounted cash flows from operating activitiesthat will be generated by the acquired assets will be higherthan the net asset value of the acquired companies, established in accordance with IFRS 3. The acquisition of control over EDF's assets in Poland will generate synergies for the Group's entire cogeneration activities, and the acquired assets will be managed and analysed together with other assets in this area. Thus, goodwill will be allocated to the entire cogeneration activity.
The goodwillrecognised does not constitute goodwill fortax purposes.
Due to fair value measurement of assets and final recognition of the acquisition, the net result for the period from November 14 to December 31, 2017 was adjusted by PLN (62) million (of which PLN (60) million was attributable to shareholders of the parent and PLN (2) million to non-controlling interests). The changed data for the comparative period is presented in note 4 to these financial statements.
These financialstatements are prepared in accordance with International Accounting Standard 34 Interim Financial Reporting and in the scope required under the Minister of Finance Regulation of March 29, 2018 on current and periodic information provided by issuers of securities and conditions of recognition as equivalent information required by the law of a non-Member State (Official Journal 2018, items 512 and 685).
IFRS comprise standards and interpretations, approved by the International Accounting Standards Board ("IASB") and the 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 millions(PLNm), unlessindicated otherwise.
For the purpose of translation at the reporting date of items denominated in currency other than PLN the following exchange rates were applied:
| September 30, 2018 | December 31, 2017 | September 30, 2017 | |
|---|---|---|---|
| USD | 3.6754 | 3.4813 | 3.6519 |
| EUR | 4.2714 | 4.1709 | 4.3091 |
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, 2018:
| Standard | Description of changes | Effective date |
|---|---|---|
| IFRS 14 Regulatory Deferral Accounts |
Accounting and disclosure principlesfor regulatory deferral accounts. | Standard in the current version will not be effective in the EU |
| Amendmentsto IFRS 10 and IAS 28 | Deals with the sale or contribution of assets between an investor and itsjoint venture or associate. |
Postponed indefinitely |
| IFRS 16 Leases | The standard eliminatesthe classification of leases as either operating or finance lease in the lessee's accounts. All contracts which meet the criteria of lease will be recognized asfinance lease. |
January 1, 2019 |
| Amendmentsto IFRS 9 | These changes apply to the right of early repayment with negative fees. | January 1, 2019 |
| IFRIC 23 Uncertainty over income | Thisinterpretation appliesto establishing taxable revenue, tax base, unsettled tax | January 1, 2019 |
| tax treatments | losses, unused tax rebates and tax rates. | |
| Amendmentsto IAS 28 | This amendment concerns measurement of non-current investmentsin | January 1, 2019 |
| associates | ||
| Annual improvementsto IFRS (cycle 2015-2017) |
A collection of amendments dealing with: IFRS 3 - measurement of existing stake in a joint operation; IFRS 11 - no measurement of existing stake in a joint operation; IFRS 12 - income tax consequences of dividends; IAS 23 - financing costs when an asset is ready for its intended use. |
January 1, 2019 |
| Amendmentsto IAS 19 | Amendments concern defined-benefit plans. | January 1, 2019 |
| Amendmentsto the Conceptual | These amendments aim to harmonise the Conceptual Framework | January 1, 2020 |
| Framework | ||
| IFRS 17 Insurance contracts | Defines a new approach to recognising revenue and profit/loss in the period in which insurance services are provided |
January 1, 2021 |
| Amendments to IFRS 3 | These changes clarify the definition of economic activity | January 1, 2020 |
PGE 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 standard 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 in the lessee's accounts. All contracts which meet the criteria of a lease will be recognised as a finance lease. Adoption of the standard will have the following effect:
PGE is currently analysing the potential impact of IFRS 16 on itsfuture financialstatements. The Group inventoried its contractsin order to identify those that contain a lease or a lease component in accordance with IFRS 16.
The following areas were identified as potentially being influenced by IFRS 16:
The Group is currently analysing which of these agreements should be recognised and measured as a lease contract, what interest rate should be used for measuring the liability, how to define the lease term and which exemptions and simplifications from IFRS 16 to use.
The largest impact on the consolidated financial statements will come from recognising perpetual usufruct assets and a lease liability related to the recognition of rights to perpetual usufruct of land. According to preliminary estimates, the balance sheet total as at January 1, 2019 might increase by nearly PLN 0.6 billion due to this. Interest rates used for particular PGE Group companies for the purposes of transfer pricing were applied to measurement and it was assumed that the liability will be settled over the period for which the right had been granted unless there are justified indications that the right will be used for a shorter period (e.g. in the case of minesthisis a period for which coal is expected to be mined).
Analysis of the standard has not been finished. The aforementioned conclusions and estimates of the impact on future financial statements are subject to change.
The otherstandards and amendmentsshould not have a majorimpact on PGE Group'sfuture financialstatements.
In the process of applying accounting rules with regards to the below issues, management has made judgements and estimates that affect the amounts presented in the consolidated financial statements, including in other explanatory information. The estimates are 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 is presented below orin respective explanatory notes.
Uncertainties concerning tax treatment are described in note 22 to the consolidated financialstatements. No significant changesin the value of estimates having impact on these consolidated financialstatementstook place.
Property, plant and equipment is PGE Group's most significant group of assets. Due to changeable macroeconomic conditions PGE Group regularly verifies the impairment indicators of its assets. When assessing the market situation PGE Group uses both its own analytical tools and independent think tanks'support.
In previous reporting periods, PGE Group recognized substantial impairment allowances of property, plant and equipment of Conventional Generation segment and the Renewables segment. Key assumptions and results of impairment test conducted in 2017 are described in PGE Group's consolidated financialstatementsfor 2017.
In the third quarter of 2018, the Group analysed impairment indications and did not identify factors that could result in changes to the asset valuesin the above segments, as compared to the results of analyses carried out at the end of the first half of 2018.
Due to the above, according to PGE Group, the results of tests conducted as at May 31, 2018, and described in the condensed consolidated interim financial statements for the 6-month period ended June 30, 2018, are valid as at September 30, 2018. However in the following years of 2018 and 2019 the crucial settlements are awaited and related to i.a. expected revenues from capacity market orsupport of cogeneration units, which have a significant impact on value-in-use of Group's assets.
The accounting principles (policies) applied in preparing these consolidated financial statements are consistent with those applied in preparing the Group's consolidated financial statements for 2017, except as stated below. The following amendments to IFRSs are applied in these financial statementsin line with their effective dates. Amendments relating to IFRS 9 and IFRS 15 as well as a change in outgoing method for CO2 emission allowances are described below. The other amendments did not have material impact on the presented and disclosed financial information orthey were not applicable to the Group'stransactions:
IFRS 9 replaced IAS MSR 39 Financial instruments: recognition and measurement and is effective for annual periods beginning on or after January 1, 2018. IFRS addressed three areas related to financial instruments: classification and measurement, impairment and hedge accounting.
Financial assets are subject to classification in the following categories of financial instruments:
The classification of financial assetsis based on the business model and characteristics of cash flows.
A debt instrument is measured at amortised cost if both ofthe following conditions are met:
A debt instrument is measured at FVTOCI if both of the following conditions are met:
All other debt instrumentsthat are not mentioned above must be measured at fair value through profit orloss(FVTPL).
All equity investments are measured at fair value. If an equity investment is not held for trading, the Group can make an irrevocable decision to recognise changes at FVTOCI if the instrument is not held for trading. For equity instruments held for trading, changesin fair value are recognised in profit orloss.
All standard transactions of purchase or sale of financial assets are recognised at the transaction date, i.e. at the date on which the entity committed to purchase the asset. Standard transactions of purchase or sale of financial assets are transactions in which delivery of the asset is explicitly stated by law or customsin a given market.
An impairment model is based on expected credit losses and itsscope coversthe following:
The Group applies requirements concerning impairment in order to recognise and measure impairment on expected credit losses on these financial assets that are measured at fair value through other comprehensive income. A loss allowances is recognised in other comprehensive income and does notreduce the balance sheet value of the financial asset in the statement of financial position.
With the exception of purchased or originated credit impaired financial assets, expected credit losses are required to be measured through a loss allowance at an amount equal to:
The impairment of a financial asset if the credit risk of that financial instrument has increased significantly since initial recognition, regardless of whether it was measured separately or collectively, should take into account all rational and documentable information, including forward-looking data.
The Group appliesthe following rulesfor estimating and recognising loss allowances on financial assets:
The Group classified financial liabilitiesin one of the following categories:
After analysis, the Group decided not to implement the changesresulting from IFRS 9 regarding hedge accounting from January 1, 2018.
The Group applied IFRS 9 from January 1, 2018, withoutrestating its comparative data.
The Group analysed the business model as at the first date of application of IFRS 9, i.e. January 1, 2018, and subsequently applied retrospectively, regardless of what business model was used in previousreporting periods on these assetsfor which recognition had not ceased prior to January 1, 2018. The Group analysed compliance with SPPI criteria based on facts and circumstances at the moment of the initialrecognition of financial assets.
If PGE Group had applied IFRS 9 in its financial statements for 2017, impairment losses on financial assets as at December 31, 2017, would have been approx. PLN 4 million higher. Equity as at December 31, 2017 would have decreased by about PLN 4 million gross(no impact on deferred tax).
Due to the insignificant impact of the new standard, its effects were not recognised in retained earnings as at January 1, 2018. Starting from January 1, 2018, PGE Group recognises expected credit lossesin accordance with IFRS 9 requirements.
Changes in the classification of financial instruments resulted in the change of name of several items from the statement of financial position but no amounts were reclassified between items.
IFRS 15 repeals IAS 11 Construction Contracts, IAS 18 Revenue and related interpretations, and applies to all contracts with customers, with the exception of those that fall under the scope of other standards. The new standard establishes the Five Step Model for recognising revenue from contracts with customers. According to IFRS 15, revenue is recognised in the amount that - according to the entity's expectations- is due in exchange for delivery of the goods orservicesto the customer.
Revenue is recognised so as to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
The Group recognisesrevenue from a contract with a client only if all of the following criteria are met:
Upon contract execution, the Group analyses the goods or services covered by the contract with the client and identifies as a performance obligation all commitmentsto provide the client with:
The Group recognisesrevenue when the performance obligation concerning the goods and servicesis met (or is in the process of being met). The transfer of the asset occurs when the client obtains control over the asset, i.e. gains the ability to directly manage the asset and obtain largely all other benefitsfrom it.
The Group transfers control over goods orservices overtime and thussatisfiesthe performance obligation and recognisesrevenue over time if one of the following conditionsis met:
For each performance obligation over time, the Group recognises revenue over time, measuring the degree of performance of this obligation. The aim of this measurement is to establish progress in performing this obligation to transfer control over goods or services promised to the client (i.e. degree of obligation performance).
The Group applied IFRS 15 from the date it enters into force, i.e. January 1, 2018, without restating its comparative data. In connection with this, as at January 1, 2018, the Group recognised PLN 340 million in retained earnings, as a one-off settlement of revenue from connection fees, which prior to entry into force of IFRIC 18 Transfers of Assets from Customers, i.e. prior to July 1, 2009, had been recognised as deferred income and were settled over time, whereas under IFRS 15 they should be accounted for on a one-off basis when the connection is made.
The impact of applying IFRS 15 on the Group's consolidated financialstatementsin the third quarter of 2018, compared to IAS 11, IAS 18 and the related interpretations, is presented below.
| Connection fees Transition fee and September 30, 2018 |
Gas distribution | September 30, 2018 | |||
|---|---|---|---|---|---|
| published data | renewables fee | and transmission | without IFRS 15 | ||
| STATEMENT OF PROFIT OR LOSS | |||||
| SALES REVENUES | 18,962 | 28 | 460 | 20 | 19,470 |
| COST OF GOODS SOLD | (14,922) | - | (460) | (20) | (15,402) |
| GROSS PROFIT | 2,159 | 28 | - | - | 2,187 |
| Income tax | (460) | (5) | - | - | (465) |
| NET PROFIT FOR THE REPORTING PERIOD | 1,699 | 23 | - | - | 1,722 |
| STATEMENT OF FINANCIAL POSITION | |||||
| Retained earnings | 6,412 | (340) | - | - | 6,072 |
| Net profit | 1,699 | 23 | - | - | 1,722 |
| TOTAL EQUITY | 48,303 | (317) | - | - | 47,986 |
| Deferred income tax provision | 1,408 | (69) | - | - | 1,339 |
| Deferred income and governments grants | 683 | 386 | - | - | 1,069 |
| TOTAL LIABILITIES | 25,200 | 317 | - | - | 25,517 |
The transition fee and renewables fee, which are collected from end users by PGE Dystrybucja S.A. and PGE Górnictwo i Energetyka Konwencjonalna S.A., and then passed on to the Transmission System Operator ("TSO"), constitute a sort of fee collected from electricity end users, which is why in accordance with IFRS 15 they should not be treated asrevenue. From the beginning of 2018, these fees are recognised on a net basis. The renewablesfee for 2018 iszero.
