The extended consolidated quarterly report of the PCC Intermodal S.A. Group for the third quarter of 2013

Transcription

1 The extended consolidated quarterly report of the PCC Intermodal S.A. Group for the third quarter of 2013 Gdynia, 14 November 2013

2 TABLE OF CONTENTS I. INTRODUCTION 3 II. THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 9 III. SELECTED EXPLANATORY NOTES AND OTHER INFORMATION TO CONSOLIDATED FINANCIAL STATEMENTS 16 IV. THE CONDENSED SEPARATE FINANCIAL STATEMENTS 27 V. SELECTED EXPLANATORY NOTES TO SEPARATE FINANCIAL STATEMENTS 33 2

3 I. INTRODUCTION 1. General information The PCC Intermodal S.A. Group (the Group) is composed of PCC Intermodal S.A. (the Parent Company) and PCC Intermodal GmbH (the Subsidiary). The Group was established on , i.e. at the time of purchase by PCC Intermodal S.A. of 100% of shares in PCC Intermodal GmbH (the share purchase agreement was concluded between PCC Intermodal S.A. and PCC SE on with effect from ). The above transaction forced the Parent Company to draw up, for periods falling after 31 December 2012, the consolidated financial statements in accordance with the International Accounting Standards ("IAS"), International Financial Reporting Standards ("IFRS") and related interpretations announced in the form of regulations of the European Commission. These consolidated financial statements of the Group and separate financial statements of PCC Intermodal S.A. present the financial condition as at 30 September 2013, 30 June 2013, 31 December 2012 and 30 September 2012 as well as operating results and cash flows for the period of three and nine months, ended on 30 September 2013 and ended on 30 September The comparative data apply only to the Parent Company, because the Group was non-existemt in the comparative periods. The core business of the Parent Company consists in organisation of the intermodal transport. The subsidiary is engaged in service activities supporting intermodal transport, including management of the terminal in Frankfurt (Oder). The Parent Company PCC INTERMODAL S.A. ul. Hutnicza Gdynia Phone: Fax: +48 (0) Website: Registration: District Court Gdańsk-Północ, 8th Commercial Division of the National Court Register KRS: Regon [statistical number]: NIP: According to the Articles of Association the duration of the Parent Company is unlimited. The Subsidiary PCC Intermodal GmbH Moerser Str Duisburg HRB: According to the Articles of Association the duration of the Subsidiary is unlimited. 3

4 2. Description of the organisation of the Parent Company's Group The Group, which was established in January 2013, includes PCC Intermodal S.A. and the Subsidiary PCC Intermodal GmbH, with its registered office in Duisburg. The Parent Company owns 100% of the share capital and 100% of the voting rights of the Subsidiary Company. The consolidation is carried out using the full method. PCC Intermodal S.A. is a part of the PCC Group an international holding which belongs to PCC SE a company with its registered office in Duisburg (Germany) which is, at the same time, the major shareholder of PCC Intermodal S.A. PCC SE owns a total of 48,000,000 shares in the Parent Company, which constitutes 61.88% of Company's share capital and gives PCC SE the right to exercise 73.15% of votes in the general meeting (the situation as at the date of drawing up this report). 3. Composition of the Management Board and the Supervisory Board of the Parent Company The Parent Company's governing body is the Management Board composed of: Dariusz Stefański President of the Management Board Adam Adamek Vice President of the Management Board. Both members of the Management Board held their positions for the entire period covered by this report, i.e. from 1 January to 30 September The Parent Company's supervisory body is the Supervisory Board. On 30 September 2013 the Supervisory Board was composed of: Alfred Pelzer Chairperson of the Supervisory Board, Wojciech Paprocki Vice Chairperson of the Supervisory Board, Thomas Hesse Member of the Supervisory Board, Artur Jędrzejewski - Member of the Supervisory Board, Daniel Ozon Member of the Supervisory Board. Composition of the Supervisory Board did not change throughout the entire period covered by this report, i.e. from 1 January to 30 September Approval of the statements for publication These financial statements were approved for publication by the Management Board of the Parent Company on 14 November The Interim condensed consolidated financial statements are made public together with the Interim condensed separate financial statements of PCC Intermodal S.A. in the form of the extended interim consolidated semi-annual report. 5. Statement of compliance These condensed interim consolidated financial statements of the Group and condensed interim separate financial statements of PCC Intermodal S.A., included in this consolidated quarterly report, have been prepared in accordance with IAS 34 - Interim Financial Reporting ("IAS 34") and other IAS, 4

