SYGNITY S.A. CAPITAL GROUP

Transcription

1 SYGNITY S.A. CAPITAL GROUP ADJUSTED ABBREVIATED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE-MONTH PERIODS ENDING ON 31 DECEMBER AND 31 DECEMBER DRAWN UP IN ACCORDANCE WITH THE INTERNATIONAL FINANCIAL REPORTING STANDARDS

2 Consolidated quarterly financial statements as of Table of contents Management board s commentary on the financial statements for the third quarter of 3 Interim consolidated profit and loss account 5 Interim consolidated balance sheet 6 Interim consolidated statement of changes in shareholders equity 8 Interim consolidated cash flow statement 10 Notes on the interim consolidated cash flow statement 11 Notes on the abbreviated consolidated financial statements 12 Stand-alone financial statements of the parent company

3 Consolidated quarterly financial statements as of Management board s commentary on the financial statements for the fourth quarter of In the 4Q the Sygnity Group recorded revenues in the amount of PLN 392 million, PLN 55.6 million of operational profit and PLN 43 million of net profit. This was the first quarter, in which the Sygnity recorded the first results of the restructurization programme launched in September. In the entire year, the Sygnity Group recorded PLN 1.27 billion of revenues, operational loss in the amount of PLN 71 million and net loss amounting to app. PLN 65 million. On the day of 12 December,, the Management Board of Sygnity S.A. communicated the adjusted forecast of financial results, which assumed the operational result in the amount of PLN 56 million. Execution of sales revenues is lower by 8% comparing to the forecast communicated on 14 November,, which results mostly from shifting of the scheduled public sector procurements for the total amount of PLN 21 million as well as shifting in telecommunication and utilities sector. The Company schedules its execution for Q4 Q4 Net sales revenues Operational profit (loss) (7 492) Net profit (loss) (15 615) In the entire year, operational loss amounted to PLN 71.4 million and was burdened with established write-offs in the amount of app. PLN 64.3 million (including write-offs for restructurization of PLN 45.7 million and PLN 18.6 million for settlement of Emax shares acquisition transaction, so called goodwill). Also transaction settlement of sales of part of the company related to Infomedica and Mmedica products to the ABG SPIN company (income exceeding PLN 27 million) influenced the achieved financial result. Net sales revenues Operational profit (loss) (71 376) Net profit (loss) (64 844) In 4Q the Group run an intensive restructurization process, due to which the Company was able to identify savings in the amount of PLN 14.5 million for restructurization of non-personnel costs and launched processes of employment reduction by 365 persons (comparing to state as of 31 July, ). Within internal structure ordering process the health sector has been included into public sector, moreover, two sales units functioning previously in this sector have been combined. The Management Board of the Company has also implemented new Organization Rules and Regulations of the Sygnity Group, determining structure of sales and executive branches together with appointment rules. Sygnity has also launched works on implementation of unified IT systems for sales, execution and finance management in all key companies of the Group of Companies. According to previous announcements, Sygnity has also launched sales of business activities, which are not compliant with currently implemented business model. At the beginning of December the Company has entered into agreement on sales of the organized part of the entrepreneurship related to Infomedica and Mmedica products to the ABG SPIN company. The merger has covered, among others, a group of employees and copyrights to the implemented and handled systems in more than 300 hospitals and other health care facilities. Final settlement of transaction took place on 11 January, Sygnity acquired PLN - 3 -

