P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
This is a translation of a document originally issued in the Polish language.
In case of discrepancies Polish version shall prevail.
Przedsiębiorstwo Robót Inżynieryjnych
„POL-AQUA” Spółka Akcyjna
(Joint-stock Company)
in Warsaw
INTERIM SUMMARIZED FINANCIAL STATEMENTS
FOR 6 MONTHS ENDED ON
30 JUNE 2012
APPENDIX NO. 2
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
Interim Summarized Income Statement........................................................................................................................... 4
Interim Summarized Statement of comprehensive income.............................................................................................. 5
Interim Summarized Statement of financial condition..................................................................................................... 6
Interim summarized statement of cash flows ................................................................................................................... 8
Interim Summarized Statement of Changes in Equity. .................................................................................................. 10
Additional explanatory notes ......................................................................................................................................... 11
1. General information ................................................................................................................................................ 11
2. Basis for preparation of the Interim Summarized Financial Statements ................................................................. 14
3. Change in estimates................................................................................................................................................. 15
3.1
Professional judgement ................................................................................................................................ 15
3.2
Uncertainty of estimates............................................................................................................................... 16
4. Essential accounting principles (policy).................................................................................................................. 19
5. New standards and interpretations which have been published, but have not entered into force yet ...................... 19
6. Functional currency and financial statements currency........................................................................................... 22
7. Seasonal nature of activities .................................................................................................................................... 22
8. Information about operating segments .................................................................................................................... 22
9. Sales revenues ......................................................................................................................................................... 22
10. Other operating costs and revenues......................................................................................................................... 22
11. Financial costs and revenues ................................................................................................................................... 24
12. Costs according to type ........................................................................................................................................... 24
13. Income tax............................................................................................................................................................... 25
14. Dividends paid and proposed for payment .............................................................................................................. 25
15. Tangible fixed assets ............................................................................................................................................... 27
16. Goodwill.................................................................................................................................................................. 29
17. Other long-term financial assets.............................................................................................................................. 30
18. Short-term liabilities................................................................................................................................................ 30
19. Other short-term financial assets ............................................................................................................................. 31
20. Cash and cash equivalents....................................................................................................................................... 31
21. Fixed assets classified as held for sale .................................................................................................................... 31
22. Provisions................................................................................................................................................................ 32
23. Interest-carrying bank loans and credit ................................................................................................................... 34
24. Liabilities and deferred income ............................................................................................................................... 36
24.1. Long-term liabilities..................................................................................................................................... 36
24.2. Short-term liabilities .................................................................................................................................... 36
24.3. Deferred income........................................................................................................................................... 37
25. Equity securities ...................................................................................................................................................... 37
26. Discontinued activity............................................................................................................................................... 37
27. Financial instruments .............................................................................................................................................. 37
28. Principles and objectives of managing the financial risk ........................................................................................ 39
29. Equity management................................................................................................................................................. 41
30. Contingent liabilities ............................................................................................................................................... 41
30.1 Litigations .................................................................................................................................................... 42
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
31.
32.
33.
34.
Investment liabilities ............................................................................................................................................... 43
Transactions with related entities ............................................................................................................................ 44
Other transactions with personally related entities.................................................................................................. 46
Events after the balance sheet date.......................................................................................................................... 47
3/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
INTERIM SUMMARIZED INCOME STATEMENT
for 6 months ended 30 June 2012
Item
Note
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
CONTINUED ACTIVITY
Sales revenues
9
265,502
279,990
Own cost of sales
12
271,082
264,238
Gross profit (loss) on sales
General administration cost
12
Profit (loss) on sales
(5 580)
15,752
24,414
19,756
(29,994)
(4,004)
Other operating revenues
10
15,170
22,764
Other operating costs
10
7,907
6,487
Profit (loss) on operating activities
(22,731)
12,273
Financial revenues
11
3,589
4,413
Financial costs
11
5,851
6,926
Profit (loss) before tax
Income tax
(24,993)
9,760
(1,077)
(1,372)
(23,916)
11,132
-
-
(23,916)
11,132
13
Net profit (loss) on continued activity
DISCONTINUED ACTIVITY
Net profit (loss) on discontinued activity
CONTINUED AND DISCONTINUED ACTIVITY
Profit (loss) net:
NET PROFIT (LOSS) PER ONE SHARE
Net profit (loss) on continued activity
Net profit (loss) on discontinued activity
Net profit (loss) for financial year
Average weighted number of ordinary shares (units)
Average weighted diluted number of ordinary shares (units)
Net basic profit (loss) per one share (in PLN)
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
(23,916)
11,132
-
-
(23,916)
11,132
27,500,100
27,500,100
n/a
n/a
(0.87)
0.40
Net diluted profit (loss) per one share (in PLN)
n/a
n/a
Net profit (loss) per one share on continued and
discontinued activity (in PLN)
(0.87)
0.40
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
INTERIM SUMMARIZED STATEMENT OF COMPREHENSIVE INCOME
for 6 months ended on 30 June 2012
Item
(Net) profit for the period
Other comprehensive income
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
(23,916)
11,132
-
-
Total comprehensive income for the period
(23,916)
11,132
In total
(23,916)
11,132
.......................................................................
Piotr Stanisław Chełkowski
President of the Management Board
…………......................................................
Gregor Siegmund Sobisch
First Vice-President of the Management
Board
..........................................................
Marek Sobiecki
Second Vice-President of the Management
Board
....................................................................
Robert Stefan Molo
Member of the Management Board
....................................................................
Mario Serrano Villate
Member of the Management Board
....................................................................
Servando Sierra Martí
Member of the Management Board
....................................................................
Renata Sucharska
Head of Economy and Finance
Warsaw, 31 August 2012
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
INTERIM SUMMARIZED STATEMENT OF FINANCIAL CONDITION
as at 30 June 2012
STATEMENT OF FINANCIAL CONDITION
ASSETS
Note
FIXED ASSETS
As at 30 June 2012
(unaudited)
As at 31 December
2011
238,407
276,047
Tangible fixed assets
15
39,553
76,184
Goodwill
16
97,771
97,771
564
900
-
4,845
2,033
771
98,477
95,567
9
9
316,893
297,401
249
2,170
30,102
48,732
Intangible assets
Investment real property
Other prepayments and accruals
Other financial assets
17
Other fixed assets
CURRENT ASSETS
Inventories
Assets resulting from construction contracts evaluation
Trade receivables
18
212,543
195,023
Other receivables
18
10,840
12,084
Income tax receivables
18
377
377
Other short-term financial assets
19
Prepayments
160
2,619
4,222
2,337
Cash and cash equivalents
20
17,377
24,841
Assets assigned for sale
21
41,023
9,219
555,300
573,448
TOTAL ASSETS
STATEMENT OF FINANCIAL CONDITION
EQUITY AND LIABILITIES
Note
EQUITY
As at 30 June 2012
(unaudited)
As at 31 December
2011
201,331
225,247
27,500
27,500
549,428
549,428
(351,681)
(363,658)
(23,916)
11,977
53,669
55,181
23
12,073
-
Other financial liabilities
24,1
3,577
3,380
Other long-term liabilities
24,1
24,465
26,512
22
10,768
21,417
2,783
3,859
3
13
Share capital/Stated capital
Reserve capital
Retained earnings (uncovered losses) from previous
years
Current year net profit (loss)
LONG-TERM LIABILITIES
Loans
Provisions
Deferred tax provisions
Deferred income
24,3
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
SHORT-TERM LIABILITIES
300,300
293,020
109,943
34,903
24,2
2,160
2,842
27
35,578
25,731
Trade liabilities
24,2
100,269
178,956
Other short-term liabilities
24,2
42,621
34,730
22
9,557
15,373
172
485
555,300
573,448
Loans
23
Other financial liabilities
Liabilities resulting from construction contracts
evaluation
Provisions
Deferred income
TOTAL LIABILITIES
24,3
.......................................................................
Piotr Stanisław Chełkowski
President of the Management Board
…………......................................................
Gregor Siegmund Sobisch
First Vice-President of the Management
Board
..........................................................
Marek Sobiecki
Second Vice-President of the Management
Board
....................................................................
Robert Stefan Molo
Member of the Management Board
....................................................................
Mario Serrano Villate
Member of the Management Board
....................................................................
Servando Sierra Martí
Member of the Management Board
....................................................................
Renata Sucharska
Head of Economy and Finance
Warsaw, 31 August 2012
7/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
INTERIM SUMMARIZED STATEMENT OF CASH FLOWS
for 6 months ended on 30 June 2012
Statements of cash flows
Note
Cash flows from operating activity
Profit (loss) before tax
Adjustments:
Amortisation and depreciation
(Profit) loss on investment activities
(Profit) loss on sales of assets held for sale
(Gains) loss on exchange
Change in receivables (trade and other receivables, and
assets related to construction contracts)
Change in inventories
Change in liabilities except for loans (trade and other
liabilities, and related to construction contracts)
Profit on interest
Cost of interest
Change in prepayments and accruals
Change in provisions
Income tax paid
Change in long-term settlements
Allowances for financial investment
Other adjustments
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
x
x
12
10
10
Net cash from operating activity
Cash flows from investment activity
Sale of fixed tangible and intangible assets and other
fixed assets
Purchase of fixed tangible and intangible assets and
other fixed assets
Purchase of shares in subsidiaries
Sales of fixed assets held for sale
Interest received
Loans granted
Other
Repayment of financial lease liabilities
Receipts from loans incurred
Interest paid
Other
Net cash from financial activity
9,760
(189,026)
8,252
(89)
402
2,353
(39,378)
1,921
(1,031)
(60,949)
(155,489)
(696)
3,461
(3,470)
(16,465)
(247)
(18)
28
(1,527)
2,329
(1,072)
(6,221)
8 860
(8,059)
3,853
144
(92,378)
(179,266)
x
17
Net cash from investment activity
Cash flows from financial activity
(24,993)
(67,385)
7,247
(1,167)
781
(164)
x
2,507
302
(86)
(47)
(1,500)
2,925
193
(242)
9
(6 000)
1,020
(9,700)
(4)
3,806
(14,429)
x
x
(2,523)
87,040
(3,387)
-
(3,391)
87,105
(2,329)
1,120
81,130
82,505
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
Net increase (decrease) in cash and cash equivalents
Gains/losses on exchange net
Cash flows and cash equivalents at the beginning of the
period
Cash flows and cash equivalents at the end of the period
(7,442)
(22)
(111,190)
(403)
20
24,841
135,631
20
17,377
24,038
.......................................................................