5 IFRS and related interpretations issued in the form of regulations of the European Commission, as well as in accordance with the requirements set out in the Regulation of the Minister of Finance of 19 February on current and periodic information published by issuers of securities and conditions considered as equivalent to information required by the laws of a non-member State. The Subsidiary keeps its accounts in accordance with German Accounting Standards (HBII). In the event of any inconsistency, the consolidated financial statements include adjustments not included in the accounts of the Subsidiary, introduced to adjust the financial statements to IFRS. 6. Basis for preparation of the financial statements The separate financial statements of PCC Intermodal S.A. and the consolidated financial statements of the Group have been prepared under the historical cost convention, except for certain financial instruments that are measured at fair value. The consolidated financial statements have been drawn up with the assumption of going concern of the Group in the predictable future. At the date of approval of these financial statements, no circumstances indicating a threat to the business continuation by companies of the Group were found. 7. The measurement currency and the presentation currency and conversion principles The Polish zloty is the measurement currency of the Parent company and the reporting currency of the consolidated and separate financial statements. EUR is the functional and reporting currency of the Subsidiary. All presented financial data are expressed in thousand PLN, unless indicated to the contrary. Selected financial data have been converted to Euro in accordance with the following principles: individual items of the statement of financial position have been converted based on the exchange rates applicable on the last day of the period, that is on and ; individual items of the statement of comprehensive income and the cash flow statement have been converted based on the exchange rates which are an arithmetic mean of average exchange rates announced by the National Bank of Poland for EUR, applicable on the last day of every month in a given reporting period (for the period and for the period ); 5

6 PLN average exchange rates in relation to EUR in analysed periods were the following: Financial period Average exchange rate in the period Exchange rate as at the last day of the period Changes to the applied accounting regulations (policy) In accordance with Article 55 par. 5 of the Accounting Act of 29 September 1994, purchase by PCC Intermodal S.A. of 100 % shares in PCC Intermodal GmbH on resulted in an obligation to draw up the consolidated financial statements according to IFRS. On the Extraordinary General Meeting of PCC Intermodal S.A. passed a resolution No. 2/2013, based on which it was decided that the separate financial statements of the Parent Company for the periods falling after 31 December 2012 shall be prepared in accordance with IFRS. Accordingly, the Management Board of the Parent Company, by means of the Resolution No. 2/2013 dated introduced the new Accounting Policy of PCC Intermodal S.A., adjusted to IFRS, as valid from 1 January For the sake of financial data comparability, the comparative figures have been transformed to a form satisfying the IFRS requirements. Reconciliations between IFRS standards and previously applied Polish Accounting Standards are described in section 9 below. 9. Reconciliations between IFRS and previously applied Polish Accounting Standards The Parent Company has introduced some changes with respect to the manner of presentation of the reporting items structure in the statement of comprehensive income, the financial standing report, the cash flow statement and the statement of changes in equity and, consequently, also in the selected explanatory notes. The changes included separation of selected reporting items or combination of titles in cumulative items, as well as clarification or expansion of disclosures for selected issues presented in the financial statements for each quarter of 2012 and for the full year In addition, the naming of reporting items has been adjusted to the existing, currently applicable IFRS standards. These changes were aimed to increase the usefulness of the financial statements for the needs of recipients of information contained therein, in compliance with applicable IFRS regulations, without prejudice to the method of reporting items valuation, as well as with no significant effect on the scope of data in the financial statements for each quarter of 2012, and for the full year In accordance with the requirements of IAS 1 "Presentation of financial statements" the comparative data have been respectively transformed as at 1 January and 31 December 2012 and their presentation has been changed in the financial statements for the year

7 10. Accounting principles The Parent Company has changed its accounting principles as compared to those presented in the annual report for 2012 (from the Polish Accounting Standards to IFRS). The selected assumptions of the current accounting policies have been presented in the report for the first quarter of 2013 and the report for the first half of Standards applied for the first time When preparing the interim reports for financial periods beginning on 1 January 2013 the Group has applied for the first time IFRS standards and interpretations issued by the IASB and IFRIC. Their application did not affect the operating result and financial position of the Parent Company and the Group, but only resulted in changes in the used accounting principles or in changes in the used terminology. 12. Standards and interpretations that have been published but are not yet effective IAS and IFRS, in their version adopted for application by the European Union, include all IAS and IFRS and related Interpretations, except the Standards and Interpretations which are awaiting approval by the European Union and the Standards and Interpretations which have been approved by the European Union but have not yet entered into force. The Group does apply standards which have not entered into force; their potential impact on the financial statements is subject to analysis. 13. Corrections of errors made in previous periods There were no prior periods' errors that require correction in the statement of the current period 14. Significant values based on the professional judgement and estimates If a transaction is not regulated in any standard or any interpretation, the Management Board uses its judgement to determine and apply such accounting policies, which will ensure that the financial statements will contain relevant and reliable information and will: accurately, clearly and fairly present the economic and financial standing of the Group, results of its operations and cash flows, reflect the economic substance of transactions, be objective, be prepared in accordance with the prudence principle, be complete in all material respects. Preparation of financial statements requires the Management Board of the Parent Company to make estimates, because some information contained in the financial statements cannot be measured accurately. The Management Board reviews these estimates based on changes in factors taken into account in making estimates, on new information or experiences from the past. Therefore, the estimates made at 30 September 2013 may be changed in the future. 7