For gas distribution and transmission services, PGE Obrót S.A. serves as intermediary and therefore has no influence over the key parameters of the services - this is governed by existing regulations concerning terms for the distribution of gas fuel. PGE Obrót is not responsible forfailure to perform, orincorrect performance, of framework agreementsto provide gasfuel distribution and transmission services. It also does not bear the risk ofstoring inventories prior to thisservice being provided to the client. It has no influence over the prices of distribution and transmission services. Given the above, in accordance with IFRS 15, revenues and costsrelated to distribution and transmission services are recognised in net valuesfrom the beginning of 2018.
The Group decided not to apply early any other standards, interpretations or amendments that were published but are not yet effective.
In previousreporting periods, PGE Group applied the first in, first out method (FIFO) to CO2 emission allowances. The outgoing method for CO2 emission allowances has a direct impact on the measurement of a provision for shortages of free emission allowances, which is created in an amount that is equal to the best estimate of costs necessary to perform the redemption obligation with respect to CO2 emission allowances. PGE Group purchases CO2 emission allowances when sales are contracted, i.e. in a great majority of cases- priorto actual emission. Because CO2 emissions concerning contracted sales are purchased both in derivative transactions and on-going, the FIFO method did not reflect the commercial substance faithfully how PGE Group secures its demand for allowances. Given the above, PGE Group voluntarily changed rules for CO2 accounting to the detailed identification method. Because when a transaction to purchase CO2 emission allowances, the Group allocates a given bath to the given period and this method credibly presents the transaction's economic substance.
If PGE Group did not change its accounting policy in thisscope, in the period ended on and as at September 30, 2018 this would result in the following:
Applying the specific identification method in estimating the provision for shortage of free emission allowances in earlier periods does not yield a different result than the FIFO method, which presented the actual usage of emission allowances, in connection with which the change in accounting policy did not have an impact on the financial results presented in previous reporting periods and does not require comparative data to be restated.
Change in presentation of employee benefits concerning accrued leave and bonuses
In the present period, the Group decided to change the way in which it presents employee benefits concerning accrued leave, bonuses and similar from the item "provisions" to the item "other non-financial liabilities." According to the Group, this method of presentation better meetsthe requirements of IFRS 19 Employee Benefits.
PGE Group restated its comparative data presented in the statements of financial position. The restatement is presented in the table below. Information presented in notesto these financialstatements was also restated accordingly.
Final accounting forthe acquisition of EDF's assetsin Poland
As described in note 1.4 to these financial statements, during the analysed period PGE Group conducted a final accounting for the acquisition of the assets and liabilities of EDF's Polish companies. Fair value measurement of property, plant and equipment, intangible assets and investment properties by external appraisers resulted in changes in values from the preliminary accounting for the acquisition as of November 13, 2017 and resultsforthe period from November 14 to December 31, 2017.
Given the above reasons, comparative data for previous periods wasrestated asshown below.
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION | As at | Final | Change | As at |
|---|---|---|---|---|
| December 31, 2017 |
accounting | of presentation | December 31, 2017 |
|
| published data | of EDF acquisition |
restated data | ||
| NON-CURRENT ASSETS, including: | ||||
| Property, plant and equipment | 58,620 | 390 | - | 59,010 |
| Investment property | 47 | 3 | - | 50 |
| Intangible assets | 1,281 | (249) | - | 1,032 |
| Deferred income tax assets | 651 | (80) | - | 571 |
| TOTAL NON-CURRENT ASSETS | 62,586 | 64 | - | 62,650 |
| CURRENT ASSETS, including: | ||||
| Inventories | 1,879 | 11 | - | 1,890 |
| TOTAL CURRENT ASSETS | 9,508 | 11 | - | 9,519 |
| ASSETS CLASSIFIED AS HELD FOR SALE | 12 | 2 | - | 14 |
| TOTAL ASSETS | 72,106 | 77 | - | 72,183 |
| EQUITY, including | ||||
| Retained earnings | 10,616 | (60) | - | 10,556 |
| EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT | 45,188 | (60) | - | 45,128 |
| Equity attributable to non-controlling interests | 1,165 | 85 | - | 1,250 |
| TOTAL EQUITY | 46,353 | 25 | - | 46,378 |
| NON-CURRENT LIABILITIES, including: | ||||
| Non-current provisions | 5,666 | - | (15) | 5,651 |
| Deferred income tax provision | 1,250 | 52 | - | 1,302 |
| TOTAL NON-CURRENT LIABILITIES | 16,773 | 52 | (15) | 16,810 |
| CURRENT LIABILITIES, including: | ||||
| Current provisions | 2,404 | - | (413) | 1,991 |
| Other non-financial liabilities | 1,305 | - | 428 | 1,733 |
| TOTAL CURRENT LIABILITIES | 8,980 | - | 15 | 8,995 |
| TOTAL LIABILITIES | 25,753 | 52 | - | 25,805 |
| TOTAL EQUITY AND LIABILITIES | 72,106 | 77 | - | 72,183 |
| CONSOLIDATED STATEMENT OF CASH FLOWS | As at | As at | ||
| September 30, | Change in | September 30, | ||
| 2017 published data |
presentation | 2017 restated data |
||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||
| Adjustment for items, including: | ||||
| Change in liabilities, excluding loans and borrowings | (411) | 149 | (262) | |
| Change in provisions | (290) | (149) | (439) | |
| NET CASH FROM OPERATING ACTIVITIES | 5,245 | - | 5,245 |
The principles for valuation of inventories, derivatives, shares and instruments not quoted on active markets, for which fair value may not be determined reliably, are the same as presented in the financialstatementsforthe year ended December 31, 2017.
The Group measures derivatives at fair value using valuation models for financial instruments based on publicly available exchange rates, interest rates, discount curves in particular currencies (applicable also for commodities which prices are denominated in these currencies) derived from active markets. The fair value of derivatives is determined based on discounted future cash flows from transactions, calculated on the difference between the forward rate and transaction price. Forward exchange rates are not modelled as separate risk factor, but are derived from the spotrate and appropriate forward interestrate forforeign currenciesin relation to PLN.
| As at September 30, 2018 | As at December 31, 2017 | |||
|---|---|---|---|---|
| FAIR VALUE HIERARCHY | Level 1 | Level 2 | Level 1 | Level 2 |
| Currency forwards | - | 22 | - | 2 |
| Commodity forwards | - | 13 | - | 14 |
| Commodity SWAP | - | 56 | - | 64 |
| Contracts for purchase/sale of coal | - | 3 | - | 9 |
| Measurement of CCIRS transactions | - | 101 | - | 44 |
| Measurement of IRS transactions | - | 65 | - | 98 |
| Options | - | 15 | - | 24 |
| Fund participation units | - | 66 | - | 50 |
| Financial assets | - | 341 | - | 305 |
| Currency forwards | - | 45 | - | 82 |
| Commodity SWAP | - | 6 | - | 7 |
| Contracts for purchase/sale of coal | - | 22 | - | 20 |
| Measurement of IRS transactions | - | 8 | - | 15 |
| Financial liabilities | - | 81 | - | 124 |
During the current and comparative reporting periods, there have been no transfers of financial instruments between the first and the second level of fair value hierarchy.
PGE Group companies conduct their business activities based on relevant concessions, including primarily concession on: production, trade 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 forthe period between 10 and 50 years. PGE Group's key concessions 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 its concessions concerning electricity and heat the Group incurs annual charges dependent on the level of turnover, whereasfor conducting licensed extraction of lignite the exploitation charges as well asfees forthe use of mining are borne. The exploitation charges depend on the currentrate 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. PGE Group'segment reporting is based on the following businesssegments:
Organisation and management over 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 consolidated financial statements. As a rule, inter-segment transactions are disclosed as if they were concluded with third parties – under market conditions. When analysing the results of particular businesssegmentsthe management of PGE Group draws attention primarily to EBITDA.
In November 2017, PGE Group purchased EDF's assets in Poland. Assignment of particular assets to operating segments is described in note 1.3 of these consolidated financial statements. Segment results for the first three quarters of 2017 do not include the assets acquired from EDF. The results of the acquired assets are primarily visible in the Conventional Generation segment, asshown in chapter 4 of the Management Board report on the Group's activities.
Main factors affecting the demand for electricity and heat are: weather conditions – air temperature, wind force, rainfall, socioeconomic factors – number of energy consumers, energy product prices, growth of GDP and technological factors – advances in technology, product manufacturing technology. Each of these factors has an impact on technical and economic conditions of production, distribution and transmission of energy carriers, thusinfluence the results obtained by PGE Group.
The level of electricity sales is variable throughout a year and depends especially on weather conditions - air temperature, length of the day. Growth in electricity demand is particularly evident in winter periods, while lower demands are observed during the summer months. Moreover, seasonal changes are evident among selected groups of end users. Seasonality effects are more significant for householdsthan forthe industrialsector.
In the Renewables segment, electricity is generated from natural resources such as water, wind and sun. Weather conditions are an important factor affecting electricity generation in thissegment.
Sales of heat depend in particular on air temperature and are higherin winter and lowerin summer.
| 18,962 |
|---|
| - |
| 18,962 |
| (14,922) |
| 2,363 |
| (262) |
| 58 |
| 2,159 |
| (460) |
| 1,699 |
| 2,778 |
| 5,141 |
| 66,081 |
| 2,964 |
| 752 |
| 3,706 |
| 73,503 |
| 11,570 |
| 1,126 |
| 12,504 |
| 25,200 |
| 3,759 |
| 250 |
| 2,179 |
*) EBIT = operating profit (loss)
**) EBITDA = EBIT + depreciation, amortisation, disposal and impairment losses (PPE, IA, goodwill) that are recognised in profit or loss
***) Non-monetary expenses include mainly changes in provisions such as: rehabilitation provision, provision for CO2 emission rights, provision for jubilee awards, employee tariff and non-financial liabilities concerning employee benefits that are recognised in profit or loss and other comprehensive income.
| Conventional Generation |
Renewables | Supply | Distribution | Other activity |
Adjustments | Total | |
|---|---|---|---|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | |||||||
| Sales to external customers | 4,222 | 445 | 10,229 | 1,639 | 131 | 27 | 16,693 |
| Inter-segment sales | 5,176 | 85 | 1,011 | 3,088 | 206 | (9,566) | - |
| TOTAL SEGMENT REVENUE | 9,398 | 530 | 11,240 | 4,727 | 337 | (9,539) | 16,693 |
| Cost of goods sold | (6,621) | (436) | (9,719) | (3,612) | (315) | 9,072 | (11,631) |
| EBIT *) | 2,233 | 41 | 594 | 939 | (28) | 36 | 3,815 |
| Net finance income / (expenses) | (202) | ||||||
| Share of profit/(loss) of entities accounted for using the equity method |
11 | ||||||
| GROSS PROFIT | 3,624 | ||||||
| Income tax | (667) | ||||||
| NET PROFIT FOR THE REPORTING PERIOD |
2,957 | ||||||
| Depreciation, amortisation, disposal and impairment recognised in profit or loss |
1,168 | 198 | 20 | 868 | 68 | (29) | 2,293 |
| EBITDA **) | 3,401 | 239 | 614 | 1,807 | 40 | 7 | 6,108 |
| ASSETS AND LIABILITIES | |||||||
| Assets excluding trade receivables | 36,477 | 3,418 | 939 | 16,757 | 548 | (828) | 57,311 |
| Trade receivables | 801 | 75 | 2,576 | 807 | 78 | (1,898) | 2,439 |
| Shares accounted for using the equity method |
626 | ||||||
| Unallocated assets | 7,468 | ||||||
| TOTAL ASSETS | 67,844 | ||||||
| Segment liabilities excluding trade liabilities |
6,829 | 331 | 1,018 | 1,761 | 68 | 15 | 10,022 |
| Trade liabilities | 596 | 30 | 1,732 | 237 | 16 | (1,808) | 803 |
| Unallocated liabilities | 11,341 | ||||||
| TOTAL LIABILITIES | 22,166 | ||||||
| OTHER INFORMATION ON BUSINESS SEGMENT |
|||||||
| Capital expenditures | 3,041 | 49 | 9 | 1,060 | 85 | (51) | 4,193 |
| Impairment losses on financial and non financial assets |
152 | 13 | 9 | 5 | - | - | 179 |
| Other non-monetary expenses ***) | 1,228 | 14 | 613 | 60 | 18 | 2 | 1,935 |
*) EBIT = operating profit (loss)
**) EBITDA = EBIT + depreciation, amortisation, disposal and impairment losses (PPE, IA, goodwill) that are recognised in profit or loss
***) Non-monetary expenses include mainly changes in provisions such as: rehabilitation provision, provision for CO2 emission rights, provision for jubilee awards, employee tariff and non-financial liabilities concerning employee benefits that are recognised in profit or loss and other comprehensive income.