4 Consolidated quarterly financial statements as of 28 million. The Company has also obtained an approval of the shareholders to sale further business activities, among others, solutions for fuel stations networks. In February 2008 the Company has disposed its minority block of shares in EFH S.A. for the amount of net PLN 4 million. Sygnity assumes to sale 1-2 companies of the Group (to be executed at the turn of 1 and 2Q 2008) and runs intensive consolidation in subsidiary companies operating in IT service and outsourcing. To the end of the 1Q 2008 Sygnity assumes to sale minority block of shares in the next company. The Management Board is in the course of the final phase of negotiations on sale of 2 business areas (sale to the end of 1Q 2008) and has launched the activities concerning sale of three subsequent ones as well as defined and conducted analyses on potential sale of the other business areas. To summarize, the company aims to acquire the amount of PLN million from sale of non-key business activities of the entrepreneurship to the end of April 2008 (PLN 32 million has been executed until now). In 4Q, the Management Board of Sygnity has taken intensive actions aiming at improvement of financial condition of the company. The Company has issued new shares, from sale of which it acquired more than PLN 30 million and purchased part of convertibles (in the amou of PLN 25 million) and improved working capital structure, due to which it was possible to reduce indebtedness of the Group of Companies from PLN 277 million (state as of 30 September, ) to the current level of PLN 106 million. At the same time, in December, the Management Board of Sygnity S.A. has established an agreement with the financing banks on their continuous engagement in the Company issues pursuant to the contracts in force. The Company has been currently negotiating with the banks on establishing of the banks agreement implementing unified credit terms and conditions. In 4Q the Company has entered into subsequent contracts, among others, general agreement on continued provision of advisory Service for the European Leasing Fund (ELF), concluded by the Business Consulting Division of Sygnity. The Company has proved its excellent position in the area of providing services for territorial self-government authorities and financial sector. At the end of an agreement with, among others, the Marshall Office of the Świętokrzyskie Voivodship on execution of the e- Świętokrzyskie project has been concluded. The Company has also participated in the EPRP project (epresentation of accounts and payments) for the National Chamber of Settlements, which has an opportunity to revolutionize the mass payment market in Poland. Sygnity has also signed an agreement on modification and development of the Co-financing Support System with the State Fund for Rehabilitation of Disabled Persons (PFRON). At the end of the year, Sygnity has once again acquired a status of the Authorized Partner of IBM Polska, which gives the company wide opportunities in the scope of development of portfolio of the offered services on the basis of high-quality advanced IBM technologies. Key focus of the restructurization program is connected, among others, with employment reduction and sale of non-basic business activities shall be completed in the 1Q Target of all restructurization activities, currently under way, is drastic cost reduction, profitability improvement and increase of operational effectiveness of Sygnity in order to develop stable basis for long-term development

5 Consolidated quarterly financial statements as of Interim consolidated profit and loss account 12 months 12 months Net income from sale of products, goods and materials, including: Net income from sale of products Net income from sale of goods and materials Cost of sales of products, goods and materials including: ( ) ( ) ( ) ( ) Cost of sales of products ( ) ( ) ( ) ( ) Cost of sales of goods and materials ( ) ( ) ( ) ( ) Gross profit on sales Other operating revenues Selling and distribution expenses (17 526) (67 236) (31 293) (69 647) General administration expenses (34 630) ( ) (73 615) ( ) Other operating costs (3 348) (31 123) (5 613) (8 526) Operating profit /(loss) (71 376) (7 492) (13 351) Financial revenues Financial costs (5 060) (17 758) (1 867) (10 032) Net financial costs (3 360) (12 092) (1 144) (7 354) Share of profit /(loss) in assoctiates Profit /(loss) before tax (83 363) (8 602) (20 679) Income tax (8 992) (144) 80 Net profit: (80 372) (8 746) (20 599) attributable to: Minority interest 208 (15 528) Equity holders of the parent (64 844) (15 615) (27 595) Net profit per share (in zł) : Basic 3,98 (6,00) (1,74) (3,46) Diluted 3,98 (6,00) (1,72) (3,42) - 5 -

6 Consolidated quarterly financial statements as of Interim consolidated balance sheet Fixed assets (long-term) Tangible fixed assets Investment property Goodwill Other intangible assets Investments in associates Financial assets valued at fair value via financial result Financial assets available for sale Long-term receivables Long-term prepayments Deferred tax assets Current assets (short-term) Inventories Trade and other receivables Short-term prepayments Loans granted Financial assets valued at fair value via financial result Cash and cash equivalents Total assets

7 Consolidated quarterly financial statements as of Interim consolidated balance sheet Equity Share capital Share premium Other capital reserves Foreign exchange differences Accumulated profit /(loss) ( ) (39 399) Equity attributable to equity holders of the parent Minority interest Total equity Long-term liabilities Long-term bank loans and credits Other financial liabilities Retirement benefits provision Provisions for liabilities Long-term accruals Deferred tax provision Short-term liabilities Short-term bank loans and credits Trade and other liabilities Income tax liabilities Financial liabilities valued at fair value via financial result Other financial liabilities Retirement benefits provision Provisions Short-term accruals Total liabilities Total equity and liabilities

8 Consolidated quarterly financial statements as of Interim consolidated statement of changes in shareholders equity Share capital Share premium Other capital reserves Foreign exchange differences Equity attributable to equity holders of the parent Minority interest Total equity Equity as at 1 October (2) (23 601) Taking up shares- execution of managerial options Issue of W series shares Net profit (15 615) (15 615) (8 746) Appropriation of net profit in the parent company Dividends paid out (6 946) (6 946) - (6 946) Costs of managerial options Equity part of the redeemed convertible bonds Foreign exchange differences Changes in the make-up of the Group resulting from acqusition of EMAX Other changes in the make-up of the Group (183) (183) (2 099) (2 282) Equity as at (39 399) months Accumulated profits Equity as at 1 January (415) (13 563) Taking up shares- execution of managerial options Issue of W series shares Net profit (27 595) (27 595) (20 599) Appropriation of net profit in the parent company (5 273) Dividends paid out (6 946) (6 946) - (6 946) Costs of managerial options Equity part of the redeemed convertible bonds - - (14 546) Foreign exchange differences Changes in the make-up of the Group resulting from acqusition of EMAX Other changes in the make-up of the Group (568) (155) (2 738) (2 893) Equity as at (39 399)