8 Provisions, receivables' revaluation write-offs and the deferred tax are the main areas where the management's professional judgement is of importance or the main areas at risk associated with uncertainty of estimates 8

9 II. THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. SELECTED CONSOLIDATED FINANCIAL DATA in thous. PLN in thous. EUR Revenue from sales of products and services 110, ,831 26,248 32,619 Operating profit (loss) (125) (9,251) (29) (2,205) Profit (loss) before tax (552) (9,537) (131) (2,273) Net profit (loss) (328) (9,839) (78) (2,345) Net cash flows from operating activities 3,390 (6,625) 803 (1,579) Net cash flows from investment activities (2,392) (9,568) (566) (2,281) Net cash flows from financial activities 7,899 3,638 1, Total net change in cash and cash equivalents 8,897 (12,555) 2,107 (2,993) Profit (loss) per one ordinary share (in PLN/EUR) (0.00) (0.13) (0.00) (0.03) Total assets (at the end of the quarter of the current financial year and at the end of the 119, ,579 28,255 26,804 previous financial year) Equity (at the end of the quarter of the current financial year and at the end of the previous 73,300 73,625 17,385 18,009 financial year) Share capital (at the end of the quarter of the current financial year and at the end of the 77,566 77,566 18,397 18,973 previous financial year) Long-term liabilities (at the end of the quarter of the current financial year and at the end of the 26,339 12,965 6,247 3,171 previous financial year) Short-term liabilities (at the end of the quarter of the current financial year and at the end of the 19,491 22,989 4,623 5,623 previous financial year) Share capital (number of shares) (at the end of the quarter of the current financial year and at the end of the previous financial year) 77,565,556 77,565,556 77,565,556 77,565,556 Book value per one share (in PLN/EUR) (at the end of the quarter of the current financial year and at the end of the previous financial year) Diluted book value per one share (in PLN/EUR) (at the end of the quarter of the current financial year and at the end of the previous financial year) Declared or paid dividend per one share (in PLN/EUR) Selected items of the statement of financial position and the number of shares refer to the data as at the end of the third quarter of 2013 and at the end of Selected items of the statement of comprehensive income and the cash flow statement relate to data for three quarters of 2013 and for three quarters of Profit (loss) per one ordinary share for every period is calculated by dividing the net profit (loss) by the weighted average number of shares in the given period. 9

10 2. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME in thous. PLN Note Continued operations Revenue from sales of products and services 5 37, ,847 45, ,831 Costs of products and services sold 34, ,024 44, ,010 Gross profit (loss) on sales 2,792 7,823 1,012 (179) General administration costs 3,047 8,915 3,057 9,329 operating revenue , operating expenses Operating profit (loss) 573 (125) (1,986) (9,251) Financial income Financial expenses Profit (loss) before tax 629 (552) (2,213) (9,537) Income tax 8 (20) (224) Net profit (loss) on continuing operations 649 (328) (2,374) (9,839) Discontinued operations Net profit (loss) on discontinuing operations Net profit (loss) 649 (328) (2,374) (9,839) comprehensive income due to: Exchange differences arising on the translation of international operations Effects of valuation of financial assets available for sale Hedge accounting Effects of fixed assets revaluation Actuarial gains and losses Shares in other comprehensive income of affiliated entities The income tax on the components of other comprehensive income Net other comprehensive income Total comprehensive income 649 (328) (2,374) (9,839) Net profit (loss) attributable to: - shareholders of the Parent Company 649 (328) (2,374) (9,839) - non-controlling interest Total comprehensive income attributable to: - shareholders of the Parent Company 649 (328) (2,374) (9,839) - non-controlling interest Profit (loss) per one share (in PLN) on continuing operations Diluted profit (loss) per one ordinary share (in PLN) on continuing operations Weighted average number of ordinary shares (units) Weighted average diluted number of ordinary shares (units) 0.01 (0.00) (0.03) (0.13) 0.01 (0.00) (0.03) (0.13) 77,565,556 77,565,556 77,565,556 77,529,060 77,565,556 77,565,556 77,565,556 77,529,060 Net profit / loss per 1 share for every period is calculated by dividing the net profit / loss for a given period by the weighted average number of shares in the given reporting period. 10