| Q1 (unaudited) |
Q2 (unaudited) |
Q3 (unaudited) |
Period ended September 30, 2018 |
|
|---|---|---|---|---|
| Revenue from sales | 7,137 | 5,734 | 6,091 | 18,962 |
| Cost of goodssold | (5,229) | (4,625) | (5,068) | (14,922) |
| GROSS PROFITONSALES | 1,908 | 1,109 | 1,023 | 4,040 |
| Net other operating income /(expenses) | 26 | 10 | 14 | 50 |
| EBIT | 1,315 | 516 | 532 | 2,363 |
| Netfinance income /(expenses) | (101) | (107) | (54) | (262) |
| Share of profit/(loss) of entities accounted for using the equity method |
11 | 32 | 15 | 58 |
| GROSS PROFIT | 1,225 | 441 | 493 | 2,159 |
| Income tax | (239) | (131) | (90) | (460) |
| NET PROFIT FOR THE REPORTINGPERIOD | 986 | 310 | 403 | 1,699 |
| Q1 (unaudited) |
Q2 (unaudited) |
Q3 (unaudited) |
Period ended September 30, 2017 |
|
|---|---|---|---|---|
| Revenue from sales | 5,741 | 4,879 | 6,073 | 16,693 |
| Cost of goodssold | (4,149) | (3,723) | (3,759) | (11,631) |
| GROSS PROFITONSALES | 1,592 | 1,156 | 2,314 | 5,062 |
| Net other operating income /(expenses) | 89 | 40 | 7 | 136 |
| EBIT | 1,201 | 731 | 1,883 | 3,815 |
| Netfinance income /(expenses) | (63) | (59) | (80) | (202) |
| Share of profit/(loss) of entities accounted for using the equity method |
9 | (8) | 10 | 11 |
| GROSS PROFIT | 1,147 | 664 | 1,813 | 3,624 |
| Income tax | (184) | (132) | (351) | (667) |
| NET PROFIT FOR THE REPORTINGPERIOD | 963 | 532 | 1,462 | 2,957 |
| Q1 (unaudited) |
Q2 (unaudited) |
Q3 (unaudited) |
Period ended September 30, 2018 |
|
|---|---|---|---|---|
| REVENUE FROM SALES | ||||
| Revenue from sales, without excluding taxes and fees | 7,344 | 6,027 | 6,284 | 19,655 |
| Taxes and fees collected on behalf ofthird parties | (282) | (264) | (277) | (823) |
| Revenue from sale of goods and products, including: | 7,062 | 5,763 | 6,007 | 18,832 |
| Sale of electricity | 3,802 | 3,565 | 3,862 | 11,229 |
| Sale of distribution services | 1,443 | 1,331 | 1,357 | 4,131 |
| Sale of heat | 852 | 292 | 221 | 1,365 |
| Sale of energy origin certificates | 206 | 66 | 69 | 341 |
| Regulatory system services | 153 | 143 | 149 | 445 |
| Sale of gas | 242 | 72 | 83 | 397 |
| Sale of fuel | 245 | 154 | 131 | 530 |
| Othersales of goods and materials | 119 | 140 | 135 | 394 |
| Revenue from sale ofservices | 61 | 68 | 83 | 212 |
| Revenuesfrom LTC compensations | 14 | (97) | 1 | (82) |
| TOTAL REVENUE FROM SALES | 7,137 | 5,734 | 6,091 | 18,962 |
The increase in revenue from sales in the period ended September 30, 2018, compared to the same period in the previous year, resulted mainly from the recognition of revenue generated by EDF's companiesin Poland acquired in 2017.
The acquired assets had the largest impact on growth in revenue from the sale of electricity, heat, fuels and energy origin rights.
Correction of revenue from LTC in the present period compensations results from an update of price paths for electricity, CO2 and gas over a long-term horizon to the end of the programme, i.e. to 2024.
| Q1 | Q2 | Q3 | Period ended | |
|---|---|---|---|---|
| (unaudited) | (unaudited) | (unaudited) | September 30, 2017 |
|
| REVENUE FROM SALES | ||||
| Revenue from sales, without excluding taxes and fees | 5,743 | 4,949 | 4,910 | 15,602 |
| Taxes and fees collected on behalf of third parties | (125) | (116) | (114) | (355) |
| Revenue from sale of goods and products, including: | 5,618 | 4,833 | 4,796 | 15,247 |
| Sale of electricity | 3,221 | 2,814 | 2,910 | 8,945 |
| Sale of distribution services | 1,574 | 1,453 | 1,473 | 4,500 |
| Sale of heat | 285 | 129 | 88 | 502 |
| Sale of energy origin certificates | 158 | 87 | (7) | 238 |
| Regulatory system services | 147 | 125 | 124 | 396 |
| Sale of gas | 146 | 135 | 92 | 373 |
| Other sales of goods and materials | 87 | 90 | 116 | 293 |
| Revenue from sale of services | 123 | 46 | 66 | 235 |
| Revenues from LTC compensations | - | - | 1,211 | 1,211 |
| TOTAL REVENUE FROM SALES | 5,741 | 4,879 | 6,073 | 16,693 |
| Q1 | Q2 | Q3 | Period ended | |
|---|---|---|---|---|
| (unaudited) | (unaudited) | (unaudited) | September 30, 2018 | |
| COSTS BY NATURE | ||||
| Depreciation, amortisation and impairmentlosses | 923 | 976 | 955 | 2,854 |
| Materials and energy | 1,369 | 975 | 1,117 | 3,461 |
| Externalservices | 574 | 622 | 611 | 1,807 |
| Taxes and fees | 927 | 808 | 1,028 | 2,763 |
| Employee benefits expenses | 1,236 | 1,231 | 1,187 | 3,654 |
| Other costs by nature | 66 | 80 | 82 | 228 |
| TOTAL COST BYNATURE | 5,095 | 4,692 | 4,980 | 14,767 |
| Change in productinventories | (6) | (2) | (7) | (15) |
| Cost of products and servicesforthe entity's own needs | (243) | (249) | (323) | (815) |
| Distribution and selling expenses | (363) | (348) | (280) | (991) |
| General and administrative expenses | (256) | (255) | (225) | (736) |
| Cost of goods andmaterialssold | 1,002 | 787 | 923 | 2,712 |
| COSTOFGOODS SOLD | 5,229 | 4,625 | 5,068 | 14,922 |
Growth in the consumption of materials and energy in the period ended September 30, 2018, compared to the same period last year, resulted from an increase in the cost of fuel for production purposes. The largest impact on the change in fuel costs had coal- and gasfired assets acquired from EDF.
| Q1 (unaudited) |
Q2 (unaudited) |
Q3 (unaudited) |
Period ended September 30, 2017 |
|
|---|---|---|---|---|
| COSTS BY NATURE | ||||
| Depreciation, amortisation and impairmentlosses | 778 | 797 | 808 | 2,383 |
| Materials and energy | 758 | 589 | 634 | 1,981 |
| Externalservices | 671 | 642 | 668 | 1,981 |
| Taxes and fees | 863 | 727 | 735 | 2,325 |
| Employee benefits expenses | 1,098 | 1,094 | 1,023 | 3,215 |
| Other costs by nature | 53 | 53 | 75 | 181 |
| TOTAL COST BYNATURE | 4,221 | 3,902 | 3,943 | 12,066 |
| Change in productinventories | (18) | 2 | 8 | (8) |
| Cost of products and servicesforthe entity's own needs | (190) | (246) | (244) | (680) |
| Distribution and selling expenses | (304) | (296) | (282) | (882) |
| General and administrative expenses | (176) | (169) | (156) | (501) |
| Cost of goods andmaterialssold | 616 | 530 | 490 | 1,636 |
| COSTOFGOODS SOLD | 4,149 | 3,723 | 3,759 | 11,631 |
The following presents depreciation, amortisation, disposals and impairment losses of property, plant and equipment, intangible assets in the statement of comprehensive income.
| Period ended | Depreciation, amortisation, disposal | Impairment | |||||
|---|---|---|---|---|---|---|---|
| September 30, 2018 | Property, plant and equipment |
Intangible assets |
Investment property |
TOTAL | Property, plant and equipment |
Intangible assets |
TOTAL |
| Cost of goods sold | 2,450 | 69 | 1 | 2,520 | 202 | - | 202 |
| Distribution and selling expenses | 8 | 2 | - | 10 | - | - | - |
| General and administrative expenses |
29 | 15 | - | 44 | 2 | - | 2 |
| RECOGNISED IN PROFIT OR LOSS | 2,487 | 86 | 1 | 2,574 | 204 | - | 204 |
| Cost of products and services for the entity's own needs |
76 | - | - | 76 | - | - | - |
| TOTAL | 2,563 | 86 | 1 | 2,650 | 204 | - | 204 |
| Other operating income | - | - | - | - | (2) | - | (2) |
| Period ended | Depreciation, amortisation, disposal | Impairment | ||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2017 | Property, plant and equipment |
Intangible assets |
Investment property |
TOTAL | Property, plant and equipment |
Intangible assets |
TOTAL | |
| Cost of goods sold | 2,116 | 59 | 1 | 2,176 | 79 | - | 79 | |
| Distribution and selling expenses | 9 | 4 | - | 13 | - | - | - | |
| General and administrative expenses |
16 | 9 | - | 25 | - | - | - | |
| RECOGNISED IN PROFIT OR LOSS | 2,141 | 72 | 1 | 2,214 | 79 | - | 79 | |
| Cost of products and services for the entity's own needs |
90 | - | - | 90 | - | - | - | |
| TOTAL | 2,231 | 72 | 1 | 2,304 | 79 | - | 79 |
Impairment allowances recognised in the reporting period concern investment expenditures at units for which impairment had been recognised in previous periods.