Piotr Stanisław Chełkowski
President of the Management Board
…………......................................................
Gregor Siegmund Sobisch
First Vice-President of the Management
Board
..........................................................
Marek Sobiecki
Second Vice-President of the Management
Board
....................................................................
Robert Stefan Molo
Member of the Management Board
....................................................................
Mario Serrano Villate
Member of the Management Board
....................................................................
Servando Sierra Martí
Member of the Management Board
....................................................................
Renata Sucharska
Head of Economy and Finance
Warsaw, 31 August 2012
9/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
(in kPLN)
INTERIM SUMMARIZED STATEMENT OF CHANGES IN EQUITY
for 6 months ended 30 June 2012 (unaudited)
Retained earnings
Item
As at the beginning of the period
Changes in equity during the period
Net profit (loss) for the period
As at 30 June 2012
Share capital
Reserve
capital
Profit (loss)
from previous Net profit
years
27,500
549,428
(351,681)
27,500
549,428
(351,681)
(23,916)
(23,916)
Total equity
225,247
(23,916)
201,331
for 6 months ended 30 June 2011 (unaudited)
Retained earnings
Item
As at the beginning of the period
Changes in equity during the period
Net profit (loss) for the period
As at 30 June 2011
Share capital
Reserve
capital
Profit (loss)
from previous Net profit
years
27,500
549,428
(362,673)
-
27,500
549,428
(362,673)
11,132
11,132
Total equity
214,255
11,132
225,387
.......................................................................
Piotr Stanisław Chełkowski
President of the Management Board
…………......................................................
Gregor Siegmund Sobisch
First Vice-President of the Management
Board
..........................................................
Marek Sobiecki
Second Vice-President of the Management
Board
....................................................................
Robert Stefan Molo
Member of the Management Board
....................................................................
Mario Serrano Villate
Member of the Management Board
....................................................................
Servando Sierra Martí
Member of the Management Board
....................................................................
Renata Sucharska
Head of Economy and Finance
Warsaw, 31 August 2012
10/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
ADDITIONAL EXPLANATORY NOTES
1. General information
Przedsiębiorstwo Robót Inżynieryjnych „POL-AQUA” S.A. (hereinafter referred to as
P.R.I. „POL-AQUA” S.A. or the Company) is a joint-stock company with its registered office in Warsaw,
whose shares circulate in public trade.
The Company’s Office is located in Warsaw, at ul. Adama
Branickiego 15.
The Company has the following Branch Offices:
•
POL-AQUA S.A. Branch of General Contracting Works
ul. Na Piaskach 10, 80-846 Gdańsk,
•
POL-AQUA S.A. Branch of General Contracting Works
No. Z51, Flat 48, 46-021 Brzezie n/Opole
The Financial Statements of the Company cover the period of six months ended 30 June 2012 and
contain comparable data for the period of six months ended 30 June 2011 and as at 31 December 2011.
The Company was entered into the Register of Entrepreneurs of the National Court Register kept by
the District Court, XIII Economic Division of the National Court Register, under no. KRS 0000044166.
The statistical number (REGON) of the Company is 012783671, and the tax identification number NIP is
775-00-01-125.
Duration of the Company is indefinite.
The core activities of the Company include engineering works, road and power construction, as well
as general construction. In addition, the Company provides services of a general contractor on projects
involving construction of residential/commercial/industrial buildings.
Since 30 July 2007 shares of the Company have been listed on the Warsaw Stock Exchange.
P.R.I. „POL-AQUA” S.A. is the parent entity of the POL-AQUA Group.
The Parent Company of the Company is DRAGADOS S.A. a company established under the
Spanish law in Madrid, which owns 18,150,066 shares of the Company, 66 % of the total number of votes at
the General Meeting of P.R.I. „POL-AQUA” S.A.
DRAGADOS S.A. forms part of the Capital Group of ACS Actividades de Construcción y Servicios
Sociedad Anónima (ACS S.A.) - a Spanish Joint-Stock Company. ACS S.A. directly holds more than 99.9%
shares in the share capital of DRAGADOS S.A. and indirectly less than 0.1% of DRAGADOS S.A. shares
through its subsidiary named Comunidades Gestionadas S.A.
11/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
As at 30 June 2012, the Management Board of P.R.I. „POL-AQUA” S.A. in Warsaw was
composed of the following members:
Name
Position
Piotr Stanisław Chełkowski
President of the Management Board,
Eduardo Martínez Martínez
First Vice-President of the Management Board
Marek Sobiecki
Second Vice-President of the Management Board
Robert Molo
Member of the Management Board
Mario Serrano Villate
Member of the Management Board
Servando Sierra Martí
Member of the Management Board.
On 19 June 2012, the Company received a letter in which Mr Eduardo Martínez Martínez tendered
his resignation from the position of the General Director, Member of the Management Board and First VicePresident of the Management Board of Przedsiębiorstwo Robót Inżynieryjnych „POL-AQUA” Spółka
Akcyjna as of 30 June 2012 due to performance of other obligations under ACS Group.
On 5 July 2012 the Supervisory Board of P.R.I. „POL-AQUA” S.A. appointed Mr Gregor Siegmund
Sobisch to the Management Board of the Company as a Member of the Management Board and the First
Vice-President of the Management Board.
With regard to the above the composition of the Management Board of P.R.I. „POL-AQUA” S.A. in
Warsaw as at the day of publication hereof is as follows:
Name
Position
Piotr Stanisław Chełkowski
President of the Management Board,
Gregor Siegmund Sobisch
First Vice-President of the Management Board,
Marek Sobiecki
Second Vice-President of the Management Board,
Robert Molo
Member of the Management Board
Mario Serrano Villate
Member of the Management Board
Servando Sierra Martí
Member of the Management Board.
On 14 March, 2012, the Management Board of the Company received a letter in which Mr Jose
Puente Garcia tendered his resignation from the position of a Member of the Supervisory Board - the ViceChairman of the Supervisory Board of Przedsiębiorstwo Robót Inżynieryjnych „POL-AQUA” Spółka
Akcyjna.
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
On 12 April 2012, the Extraordinary General Meeting of the Company adopted a resolution on
appointing Mr Gustavo Tunell Ayuso to the Supervisory Board as a Member of the Supervisory Board - the
Vice-Chairman of the Supervisory Board of the Company.
As at 30 June 2012, the Supervisory Board was composed of the following members:
Name
Position
Alfonso Costa Cuadrench
Chairman of the Supervisory Board;
Gustavo Tunell Ayuso
Vice-Chairman of the Supervisory Board,
Alberto Laverón Simavilla
Member of the Supervisory Board,
Janusz Steinhoff
Member of the Supervisory Board,
Krzysztof Gerula
Member of the Supervisory Board.
On 6 July 2012, Mr Alfonso Costa Cuadrench tendered his resignation from the position of a
Member of the Supervisory Board - the Chairman of the Supervisory Board of Przedsiębiorstwo Robót
Inżynieryjnych „POL-AQUA” S.A. as of 20 July 2012.
On 12 July 2012, Mr Janusz Steinhoff tendered his resignation from the position of a Member of the
Supervisory Board of Przedsiębiorstwo Robót Inżynieryjnych „POL-AQUA” S.A. as of 12 July 2012.
On 2 August 2012, the Extraordinary General Meeting of P.R.I. „POL-AQUA” S.A. appointed the
following persons to the Supervisory Board:
•
Mr Gustavo Tunell Ayuso as the Chairman of the Supervisory Board;
•
Mr Eduardo Martínez Martínez as the Vice-Chairman of the Supervisory Board;
•
Mr Ricardo Eduardo Cuesta Castiñeyra as a Member of the Supervisory Board.
With regard to the above the composition of the Supervisory Board of P.R.I. „POL-AQUA” S.A. in
Warsaw as at the day of publication hereof is as follows:
Name
Position
Gustavo Tunell Ayuso
Chairman of the Supervisory Board,
Eduardo Martínez Martínez
Vice-Chairman of the Supervisory Board;
Alberto Laverón Simavilla
Member of the Supervisory Board,
Ricardo Eduardo Cuesta Castiñeyra
Member of the Supervisory Board,
Krzysztof Gerula
Member of the Supervisory Board.
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P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Interim summarized financial statements of the Company cover the following periods: for 6 months
ended on 30 June 2012 as well as comparative data for periods: for 6 months ended 30 June 2011 and as at 31
December 2011.
On 31 August 2012 these interim summarized financial statements of the Company for 6 months
ended 30 June 2012 were approved by the Management Board for publication.
The Company also prepared interim summarized consolidated financial statements for six months
ended 30 June 2012, which were approved by the Management Board for publication on 31 August 2012.