11 3. CONSOLIDATED STATEMENT OF FINANCIAL POSITION Note as at in thous. PLN as at as at as at ASSETS Fixed assets 85,999 86,239 85,349 80,249 Fixed tangible assets 9 83,568 83,887 83,337 77,943 Intangible assets Investments in other entities Long-term receivables Deferred income tax assets 11 1,569 1,524 1,378 1,381 Current assets 33,131 24,341 24,230 27,714 Inventory ,170 Receivables for deliveries and services 15,185 17,083 16,228 19,005 Current tax liabilities 1, ,468 receivables 1,235 1, ,024 Cash and cash equivalents 14,549 3,754 5,652 2,047 T o t a l a s s e t s 119, , , ,963 EQUITY & LIABILITIES Equity attributed to shareholders of the Parent Company 73,300 72,661 73,625 78,235 Share capital 77,566 77,566 77,566 77,566 Supplementary capital from the issue of shares above their nominal value 44,544 44,544 44,544 44,544 supplementary capital Exchange differences arising on the translation of subsidiary operations Retained earnings (48,547) (48,547) (34,098) (34,098) Profit (loss) for the current year (328) (977) (14,449) (9,839) Equity of minority shareholders Total shareholders' equity 73,300 72,661 73,625 78,235 Long-term liabilities 26,339 12,812 12,965 7,203 Long-term loans and borrowings 14 6,638 6,897 6, long-term financial liabilities 4,999 5,494 5,880 6,194 Provision for deferred tax Provision for retirement benefits and similar Subsidies 14, Short-term liabilities 19,491 25,107 22,989 22,525 Short-term loans and borrowings ,463 5,368 5,296 short-term financial liabilities 2,548 2,877 2,395 2,667 Trade and other liabilities 13,754 14,716 13,942 12,902 Current tax liabilities short-term liabilities Provision for retirement benefits and similar short-term provisions 13 1, Subsidies Deferred income Total liabilities 45,830 37,919 35,954 29,728 Total equity and liabilities 119, , , ,963 Book value 73,300 72,661 73,625 78,235 Number of shares (units) 77,565,556 77,565,556 77,565,556 77,565,556 Book value per one share (in PLN) Diluted number of shares (units) 77,565,556 77,565,556 77,565,556 77,565,556 Diluted book value per one share (in PLN)

12 4. CONSOLIDATED STATEMENT ON CHANGES IN EQUITY Share capital Supplement ary capital from the issue of shares above their nominal value supplemen tary capital Capital from revaluation in thous. PLN reserve capital Exchange differences arising on the translation of subsidiary operations Retained earnings Profit (loss) for the current year Total shareholde rs' equity As at ,566 44, (48,547) (977) 72,661 Previous years' loss/profit brought forward Profit / loss for the current year Exchange differences arising on the translation of subsidiary operations (10) 0 0 (10) Minority shares As at ,566 44, (48,547) (328) 73,300 Share capital Supplement ary capital from the issue of shares above their nominal value supplemen tary capital Capital from revaluation in thous. PLN reserve capital Exchange differences arising on the translation of subsidiary operations Retained earnings Profit (loss) for the current year Total shareholde rs' equity As at ,566 44, (34,098) (14,449) 73,625 Previous years' loss/profit brought forward (14,449) 14,449 0 Profit / loss for the current year (328) (328) Exchange differences arising on the translation of subsidiary operations Minority shares As at ,566 44, (48,547) (328) 73,300 12

13 Share capital Supplement ary capital from the issue of shares above their nominal value suppleme ntary capital Capital from revaluation in thous. PLN reserve capital Exchange differences arising on the translation of subsidiary operations Retained earnings Profit (loss) for the current year Total sharehol ders' equity As at ,566 12, ,480 0 (38,269) 4,171 88,087 Restatement as at due to transition to IAS Data for (after restatement) 67,566 12, ,480 0 (38,269) 4,171 88,087 Issue of shares - the nominal value 10, (10,000) Issue of shares above the nominal value 0 32, (32,480) (13) Previous years' loss/profit brought forward ,171 (4,171) 0 Profit / loss for the current year (14,449) (14,449) Minority shares ,566 44, (34,098) (14,449) 73,625 Share capital Supplemen tary capital from the issue of shares above their nominal value supplemen tary capital Capital from revaluation in thous. PLN reserve capital Exchange differences arising on the translation of subsidiary operations Retained earnings Profit (loss) for the current year Total shareholde rs' equity As at ,566 12, ,480 0 (38,269) 4,171 88,087 Restatement as at due to transition to IAS Data for (after restatement) 67,566 12, ,480 0 (38,269) 4,171 88,087 Issue of shares - the nominal value 10, (10,000)

14 Issue of shares above the nominal value 0 32, (32,480) (13) Previous years' loss/profit brought forward ,171 (4,171) 0 Profit / loss for the current year (9,839) (9,839) Minority shares As at ,566 44, (34,098) (9,839) 78,235 14

15 5. CONSOLIDATED CASH FLOW STATEMENT in thous. PLN Cash flows from operations Net profit (loss) 649 (328) (2,374) (9,839) Total adjustments 1,352 3,718 2,094 3,214 Amortisation 957 3,648 1,143 3,126 Foreign exchange gains (losses) (17) Interest and profit sharing (dividend) Profit (loss) on investment activities (33) (49) (8) (37) Changes in inventories (68) (274) (119) (577) Change in receivables 2, ,513 8,873 Change in provisions (100) (410) Changes in liabilities (1,413) (200) 1,299 (5,276) Change in prepayments and accruals (834) (954) (1,785) (2,692) Net cash from operating activity 2,001 3,390 (280) (6,625) Cash flows from investment activities Proceeds ,214 Sales of fixed tangible assets and intangible assets ,214 Outflows 799 2,444 2,556 10,782 Purchase of fixed tangible assets and intangible assets 799 2,444 2,556 10,782 Net cash from investment activities (764) (2,392) (2,513) (9,568) Cash flows from financial activities Proceeds 15,450 20,530 2,323 6,459 Borrowings and loans 0 5,000 2,315 6,328 financial inflows 15,450 15, Outflows 5,892 12, ,821 Repayment of borrowings and loans 5,077 10, Payments made under finance lease agreements 687 1, ,986 Interest Net cash from financial activities 9,558 7,899 1,375 3,638 Total net change in cash and cash equivalents 10,795 8,897 (1,418) (12,555) Cash and cash equivalents opening balance 3,754 5,652 3,461 14,598 Net exchange differences Cash and cash equivalents closing balance, including 14,549 14,549 2,047 2,047 - restricted cash