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| OTHER OPERATING INCOME | ||
| Penalties, fines and compensations received | 92 | 64 |
| Tax refund | 30 | 2 |
| Reversal of impairment losses on receivables | 28 | 13 |
| Reversal of other provisions | 19 | 25 |
| Grants received | 18 | 21 |
| Surpluses / asset disclosures | 14 | 2 |
| Gain on sale of property, plant and equipment and intangible assets | 13 | 8 |
| Property, plant and equipment and intangible assets received free of charge | 9 | 8 |
| Revenue from illegal energy consumption | 3 | 5 |
| Compensation for legal proceedings' costs | 3 | 3 |
| Reversal of impairment allowances on other assets | 3 | - |
| Adjustment of revenues from LTC compensations | - | 69 |
| Other | 39 | 39 |
| TOTAL OTHER OPERATING INCOME | 271 | 259 |
| Period ended | Period ended | |
| September 30, 2018 | September 30, 2017 | |
| OTHER OPERATING EXPENSES | ||
| Recognition of impairment losses | 72 | 37 |
| Recognition of other provisions | 61 | 17 |
| Effect of change in rehabilitation provision | 17 | - |
| Re-invoicing | 14 | 7 |
| Donations granted | 11 | 13 |
| Damage / failure removal | 9 | 13 |
| Liquidation of property, plant and equipment and intangible assets related to | 7 | 3 |
| other activities | ||
| Legal proceedings' costs | 4 | 4 |
| Other | 26 | 29 |
TOTAL OTHER OPERATING EXPENSES 221 123
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| FINANCE INCOME FROM FINANCIAL INSTRUMENTS | ||
| Dividends | 1 | 5 |
| Interest | 38 | 74 |
| Revaluation of financial instruments/Reversal of loss allowances | 74 | 35 |
| Positive exchange differences | 1 | 28 |
| FINANCE INCOME FROM FINANCIAL INSTRUMENTS | 114 | 142 |
| OTHER FINANCE INCOME | ||
| Interest on statutory receivables | 1 | 2 |
| Other | 1 | 1 |
| OTHER FINANCE INCOME | 2 | 3 |
| TOTAL FINANCE INCOME | 116 | 145 |
The Group recognises interest income primarily on cash and receivables. The item 'impairment of financial statements' includes mainly measurements of hedging transactions in the part considered as the ineffective part of a hedge for instruments designated as hedging instrumentsin cash flow hedge accounting and in full when it comesto otherinstruments.
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| FINANCE EXPENSES RELATED TO FINANCIAL INSTRUMENTS | ||
| Interest | 149 | 116 |
| Revaluation of financial instruments | 39 | 1 |
| Loss on disposal of investment | 20 | 92 |
| Impairment loss | 3 | 3 |
| Negative exchange differences | 13 | 2 |
| FINANCE EXPENSES RELATED TO FINANCIAL INSTRUMENTS | 224 | 214 |
| OTHER FINANCE EXPENSES | ||
| Interest expenses, including effect of discount unwinding | 137 | 126 |
| Recognition of provisions | 10 | 5 |
| Other | 7 | 2 |
| OTHER FINANCE EXPENSES | 154 | 133 |
| TOTAL FINANCIAL EXPENSES | 378 | 347 |
Interest expenses mainly relate to bondsissued and credit and loansincurred as well as cleared CCIRS and IRS transactions. Interest cost (discount unwinding) on non-financial itemsrelates mainly to rehabilitation provisions and employee benefit provisions.
In the item 'revaluation' PGE Group presents a valuation of a call option to purchase Polimex-Mostostal S.A. shares and valuations for otherinstruments.
| Polska Grupa Górnicza |
Polimex Mostostal |
ElectroMobility Poland |
PEC Bogatynia | |
|---|---|---|---|---|
| SHARE IN VOTES | 15.32% | 16.48% | 25.00% | 34.93% |
| PERIOD ENDED SEPTEMBER 30, 2018 | ||||
| Revenue | 7,078 | 1,106 | - | 10 |
| Result on continuing operations | 435 | 112 | (5) | (1) |
| Share of profit of entities accounted for using the equity method |
67 | 17 | (1) | - |
| Elimination of unrealised transactions | (28) | 3 | - | - |
| Share of profit of entities accounted for using the equity method |
39 | 20 | (1) | - |
| PolskaGrupa Górnicza |
Polimex Mostostal |
ElectroMobility Poland |
PEC Bogatynia | |
|---|---|---|---|---|
| SHARE INVOTES | 15.76% | 16.48% | 25.00% | 34.93% |
| PERIODENDEDSEPTEMBER 30, 2017 | ||||
| Revenue | 5,885 | 1,476 | - | 8 |
| Result on continuing operations | 58 | 45 | - | - |
| Share of profit of entities accounted for using the equity method |
9 | 7 | - | - |
| Elimination of unrealised transactions | (5) | - | - | - |
| Share of profit of entities accounted for using the equity method |
4 | 7 | - | - |
The Group made a consolidation adjustment related to margin on sale of coal between PGG and the Group.
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| Impairment losses on property, plant and equipment | ||
| Recognition of impairment | 204 | 79 |
| Reversal of impairment loss | 2 | - |
| Impairment losses on inventory | ||
| Recognition of impairment | 6 | 58 |
| Reversal of impairment loss | 1 | 18 |
The main elements of the tax burden forthe period ended September 30, 2018, and September 30, 2017, were asfollows:
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| INCOME TAX RECOGNISED IN STATEMENT OF PROFIT OR LOSS | ||
| Current income tax | 396 | 356 |
| Deferred income tax | 64 | 311 |
| INCOME TAX EXPENSE RECOGNISED IN STATEMENT OF PROFIT OR LOSS | 460 | 667 |
| INCOME TAX EXPENSE RECOGNISED IN OTHER COMPREHENSIVE INCOME | ||
| From measurement of hedging instruments | (8) | (12) |
| Tax benefit recognised in other comprehensive income | (8) | (12) |
In the present period, PGE Group purchased property, plant and equipment and intangible assets worth PLN 3,759 million. The largest expenditures were incurred in the Conventional Generation segment (PLN 2,615 million) and the Distribution segment (PLN 1,069 million). The key expenditures items were as follows: construction of units 5-6 at Elektrownia Opole (PLN 642 million), construction of new unit at Elektrownia Turów (PLN 349 million), construction of thermal processing installation with energy recovery at Elektrociepłownia Rzeszów (PLN 141 million) and modernisation of units 1-3 at Elektrownia Turów (PLN 127 million).
No significant tangible assetsale transactionstook place in the reporting period.
In the period ended September 30, 2018, the Group recognised a loss allowance on property, plant and equipment of PLN 202 million. This allowance concerns investment expenditures made by Conventional Generation segment companies, for which impairment had been identified in previous periods, as described in note 7.2.1 of these consolidated financialstatements.
As at September 30, 2018, PGE Group committed to incur capital expenditures on property, plant and equipment of approximately PLN 6,350 million. These amounts relate mainly to construction of new power units, modernisation of Group's assets and purchase of machinery and equipment.
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 restated data |
|
| Conventional Generation | 4,606 | 4,755 |
| Distribution | 1,502 | 1,005 |
| Renewables | 54 | 67 |
| Supply | 13 | 1 |
| Other activity | 175 | 171 |
| TOTAL FUTURE INVESTMENT COMMITMENTS | 6,350 | 5,999 |
The mostsignificant future investment commitments concern:
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 | |
| Polska Grupa Górnicza S.A. | 631 | 533 |
| Polimex Mostostal S.A. | 107 | 91 |
| ElectroMobility Poland S.A. | 6 | 2 |
| PEC Bogatynia Sp. z o.o. | 8 | 8 |
| Shares accounted for using the equity method | 752 | 634 |
| Polska Grupa Górnicza |
Polimex Mostostal | ElectroMobility Poland |
PEC Bogatynia | |
|---|---|---|---|---|
| SHARE IN VOTES | 15.32% | 16.48% | 25.00% | 34.93% |
| As at September 30, 2018 | ||||
| Current assets | 2,866 | 1,368 | 21 | 3 |
| Non-current assets | 9,400 | 720 | 3 | 22 |
| Current liabilities | 3,698 | 856 | - | 1 |
| Non-current liabilities | 4,453 | 677 | - | 1 |
| NET ASSETS | 4,115 | 555 | 24 | 23 |
| Share in net assets | 630 | 91 | 6 | 8 |
| Goodwill | 1 | 16 | - | - |
| EQUITY-ACCOUNTED INVESTMENTS | 631 | 107 | 6 | 8 |
| Polska Grupa Górnicza |
Polimex Mostostal | ElectroMobility Poland |
PEC Bogatynia | |
|---|---|---|---|---|
| SHARE IN VOTES | 15.76% | 16.48% | 25.00% | 34.93% |
| AS AT DECEMBER 31, 2017 | ||||
| Current assets | 1,876 | 1,586 | 7 | 4 |
| Non-current assets | 9,074 | 654 | - | 22 |
| Current liabilities | 3,409 | 974 | - | 3 |
| Non-current liabilities | 4,167 | 810 | - | 1 |
| NET ASSETS | 3,374 | 456 | 7 | 22 |
| Share in net assets | 532 | 75 | 2 | 8 |
| Goodwill | 1 | 16 | - | - |
| EQUITY-ACCOUNTED INVESTMENTS | 533 | 91 | 2 | 8 |
The additional notes constitute an integral part of these consolidated financial statements.
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 restated data* |
|
| Difference between tax value and carrying amount of property, plant and equipment |
2,365 | 2,323 |
| Difference between tax value and carrying amount of financial assets | 52 | 48 |
| Difference between tax value and carrying amount of financial liabilities | 294 | 268 |
| Difference between tax value and carrying amount of inventories | 17 | 17 |
| LTC compensations | 48 | 48 |
| Rehabilitation provision | 577 | 548 |
| Provision for purchase of CO2 emission rights | 239 | 276 |
| Provisions for employee benefits | 598 | 571 |
| Other provisions | 106 | 122 |
| Energy infrastructure acquired free of charge and connection payments received | 34 | 111 |
| Other | 102 | 38 |
| DEFERRED TAX ASSETS | 4,432 | 4,370 |
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 restated data* |
|
| Difference between tax value and carrying amount of property, plant and equipment |
4,490 | 4,240 |
| Difference between tax value and carrying amount of energy origin units | 34 | 46 |
| Difference between tax value and carrying amount of financial assets | 396 | 382 |
| Difference between tax value and carrying amount of financial liabilities | 140 | 92 |
| CO2 emission rights | 139 | 274 |
| LTC compensations | 18 | 34 |
| Other | 69 | 33 |
| DEFERRED TAX PROVISION | 5,286 | 5,101 |
| AFTER OFF-SET OF THE ASSET AND THE LIABILITY IN PARTICULAR COMPANIES THE GROUP'S DEFERRED TAX IS PRESENTED AS: | ||
| Deferred tax assets | 554 | 571 |
| Deferred tax provision | (1,408) | (1,302) |
The restatement of data results from the final accounting for the acquisition of new companies and is described in note 1.4 to the consolidated financialstatements.
CO2 emission rights (EUA) are received power generating units belonging to the PGE Group, which are covered with the Act dated June 12, 2015 on a scheme for greenhouse gas emission allowance trading. Starting from 2013, only part of emission rightsfor production of heat will be granted unconditionally, while for production of electricity there is, as a rule, lack of free of charge EUA. Pursuant to art. 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-financialstatementsfrom realization of tasksincluded in National Investment Plan.
In September 2017, PGE Group submitted another report on investments included in the National Investment Plan in order to obtain CO2 EUA allocations concerning electricity generated in 2017. The allowances were issued in April 2018 and were used to cover CO2 emissionsfor 2017 (15 million EUAs).
In the case of EUAsfor CO2 emissions related to heating, the allocation schedule is different - in February 2018 EUAs were allocated for the coverage of CO2 emissionsfor 2018 (2 million EUAs).
In September 2018, PGE Group submitted another report on investments included in the National Investment Plan in order to obtain CO2 EUA allocations concerning electricity generated, which should be issued to the installations' accounts by April 2019 at the latest.
| As at September 30, 2018 | As at December 31, 2017 | |||
|---|---|---|---|---|
| EUA | Non-current | Current | Non-current | Current |
| Quantity (Mg million) | 7 | 30 | 18 | 44 |
| Value | 357 | 1,246 | 402 | 1,040 |
| EUA | Quantity (Mg million) |
Value |
|---|---|---|
| AS AT JANUARY 1, 2017 | 85 | 2,349 |
| Purchase of new subsidiaries | - | 2 |
| Purchase | 12 | 247 |
| Granted free of charge | 21 | - |
| Redemption | (56) | (1,156) |
| AS AT DECEMBER 31, 2017 | 62 | 1,442 |
| Purchase | 39 | 1,706 |
| Granted free of charge | 17 | - |
| Redemption | (70) | (1,311) |
| Sale | (11) | (234) |
| As at September 30, 2018 | 37 | 1,603 |
The carrying amount of financial assets measured at amortised cost is a reasonable estimate of theirfair value.
| As at September 30, 2018 | As at December 31, 2017 | ||||
|---|---|---|---|---|---|
| Non-current | Current | Non-current | Current | ||
| Trade receivables | - | 2,964 | - | 3,159 | |
| Deposits | 160 | 8 | 148 | 6 | |
| Deposits, securities and collateral | 1 | 1,000 | - | 128 | |
| LTC compensations | - | - | - | 10 | |
| Damages and penalties | - | 178 | 158 | ||
| Other financial receivables | 7 | 51 | 10 | 61 | |
| TOTAL FINANCIAL RECEIVABLES | 168 | 4,201 | 158 | 3,522 |
Deposits,securities and collateral mainly concern transaction and hedging deposits and the guarantee fund. The increase in the value of collateral is primarily due to the increase of electricity prices on the wholesale market and the increase in the volume of electricity sold by the PGE Capital Group on the Towarowa Giełda Energii.