2. Basis for preparation of the Interim Summarized Financial Statements
These Interim Summarized Financial Statements were prepared in accordance with the International
Financial Reporting Standards (“IFRS”), in particular the International Accounting Standard no. 34 – Interim
Financial Reporting, and the IFRS approved by the EU. As at the date on which these statements were
approved for publication and considering the process of implementing IFRS standards in the EU and taking
into account activities of the Company, there were no differences between the IFRS standards in force and
the IFRS standards approved by the EU with regards to accounting principles applied by the Company. The
detailed principles adopted by the Company have been presented in the Company’s financial statements for
the period ended 31 December 2011, published on 20 March 2012.
The IFRS include standards and interpretations approved by the International Accounting Standards
Board (“IASB”) and the International Financial Reporting Interpretations Committee (“IFRIC”).
These Interim Summarized Financial Statements are presented in the Polish zloty (PLN), and all
amounts have been expressed in thousands of Polish zlotys, unless specified otherwise.
These Interim Summarized Financial Statements have been prepared with an assumption that the
Company will continue as going concerns in the foreseeable future. As of the approval date hereof the
Management Board of P.R.I. „POL-AQUA” S.A. does not find any circumstances which would pose a threat
to the Company continuing as going concerns.
Despite the revealed net loss of PLN 23,916 thousand the Company shows the surplus of current
assets over short-term liabilities in the amount of PLN 16,593 thousand.
In order to ensure liquidity of the Company, loan agreements have been extended.
On 18 July 2012, P.R.I. „POL-AQUA” S.A and Bank Societe Generale S.A. signed an annex to the
agreement on bank guarantees up to the credit limit of PLN 100,000 thousand, extending the validity of the
limit to 28 June 2013. Moreover, on the basis of an annex to the Agreement on short-term renewable credit,
the Bank has extended the term of the credit of PLN 25,000 thousand to 28 June 2013.
On 22 August, the Company and the bank PEKAO S.A. signed an annex to the agreement of multipurpose credit line, the maturity date of which had been 31 July 2012.
On the basis of the concluded annex, the aforesaid credit will be re-paid by 31 January 2013.
14/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
The above credit agreements are secured inter alia with a surety granted by the parent entity
DRAGADOS S.A.
At this moment, the Company POL-AQUA is undergoing reorganisation, the aim of which is a
significant reduction of activity costs and increase in activities effectiveness. To this end, organization
changes are being made, that will result in the reduction of costs connected with the functioning of the
organization. Moreover, the Management Board is working to dispose of unproductive assets and in this way
to release cash from assets to increase the financial resources of the Company.
An important action undertaken by the Management Board of the Company is the active involvement
in acquiring higher-margin contracts as well as obtaining positive margin on pending road contracts.
As at the publication date of the statements for 6 months ended 30 June 2012, the total value of
contracted works as well as of contracts to be signed is approximately PLN 1.5 billion.
Taking into consideration the current financial situation, financial plans for the current year and for
the years to come, as well as the strategy implemented and the support by the parent entity DRAGADOS
S.A., the Management Board of P.R.I. „POL-AQUA” S.A. does not see any threat to continuity of
operations.
Therefore these Interim Summarized Financial Statements have been prepared with an assumption
that the Company will continue as going concern.
The Interim Summarized Financial Statements do not include all information and disclosures required
for Annual Financial Statements and should be read together with the Financial Statements of the Company
for the year ended 31 December 2011 approved for publication on 20 March 2012.
The interim financial result might not fully reflect the obtained financial result for the financial year.
3. Change in estimates
Company performs estimates which affect the presented figures for assets, liabilities, revenues and
costs. The estimates performed by the Company pertain to provisions created, valuation of construction
contracts, allowances for assets, prepayments and accruals. The estimates are verified against existing
experience and other factors, such as expectations regarding future events.
3.1 Professional judgement
In the process of applying accounting principles (policies) regarding the abovementioned issues, the
professional judgment of the management was of greatest significance, apart from accounting estimates.
15/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Classification of lease contracts
The Company classifies leasing as either operational or financial basing on the evaluation to what
extent the risks and benefits from holding the subject of the lease are divided between the lessor and the
lessee. This assessment is based on the economic content of each transaction.
Classification of fixed assets held for sale
The Company classifies fixed assets (or a group of assets to be disposed) designated for sale, if their
balance-sheet value will be recovered first of all by way of sales transactions, and not by their further usage.
Such situation is the case when a given asset (or a group of assets to be disposed) is available for immediate
sale given its current state, taking into account only standard and customary terms and conditions of sales of
such a type of assets (or a group of assets to be disposed), and its sale is highly probable.
Assessment of occurrence of factors for impairment of shares in subsidiaries and associates
As at the end of each reporting period, the Company assesses, whether an impairment of shares in
subsidiaries and associates occurred. When assessing, whether factors proving the possibility of the shares
impairment exist, the Company analyses at least factors originating from external and internal information
sources, as well as dividends from subsidiaries and associates. Should there be ascertained that factors for
impairment of shares in subsidiaries and associates occur, the Company estimates the recoverable value of
the shares.
3.2 Uncertainty of estimates
Preparation of financial statements according to IFRS requires the adoption of particular estimates and
assumptions, which influence the amounts reported in the financial statements. Most estimates are based on
analyses and the best knowledge of the Management Board.
Although the adopted assumptions and
estimates are based on the best knowledge of the Management Board concerning current activities and
events, actual results might differ from the expected outcome. The estimates and assumptions connected with
these results are subject to verification. Changes in accounting estimates are reported for the period in which
estimates were changed or in current or future periods, if the change in estimates concerns both current and
future periods.
The basic assumptions concerning the future of the Company and other key sources of uncertainty
occurring as at the balance sheet date, which are connected with significant risk of major adjustment of the
balance sheet value of assets and liabilities in the next financial year have been discussed below.
Impairment of tangible fixed assets
The Management Board of the Company carried out a periodic review of fixed assets in order to
assess loss on their value, and taking into account the financial goals of the Company, the Management
Board did not identify the need to perform write-offs on the level of entities generating cash flows.
16/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Goodwill impairment
The Company audits goodwill impairment annually. In the case of goodwill impairment, the audit
results are not reported in the income statement and are not subject to reversal in successive periods. This test
is carried out for the whole cash generating unit to which goodwill is allocated. Detailed information on the
test has been presented in Note 16. As at 30 June 2012, no factors occurred to create an impairment writedown.
Allowances for the value of receivables and loans
Allowances were made in compliance with the prudent valuation principle, after analysis of aging
structure of receivables, information about credibility of counterparties, situation of subsidiaries and other
information pertaining to possible collection of such receivables.
Valuation of provision for works under guarantee and returns
Provisions for works under guarantee are specified in contract budgets in the form of a percentage
share in revenues depending on the type of construction work. The maximum rate is 1%. In the course of
contract execution, the provision is calculated monthly in relation to work progress. After completion of the
contract, the facility is inspected in terms of defects, and the provision may be adjusted. Defects removal
costs are settled from provisions during the entire warranty period. After the warranty period, the provisions
are dissolved in its unused portion.
Valuation of provisions for employee benefits
Provisions for employee benefits have been estimated basing on actuarial methods.
Component of deferred tax assets
The Company reports the component of deferred tax assets basing on the assumption, that in the
future, taxable profit will allow for its use. A decrease in earned tax profits might prove this assumption
unjustified. The Company does not reports deferred tax assets in relation to tax loss. This results from
conservative approach to recovery of tax loss.
Recognition of revenues
The Company recognises revenues on account of performed construction contracts accordingly to
the method estimating the level of advancement of the given service. The level of progress of contract
performance is specified on the basis of an assessment of performed works, or the evaluation of manually
performed works with contracted services. Due to the increase in assessment by 1%, the gross margin on
sales would increase by approx. PLN 991 thousand in the first half year of 2012.
Amortisation and depreciation rates
The amount of depreciation and amortisation rates is set on the basis of expected period of economic
usefulness of fixed and intangible assets. At least at the end of each financial period the period of use, end
value and amortisation/depreciation methods are verified. All changes resulting from the verification are
recognised as a change in estimated values, subject to settlement after its introduction, and its results are
17/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
recognised in the results from the first month of the financial year in which the change in estimates was made
and in future reporting periods. In 2012, the depreciation and amortisation periods of a part of fixed assets
acquired form the company PA ENERGOBUDOWA Sp. z o. o., which was incorporated into the Company
as of 1 September 2011, were changed. They were aligned with the rates applied in the acquiring entity.
18/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
4. Essential accounting principles (policy)
The accounting principles (policy) applicable to these Interim Summarized Financial Statements
conform to the principles adopted for preparation of the Financial Statements of the Company for the year
ended 31 December 2011, except application of the following new or amended standards and interpretations
valid for annual periods commencing on or after 1 January 2012.
•
Changes to IFRS 7 Financial instruments: disclosure of information: transfer of financial assets
- applicable for annual periods beginning on 1 July 2011 or after this date,
The Company did not decide to make an early application of any standard, interpretation or change
that was published but not yet effective.
5. New standards and interpretations which have been published, but have not
entered into force yet
The following new accounting standards, amendments to existing standards, and interpretations that
are not valid in 2012 and that the Company did not decide to apply earlier, have been already published:
-
IFRS 9 ‘Financial Instruments’ applicable in the case of annual periods beginning on 1 January
2013 or later. IFRS 9 is the first part of the 1st Stage of IASB draft to replace IAS 39. IFRS 9
introduces improved and simplified approach to classification and valuation of financial assets
in comparison to IAS 39 requirements. This standard has not been approved by the EU yet.