16 III. SELECTED EXPLANATORY NOTES AND OTHER INFORMATION TO CONSOLIDATED FINANCIAL STATEMENTS 1. Information about operating segments The core business of the Group is the intermodal transport, which consists of several stages: railway transport, cargo handling and other terminal operations, car transport and related forwarding services. No operating segments under IFRS 8 have been distinguished for management purposes as part of the Group operations. The Management Board analyses Group's financial condition (as a single operating segment) on the basis of financial statements. 2. Information about products and services Income from sales of services 110, ,831 - intermodal transport 100, ,654 - forwarding 10,772 12, Information about geographical areas. Geographical breakdown of sales was carried out by location of customers. Recipient's country Poland 47,166 68,525 EU countries 51,277 60,660 The rest of the world 12,404 7,646 In total 110, , Information on key customers In the presented periods, concentration of sales in excess of 10% of total revenue was as follows: (revenue in thous. PLN) Recipient: MSC Poland Sp. z o.o. 14,563 15,267 A.P. Moller-Maersk A/S 11,124 12,146 recipients 85, ,418 In total 110, , Revenues from sales In the first 9 months of 2013 years revenue from the sale of services amounted to PLN 110,847 thousand (in the comparative period PLN 136,831 thousand), which accounted for 100% of total sales revenue. 16

17 6. operating revenue and other operating cost operating revenue Received subsidies Received penalties and damages Released provisions Profit from sale of non-financial fixed assets Remuneration of the payer of the personal income tax and the social insurance contributions 1 2 Profit on subsidiary purchase transaction 6 0 other In total 1, The Parent Company has recognised the revenue from the received EU subsidy to co-finance construction of the terminal in Kutno in the amount of PLN 725 thousand. Part of this amount (PLN 653 thousand) relates to settlement of amortisation from the initial value corresponding to the cofunding amount for the period from the start of amortisation until the grant inflow. operating expenses Penalties and damages Receivables' revaluation write-offs 16 0 Membership fees Charitable contributions 6 78 other In total Financial income and expenses Financial income Interest Foreign exchange gains 0 0 In total Financial expenses Interest Foreign exchange losses In total

18 8. Income tax Income tax Current income tax 6 0 Current income tax charge 6 0 Adjustments in respect of previous years' current income tax 0 0 Deferred income tax (230) 302 Related to origination and reversal of temporary differences (230) 302 Tax burden disclosed in the statement of comprehensive income (224) 302 comprehensive income / equity 0 0 Tax advantage / (tax burden) disclosed in equity Fixed tangible assets The fixed tangible assets include the following generic groups: Generic groups of fixed assets as at as at Land (including the right to perpetual use of land) 8,084 8,084 Buildings, premises, civil and water engineering structures 39,633 39,606 Technical equipment and machines 2,559 2,914 Means of transport 19,256 19,460 fixed assets Fixed assets under construction 7,724 7,156 Advances for fixed assets under construction 6,043 5,821 In total 83,568 83,337 The value of leased assets amounted to PLN 10,706 thous. as at and PLN 10,721 thous. as at Fixed assets that are pledged as collateral of credit agreements are set out in note 14. The total value of tangible fixed assets purchased in the third quarter of 2013 was PLN 707 thousand. Liabilities under investment purchases at amounted to PLN 190 thousand, at PLN 254 thousand. The net value of tangible fixed assets sold in the third quarter of 2013 was PLN 50 thousand. Key investment projects disclosed under fixed assets under construction: Project name as at as at Terminal in Kutno 2,578 2,393 Terminal in Brzeg Dolny 1,782 1,292 Terminal in Gliwice Terminal in Sosnowiec 2,426 2,426 terminals tangible assets under construction In total 7,724 7,156 18