The value of other financial receivables consists mainly of disputed receivables described in note 21.4 of these consolidated financial statements.
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 comprise the following positions:
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 | |
| Cash on hand and cash at bank | 1,030 | 1,309 |
| Overnight deposits | 71 | 34 |
| Short-term deposits | 155 | 1,209 |
| Cash in VAT accounts | 70 | - |
| TOTAL | 1,326 | 2,552 |
| Exchange differences on cash in foreign currencies | (1) | (1) |
| Cash and cash equivalents presented in the statement of cash flows | 1,325 | 2,551 |
| Undrawn borrowing facilities as at September 30 | 4,104 | 6,740 |
| including overdraft facilities | 1,515 | 2,174 |
| Credit available from December 16, 2018 | 4,100 | - |
A detailed description of credit agreementsis presented in note 19.1 ofthese consolidated financialstatements.
The value of cash includes restricted cash in the amount of PLN 54 million (PLN 92 million in the comparative period) as collateral for settlements with Izba Rozliczeniowa Giełd Towarowych S.A. (the Warsaw Commodity Clearing House) and cash in VAT accounts in the amount of PLN 70 million.
| As at September 30, 2018 | As at December 31, 2017 | |||
|---|---|---|---|---|
| Assets | Liabilities | Assets | Liabilities | |
| Financial instruments measured at fair value | ||||
| Currency forwards | 20 | 45 | 1 | 49 |
| Commodity forwards for CO2 | 13 | - | 14 | - |
| Commodity SWAP | 56 | 6 | 64 | 7 |
| Contracts for purchase/sale of coal | 3 | 22 | 9 | 20 |
| IRS transactions | - | 1 | - | 10 |
| Options | 15 | - | 24 | - |
| HEDGING DERIVATIVES | ||||
| CCIRS hedges | 101 | - | 44 | - |
| IRS hedges | 65 | 7 | 98 | 5 |
| Currency forwards | 2 | - | 1 | 33 |
| Other assets carried at fair value through profit or loss | ||||
| Investment fund participation units | 66 | - | 50 | - |
| TOTAL DERIVATIVES | 341 | 81 | 305 | 124 |
| current | 89 | 64 | 83 | 106 |
| non-current | 252 | 17 | 222 | 18 |
Commodity and currency forward transactions mainly relate to trade in CO2 emission allowances and coalsales.
On January 20, 2017 PGE S.A. purchased a call option to purchase shares of Polimex-Mostostal S.A. from Towarzystwo Finansowe Silesia Sp.z o.o. The option was valued using the Black-Scholes method. The option exercise dates are: July 30, 2020, July 30, 2021 and July 30, 2022.
In the current period, PGE Paliwa sp.z o.o. in orderto secure commodity risk related to the price of imported coal executed a number of transactionsto hedge thisrisk using commodity swapsfor coal. The number and value of these transactionsis correlated to the quantity and value of imported coal. Changesin fair value are recognised in profit orloss.
PGE Paliwa Sp. z o.o. measures all of its sales and purchase contracts with physical delivery of coal at fair value using the trader-broker model. As at the reporting date, the Company held contractsthat would be performed on December 31, 2019.
In 2017, PGE S.A. executed an IRS transaction to hedge interest rates on a credit facility with a nominal value of PLN 500 million. To recognise thisIRS transaction, the Company uses hedge accounting.
In 2016, PGE S.A. executed IRS transactions to hedge interest rates on credit facilities with a total nominal value of PLN 4,630 million. To recognise these IRS transactions, the Company uses hedge accounting.
The impact of hedge accounting is presented in note 17.2 to these consolidated financialstatements.
In 2014, PGE S.A. concluded 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 the fair value of IRS transactions are fully recognised in profit orloss. The transactions were conducted, including bond buy-back, in June 2018.
In 2003, Elektrownia Turów S.A. (currently a branch of PGE Górnictwo i Energetyka Konwencjonalna S.A.) concluded an IRS hedge transactions - swap. This transaction hedges variable interest rates (USD LIBOR 6m) on an investment credit of USD 80 million taken from Nordic Investment Bank to finance investments in Turów power plant. Changes in the fair value of IRS transactions are fully recognised in profit orloss.
In connection with loans received from PGE Sweden AB (publ), PGE S.A. concluded CCIRS transactions, hedging both the exchange rate and interest rate. In these transactions, banks - counterparties pay PGE S.A. interest 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, a relevant part of the CCIRS transaction is treated as a hedge of bondsissued by PGE Sweden AB (publ).
To recognise these CCIRS transactions, the Group uses hedge accounting. The impact of hedge accounting on equity is presented in note 17.2 to these financialstatements.
The basic assumption of the Group's policy regarding equity management is to maintain an optimal equity structure over the long term perspective in order to assure a good financial standing and secure equity structure ratios that would support the operating activity of PGE Group. It is also crucial to maintain a sound equity base that would be the basis to win confidence of potential investors, creditors and the market and assure further development of the Group.
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 | |
| 1,470,576,500 Series A ordinary Shares with a nominal value of PLN 10.25 each | 15,073 | 15,073 |
| 259,513,500 Series B ordinary Shares with a nominal value of PLN 10.25 each | 2,660 | 2,660 |
| 73,228,888 Series C ordinary Shares with a nominal value of PLN 10.25 each | 751 | 751 |
| 66,441,941 Series D ordinary Shares with a nominal value of PLN 10.25 each | 681 | 681 |
| TOTAL SHARE CAPITAL 1,869,760,829 shares | 19,165 | 19,165 |
All of the Company'sshares are paid up.
After the reporting date and until the date on which these consolidated financial statements were prepared, there were no changes in the value of the Company'sshare capital.
The Company is part of PGE Group, in respect of which the State Treasury holdsspecialrights.
Special rights of the State Treasury that are applicable to PGE Group entities derive from the Act of March 18, 2010 on special rights of the Minister of Energy and their performance in certain companies and groups operating in the electricity, oil and gaseousfuelssectors (Official Journal from 2016, item 2012). The aforesaid Act specifies the particular rights entitled to the Minister of Energy related to companies and groups operating in the electricity, oil and gaseous fuels sectors whose property was disclosed within the register of buildings, installations, equipment and servicesincluded in critical infrastructure.
Based on this act the Minister of Energy hasthe right to object to any resolution orlegal action of the Management Board thatrelatesto the ability to dispose of a part of Company's property, which may result in threat to functioning, continuity of operations and integrity of critical infrastructure. The objection can also be expressed against any resolution adopted thatrelatesto:
if the enforcement of such a resolution would result in an actual threat to functioning, continuity of operations and integrity of the critical infrastructure. The objection is expressed in the form of an administrative decision.
| Period ended | Year ended | |
|---|---|---|
| September 30, 2018 | December 31, 2017 | |
| AS AT JANUARY 1 | 83 | 147 |
| Change in hedging reserve | (42) | (79) |
| Measurement of hedging instruments, including: | (37) | (74) |
| Deferral of changes in fair value of hedging financial instruments in the part considered as effective hedge |
40 | (242) |
| Accrued interest on derivatives transferred from hedging reserve and recognised in interest expense |
(12) | (4) |
| Currency revaluation of CCIRS transaction transferred from hedging reserve and recognised in the result on foreign exchange differences |
(66) | 167 |
| Ineffective portion of change in fair value of hedging derivatives recognised in profit or loss |
1 | 5 |
| Measurement of other financial assets | (5) | (5) |
| Deferred tax | 8 | 15 |
| HEDGING RESERVE INCLUDING DEFERRED TAX | 49 | 83 |
Hedging reserve includes mainly valuation of hedging instrumentsto which cash flow hedge accounting is applied.
On May 11, 2017 the Company's Management Board decided to change its dividend policy. In light of the need to finance an ambitious growth programme and with a view towards reducing debt growth, the Company's Management Board recommended the suspension of dividendsfrom profit for years 2016, 2017 and 2018.
After this period, the Company's Management Board intends to recommend to the General Meeting dividend payments to shareholders amounting to 40-50% of consolidated net profit attributable to the parent's shareholders, adjusted for impairment of tangible and intangible assets.
The carrying amount of provisionsis asfollows:
| As at September 30, 2018 | As at December 31, 2017 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Employee benefits | 2,294 | 238 | 2,301 | 229 |
| Rehabilitation provision | 3,240 | 3 | 3,082 | 4 |
| Provision for deficit of CO2 emission rights | 117 | 1,138 | 112 | 1,341 |
| Provision for energy origin units held for redemption | - | 275 | - | 340 |
| Provision for non-contractual use of property | 63 | 10 | 72 | 11 |
| Other provisions | 97 | 110 | 84 | 66 |
| TOTAL PROVISIONS | 5,811 | 1,774 | 5,651 | 1,991 |
| Employee benefits |
Rehabilitation provision |
Provision for deficit of CO2 emission rights |
Provisions for energy origin units held for redemption |
Provision for non contractual use of the property |
Other | Total | |
|---|---|---|---|---|---|---|---|
| January 1, 2018 | 2,530 | 3,086 | 1,453 | 340 | 83 | 150 | 7,642 |
| Current service costs | 50 | - | - | - | - | - | 50 |
| Interest costs | 62 | 75 | - | - | - | - | 137 |
| Benefits paid / Provisions used | (127) | (1) | (1,311) | (666) | - | (15) | (2,120) |
| Provisions reversed | (1) | - | (29) | (1) | (18) | (4) | (53) |
| Provisions recognised - costs | 6 | 46 | 1,142 | 602 | 8 | 69 | 1,873 |
| Provisions recognised – property, plant and equipment |
- | 52 | - | - | - | - | 52 |
| Incorporation of companies in consolidation |
12 | - | - | - | - | 6 | 18 |
| Other changes | - | (15) | - | - | - | 1 | (14) |
| September 30, 2018 | 2,532 | 3,243 | 1,255 | 275 | 73 | 207 | 7,585 |
| restated data | Employee benefits |
Rehabilitation provision |
Provision for deficit of CO2 emission rights |
Provisions for energy origin units held for redemption |
Provision for non contractual use of the property |
Other | Total |
|---|---|---|---|---|---|---|---|
| JANUARY 1, 2017 | 2.359 | 2.670 | 1.154 | 416 | 103 | 142 | 6.844 |
| Actuarial gains and losses | 148 | - | - | - | - | - | 148 |
| Current service costs | 65 | - | - | - | - | - | 65 |
| Past service costs | (8) | - | - | - | - | - | (8) |
| Interest costs | 82 | 89 | - | - | - | - | 171 |
| Discount rate and other assumptions adjustment |
24 | 65 | - | - | - | - | 89 |
| Benefits paid / Provisions used | (160) | - | (1,156) | (864) | (1) | (15) | (2,196) |
| Provisions reversed | (1) | (2) | - | (12) | (28) | (31) | (74) |
| Provisions recognised - costs | 1 | 82 | 1,205 | 759 | 8 | 38 | 2,093 |
| Provisions recognised – property, plant and equipment |
- | 70 | - | - | - | - | 70 |
| Purchase of new subsidiaries | 22 | 27 | 250 | 41 | - | 18 | 358 |
| Entity's exit from PGE Group | (1) | - | - | - | - | (3) | (4) |
| Other changes | (1) | 85 | - | - | 1 | 1 | 86 |
| DECEMBER 31, 2017 | 2,530 | 3,086 | 1,453 | 340 | 83 | 150 | 7,642 |
Provisionsfor employee benefits mainly include:
After the completion of the lignite mining, the area of the surface mines belonging to PGE Group will be rehabilitated. According to current plans, costs will be incurred in the years 2023 - 2069 (in the case of PGE Górnictwo i Energetyka Konwencjonalna S.A. Branch Bełchatów Lignite Mine) and in the years 2045-2087 (in the case of PGE Górnictwo i Energetyka Konwencjonalna S.A. Branch Turów Lignite Mine).