-
IFRS 10 ‘Consolidated Financial Statements’, which replaces IAS 27 and SIC 12
‘Consolidation - Special Purpose Entities’, applicable in the case of annual periods beginning
on 1 January 2013 or later. IFRS 10 establishes principles for the presentation and preparation
of consolidated financial statements when an entity controls one or more other entities. This
standard has not been approved by the EU yet.
-
IFRS 12 ‘Disclosure of Interests in Other Entities’ - applicable in the case of annual periods
beginning on 1 January 2013 or later. IFRS 12 is applicable in the case of entities having shares
in a subsidiary, joint arrangement, associate and unconsolidated structured entity. This standard
has
not
been
approved
by
the
EU
yet.
19/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
-
IFRS 11 ‘Joint arrangements’ - applicable in the case of annual periods from 1 January 2013 or
later. IFRS 11 establishes principles for financial reporting by parties to a joint arrangement,
and replaces IAS 31 ‘Interests in Joint Ventures’ and SIC 13 ‘Jointly Controlled Entities -Nonmonetary Contributions by Venturers’. This standard has not been approved by the EU yet.
-
IFRS 13 ‘Fair Value Measurement’ - applicable in the case of annual periods from 1 January
2013 or later. IFRS 13 defines fair value, establishes general principles for measuring fair
value and requirements concerning disclosures about fair value measurement. IFRS 13 applies
to IFRS that require or permit measurement of fair value, excluding specific exceptions. This
standard has not been approved by the EU yet.
-
Amendments to IAS 27, published again as IAS 27 ‘Consolidated and Separate Financial
Statements’ - applicable in the case of annual periods from 1 January 2013 or later. Provisions
on consolidation, which previously constituted a part of IAS 27 (2008), have been amended
and are currently included in IFRS 10. These amendments have not been approved by the EU
yet.
-
Amendments to IAS 28, published again as IAS 28 ‘Investments in Associates and Joint
Ventures’ - applicable in the case of annual periods from 1 January 2013 or later. These
amendments are the consequence of the introduction of IFRS 10, IFRS 11 and IFRS 12. These
amendments have not been approved by the EU yet.
-
Amendments to IAS 19 “Employee benefits: - applicable in the case of annual periods from 1
January 2013 or later. The amendments finalize the draft of the standard ‘Specific employee
benefits programs’ published in April 2010 as well as proposals regarding benefits for
termination of employment relationship, contained in the draft of the standard 37 ‘Provisions,
Contingent Liabilities and Contingent Assets’ published in June 2005. These amendments will
facilitate understanding of the impact of specific employee benefits programs on financial
situation and cash flows of an entity by the users of financial statements.
-
IFRIC 20 ‘Stripping Costs in the Production Phase of a Surface Mine’ - applicable in the case
of annual periods from 1 January 2013 or later. This interpretation has not been approved by
the EU yet.
20/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
-
Amendments to IAS 1 ‘Presentation of Financial Statements’ - applicable in the case of annual
periods from 1 July 2012 or later. These amendments require from entities to separate the items
presented in other comprehensive income into two groups, depending on whether it will be
possible to include them in the income statement.
-
Changes to IFRS 7 ‘Financial instruments; disclosure of information: Financial assets and
liabilities setoff’ - applicable in the case of annual periods beginning on 1 January 2013 or
later. These amendments have not been approved by the EU yet.
-
Amendments to IAS 32 ‘Financial instruments: presentation: Financial assets and liabilities
setoff’ - applicable in the case of annual periods beginning on 1 January 2014 or later. These
amendments have not been approved by the EU yet.
-
Amendment to IFRS 1 ‘First-time Adoption of International Financial Reporting Standards:
State loans”, applicable for annual periods from 1 January 2013 or after this date. These
amendments have not been approved by the EU yet.
-
Amendments to IFRS 10, IFRS 11 and IFRS 12 ‘Transitional Guidance’ - applicable to annual
periods from 1 January 2013 or later. These amendments have not been approved by the EU
yet.
-
Amendments resulting from IFRS review published in May 2012 amendments valid regarding
annual periods from 1 January 2013 or later. These amendments have not been approved by the
EU yet.
-
Amendments to IAS 12 ‘Income tax: deferred tax: tax assets realization’ - applicable in the
case of annual periods from 1 January 2012 or later. These amendments have not been
approved by the EU yet.
-
Amendment to IFRS 1 ‘First-time Adoption of International Financial Reporting Standards:
Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters’ - applicable in the
case of annual periods from 1 July 2011 or later. These amendments have not been approved
by the EU yet.
The Management Board is evaluating the impact of the above standards and interpretations on the Group’s
reporting.
21/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
6. Functional currency and financial statements currency
The functional currency of the Company and the reporting currency of this summarized financial
statements the Polish zloty (PLN), and all amounts have been expressed in thousands of Polish zlotys (unless
specified otherwise) .
7. Seasonal nature of activities
Seasonality is a characteristic feature of construction activities and is connected with weather
conditions and investment cycles, which often end in the last quarter of the year.
The Management Board undertakes activities aimed at limiting the influence of seasonality on the
Company by spreading the execution of contracts possibly evenly throughout the year.
The seasonal nature affects the change in the structure of assets and liabilities in the reporting year.
8. Information about operating segments
Operating segments were presented in the Interim Summarized Consolidated Financial Statements
prepared as at 30 June 2012.
9. Sales revenues
SALES REVENUES
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
Net revenues from sales of products
594
3,542
Net revenues from sales of services
258,360
276,055
Revenues from sales of materials and goods
Revenues from sales, total
6,548
393
265,502
279,990
10. Other operating costs and revenues
Other operating costs and revenues of P.R.I. „POL-AQUA” S.A. for six months ended 30 June 2012
and six months ended 30 June 2011 are shown in the following tables:
22/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
OTHER OPERATING REVENUES
Profit on sale of non-financial fixed assets
Subsidies
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
1,167
50
26
36
Revaluation of assets value:
6,650
15,326
- receivables
6,650
15,326
Dissolution of provisions:
5,966
1,567
-
1,165
- for fines and damages
- for litigations
1,505
63
- for other liabilities
4,461
339
Other:
1,360
5,785
- received penalties and damages
611
4,991
- other
750
794
15,170
22,764
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
Other operating revenues, total
OTHER OPERATING COSTS
Revaluation of assets value:
3,878
3,611
- receivables
3,878
3,611
Establishment of provisions:
143
1,212
- for fines and damages
143
1,208
-
4
3,886
1,664
- for other liabilities
Other:
- result from disposal of assets held for sale
779
-
- loss on liquidation of tangible fixed assets
23
-
- costs of litigations
- paid damages and penalties
- write-off of receivables
- other
Other operating costs, total
248
294
2,249
327
112
674
475
369
7,907
6,487
In H1 2012 the Management Board of the Company conducted a review of trade receivables
(including deposits) and revenues related to construction contracts. Based on the principle of prudent
valuation, allowances for receivables were made and recognized in costs of other operating activity in the
amount of PLN 3,878 thousand.
Moreover, the Management Board analysed the existing allowances for receivables, assessing the
changing market environment and current circumstances that give grounds for maintaining these provisions.
Based on the analysis conducted, the Company decided that there are the conditions to reverse the allowance
23/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
for receivables to the amount of PLN 6,650 thousand, finding it reasonable and proper to recognize the
revenues from this operation in the other operational revenues.
11. Financial costs and revenues
Financial costs and revenues of P.R.I. „POL-AQUA” S.A. for six months ended 30 June 2012 and six
months ended 30 June 2011 are shown in the following tables:
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
Interest
921
1,528
Profit on sale of financial investments
Profit on valuation of financial assets and liabilities
Profit on exchange rate differences
18
106
38
18
95
Other:
2,544
2,734
- deposit discount
2,544
2,734
Total financial revenues
3,589
4,413
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
3,540
2,329
2
602
FINANCIAL REVENUES
FINANCIAL COSTS
Interest
Loss on valuation of financial assets and liabilities
including:
- revaluation of loans value with interest
- revaluation of other financial assets
- loss on derivatives
2
457
-
126
-
19
Other
2,309
3,995
- deposit discount
2,273
3,982
- other
Financial costs, total
36
13
5,851
6,926
12. Costs according to type
Costs according to type of P.R.I. „POL-AQUA” S.A. for six months ended 30 June 2012 and six
months ended 30 June 2011 are shown in the following tables:
24/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
COSTS BY TYPE
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
7,247
8,252
Amortisation and depreciation
Material and energy consumption
61,480
57,161
170,516
161,323
3,169
1,726
58,486
51,360
7,212
4,020
Total costs by type:
308,110
283,842
Change in state of products and production in progress
(18,541)
(343)
General administration costs (negative value)
(24,414)
(19,756)
Costs of provision of sold products and services
265,155
263,743
5,927
495
271,082
264,238
271,082
264,238
271,082
264,238
External services
Taxes and fees
Costs of employee benefits
Other cost categories
Value of sold goods and materials
Total cost of sold products, goods, services and materials
Including those allocated for:
continued activity
discontinued activity
In total
13. Income tax
Main elements of tax liabilities in the income statement:
INCOME TAX
REPORTED IN INCOME STATEMENT
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
Current tax, including:
-
-
Current tax burden
-
-
Adjustments shown in the current year compared to tax from
previous years
-
-
Deferred income tax
(1,077)
(1,372)
Deferred income tax related to creation and reversal of
transitional differences
(1,077)
(1,372)
Deferred income tax transferred from equity
Total tax burden /(tax benefit)
-
-
(1,077)
(1,372)
14. Dividends paid and proposed for payment
In 2011 and in the half year of 2012 the Company did not pay dividends.