19 10. Write-downs of inventories Write-downs of inventories Receivables' revaluation write-offs at the beginning of the period Recognition of revaluation write-offs 0 58 Reversal of revaluation write-offs Receivables' revaluation write-offs at the end of the period Deferred income tax assets Deferred income tax assets Opening balance 1,378 1,808 - including applied to equity 0 0 Increases including applied to equity 0 0 Reductions including applied to equity 0 0 Closing balance 1,569 1, Provision for deferred income tax Provision in respect of deferred income tax Opening balance including applied to equity 0 0 Increases including applied to equity 0 0 Reductions including applied to equity 0 0 Closing balance including applied to equity provisions provisions for retirement benefits and similar other provisions As at Creation 32 1,229 Reversal 0 0 Use As at ,243 provisions for retirement benefits and similar other provisions As at Creation Reversal 38 0 Use As at The provisions for retirement benefits and similar include estimates for liabilities in respect of unused vacation leaves and retirement provisions. 19

20 In the item " provisions", the Group recognises in particular the provision for trading costs. The provision for trading costs is the estimated value of the best Management Board estimates concerning future outflow of economic benefits associated with the concluded trade agreements, including fees, services, etc. These provisions are short-term and will be used in the fourth quarter of provisions as at as at the long-term part the short-term part 1, Total provisions 1, Borrowings and loans Long-term loans and borrowings as at as at Investment credit Loans from related entities 5,983 5,801 Total long-term loans and borrowings 6,638 6,665 Short-term loans and borrowings as at as at Overdraft 0 4,994 Investment credit Loans from related entities Total provisions 424 5,368 In the third quarter of 2013, the Parent Company repaid the short-term loan from PCC SE (the main shareholder of PCC Intermodal S.A.) equal to PLN 5 million, drawn in the first quarter of The list of securities established on financial liabilities of the Group is as follows: Blank promissory notes issued in accordance with the promissory note agreements, the creditor, in the event of a breach of contract has the right to fill out a promissory note for the amount corresponding to the debt, including interest and costs of legal proceedings; Pledge on the loading device (reachstacker) to the maximum amount of security equal to 150% of the credit, together with the assignment of rights under the contract of insurance of the above-mentioned device; Assignment of rights under insurance policies of assets under lease. 15. Contingent liabilities and assets The Company has no contingent liabilities and assets no changes in this respect. 16. Transactions with related entities Transactions with related entities are made based on the market price and market conditions. 20

21 In the presented periods the Group carried out the following transactions with related entities: Parent Company other related entities 13, Total revenues from sales to related entities 13, Purchases from related entities Purchase of products and services Purchase of goods and materials Purchase of of tangible fixed assets and intangible assets License for the use of the trade mark - Parent Company , other related entities Total purchases from related entities , In addition to these costs, the statement of comprehensive income for the first 9 months of 2013 includes financial costs from related entities in the amount of PLN 141 thous. (interest on the loan). Revenues from sales to related entities Revenue from sales of products and services Revenues from sales of goods and materials Revenues from sales of tangible fixed assets and intangible assets operating revenue - Parent Company other related entities 19, Total revenues from sales to related entities 19, Purchases from related entities Purchase of products and services Purchase of goods and materials Purchase of of tangible fixed assets and intangible assets License for the use of the trade mark - Parent Company , other related entities 4, Total purchases from related entities 4, ,266 0 The following balances of receivables and liabilities with related parties have been identified in the statement of financial position: Receivables from related entities as at as at Parent Company other related entities 1,203 2,395 Total receivables from related entities 1,203 2,395 21

22 Liabilities towards related entities as at as at Parent Company 6,476 6,233 - other related entities Total liabilities towards related entities 6,591 6, Summary of interim operations In the third quarter of 2013, the Group generated sales revenues of PLN 37,703 thousand, by about 3.7 % lower than in the previous quarter of this year. Revenues cumulatively (YTD) for nine months of 2013 amounted to PLN 110,847 thousand and were lower by 19 % as compared to the same period of the preceding year (comparative data include only the Parent Company, as the Group did not yet exist). The Group closed three quarters of 2013 with operating loss of PLN 125 thousand and a net loss of PLN 328 thousand (in the comparative period of the previous year the loss of PLN 9,251 thousand and PLN 9,839 thousand, respectively). The item " financial inflows" in the cash flows statement for the third quarter of 2013 demonstrated, inter alia, an amount of PLN 15,403 thousand, which corresponds to the EU subsidy to co-finance construction of the terminal in Kutno and Brzeg Dolny, received during the period. In the third quarter of 2013, works were continued on the expansion of the terminal in Brzeg Dolny, Gliwice, Kutno. On 9 August 2013, PCC Intermodal SA selected a winner in the tender for a general contractor of construction works for an investment project carried out under the name of: "Construction of a modern container terminal with accompanying objects in Brzeg Dolny at Sienkiewicza Str. the site of PCC Rokita S.A.". On the same day the contract was signed with a consortium of Berger Bau Polska Sp. z o.o. and Berger Bau GmbH for execution of the task referred to above. The value of the contract for the general contractor that the Parent Company entered into on 9 August 2013 with the winners of the tender amounted to more than PLN 47 million. 18. Seasonal or cyclical character of interim operations None. 22