PGE Group creates provision for rehabilitation of post-exploitation mining properties. The amount of the provision recognised 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 September 30, 2018 amounted to PLN 2,834 million and as at December 31, 2017 to PLN 2,693 million.
PGE Group power generating units raise provisions for rehabilitation of ash storages. The value of the provision as at September 30, 2018 amounted to PLN 187 million and as at December 31, 2017 to PLN 175 million.
Companies that own wind farms create provision for rehabilitation of post-construction grounds of wind farms. The value of the provision as at the reporting date amounted to PLN 54 million and as at December 31, 2017 to PLN 53 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 168 million (PLN 165 million as at December 31, 2017) and refers to some assets of the Conventional Generation and Renewablessegments.
As a rule, the provision for deficit of CO2 emission rights is created by PGE Group entitiesfor the shortfall of CO2 emission rights granted free of charge. As described in note 14 of these financial statements 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.
Companies within PGE Group create provision for energy origin rights related to sale realised during the reporting period or in prior reporting periods, in the amount of non-depreciated part until the reporting date. The total value of provision as at September 30, 2018 amounted to PLN 275million (PLN 340 million in the comparative period) and was created mainly by PGE Obrót S.A.
PGE Group companies recognise a provision for damages related to a non-contractual use of property. This issue mainly relates to the distribution company, which owns distribution networks. As at the reporting date the provision amounted to approximately PLN 73 million (of which 33 million concerns litigations). In the comparative period the value of the provision amounted to PLN 83 million (of which PLN 38million concerned litigations).
Other provisions comprise mainly provisions raised for claims relating to real estate tax of PLN 85 million (PLN 81 million in the prior year) and a provision for easement in favour of State Forests worth PLN30 million.
The value of financial liabilities measured at amortised cost is a reasonable approximation of their fair value, except for bonds issued by PGE Sweden AB (publ).
Bonds issued by PGE Sweden AB (publ) are based on a fixed interest rate. Their value at amortised cost presented in these financial statements as at September 30, 2018 amounted to PLN 2,736 million whearestheirfair value amounted to PLN 2,790 million.
| As at September 30, 2018 | As at December 31, 2017 | ||||
|---|---|---|---|---|---|
| Non-current | Current | Non-current | Current | ||
| Loans and borrowings | 5,756 | 2,405 | 5,788 | 570 | |
| Bonds issued | 575 | 2,161 | 2,632 | 1,051 | |
| Leases | 2 | 3 | 2 | 2 | |
| TOTAL LOANS, BORROWINGS, BONDS AND LEASES | 6,333 | 4,569 | 8,422 | 1,623 |
Among loans and borrowings presented above as at September 30, 2018, PGE Group presents mainly the following facilities:
On October 27, 2015, the Company concluded two credit agreements with the European Investment Bank for a total amount of nearly PLN 2,000 million. The amount of PLN 1,500 million, obtained on the basis of the first of the two agreements, will be used for projects relating to the modernisation and development of distribution grid. The funds from the second agreement, i.e. the remaining PLN 490 million, are intended to finance and refinance the construction of cogeneration units Gorzów CHP and Rzeszów CHP. The European Investment Bank loans will be available for disbursement over a period of up to 46 months from the date of signing of the agreements. The funds will be repaid within 15 yearsfrom the date of the last tranche. As at September 30, 2018, the aforesaid loans were not used.
On June 7, 2017, the Company concluded a PLN 500 million credit agreement with the European Bank for Reconstruction and Development, with maturity date of June 7, 2028. The amount obtained on the basis of the agreement will be spent on selected projectsrelated to the modernisation and expansion of distribution grids. As at September 30, 2018, the credit facility remained unused. On September 17, 2018, PGE S.A. executed a PLN 4,100 million open-end credit agreement for four years with a bank consortium consisting of: Santander Bank Polska S.A., Powszechna Kasa Oszczędności Bank Polski S.A., Intesa SanPaolo S.P.A. (acting through the Polish branch: Intesa SanPaolo S.P.A. Spółka Akcyjna Oddział w Polsce) and MUFG Bank (Europe) N.V. The credit facility may be used for:
The credit facility will be available within 90 days from agreement signing, i.e. from December 16, 2018. The agreement provides interest periods not longer than six months. The final repayment date of the credit facility is December 16, 2022. As at September 30, 2018, the credit facility was unused.
Moreover, the Group recognisesloansfrom environmental funds amounting to a total of PLN 432 million.
As at September 30, 2018, the value of the overdrafts at the disposal of the significant PGE Group companies was PLN 1,515million.
The Group financed its own operationsthrough two bond issue programs:
| As at September 30, 2018 | As at December 31, 2017 | |||
|---|---|---|---|---|
| Non-current | Current | Non-current | Current | |
| Trade liabilities | - | 1,126 | - | 1,650 |
| Purchase of property, plant and equipment and intangible assets |
- | 667 | - | 1,418 |
| Security deposits received | 51 | 77 | 22 | 87 |
| Liabilities related to LTC | 416 | 12 | 332 | - |
| Insurance | - | - | - | 17 |
| Other | 21 | 191 | 25 | 59 |
| TRADE AND OTHER FINANCIAL LIABILITIES | 488 | 2,073 | 379 | 3,231 |
The value of 'Other' includes PGE Dom Maklerski S.A.'sliabilitiestowards clients on account of funds deposited and liabilities concerning CO2 hedging transactions.
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 restated data |
|
| Environmental fees | 200 | 234 |
| VAT liabilities | 292 | 126 |
| Excise tax liabilities | 121 | 128 |
| Payroll liabilities | 172 | 257 |
| Bonuses for employees | 296 | 222 |
| Unused holiday leave | 122 | 139 |
| Estimated liabilities concerning Sector Holidays | 58 | - |
| Liabilities due to Voluntary Leave Programs | 10 | 49 |
| Estimated liabilities concerning other employee benefits | 55 | 39 |
| Personal income tax | 70 | 85 |
| Liabilities from social insurances | 197 | 246 |
| Received advances for deliveries | 183 | 147 |
| Liabilities related to dividends | 25 | 8 |
| Other | 49 | 53 |
| TOTAL OTHER NON-FINANCIAL LIABILITIES | 1,850 | 1,733 |
Environmental fees relate mainly to charges for the use of water and gas emission in conventional power plants as well as exploitation charges paid by coal mines.
The value of "Other" comprises mainly paymentsto the Employment Pension Program and withholdingsfrom employee wages.
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 | |
| Contingent return of grants from environmental funds | 727 | 753 |
| Legal claims | 222 | 188 |
| Bank guarantee liabilities | 495 | 223 |
| Contractual fines and penalties | - | 12 |
| Employees' claims | 1 | 2 |
| Other contingent liabilities | 78 | 74 |
| Total contingent liabilities | 1,523 | 1,252 |
The liabilities represent the value of possible future reimbursements of funds received by PGE Group companies from environmental funds for the particular investments. The funds will be reimbursed, if investments for which they were granted, will not bring the expected environmental effect.
The contingent liability is mainly related to the dispute with WorleyParsons. WorleyParsons made a claim for payment of PLN 59 million due to the claimant and for the return of the amount that in the claimant's opinion was unduly collected by PGE EJ 1 sp. z o.o. from a bank guarantee, and later the claim extended to PLN 104 million (i.e. by PLN 45 million). On March 31, 2018, the company filed a response to WorleyParsons' expanded claim. The Group does not accept the claim and regards its possible admission by the court as unlikely.
In October 2017, PGE Energia Odnawialna S.A. and PGE Energia Natury sp. z o.o. (acquired by PGE Energia Odnawialna S.A.) received lawsuits in which Energa Obrót S.A. demand the annulment of a legal relation that were to arise as a result of the execution of an agreement to sell energy origin certificatesresulting from electricity origin certificates at FW Kisielice in 2009, FW Koniecwałd (Malbork) and FW Galicja. Energa Obrót S.A.'s demands in all of the lawsuits are based on the accusation that executory agreements (to sell specific energy origin certificates) were executed in a way that circumvented the Public Procurement Law. Alternatively, if the Agreement is considered as an agreement on award of a public procurement, Energa Obrót S.A. was claiming absolute invalidity of the Agreements due to them being executed in a way that circumvented the Public Procurement Law. In November 2017, PGE companies filed responsesto the lawsuits, in which they indicated that the accusations made by Energa Obrót S.A. are groundless.
These proceedings are in progress. In all of the cases, the courts referred the parties for mediation, the date of which is December 15, 2018.
In addition, through motions filed in September 2017, Energa Obrót S.A. summoned PGE Energia Odnawialna S.A. and PGE Energia Natury sp. z o.o. (currently acquired by PGE Energia Odnawialna S.A.) for amicable resolution of disputes for the payment of claims totalling PLN 71 million concerning considerations paid on the basis of invalid contracts from 2009. No agreement was reached during meetings held in November and December 2017. In connection with this, the PLN 71 million claim is presented as a contingent liability. The Group does not accept the claim and regardsits possible admission by the court as unlikely.
Claiming invalidity of the 2009 contracts, Energa Obrót S.A. refused to purchase energy origin certificates resulting from the production of renewable electricity at FW Kisielice, FW Koniecwałd (Malbork) and FW Galicja, which constituted a breach of the contracts and resulted in contractual penalties of PLN 36 million being imposed (recognised asrevenue in 2017 of PLN 16 million and PLN 20 million in the present period). In the case of refusal to pay these contractual penalties, PGE Energia Odnawialna S.A. intends to seek their payment in court proceedings. On April 25, 2018, during the first hearing, PGE Energia Odnawialna S.A. filed a counterclaim for payment of the principal amount together with statutory late interest for contractual penalties imposed in connection with Energa Obrót S.A.'s failure to perform the contract related to FW Kisielice. Having referred the parties for mediation, the Court did not set a deadline for Energa Obrót S.A. to respond to the counterclaim.
Estimated volume of the green certificates covered by the contracts with Energa Obrót S.A. amounts to 807 thousand MWh. This volume was calculated based on the volume of production in the period from July 2017 (FW Koniecwałd/Malbork) or from August 2017 (otherfarms) to the end of the expected support periodsfor each of the farms.
These liabilities mostly present bank guarantees provided as collateral for stock market transactions resulting from membership in the Stock Exchange Clearninghouse. As at September 30, 2018, the total amount of bank guarantees was PLN 491 million (PLN 215 million in the comparative period).
Other contingent liabilities comprise the value of potential claim from WorleyParsons of PLN 33 million, which was described above, as well as PLN 42 million related to risk of additional costsrelated to PGE Group's debt financing program.
As described in note 18.5 of these financial statements, PGE Group recognises provision for disputes under court proceedings, concerning non-contractual use of properties for distribution activities. In addition, PGE Group is involved in disputes at an earlier stage of proceedings and it cannot be excluded that the number and value ofsimilar disputes will grow in the future.
According to the concluded agreements on the purchase of fuels(mainly coal and gas), 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. 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 PGE Group's opinion, the terms and conditions of fuel deliveries to its power generating units as described above do not differ from terms and conditions of fuel deliveriesto other power generating units on the Polish market.
As at the reporting date, PGE Group held PLN 25 million in contingent receivables related to non-balancing of purchase and sale of energy on the domestic market (PLN 10 million in the comparative period).
Former shareholders of PGE Górnictwo i Energetyka S.A. are presenting to the courts motions to summon PGE S.A. to a conciliation hearing concerning 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 a consolidation processthat took place in 2010. The total value of claims resulting from summons to a conciliation hearing directed by the former shareholders of PGE Górnictwo i Energetyka S.A. amounts to over PLN 10million.
Regardless 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 (plusinterest) for damagesincurred in respect of incorrect (in their opinion) determination of the exchange ratio ofsharesin the merger of PGE Górnictwo i Energetyka S.A. and PGE S.A. The Company filed a response to the lawsuit. Currently the proceedings before the court of first instance are in progress. A hearing isset for November 20, 2018.