25/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
26/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
15. Tangible fixed assets
Changes in tangible fixed assets in the period of 6 months ended 30 June 2012 and 2011, and as at 31 December 2011 are shown in the following tables:
Changes in the period of 6 months ended 30 June 2012 (unaudited)
Item
From 1 January to 30 June 2012
Tangible fixed assets
Land including right of perpetual usufruct
Buildings and structures
Technical equipment and machines
Means of transport
Other fixed assets
Tangible fixed assets - construction in
progress
Opening
balance
Increases
purchase
leasing
Decreases
sales
liquidation
Amortisation and
depreciation
Reclassification
Other changes
Closing balance
76,184
7,393
23,453
23,087
16,822
5,371
86
55
26
-
1,734
770
633
331
(603)
(598)
(1)
(4)
(23)
(23)
-
(7,157)
(27)
(4,661)
(1,633)
(836)
(30,667)
(7,393)
(22,949)
(211)
(1)
(51)
-
39,553
509
18,413
15,820
4,811
57
5
-
-
-
-
(62)
-
-
As at 30 June 2012 and as at 31 December 2011, the Company did not have advances for tangible fixed assets.
As at 30 June 2012, the Company has a registry pledge on machines and equipment of total value of PLN 1,959 thousand.
Collaterals in the form of mortgage were presented in Note no. 23
Reclassifications concern mainly the assets held for sale, which were presented in the Note No. 21.
27/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Changes in the year ended on 31 December 2011
Item
For the period from 1 January to 31 December
2011
Tangible fixed assets
Land including right of perpetual usufruct
Buildings and structures
Technical equipment and machines
Means of transport
Other fixed assets
Tangible fixed assets - construction in progress
Opening
balance
95,388
4,692
21,451
30,328
29,097
6,290
3,529
Increases
purchase
leasing
1,615
23
949
9
635
1,162
1,162
-
Decreases
sales
liquidation
(11,009)
(140)
(135)
(10,676)
(59)
-
(103)
(73)
(18)
(12)
-
Amortisation and
depreciation
(16,426)
(1,093)
(10,353)
(3,878)
(1,102)
-
Reclassification
(3,706)
(340)
1,008
(272)
(4,102)
Closing balance
Other changes
9,263
3,181
2,065
2,643
1,135
244
(5)
76,184
7,393
23,453
23,087
16,822
5,371
57
Changes in the period of 6 months ended 30 June 2011 (unaudited)
Item
From 01 January to 30 June 2011
Tangible fixed assets
Land including right of perpetual usufruct
Buildings and structures
Technical equipment and machines
Means of transport
Other fixed assets
Tangible fixed assets - construction in progress
Opening
balance
95,388
4,692
21,451
30,328
29,097
6,290
3,529
Increases
purchase
leasing
40
38
2
522
522
-
Decreases
sales
liquidation
(252)
(140)
(112)
-
(76)
(58)
(18)
-
Amortisation and
depreciation
(8,218)
(529)
(5,162)
(1,986)
(541)
-
Reclassification
26
(26)
Closing balance
Other changes
-
87,404
4,552
20,923
25,172
27,503
5,749
3,505
28/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
16. Goodwill
CHANGES TO COMPANY GOODWILL
For 6 months ended
on
30 June 2012
(unaudited)
a) gross goodwill as at the beginning of the period
For the year ended
on 31 December
2011
97,771
97,771
b) increases
-
-
c) decreases
-
-
97,771
97,771
-
-
97,771
97,771
d) gross goodwill as at the end of the period
e) allowance
f) net goodwill as at the end of the period
The Company analysed potential premises for goodwill impairment and - due to a change of market
conditions in the construction sector - goodwill impairment tests were conducted.
The tests were prepared for the cash generating unit for construction operational segment that includes
the company P.R.I. „POL-AQUA” S.A.
The recoverable amount of the cash generating unit of the construction operational segment, consisting
of the company P.R.I. „POL-AQUA” S.A, has been determined on the basis of the value in use, with cash flows
forecasts based on financial plans covering five-year period. The forecasted cash flows have been determined on
the basis of contracts signed and contracts awaiting signature as well as on the basis of the adopted assumptions
of the long-term strategy of the Company. The discount rate after tax, estimated on the basis of indicators
adopted for the construction sector, amounting from 10.5% to 10.6% was employed to estimate cash flows. In
reference to cash generating unit, assumptions related to average EBIT margin in five-year forecast period were
adopted that - depending on the year - range between 0.5% and 3.5%. After five-year horizon for the cash
generating unit, 2.5% planned rate of increase in cash flows was assumed.
In the case of estimating the value in use, the Management Board of the Company believes that no
rational change in any key assumption listed above (revenue growth rate, EBIT margin, discount rate) can cause
the balance sheet value to significantly exceed the recoverable amount. The Management Board of the Company
considers the assumptions - which in the case of the discount rate do not differ from the rate adopted for tests in
the construction segment by 3 percentage points, with regard to EBIT margin – by 1 percentage point, and in the
case of revenues from sales - by 12.9% - to be rational and not resulting in potential provisions for impairment of
the value.
29/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
17. Other long-term financial assets
OTHER LONG-TERM
FINANCIAL ASSETS
As at 30 June 2012
(unaudited)
As at 31 December
2011
Share value
83,607
82,107
Loans value
7,996
4,778
Value of long-term receivables
6,375
8,174
499
508
98,477
95,567
Other financial assets
Other long-term financial assets, net, in total
Revaluation of shares value
23,662
23,662
Revaluation of loans value
11,523
11,523
Revaluation of long-term receivables value
12,907
13,556
Total revaluation
48,092
48,741
1,050
1,569
147,619
145,877
Discount of long-term receivables value
Other long-term financial assets, gross, in total
Performing the agreement of 30 November 2010 concluded by and between P.R.I. „POL-AQUA” S.A.
and Mr Józef Popławski and regulating the procedure of the sale of shares in the share capital of the company
Mostostal Pomorze S.A., the Parent Company concluded a share transfer agreement on 13 January 2012 and
purchased 14,245 (fourteen thousand two hundred and forty five) for PLN 1,500 thousand. In relation to the
above, the Company’s share in the share capital of Mostostal Pomorze S.A. was increased to 92.50%.
As at 30 June 2012 the Company reports investment in related company TECO Sp. z o.o. of the value of
PLN 18.8 mio. In Management Board’s opinion, based on the impairment test conducted for cash flowsgenerating unit including TECO Sp. z o.o. company, value of the investment has not been impaired. Details of
the test were revealed in interim summarized consolidated financial statements of the POL-AQUA Capital
Group for the period of 6 months ended on 30 June 2012.
18. Short-term liabilities
SHORT-TERM LIABILITIES
As at 30 June 2012
(unaudited)
As at 31 December
2011
Trade receivables
212,543
195,023
Other receivables
10,840
12,084
Income tax receivables
Net receivables, total
377
377
223,760
207,484
Revaluation of trade receivables
67,915
70,533
Revaluation of other receivables
42,396
41,900
Total revaluation
110,311
112,433
Gross receivables, total
334,071
319,917
30/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
19. Other short-term financial assets
OTHER SHORT-TERM
FINANCIAL ASSETS
As at 30 June 2012
(unaudited)
As at 31 December
2011
Loans value
160
Other net short-term financial assets, in total
160
2,619
2,619
Revaluation of loans value
2,423
2,439
Total revaluation
2,423
2,439
Other gross short-term financial assets, in total
2,583
5,058
20. Cash and cash equivalents
CASH AND CASH EQUIVALENTS
As at 30 June 2012
(unaudited)
Cash at hand and cash in bank
Short-term deposits
Cash from revaluation (currency exchange differences)
Cash and cash equivalents, total
As at 31 December
2011
3,474
10,954
13,898
13,860
5
27
17,377
24,841
21. Fixed assets classified as held for sale
FIXED ASSETS CLASSIFIED
AS HELD FOR SALE
As at 30 June 2012
(unaudited)
As at 31 December
2011
Real property classified earlier
as investment real property
Real property classified earlier as tangible fixed assets
4,845
-
36,178
9,218
Net assets/liabilities classified as held for sale
41,023
9,218
In connection with the restructuring of the Company and as decided by the Management Board, the real
property held as investment and the real property held earlier as tangible fixed assets and not used in the current
activity of the Company were classified as the assets held for sale.
On 2 March 2012, an agreement was concluded on the sale of an organized part of the enterprise Production Plant in Częstochowa - that covered tangible fixed assets classified in the preceding year as fixed
assets held for sale. The result on the sale of these assets is presented in the note No. 10.