23 19. Issue, redemption nor reimbursement of debt and capital securities In the analysed period no issue, redemption nor reimbursement of debt and capital securities occurred. 20. Paid (or declared) dividend, in total and per one share, divided into ordinary and other shares In the reporting period the Parent Company did not pay any dividend. 21. Events which occurred after the date on which the condensed quarterly financial statement was prepared, which have not been included in this statement and which might have a significant impact on future financial results of the issuer No events occurred after , which have not been included in this report, and which could have a significant impact on the future financial performance of the Group. On 25 October 2013, PCC Intermodal S.A. concluded with Centrum Unijnych Projektów Transportowych (CUPT), under Measure 7.4 "Development of intermodal transport", a contract for cofunding the expansion and modernisation of the terminal in Gliwice,with a total value of PLN thousand.the final amount of co-financing depends on the value of eligible expenditures incurred in the implementation of the investment project and approved by the CUPT. 22. Information on changes in the structure of the business entity, including those resulting from merger of business entities, takeover or sale of subsidiaries and the long-term investments, division, restructuring or abandonment of business activity In the third quarter of 2013 there were no changes in the structure of the organisation. 23. The standpoint of the management board regarding the possibility of achievement of the previously published result forecasts for a given year, in the light of the results presented in the quarterly report in relation to the forecast results The Group did not publish any result forecasts. 24. Indicating the shareholders who are in possession, directly or indirectly via subsidiaries, of at least 5% of the total number of votes in the general meeting of the Issuer as at the date of submission of the quarterly report, including the information about the number of shares in possession of such entities, their percentage in the share capital, the number of votes resulting therefrom and their percentage in the general number of votes in the general meeting and information on any changes in the structure of possession of significant shareholding in the Company in the period after submission of the previous quarterly report The table below presents the structure of shareholders with at least 5% of votes in the General Meeting of Shareholders of the Parent Company as at and at the date of submission of this report, compiled on the basis of notifications received from shareholders (pursuant to Articles 69 and 87 of the Act on Public Offer and the Conditions for Admitting Financial Instruments to the Regulated System of Trading and on Publicly Traded Companies). 23

24 Shareholder Number of shares Participation in the share capital Number of votes in the GMS Participation in the votes in GMS PCC SE - series A (privileged) 32,539, % 65,078, % PCC SE - series D - ordinary 15,460, % 15,460, % PCC SE - total 48,000, % 80,539, % DB Schenker Rail Polska S.A. - 10,809, % 10,809, % ordinary - ordinary 18,756, % 18,756, % In total 77,565, % 110,104, % During the period of submission of the report for the first half of 2013 until the date of submitting this report, the Management Board of the Parent Company has not received from shareholders any notifications of change in the structure of major shareholdings. Shareholding structure according to percentage in the share capital PCC SE DB Schenker Rail Polska S.A. 25. Breakdown of Issuer's shares or rights to shares held by the persons managing and supervising the Issuer as at the date of submission of the report, including the information on the changes in shareholding, in the period from the submission of the previous report, for every person individually Shareholder As at Increase of the number of shares held Decrease of the number of shares held As at MANAGEMENT BOARD MEMBERS Dariusz Stefański 728, ,050 Adam Adamek 473, ,147 To the knowledge of the Management Board, as at and at the date of drawing up this report, none of the members of the Supervisory Board of PCC Intermodal S.A. held any shares of the Parent Company. 24

25 As at the date of drawing up this report, the President of the Management Board of the Parent Company, Mr. Dariusz Stefański, held shares constituting 0.94% of the share capital and giving him the right to exercise 0.66% of votes in the General Meeting of Shareholders. The Vice President of the Management Board, Mr Adam Adamek, held shares constituting 0.61% of the share capital and giving him the right to exercise 0.43% of the total number of votes. To the knowledge of the Parent Company's Management Board the number of shares held by the managers and supervisors of the Company did not change in the period from the date of publication of the report for the 1st half of 2013 to the date of drawing up this report. 26. Information on proceedings before a court, an authority competent for arbitration proceedings or before a public administration authority. Settlements related to court cases As at the date of drawing up of this report there are three proceedings pending before a court with Parent Company's participation. The value of the said disputes, individually or jointly, does not constitute 10% of the Parent Company's equity and settlement thereof has no impact on the operation or financial standing of the Parent Company. 27. Information on conclusion by the Issuer or its subsidiary of one or more transactions with related entities if such transactions are significant (individually or jointly) and if they have been concluded on terms other than market terms In the 3rd quarter of 2013 the Parent Company and the Subsidiary did not conclude any transactions with related entities which would be significant individually of jointly and which would be concluded on terms other than market terms. 28. Information on granting by the Issuer or by its subsidiary of a borrowing or loan guarantee or surety in total to one entity or subsidiary of such an entity if the total value of the existing guarantees or sureties is equal to at least 10% of Issuer's equity In the presented period, PCC Intermodal S.A. and its Subsidiary did not grant any guaranties or sureties. 29. Information on contingent liabilities and assets which occurred after the end of the previous financial year The Company has no contingent liabilities and assets no changes in this respect. 30. information which, in the Issuer's opinion, is significant for evaluation of its personnel, economic, financial situation, financial result and changes thereof and information which is important for the evaluation of the possibility of fulfilment by the Issuer of its obligations All information significant to evaluate the Parent Company and the Group has been included in relevant current and interim reports. 25