Moreover, a similar claim was raised by Pozwy sp. z o.o., a buyer of claims from the former shareholders of PGE Elektrownia Opole S.A. Through a lawsuit filed at the District Court in Warsaw against PGE GiEK S.A., PGE S.A. and PwC Polska sp. z o.o. ("Defendants"), Pozwy sp.z o.o. demanded from the Defendants, in solidum, or jointly damagesfor Pozwy sp.z o.o. totalling over PLN 260 million with interest for allegedly incorrect (in its opinion) determination of exchange ratio for PGE Elektrownia Opole S.A. shares for PGE Górnictwo i Energetyka Konwencjonalna S.A. shares in a merger of these companies. This lawsuit was delivered to PGE S.A. on March 9, 2017, and the deadline for responding to it was set by the court as July 9, 2017. The following companies: PGE S.A. and PGE GiEK S.A. submitted a response to the claim on July 8, 2017. On September 28, 2018, the District Court in Warsaw ruled in the first instance - the lawsuit by Pozwy sp.z o.o. against PGE S.A., PGE GiEK S.A. and PWC Polska sp.z o.o. wasrejected.
PGE Group companies do not recognise the claims being raised by Socrates Investment S.A., Pozwy sp. z o.o. and the rest of shareholders requesting conciliatory settlements. According to PGE S.A., these claims are groundless and the entire consolidation process was conducted fairly and properly. The value of shares subject to the process of consolidation was established by an independent company, PwC Polska sp. z o.o. Additionally, merger plans of the companies mentioned above, including the exchange ratios were examined for accuracy and reliability by an expert appointed by the registration court; no irregularities were found. Then, the courtregistered the mergers of the companies mentioned above.
PGE Group has notrecognised a provision forthis claim.
On March 15, 2017, PGE S.A. received a copy of a lawsuit filed to the District Court of Warsaw by one of itsshareholders. In the lawsuit, the shareholder is seeking annulment of resolution 4 of the Company's Extraordinary General Meeting held on September 5, 2016. The Company filed a response to the lawsuit.
Having examined the shareholder's claim at a closed-door hearing on October 11, 2017, the District Court in Warsaw ruled to refer the case for mediation.
PGE S.A. decided not to agree to mediation. On March 15, 2018, the District Court in Warsaw issued a judgment dismissing the shareholder's claim in its entirety. The ruling isfinal.
In October and November 2016 PGE Górnictwo i Energetyka Konwencjonalna S.A., PGE Energia Odnawialna S.A. and PGE Energia Natury PEW sp. z o.o. (acquired by PGE Energia Odnawialna S.A.) received from Enea S.A. termination of long-term contracts for purchase of renewable energy origin certificates, so called "green certificates." In the explanatory statement of the termination, Enea S.A. claimed that the companies significantly breached the provisions of these contracts, i.e. failed to re-negotiate contractual provisions in accordance with the adaptive clause, as requested by Enea S.A. in July 2015 in connection with an alleged change in legal regulations having impact on performance of these contracts.
In the opinion of PGE Group, notices of termination of contracts presented by Enea S.A. were filled in with a violation terms of the agreements. The companies took appropriate steps to enforce their rights. With Enea S.A. refusing to perform long-term contracts to purchase energy origin certificates resulting from certificates of origin received by PGE Group companies in connection with the production of renewable energy, PGE Górnictwo i Energetyka Konwencjonalna S.A. and PGE Energia Natury PEW sp. z o.o. have demanded from Enea S.A. payment of contractual penalties, while PGE Energia Odnawialna S.A. has demanded payment of compensation for damages. Proceedingsin all of the cases are in progress.
Due to the fact that according to PGE Group declarations on termination of the agreements presented by Enea S.A. were submitted in breach of contractual terms, as at September 30, 2018, the Group recognised contractual penalty and compensation receivables of PLN 130 million (of which PLN 2 million was recognised as present-period revenue). As the same time, energy origin certificates inventories that were initially measured at values resulting from the agreements were revalued to market prices. According to PGE Group companies, based on available legal analysis, a favourable resolution in the above disputesis more probable then a negative resolution.
Estimated volume of the green certificates covered by the contracts with Enea S.A. amounts to approximately 2,664 thousand MWh. The above amount was calculated for the period from the date the contracts were terminated to the end of the expected initial term of the contracts.
In addition, PGE Górnictwo i Energetyka Konwencjonalna S.A., PGE Energia Natury PEW sp. z o.o. (acquired by PGE Energia Odnawialna S.A.) and PGE Energia Odnawialna S.A. filed lawsuits against Enea S.A. for the payment of receivablestotalling PLN 48 million concerning invoicesissued to Enea S.A. forthe sale of energy origin certificates based on these contracts. Enea S.A.refused to pay these receivables, claiming that they were offset by receivables from the Group's companies related to compensation for alleged damages arising as a result of the companies' failure to re-negotiate the contracts. According to Group companies, such offsets are groundless because Enea S.A.'s receivables concerning the payment of compensation never arose and there are no grounds for acknowledging Enea S.A.'s claim that the companies breached contractual provisions. The proceedings are in progress. The next hearings are scheduled for November and December 2018.
Tax obligations and rights are specified in the Constitution of the Republic of Poland, tax regulations and ratified 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 the tax regulation. Taking into account the subject criterion, current taxesin 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 business entities, 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 must also be mentioned. Among these there are socialsecurity charges.
Basic tax rates were as follows in 2018: corporate income tax rate – 19%, for smaller enterprises a 15% rate is possible; basic value added tax rate – 23%, reduced: 8%, 5%, 0%, furthermore some goods and products are subject to a VAT tax exemption.
The tax system in Poland is characterized by a significant changeability of tax regulations, their high complexity, high potential fees for commitment of a tax crime or violation. Tax settlements and other activity areas are conditioned by regulations (customs or currency controls) and can be subject to controls of respective authorities that are entitled to issue fines and penalties with penalty interest. Controls may covertax settlementsforthe period of 5 years afterthe end of calendar yearin which the tax was due.
An agreement for a tax group named PGK PGE 2015, for which PGE S.A. is the representative, was signed on September 18, 2014, for a period of 25 years.
Companies included in the tax group must meet a number of requirements covering: appropriate level of equity, parent's stake in PGK companies of at least 75%, lack of capital ties between subsidiaries, no tax arrears, share in total revenue of at least 2% (counted at tax group level), and execution of transactions with related parties from outside the tax group only on market terms. Violating these requirements would mean the dissolution of the tax group and loss of its taxpayer status. When the tax group is dissolved, each of its member companies becomes an individual payer of corporate income tax.
As a result of changesin legislation,starting from 2018 taxpayer revenue is divided into two sources: economic (operating) activities and capital gains. This means that each source of revenue will be settled separately and that companies may not offset losses incurred in one source using revenue from the othersource. The capital gainssource includes: dividends, income obtained as a result of mergers of de-mergers, in-kind contributions, share disposals, disposal of debt claims, income from energy origin certificates (authors' rights, licences) and income from securities.
According to existing estimates, the introduction of two income sourcesshould notsubstantially affect the PGE Group'stax burden.
As from July 1, 2018, a VAT split payment mechanism was introduced. The mechanism is to seal the tax system by separating amounts of VAT from payments made by the buyers for the purchased services or goods and deposit them into dedicated VAT bank account of the suppliers. Funds collected in these VAT accounts may only be used for VAT settlements concerning invoices received and VAT settlements with the tax office. Using split VAT paymentsisthe buyer'sright but not an obligation.
Given the above, the introduction of a split payment mechanism might increase net debt and the net debt to EBITDA ratio. As at the date of preparation of these financial statements, there was no practice how cash in VAT accounts will be taken into account when calculating debt ratios that are then presented to financing institutions. PGE Group intends to use the funds received from counterparties in VAT accounts effectively to pay its liabilities that include VAT. The level of funds in these VAT accounts will depend mainly on how many of PGE Group's counterparties decide to use this mechanism and the relation between receivables and liabilities payment dates. As at September 30, 2018, the cash balance in these VAT accountsis approx. PLN 70 million.
In connection with an incorrect implementation of EU regulationsin the Polish legal system, PGE GiEK S.A. in 2009 initiated proceedings regarding reimbursement of improperly paid excise tax for the period January 2006 - February 2009. The irregularity consisted of taxing electricity at the firststage ofsale, i.e. by producers, whereassalesto end usersshould have been taxed.
Examining the company's complaints with regard to the restitution claims against decisionsissued by tax authoritiesrefusing to confirm overpayment of excise tax, administrative courts ruled that the company did not bear the economic burden of the improperly calculated excise tax (which in the context of the resolution by the Supreme Administrative Court of June 22, 2011, file no. I GPS 1/11, precludes the return of overpaid amounts). According to the Supreme Administrative Court, the claims that the company sought, especially using economic analyses, are of an offsetting nature and therefore may be sought only in civil courts. Given the above, PGE GiEK S.A. decided to withdraw from the proceedings as regards restitution claims. Currently, the issue of overpaid excise tax is in civil courts and the intention isto reach a settlement with the State Treasury asregardsrestitution claims.
Given the significant uncertainty over the final ruling in this issue, the Group does not recognise in its financial statements any effects related to potential compensation in civil courtsin connection with the improperly paid excise tax.
Considering pending disputes, PGE Group established at the reporting date the provision for property tax in the amount of PLN 85 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.
As a result of an update of the Renewables Act entering into force (Polish Journal of Laws of June 7, 2018, item 1276), from January 1, 2018 rulesfor property tax for wind farmsthat had been in effect until the end of 2016 were restored. Given the above, the current tax base for a wind farm constitutesits construction elements and not the entire wind farm.
PGE Group's transactions with related entities are concluded based on market prices for provided goods, products and services or are based on the cost of manufacturing.
The total value of transactions with such entitiesis presented in the table below.
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| Sales to associates and jointly controlled entities | 14 | 7 |
| Purchases from associates | ||
| and jointly controlled entities | 1,472 | 1,217 |
| As at | As at | |
| September 30, 2018 | December 31, 2017 | |
| Trade receivables from associates and jointly controlled entities | 4 | 9 |
| Trade liabilities to associates and jointly controlled entities | 177 | 180 |
Thisturnover and balancestake into account transactions with Polska Grupa Górnicza S.A. and Polimex-Mostostal S.A.
The State Treasury isthe dominantshareholder of PGE Polska Grupa Energetyczna S.A. and as a result in accordance with IAS 24 Related Party Disclosures, State Treasury companies are treated as related entities. PGE Group entities identify in detail transactions with approximately 40 of the biggest State Treasury subsidiaries.
The total value of transactions with such entitiesis presented in the table below:
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| Sales to related parties | 1,402 | 1,516 |
| Purchases from related parties | 3,415 | 2,804 |
| As at September 30, 2018 |
As at December 31, 2017 |
|
| Trade receivables from related parties | 203 | 280 |
The largest transactions with companies in which the State Treasury holds a stake concern Polskie Sieci Elektroenergetyczne S.A., Polskie Górnictwo Naftowe i Gazownictwo S.A. , PKP Cargo S.A., Grupa LOTOS S.A., Zakłady Azotowe PUŁAWY S.A., Enea S.A., PKN Orlen S.A. and the purchase of coal from Jastrzębska Spółka Węglowa S.A., Katowicki Holding Węglowy S.A. (in the comparative period) and Węglokoks S.A.
Moreover, PGE Group concludes significant transactions on the energy market via Towarowa Giełda Energii S.A. (Polish Power Exchange). Due to the fact that this entity only deals with the organisation of trading, purchases and salestransacted through this entity are notrecognised astransactions with related parties.