31/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
22. Provisions
Changes in provisions in the period from 1 January 2012 to 30 June 2012, in the period from 1 January 2011 to 30 June 2011, and in the period from 1 January 2011
to 31 December 2011 are presented below:
PROVISIONS
LONG-TERM PROVISIONS
- provisions for employee benefits
- provisions for guarantee repairs
- provisions for litigations
- provisions for other liabilities
SHORT-TERM PROVISIONS
- provisions for employee benefits
- provisions for guarantee repairs
- provisions for litigations
- provisions for penalties and damages
- provisions for other liabilities
PROVISIONS
LONG-TERM PROVISIONS
- provisions for employee benefits
- provisions for guarantee repairs
SHORT-TERM PROVISIONS
- provisions for employee benefits
- provisions for guarantee repairs
- provisions for litigations
- provisions for penalties and damages
- provisions for other liabilities
As at
01.01.2012
21,417
1,376
20,041
15,373
213
220
2,421
932
11,587
As at
01.01.2011
26,591
1,542
25,049
44,012
219
10,008
12,444
21,341
Increases
01.01. - 30.06.2012
2,837
386
2,451
2,712
39
2,589
84
Increases
01.01. - 31.12.2011
1,997
19
1,978
3,500
108
489
1,483
1,420
Decreases
01.01. - 30.06.2012
Utilization
Dissolution
1,405
1,405
95
11
84
12,081
226
11,855
8,432
20
1,505
2,446
4,461
Decreases
01.01. - 31.12.2011
Utilization
3,502
20
3,482
7,249
52
355
6,628
214
Dissolution
4,153
257
3,896
25,188
49
7,797
6,367
10,975
Reclassification
01.01. - 30.06.2012
Other changes
01.01. - 30.06.2012
-
-
Reclassification
01.01. - 31.12.2011
Other changes
01.01. - 31.12.2011
(220)
(220)
220
(15)
220
15
704
92
612
78
2
76
-
As at
30.06.2012
(unaudited)
10,768
1,536
9,232
9,557
221
220
916
1,075
7,125
As at
31.12.2011
21,417
1,376
20,041
15,373
213
220
2,421
932
11,587
32/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
PROVISIONS
LONG-TERM PROVISIONS
- provisions for employee benefits
- provisions for guarantee repairs
- provisions for litigations
- provisions for other liabilities
SHORT-TERM PROVISIONS
- provisions for employee benefits
- provisions for guarantee repairs
- provisions for litigations
- provisions for penalties and damages
- provisions for other liabilities
As at
01.01.2011
26,591
1,542
25,049
44,012
219
10,008
12,444
21,341
Increases
01.01. - 30.06.2011
2,826
2,826
1,239
31
1,208
-
Decreases
01.01. - 30.06.2011
Utilization
1,677
1,677
6,803
35
5,691
1,077
Dissolution
191
191
1,616
51
63
1,165
337
Reclassification
01.01. - 30.06.2011
Other changes
01.01. - 30.06.2011
-
(3,853)
(3,853)
3,853
3,853
-
As at
30.06.2011
(unaudited)
23,696
1,351
22,345
40,685
164
3,853
9,945
6,796
19,927
In the period from 1 January 2012 to 30 June 2012 provisions were created for the total amount of PLN 5,549 thousand which charged the cost of sales production
in the amount of PLN 2,451 thousand, remaining operating costs in the amount of PLN 2,673 thousand and general administration costs in the amount of PLN 425 thousand.
Dissolution of provisions for the total amount of PLN 20,513 thousand in the period from 1 January 2012 to 30 June 2012 applied to other operating revenues in the
amount of PLN 8,412 thousand, own cost of sales of services in the amount of PLN 11,855 thousand and general administration costs in the amount of PLN 246 thousand.
The amount of released provisions for guarantee repairs in the period from 1 January 2012 to 30 June 2012 concerned the completed projects for which the
Company holds collaterals in form of deposits and insurance guarantees of sub-contractors that perform works under these contracts.
33/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
23. Interest-carrying bank loans and credit
Information about loans incurred and terminated loan agreements as at 30 June 2012 and 31 December 2011 is shown in the following tables.
Liabilities related to loans as at 30 June 2012
Entity name and legal
form
Registered
office
Loan type
Contracted loan
amount
Loan granted
1
2
3
4
5
Amount of loan remaining to be
repaid
Principal Interest
In total
6
7
8
Interest terms
Repayment
date
9
10
11
1)
PEKAO S.A.
Warsaw
revolving loan
100,000
100,000
82,149
-
82,149
Nordea Bank Poland
S.A.
Gdynia
revolving loan
2,000
2,000
-
-
-
1M WIBOR+2 p.p.
31.01.2013
Nordea Bank Poland
S.A.
Gdynia
revolving loan
2,000
2,000
1,340
-
1,340
1M WIBOR+2 p.p.
31.01.2013
Gdynia
intra-day credit
2,228
2,228
2,228
Nordea Bank Poland
S.A.
Societe Generale S.A.
Mostostal Pomorze S.A
Warsaw
Gdańsk
In total
long-term
short-term
revolving loan
loan
25,000
12,000
25,000
12,000
2,228
24,226
12,000
73
24,226
12,073
121,943
73
122,016
12,073
109,943
1M WIBOR+1.6 p.p.
14.5 per cent point
(variable rate)
1M WIBOR+1.65 p.p.
3M WIBOR+1.5 p.p.
31.07.2012
Collateral
05.07.2012
2)
31.08.2012
18.05.2016
Capped mortgage for real estate in
Wólka Kozodawska in Piaseczno
commune at ul. Dworska 1, registered
in the Land and Mortgage Register
under no. 298674 with the value of
PLN 12,000,000.00, assignment of
rights in insurance policy for the crane;
assignment of receivables from
existing and future contracts, corporate
surety;
Blank bill; mortgages; assignment of
receivables from real property
insurance policies;
Blank bill; mortgages; assignment of
receivables from real property
insurance policies;
none
Corporate surety
1)
On 22 August 2012, Annex No. 9 to the Agreement on granting a loan in the form of a multi-purpose credit line was signed. The crediting period was extended to 31 January 2013.
Interest terms are 1M WIBOR+1.75 per cent point.
2)
On 18 July 2012, Annex No. 1 to the Agreement no. 2011/055 on granting a short-term renewable credit was signed. The final repayment date was moved to 28 June 2013. Interest terms are 1M WIBOR+1.65 per cent point.
34/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Liabilities related to loans as at 31 December 2011
Entity name and legal
form
Registered
office
Loan type
Contracted loan
amount
Loan granted
1
2
3
4
5
Amount of loan remaining to be
repaid
Principal Interest
In total
6
7
8
Interest terms
Repayment
date
9
10
Collateral
11
Capped mortgage for real estate in
Wólka Kozodawska in Piaseczno
commune at ul. Dworska 1, registered
in the Land and Mortgage Register
under no. 298674 with the value of
PLN 12,000,000.00, assignment of
rights in insurance policy for the crane;
assignment of receivables from
existing and future contracts, corporate
surety;
Capped mortgage for real estate
located in Opole, described in Land
and Mortgage Register KW
OP10/00075897/5, OP10/00075737/6
PEKAO S.A.
Warsaw
revolving loan
100,000
100,000
33,855
-
33,855
1M WIBOR+1.6 p.p.
31.07.2012
GE Capital Bank S.A.
Warsaw
revolving loan
3,000
3,000
-
-
-
1M WIBOR+1.8 p.p.
30.06.2012
Nordea Bank Poland
S.A.
Gdynia
revolving loan
2,000
2,000
-
-
-
1M WIBOR+1.5 p.p.
13.01.2012
Blank bill; mortgages; assignment of
receivables from real property
insurance policies;
Nordea Bank Poland
S.A.
Gdynia
revolving loan
2,000
2,000
1,048
-
1,048
1M WIBOR+1.5 p.p.
13.01.2012
Blank bill; mortgages; assignment of
receivables from real property
insurance policies;
Societe Generale S.A.
Warsaw
revolving loan
25,000
25,000
-
-
-
1M WIBOR+1.5 p.p.
31.08.2012
Corporate surety
In total
long-term
Short-term
34,903
-
34,903
34,903
35/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
24. Liabilities and deferred income
24.1. Long-term liabilities
OTHER FINANCIAL LIABILITIES
AND OTHER LIABILITIES
As at 30 June 2012
(unaudited)
As at 31 December
2011
Other financial liabilities
3,577
On account of financial lease
3,577
3,380
3,380
Other liabilities
24,465
26,512
-on account of deposit
24,465
26,512
Long-term liabilities, in total
28,042
29,892
24.2. Short-term liabilities
TRADE LIABILITIES, OTHER FINANCIAL
LIABILITIES AND OTHER LIABILITIES
As at 30 June 2012
(unaudited)
As at 31 December
2011
Other financial liabilities:
2,160
-on account of financial lease
2,160
2,842
100,269
178,956
42,621
34,730
Trade liabilities
Other short-term liabilities:
- on account of employee benefits
2,842
7,821
8,308
- on account of taxes, duties, social insurance and other
13,253
23,720
- accruals
19,505
2,002
2,042
700
145,050
216,528
- other liabilities
Short-term liabilities, in total
Trade liabilities are not subject to interest and are usually settled within 30 days.
36/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
24.3. Deferred income
DEFERRED INCOME
As at 30 June 2012
(unaudited)
As at 31 December
2011
Long-term
3
13
- subsidies received
3
13
172
485
Short-term
- subsidies received
37
53
- other
135
432
Deferred income, in total
175
498
25. Equity securities
In the reporting period of 2012 and 2011 the Company did not issue or redeem any equity securities.
26. Discontinued activity
In the period of 6 months ended 30 June 2012 and 2011, the Company did not discontinue any
activities.
Classification of a part of assets as held for sale does not meet the requirements of IFRS 5 “Fixed Assets
Held for sale and Discontinued Operations” regarding their classification as discontinued activity.
27. Financial instruments
The fair values of particular classes of financial instruments
The table below includes balance sheet values equal to the fair value of financial instrument according to
pricing categories and classes as at the balance sheet dates of 30 June 2012 and 31 December 2011.