26 31. Information on the factors which, in Issuer's opinion, will have an impact on the results achieved by it in the perspective of at least one quarter The most important factors that in the Management Board's opinion will have an impact on the financial results in the coming quarters are as follows: accessibility to the railway infrastructure on supported relations, undisturbed by weather conditions or unplanned repairs; continued investment in loading terminals and obtaining funds from the European Union for this purpose; financial market conditions affecting the interest rate and availability of funding sources; fluctuations of exchange rates, primarily EUR and USD in relation to PLN; 32. If the condensed financial statement was subject to examination or review conducted by an entity authorised to examine financial statements, the quarterly report contains, respectively, an opinion on the examination or a report on the review of such an condensed financial statement The financial statement of the Group for the 3rd quarter of 2013 has not been subject to examination or review conducted by an entity authorised to examine financial statements. 26

27 IV. THE CONDENSED SEPARATE FINANCIAL STATEMENTS 1. SELECTED SEPARATED FINANCIAL DATA in thous. PLN in thous. EUR Revenue from sales of products and services 110, ,831 26,236 32,619 Operating profit (loss) (339) (9,251) (80) (2,205) Profit (loss) before tax (778) (9,537) (184) (2,273) Net profit (loss) (548) (9,839) (130) (2,345) Net cash flows from operating activities 3,057 (6,625) 724 (1,579) Net cash flows from investment activities (2,317) (9,568) (549) (2,281) Net cash flows from financial activities 7,899 3,638 1, Total net change in cash and cash equivalents 8,639 (12,555) 2,045 (2,993) Profit (loss) per one ordinary share (in PLN/EUR) (0.01) (0.13) (0.00) (0.03) Total assets (at the end of the quarter of the current financial year and at the end of the 118, ,579 28,169 26,804 previous financial year) Equity (at the end of the quarter of the current financial year and at the end of the previous 73,077 73,625 17,332 18,009 financial year) Share capital (at the end of the quarter of the current financial year and at the end of the 77,566 77,566 18,397 18,973 previous financial year) Long-term liabilities (at the end of the quarter of the current financial year and at the end of the 26,339 12,965 6,247 3,171 previous financial year) Short-term liabilities (at the end of the quarter of the current financial year and at the end of the 19,354 22,989 4,590 5,623 previous financial year) Share capital (number of shares) (at the end of the quarter of the current financial year and at the end of the previous financial year) 77,565,556 77,565,556 77,565,556 77,565,556 Book value per one share (in PLN/EUR) (at the end of the quarter of the current financial year and at the end of the previous financial year) Diluted book value per one share (in PLN/EUR) (at the end of the quarter of the current financial year and at the end of the previous financial year) Declared or paid dividend per one share (in PLN/EUR) Selected items of the statement of financial position and the number of shares refer to the data as at the end of the third quarter of 2013 and at the end of Selected items of the statement of comprehensive income and the cash flow statement relate to data for three quarters of 2013 and for three quarters of Profit (loss) per one ordinary share for every period is calculated by dividing the net profit (loss) by the weighted average number of shares in the given period. 27

28 2. SEPARATE STATEMENT OF COMPREHENSIVE INCOME in thous. PLN Continued operations Revenue from sales of products and services 37, ,798 45, ,831 Costs of products and services sold 35, ,673 44, ,010 Gross profit (loss) on sales 2,648 7,125 1,012 (179) General administration costs 2,890 8,426 3,057 9,329 operating revenue 920 1, operating expenses Operating profit (loss) 586 (339) (1,986) (9,251) Financial income Financial expenses Profit (loss) before tax 652 (778) (2,213) (9,537) Income tax (22) (230) Net profit (loss) on continuing operations 674 (548) (2,374) (9,839) Discontinued operations Net profit (loss) on discontinuing operations Net profit (loss) 674 (548) (2,374) (9,839) comprehensive income due to: Exchange differences arising on the translation of international operations Effects of valuation of financial assets available for sale Hedge accounting Effects of fixed assets revaluation Actuarial gains and losses Shares in other comprehensive income of affiliated entities The income tax on the components of other comprehensive income Net other comprehensive income Total comprehensive income 674 (548) (2,374) (9,839) Profit (loss) per one share (in PLN) on continuing operations Diluted profit (loss) per one ordinary share (in PLN) on continuing operations Weighted average number of ordinary shares (units) Weighted average diluted number of ordinary shares (units) 0.01 (0.01) (0.03) (0.13) 0.01 (0.01) (0.03) (0.13) 77,565,556 77,565,556 77,565,556 77,529,060 77,565,556 77,565,556 77,565,556 77,529,060 Net profit / loss per 1 share for every period is calculated by dividing the net profit / loss for a given period by the weighted average number of shares in the given reporting period. 28