The key management includesthe Management Boards and Supervisory Boards of the parent company and significant Group entities.
| Period ended | Period ended | |
|---|---|---|
| PLN 000s | September 30, 2018 | September 30, 2017 |
| Short-term employee benefits (salaries and salary related costs) | 27,603 | 23,756 |
| Post-employment benefits | 3,325 | 2,035 |
| TOTAL REMUNERATION OF KEY MANAGEMENT PERSONNEL | 30,928 | 25,791 |
| Remuneration of key management personnel of entities of non-core operations | 15,611 | 10,734 |
| TOTAL REMUNERATION OF KEY MANAGEMENT PERSONNEL | 46,539 | 36,525 |
| Period ended | Period ended | |
| PLN 000s | September 30, 2018 | September 30, 2017 |
| Management Board of the parent company | 5,847 | 5,388 |
| including post-employment benefits | - | 116 |
| Supervisory Board of the parent company | 507 | 595 |
| Management Boards – subsidiaries | 22,354 | 17,917 |
| Supervisory Boards – subsidiaries | 2,220 | 1,891 |
| TOTAL | 30,928 | 25,791 |
| Remuneration of key management personnel of entities of non-core operations | 15,611 | 10,734 |
| TOTAL REMUNERATION OF KEY MANAGEMENT PERSONNEL | 46,539 | 36,525 |
Until June 30, 2017, members of the management boards of PGE Group companies were employed based on civil contracts and employment contracts. From the end of June 2017, PGE Group companies (direct and indirect subsidiaries) apply a rule according to which management board members are employed on the basis of managementservices contracts, taking into account the provisions of the Act of June 9, 2016, on rules for the remuneration of management personnel at certain companies (Polish Journal of Laws of 2017, item 2190, i.e. of November 28, 2017). In determining remuneration for members of management and supervisory bodies, the scale of the company's business, especially the value of its assets, revenue and size of workforce, istaken into account.
The growth in management remuneration at companies in the 'other activity' segment in the period ended September 30, 2018, compared to the same period last year, resulted mainly from the consolidation of entities acquired as a result of the purchase of EDF's assets.
The above remuneration is included in employee benefit costs and other costs by nature disclosed in note 7.2 Costs by nature and function to these consolidated financialstatements.
On May 22, 2018, PGE, with the intermediation of Pekao Investment Banking S.A., announced a tender offer to subscribe for the sale of 45,443,547 ordinary bearer shares, i.e. all shares issued by Polenergia S.A., entitling to 100% of votes at Polenergia S.A.'s general meeting, for PLN 16.29 pershare. PGE is also the acquiring entity in this Tender Offer. Under the tender offer, collateral in the form of a bank guarantee was put up for PGE's liabilities. The guarantee was issued by Bank Polska Kasa Opieki S.A. and the beneficiary is PEKAO Investment Banking S.A. The bank guarantee wasissued on May 22, 2018, for PLN 740million, valid until November 21, 2018.
The Tender Offer was announced on conditionsspecified in the Tender Offer content, including:
Given thatsome of the aforementioned conditions were not met, PGE decided not to purchase Polenergia S.A.shares.
No significant events that would require disclosure in these consolidated financial statements took place between the end of the reporting period and the date on which these financialstatements were approved.
| 3 months ended September 30, 2018 (unaudited) |
9 months ended September 30, 2018 (unaudited) |
3 months ended September 30, 2017 (unaudited) |
9 months ended September 30, 2017 (unaudited) |
|
|---|---|---|---|---|
| STATEMENT OF PROFIT OR LOSS | ||||
| SALES REVENUES | 2,779 | 7,958 | 2,213 | 6,804 |
| Cost of goods sold | (2,560) | (7,351) | (2,031) | (6,243) |
| GROSS PROFIT ON SALES | 219 | 607 | 182 | 561 |
| Distribution and selling expenses | (4) | (13) | (3) | (13) |
| General and administrative expenses | (51) | (155) | (37) | (109) |
| Other operating income | 2 | 5 | 1 | 2 |
| Other operating expenses | (2) | (6) | (1) | (9) |
| OPERATING PROFIT | 164 | 438 | 142 | 432 |
| Finance income | 138 | 377 | 94 | 4,468 |
| Finance expenses | (101) | (312) | (75) | (302) |
| GROSS PROFIT | 201 | 503 | 161 | 4,598 |
| Current income tax | 3 | (48) | (11) | 7 |
| Deferred income tax | (8) | (3) | 1 | (2) |
| NET PROFIT FOR THE REPORTING PERIOD | 196 | 452 | 151 | 4,603 |
| OTHER COMPREHENSIVE INCOME | ||||
| Items that may be reclassified to profit or loss: | ||||
| Measurement of hedging instruments | (7) | (32) | 11 | (59) |
| Deferred tax | 1 | 6 | (2) | 11 |
| OTHER COMPREHENSIVE INCOME FOR THE REPORTING PERIOD, NET |
(6) | (26) | 9 | (48) |
| TOTAL COMPREHENSIVE INCOME | 190 | 426 | 160 | 4,555 |
| NET PROFIT AND DILUTED NET PROFIT PER SHARE (IN PLN) | 0.10 | 0.24 | 0.08 | 2.46 |
| As at | As at | |
|---|---|---|
| September 30, 2018 | December 31, 2017 (audited) |
|
| (unaudited) | restated data | |
| NON-CURRENT ASSETS | ||
| Property, plant and equipment | 169 | 176 |
| Intangible assets | 1 | 3 |
| Financial receivables | 13,180 | 11,840 |
| Derivatives and other assets measured at fair value through profit or loss | 247 | 216 |
| Shares in subsidiaries | 32,704 | 32,568 |
| Shares in other related parties | 88 | 84 |
| 46,389 | 44,887 | |
| CURRENT ASSETS | ||
| Inventories | 863 | 2 |
| Trade and other receivables | 4,167 | 2,636 |
| Derivatives | 16 | 54 |
| Other current assets | 47 | 220 |
| Income tax receivables | - | - |
| Cash and cash equivalents | 631 | 1,832 |
| 5,724 | 4,744 | |
| TOTAL ASSETS | 52,113 | 49,631 |
| EQUITY | ||
| Share capital | 19,165 | 19,165 |
| Reserve capital | 19,872 | 15,328 |
| Hedging reserve | 84 | 110 |
| Retained earnings | 449 | 4,541 |
| 39,570 | 39,144 | |
| NON-CURRENT LIABILITIES | ||
| Non-current provisions | 20 | 20 |
| Loans, borrowings, bonds | 5,651 | 7,714 |
| Derivatives | 7 | 5 |
| Deferred income tax provision | 9 | 13 |
| Other liabilities | 21 | 23 |
| 5,708 | 7,775 | |
| CURRENT LIABILITIES | ||
| Current provisions | 1 | 2 |
| Loans, borrowings, bonds, cash pooling | 5,954 | 1,764 |
| Derivatives | 34 | 27 |
| Trade and other liabilities | 644 | 682 |
| Income tax liabilities | 107 | 176 |
| Other non-financial liabilities | 95 | 61 |
| 6,835 | 2,712 | |
| TOTAL LIABILITIES | 12,543 | 10,487 |
| TOTAL EQUITY AND LIABILITIES | 52,113 | 49,631 |
* restatement of comparative data is described in note 1 to this quarterly financial information
| Share capital | Reserve capital | Hedging reserve |
Retained earnings |
Total equity | |
|---|---|---|---|---|---|
| AS AT JANUARY 1, 2018 | 19,165 | 15,328 | 110 | 4,541 | 39,144 |
| Net profit for the reporting period | - | - | - | 452 | 452 |
| Other comprehensive income | - | - | (26) | - | (26) |
| COMPREHENSIVE INCOME FOR THE PERIOD | - | - | (26) | 452 | 426 |
| Retained earnings distribution | - | 4,544 | - | (4,544) | - |
| Other changes | - | - | - | - | - |
| AS AT SEPTEMBER 30, 2018 | 19,165 | 19,872 | 84 | 449 | 39,570 |
| Share capital | Reserve capital | Hedging reserve |
Retained earnings |
Total equity | |
| AS AT JANUARY 1, 2017 | 19,165 | 13,730 | 149 | 1,594 | 34,638 |
| Net profit for the reporting period | - | - | - | 4,603 | 4,603 |
| Other comprehensive income | - | - | (48) | - | (48) |
| COMPREHENSIVE INCOME FOR THE PERIOD | - | - | (48) | 4,603 | 4,555 |
| Retained earnings distribution | - | 1,598 | - | (1,598) | - |
| Other changes | - | - | - | - | - |
| Period ended | Period ended | |
|---|---|---|
| September 30, 2018 | September 30, 2017 | |
| (unaudited) | (unaudited) restated data |
|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Gross profit | 503 | 4,598 |
| Income tax paid | 46 | (116) |
| Adjustments for: | ||
| Depreciation, amortisation and impairment losses | 10 | 11 |
| Interest and dividend, net | (96) | (2,856) |
| Profit / loss on investing activities | 52 | (1,265) |
| Change in receivables | (13) | (123) |
| Change in inventories | (861) | 57 |
| Change in liabilities, excluding loans and borrowings | (29) | 386 |
| Change in provisions | - | (1) |
| Change in other non-financial assets | 26 | 23 |
| NET CASH FROM OPERATING ACTIVITIES | (362) | 714 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Purchase of property, plant and equipment and intangible assets | (2) | (2) |
| Purchase of bonds issued by PGE Group companies | (1,695) | (2,880) |
| Purchase of shares in subsidiaries | (176) | (107) |
| Sale of other financial assets | - | 369 |
| Recognition of deposits with maturity over 3 months | - | (50) |
| Release of deposits with maturity over 3 months | - | 2,340 |
| Dividends received | 46 | 2,872 |
| Origination / (repayment) of loans granted under cash pooling agreement | 662 | 431 |
| Repayment of loans | 260 | - |
| Loans granted | (782) | (285) |
| Interest received | 162 | 27 |
| NET CASH FROM INVESTING ACTIVITIES | (1,525) | 2,715 |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Repayment of loans / buy-back of bonds | (1,000) | (17) |
| Proceeds from loans, borrowings and bonds | 1,870 | - |
| Interest paid | (180) | (212) |
| Other | (4) | (4) |
| NET CASH FROM FINANCING ACTIVITIES | 686 | (233) |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | (1,201) | 3,196 |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD | 1,831 | 1,930 |
| CASH AND CASH EQUIVALENTS AT THE END OF PERIOD | 630 | 5,126 |
* restatement of comparative data is described in note 1 to this quarterly financial information
New standards and interpretations that went into force on January 1, 2018, as described in more detail in note 4 of the consolidated financialstatements, had no impact on the Company'sseparate financialstatements.
In the present period, the Company decided to change the way in which it presents employee benefits concerning accrued leave, bonuses and similarfrom the item "provisions" to the item "other non-financial liabilities."
The Company restated its comparative data presented in the statement of financial position. The restatement is presented in the table below.
| As at | As at | ||
|---|---|---|---|
| September 30, 2017 | Change in | September 30, 2017 | |
| published data | presentation | restated data | |
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Adjustment for items, including: | |||
| Change in liabilities, excluding loans and borrowings | 353 | (5) | 386 |
| Change in provisions | (6) | 5 | (1) |
| NET CASH FROM OPERATING ACTIVITIES | 557 | - | 557 |
| As at | As at | ||
|---|---|---|---|
| December 31, 2017 | Change in presentation |
December 31, 2017 | |
| published data | restated data | ||
| CURRENT LIABILITIES, including: | |||
| Current provisions | 33 | (31) | 2 |
| Other non-financial liabilities | 30 | 31 | 61 |
| TOTAL CURRENT LIABILITIES | 2,712 | - | 2,712 |
| TOTAL EQUITY AND LIABILITIES | 49,631 | - | 49,631 |
This quarterly report, containing PGE Group's condensed consolidated financial statements and PGE S.A.'s quarterly financial information for the 3- and 9-month periods ended September 30, 2018, was approved for publication by the Management Board on November 13, 2018.
Warsaw, November 13, 2018
Signatures of members of the Management Board of PGE Polska Grupa Energetyczna S.A.
| President of the | |
|---|---|
| Management Board | Henryk Baranowski |
| Vice-President of the | |
| Management Board | Wojciech Kowalczyk |
| Vice-President of the | |
| Management Board | Marek Pastuszko |
| Vice-President of the | |
| Management Board | Paweł Śliwa |
| Vice-President of the | |
| Management Board | Ryszard Wasiłek |
| Vice-President of the | |
| Management Board | Emil Wojtowicz |
Signature of person responsible for drafting these financialstatements
Michał Skiba - Director, Reporting and Tax Department
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