Financial assets
Category
pursuant to IAS
39
Other long-term financial assets
- loans granted
- receivables on account of deposit
- financial assets held until maturity
Other short-term financial assets
- loans granted
Short-term trade receivables
Cash and cash equivalents
Loans and
receivables
Loans and
receivables
Financial assets
held until maturity
Loans and
receivables
Loans and
receivables
Loans and
receivables
evaluated at fair
value through the
Carrying value
30 June 2012
(unaudited)
31 December 2011
14,870
13,459
7,996
4,778
6,375
8,174
499
507
160
2,619
160
2,619
209,798
191,053
17,377
24,841
37/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
financial result
38/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Financial liabilities
Category pursuant to
IAS 39
Carrying value
30 June 2012
(unaudited)
Long-term liabilities
- interest-carrying bank loans and credit
(variable credit rate)
- on account of financial lease liabilities
- deposit related liabilities
Short-term liabilities
- interest-carrying bank loans and credit
(variable credit rate)
- on account of financial lease liabilities
- liabilities resulting from construction
contracts evaluation
- trade liabilities
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
Other financial
liabilities measured at
amortised cost
31 December 2011
40,115
29,892
12,073
-
3,577
3,380
24,465
26,512
247,950
242,432
109,943
34,903
2,160
2,842
35,578
25,731
100,269
178,956
The fair value of the assets listed is close to their book value.
Financial assets and liabilities have been assigned to fair value levels according to the following criteria:
level 1 - quoted prices of active markets for identical assets and liabilities
level 2 - input data for pricing assets and liabilities other than quoted prices within level 1, monitored on
the basis of variables from active markets
level 3 - input data for pricing assets and liabilities not based on variables from active markets
Derivatives
Derivatives are priced as at the day ending the reporting period at reliably determined fair value. The
fair value of derivatives is estimated with the model based, among others, on the value of exchange rates (NBP
average exchange rates) as at the day ending the reporting period.
Moreover, as at 30 June 2012, no derivatives accounted for in the income statement occurred in the
Company.
28. Principles and objectives of managing the financial risk
Activities of the Company are exposed to various types of financial risks, including fluctuations of
exchange rates and interest rate risk. The goal of risk management by the Issuer is to monitor changes in the
financial markets and aim at minimising the potentially negative impact on the financial results of the Company.
39/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
The Company seeks to minimise various types of risk by means of financial derivatives used as
collateral to control the FX risk, interest rate risk and credit risk.
The Company does not conduct financial instrument transactions.
The main types of risk resulting from the Company’s financial instruments include interest rate,
currency, liquidity and credit risk. The Management Board of the Company verifies the principles of managing
each type of risk - these principles are summarized below. The Company also monitors market price risks
regarding mainly the financial instruments it holds. For purposes of evaluating fair value of the open financial
instruments, the Company mainly uses bank assessments.
Credit risk
Financial assets of the Company which are exposed to concentration of credit risk are trade receivables
presented in the financial statements reduced by the allowance for bad debts. The Company believes that the
credit risk of the Company has been properly assessed and reflected in the books based on proper allowances for
receivables.
FX risk
As part of basic operating activities, the Company also enters into contracts denominated in a foreign
currency. The FX risk management policy adopted by the Company is based on hedging future cash flows to
reduce the impact of currency rate fluctuations on the results of the Company. The FX risk is also secured by the
natural hedging mechanism consisting in execution of contracts with subcontractors in the currency of the
contract, so that the risk is transferred to the subcontractors.
Interest rate risk
Exposing the Company to risk resulting from changes in interest rates refers mainly to short- and longterm financial liabilities resulting from financial lease agreements and loan agreements in the current account
and investment loan agreements. The interest on liabilities on account of financial lease agreements as well as
revolving and investment loans was based mainly on the variable WIBOR 1 M index, whose value as at the
balance sheet date amounted to 4.91%
Interest rate risk - susceptibility to changes
The table below presents the susceptibility of the gross financial result to possible interest rate changes
under the assumption that other factors remain fixed (in connection with liabilities with variable interest rate).
40/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
As at 30 June 2012
Item
Loans granted
Change in interest rate %
Carrying value
1.00%
8,157
Cash at hand and cash in bank
Loans
Financial lease agreements
(82)
17,377
174
(174)
122,018
(1,220)
1,220
5,738
(57)
57
-
-
-
Short-term investments
In total
-1.00%
82
153,290
As at 31 December 2011
Item
Loans granted
Carrying value
Change in interest rate %
1.00%
-1.00%
7,396
74
(74)
Cash at hand and cash in bank
24,841
248
(248)
Loans
34,903
(349)
349
6,222
(62)
62
Financial lease agreements
In total
73,362
Liquidity risk
The Company manages the liquidity risk by keeping cash balances and necessary sources of financing
such as credit lines. The Company seeks to ensure the level of financing that is sufficient from the viewpoint of
its activities.
29. Equity management
The purpose of equity management of the Company is to maintain good credit rating and safe equity
ratios, which can support operations of the Company and increase its value. The Company monitors the equities.
30. Contingent liabilities
Contingent liabilities include mainly bank and insurance guarantees granted in favour of external
entities by financial institutions to the order of the Company as well as sureties, including avals, granted in
favour of external entities as a part of lease contracts, credit contracts and commercial contracts.
As compared to the state as at 31 December 2011, in the period of 6 months ended on 30 June 2012, the
contingent liabilities of the Company decreased by PLN 2,829 thousand. The reduction occurred due to the
decrease in contingent items regarding granted insurance guarantees as well as leasing- and loan-related
liabilities.
Contingent liabilities as at 30 June 2012 and 31 December 2011 are as follows:
41/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
CONTINGENT LIABILITIES BY CATEGORIES
As at 30 June 2012 As at 31 December
(unaudited)
2011
Contingent liabilities due to loans
4,000
4,000
Contingent liabilities due to bank guarantees
116,939
60,868
Contingent liabilities due to insurance guarantees
152,507
189,866
Contingent liabilities due to lease contracts
6,901
28,413
Contingent liabilities due to trade contracts
344
373
Contingent liabilities due to EU subsidies
In total
Including from related entities
1,002
1,002
281,693
4,515
284,522
4,768
In the period of 6 months ended 30 June 2012, the Company did not exceed 10% of equities when
entering into single loan or credit suretyship, or providing a guarantee or conditional suretyship per entity.
30.1 Litigations
As at 30 June 2012, litigations with the highest value of the dispute subject matter in which the
Company acted as claimant or defendant are presented in the table below:
The Company as claimant
Procedure
commencement
date
Defendant
Value of
dispute subject
matter in kPLN
Dispute subject matter
22.10.2010
“FED Poland”
Sp. z o.o.
28,517
Receivables from
guarantee deposits and
interests
15.01.2010
Commune of
Wrocław
25,087
Contractual remuneration
and damages
28.01.2011
KBP 5 Sp. z o. o
9,195
Remuneration
for performed works along
with interest
28.01.2011
KBP 6 Sp. z o. o
7,497
22. 12.2011
MPWiK S.A.
3,397
Remuneration for
performed works
14. 03.2012
MPWiK S.A.
5,301
Remuneration for
performed works
Description
In the course of court proceedings the Court awarded
payment by the Defendant of the deposit with interest
in the amount of kPLN 25,579.
Moreover, the Company was awarded payment of
kPLN 107 on account of costs. The court decision is
not binding. The allowance for receivables made in
2010 was not terminated due to considerable
uncertainty of recovering claimed amount.
Subject matter of the procedure comprises petitions
related to: - the amount of EUR 1,541,000 on account
of additional payment to the performed construction
works connected with installation excavations, with
statutory interest calculated as of the date of filing the
petition to the date of payment;
- the amount of EUR 4,794,000 on account of
damages connected with prolonging contract
performance by 9 months, with statutory interest
calculated as of 5th March 2008 to the date of
payment.
In reference to the claims listed above the Company
filed petitions for securing the claims for payment on
31 December 2010. In both cases the Court issued a
decision on securing Company’s claims by way of
establishing mortgage on property.
The subject of litigation is petition for the total amount
of PLN 3,397,000 on account of remuneration
payment for the performed construction service. The
Company received a writ-of-payment in the course of
writ-of-payment proceedings, to which the defendant
objected.
The subject of litigation is petition for the total amount
of PLN 5,301,000 on account of remuneration
42/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
payment for the performed construction service.
The Company as defendant
Procedure
commencement
date
14.03.2011
Claimant
KBP 5 Sp. z o. o
Value of
dispute
subject
matter in
kPLN
78,877
14.03.2011
KBP 6 Sp. z o. o
77,555
03.02.2012
KBP 2 Sp. z o. o
4,384
03.04.2012
KBP 3 Sp. z o. o
3,915
Dispute subject matter
Description
Claim for return of paid
remuneration for
constructed building
In the opinion of the Management Board of the
Company, there were no grounds for the said claim.
Claim for return of paid
remuneration for
constructed building
In the opinion of the Management Board of the
Company, there were no grounds for the said claim.
Claim for return of paid
remuneration for
constructed building
In the opinion of the Management Board of the
Company, there were no grounds for the said claim.
Claim for damages on
In the opinion of the Management Board of the
account of retention bonds.
Company, there were no grounds for the said claim.
31. Investment liabilities
As at 30 June 2012 the Company did not have any investment liabilities.
43/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
32. Transactions with related entities
The table below presents total amounts of the transactions concluded with affiliates in the period of six months ended 30 June 2012 and 2011:
Related entity
Subsidiaries
PA Conex Sp. z o.o.
PA Wyroby Betonowe Sp. z o.o.
Mostostal Pomorze S.A.
Teco Sp. z o.o.
Placidus Investments Sp. z o.o.*
Weneda Sp. z o.o.
Wostok Sp. z o.o.
Associate
Sarnia Dolina Sp. z o.o.
Parent entity
Dragados S.A.
In total
Net receivables
from related
entities, overdue
receivables
as at
30.06.2012
including overdue
Liabilities
towards related
entities
as at
30.06.2012
as at
30.06.2012
including
outstanding
liabilities, after
payment due date
as at
30.06.2012
Loans
granted
Loans
received
Financial
revenues, interest
on loans
Financial costs,
interest on loans
Sales to related
entities
Purchase from
related entities
for
01.01 - 30.06.2012
for
01.01 - 30.06.2012
1
53
80
15
-
5
262
1
-
3,437
11
491
97
-
3,437
154
97
-
120
579
354
1
-
18
579
354
-
5,617
2,540
-
12,000
-
694
79
-
73
-
-
-
-
-
-
-
-
-
20
-
1,792
1,941
6,383
6,651
2,767
6,803
3,688
939
1,993
951
8,157
12,000
793
73
as at
30.06.2012
as at
for
for
30.06.2012 01.01 - 30.06.2012 01.01 - 30.06.2012
44/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
Sales to related
entities
Purchase from
related entities
Receivables from
related entities,
net
for
01.01. 30.06.2011
for
01.01. 30.06.2011
as at
30.06.2011
Related entity
Subsidiaries
PA Conex Sp. z o.o.
PA Energobudowa Sp. z o.o.
PA Wyroby Betonowe Sp. z o.o.
Mostostal Pomorze S.A.
Teco Sp. z o.o.
Placidus Investments Sp. z o.o.*
Weneda Sp. z o.o.
Wostok Sp. z o.o.
Associate
PKO BP INWESTYCJE
Sarnia Dolina Sp. z o.o.
including overdue
Liabilities
towards related
entities
including
outstanding
liabilities, after
payment due date
Loans
granted
Loans
received
Financial
revenues, interest
on loans
Financial costs,
interest on loans
as at
30.06.2011
as at
30.06.2011
as at
30.06.2011
as at
30.06.2011
as at
30.06.2011
for
01.01. 30.06.2011
for
01.01. 30.06.2011
58
233
149
149
30
206
-
64
1,659
1,850
480
1
-
244
208
139
31
542
-
183
11
507
-
27
5,241
1,409
763
1
-
5,201
1,409
1
-
3,215
3,038
2,513
-
-
516
38
69
5
-
-
-
-
-
-
-
-
-
22
-
499
1,663
701
206
7,647
6,611
8,766
-
650
-
Parent entity
Dragados S.A.
739
836
In total
1,564
4,890
* PLACIDUS INVESTMENTS Sp. z o.o. – in bankruptcy, possibility to
enter into composition agreement
45/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
allowances for receivables, loans
As at 30 June 2012
Related entity
PA Conex Sp. z o.o.
Teco Sp. z o.o.
Placidus Investments Sp. z o.o.
Wostok Sp. z o.o.
gross
17,951
1,166
3,294
-
Receivables
write-off
14,514
617
3,197
-
Associate
Sarnia Dolina Sp. z o.o.
gross
1,712
write-off
1,712
As at 30 June 2011
Related entity
PA Conex Sp. z o.o.
Teco Sp. z o.o.
Placidus Investments Sp. z o.o.
Wostok Sp. z o.o.
gross
14,758
1,253
3,194
-
Receivables
write-off
14,514
712
3,194
-
Associate
PKO BP INWESTYCJE
Sarnia Dolina Sp. z o.o.
gross
1,669
write-off
net
3,437
549
97
-
gross
18,557
662
net
gross
net
5,616
-
-
58
write-off
58
244
541
-
gross
16,155
655
Loans
write-off
12,941
655
net
3,214
-
gross
write-off
net
net
net
1,669
Loans
write-off
12,941
662
-
54
54
net
-
-
Transactions with affiliates are carried out in compliance with market principles, the conditions
and nature of which result from current operating activity.
Transactions most frequently conducted within the Company:
•
contracts of construction and assembly works,
•
loan agreements,
•
advisory agreements.
33. Other transactions with personally related entities
The transactions with affiliates personally related to the Company, conducted for the periods of six months ended on
30 June 2012 and 2011 include paid out remuneration.
REMUNERATION
Management Board - remuneration
Supervisory Board - remuneration
In total
For 6 months ended
on
30 June 2012
(unaudited)
For 6 months ended
on
30 June 2011
(unaudited)
2,523
90
2,613
1,600
93
1,693
46/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
34. Events after the balance sheet date
On 5 July 2012, the Supervisory Board of the Company appointed Mr Gregor Siegmund Sobisch to the
Management Board of the Company as a Member of the Management Board and the First Vice-President of the
Management Board.
On 6 July 2012, Mr Alfonso Costa Cuadrench tendered his resignation from the position of a Member of
the Supervisory Board - the Chairman of the Supervisory Board of Przedsiębiorstwo Robót Inżynieryjnych
„POL-AQUA” S.A. as of 20 July 2012.
On July 12, 2012, Mr Janusz Steinhoff tendered his resignation from the position of a Member of the
Supervisory Board.
On 3 July 2012 the loan in the amount of PLN 1,304,000 was granted to the subsidiary Teco Sp. z o.o.
Interest on the loan amount is calculated annually in accordance with the interest rate specified on the basis of
the WIBOR rate for one-month deposits increased by the fixed margin equalling 2% falling on the last business
day before the loan repayment date.
On 06 July 2012, a loan agreement was signed, on the basis of which Mostostal Pomorze S.A. granted a
loan in the amount of PLN 8,000,000. This loan was granted in two instalments. Interest on the amount of first
loan instalment is calculated annually in accordance with the variable interest rate specified on the basis of the
WIBOR rate for three-month deposits increased by the fixed margin equalling 1.5% falling on the last business
day before the loan repayment date. Interest on the amount of the second loan instalment is calculated annually
in accordance with the variable interest rate specified on the basis of the LIBOR EUR rate for three-month
deposits increased by the fixed margin equalling 1.5% falling on the last business day before the loan repayment
date.
On 17 July 2012, Przedsiębiorstwo Robót Inżynieryjnych „POL-AQUA” S.A., with its registered office
in Warsaw, and ING Bank Śląski Spółka Akcyjna concluded a surety agreement. The subject of the agreement is
granting a surety and obliging Przedsiębiorstwo Robót Inżynieryjnych „POL-AQUA” S.A. to meet all the
pecuniary obligations of the company TECO Sp. z o.o. with its registered office in Wrocław, resulting from the
loan agreement concluded between this company and ING Bank Śląski Spółka Akcyjna.
On 18 July 2012, Annex No. 1 to the Agreement on granting Bank Guarantees No. 2011/008 was signed
with the Bank - Societe Generale S.A. (“the Bank”) with its registered office in Warsaw, determining the
maximum limit of PLN 100,000,000. Moreover, on the basis of an Annex No. 1 to the Agreement No. 2011/055
on short-term renewable credit with the Bank - Societe Generale S.A. with its registered office in Warsaw, the
Bank has extended the term of the credit of PLN 25,000,000 granted to the Company to 28 June 2013.
On 02 August 2012, a loan agreement was signed, on the basis of which DRAGADOS S.A. with its
registered office in Spain granted a loan of PLN 20,000,000. Interest on the loan amount is calculated annually
47/48
P.R.I. „POL-AQUA” S.A.
Interim Summarized Financial Statements
for 6 months ended on 30 June 2012
Additional explanatory notes
(in kPLN)
in accordance with the interest rate specified on the basis of the WIBOR rate for one-month deposits increased
by the fixed margin equalling 1.75% falling on the last business day before the loan repayment date.
On 2 August 2012, the Extraordinary General Meeting of P.R.I. „POL-AQUA” S.A. appointed the
following persons to the Supervisory Board:
•
Mr Gustavo Tunell Ayuso as the Chairman of the Supervisory Board;
•
Mr Eduardo Martínez Martínez as the Vice-Chairman of the Supervisory Board;
•
Mr Ricardo Eduardo Cuesta Castiñeyra as a Member of the Supervisory Board.
On 22 August 2012, Annex No. 9 to the Agreement on granting a loan in the form of a multi-purpose
credit line of 3 July 2006 with the Bank Polska Kasa Opieki S.A. was signed. As a part of the multi-purpose
credit line, the credit limit 1 and the credit limit 2 to the total amount of PLN 133,913,170.05 was granted to the
Company, valid until 31 January 2013. As a part of the credit limit 1 intended for financing the current activity
of the Company, the Company can use the credit in the form of the multi-purpose credit line on a current account
in the period to 30 August 2012 up to the amount of PLN 100,000,000 and, in subsequent months up to PLN
80,000,000, PLN 64,000,000, PLN 48,000,000, 32,000,000 PLN respectively as well as in the period to 31
January 2013 - up to the amount of PLN 16,000,000. As a part of the credit limit 2, the Company uses bank
guarantees issued by the Bank up to the amount of PLN 33,913,170.05 as at 26 July 2012. Credit limit 2,
however, is non-renewable, i.e. each extinction of the Bank’s claims arising from the guarantee granted as a part
of the credit in favour of the Company results in a corresponding reduction of the amount of the credit limit 2.At
the same time, as of the effective date of the Annex No 9, the Bank will not issue new bank guarantees and
annexes to existing guarantees. The credit limit is secured by: (i) corporate surety; (ii) assignment of receivables
from contracts; and (iii) mortgage on real estates. The amount of fees and commissions on account of credit limit
granted to the Company has been established an arm’s length basis. The remaining contractual conditions are not
different from conditions usually applied in such agreements.
.......................................................................
Piotr Stanisław Chełkowski
President of the Management Board
…………......................................................
Gregor Siegmund Sobisch
First Vice-President of the Management
Board
..........................................................
Marek Sobiecki
Second Vice-President of the Management
Board
....................................................................
Robert Stefan Molo
Member of the Management Board
....................................................................
Mario Serrano Villate
Member of the Management Board
....................................................................
Servando Sierra Martí
Member of the Management Board
....................................................................
Renata Sucharska
Head of Economy and Finance
Warsaw, 31 August 2012
48/48