9 Consolidated quarterly financial statements as of Interim consolidated statement of changes in shareholders equity Share capital Share premium Other capital reserves Foreign exchange differences Accumulated profits Equity attributable to equity holders of the parent Minority interest Total equity Equity as at 1 October ( ) Taking up shares- execution of managerial options Issue of merger shares of (X series) Repurchase of minority interest in EMAX Group Declared dividend for Net profit Costs of managerial options Costs of shares issue Foreign exchange differences Other changes in the make-up of the Group (14) (14) - (14) Equity as at ( ) months Equity as at 1 January (39 399) Taking up shares- execution of managerial options Issue of merger shares of (X series) Repurchase of minority interest in EMAX Group - ( ) ( ) ( ) ( ) Declared dividend for - - (10 813) - - (10 813) - (10 813) Net profit (64 844) (64 844) (15 528) (80 372) Costs of managerial options Costs of shares issue - (81) (81) - (81) Foreign exchange differences Other changes in the make-up of the Group (2 429) (545) Equity as at ( )

10 Consolidated quarterly financial statements as of Interim consolidated cash flow statement 12 months 12 months Cash flow from operating activities Profit before tax (83 363) (8 602) (20 679) Adjustments: (53 353) (56 507) Share of profit in associates (34) (26) Depreciation and amortisation Foreign exchange (gains) /losses (698) (893) 2 (163) Net interest and share in profits (4 264) (Profit) /loss on investment activity (18 668) (289) (4 779) Change in working capital ( ) ( ) Costs of managerial options Other adjustments Cash from operations (6 487) (61 955) (77 186) Income tax (paid) / returned (305) (1 510) (1 064) (7 658) Net cash flow from operating activities (7 997) (63 019) (84 844) Cash flow from investing activities Proceeds from sale of fixed and intangible assets Sale / (purchase) of short-term securities (2 259) (1 477) Capital expenditures (10 333) (31 534) (7 718) (21 379) Net expenditures on acqusition of subsidiaries and associates (2 983) (8 765) (70 596) Granted / (repaid) loans (928) (627) (2 338) (2 338) Other investment expenditures and receipts Net cash flow from investing activities Cash flow from financing activities (5 906) Proceeds from issue of shares, other equity instruments and contributions to equity (851) Dividends and other paymenst to owners 80 (10 143) (291) (6 946) Receipts from loans and credits (10 000) Repayment of loans and credits (93 411) ( ) (125) Repayment of lease liabilities (20) (2 205) Issue of interest-bearing bond (67 669) (67 669) Redemption of convertible bonds (35 000) (42 647) (30 643) Interest paid (4 834) (8 664) (1 267) Other financing expenditures and receipts (441) (181) Net cash flow from financing activities ( ) Net change in cash and cash equivalents (8 750) (46 796) Cash and cash equivalents at period beginning Cash and cash equivalents at period end

11 Consolidated quarterly financial statements as of Notes on the interim consolidated cash flow statement 12 months 12 months Change in working capital Change in provisions (2 020) (7 383) Change in inventory (10 211) (38 331) Change in receivables (94 970) ( ) (42 416) Change in liabilities (82 631) Change in prepayments and accruals (17 221) (6 275) ( ) ( )

12 Consolidated quarterly financial statements as of Notes on the abbreviated consolidated financial statements 1 General information, changes to Management Board and Group of Companies structure. 1.1 The basic scope of business activity of the Sygnity S.A. Group covers the software-related area and computer hardware consultancy. As of,, the Sygnity Group of Companies consists of Sygnity S.A. being the dominating company and 15 subsidiary companies. In addition, Sygnity S.A. has a significant influence on 3 associated companies. 1.2 Within the 4Q of the current year no changes to the Management Board of Sygnity Group of Companies took place. Present composition of the Management Board of Sygnity S.A. is as follows: - Mr. Piotr Kardach President of the Management Board, - Mr. Andrzej Marciniak Vice President of the Management Board, - Mr. Jacek Kujawa - Vice President of the Management Board, - Mr. Bogdan Kosturek - Vice President of the Management Board, - Mr. Andrzej Kosturek - Vice President of the Management Board, - Mr. Rajmund Gral - Vice President of the Management Board. 1.3 Within the 4Q of the current ear no changes to structure of Sygnity Group of Companies took place. 1.4 The abridged financial statement has been prepared for the period of the last three months, ending on 31 December,, with data comparable to the three months on,. The financial statement has been approved for publishing by the Management Board of Sygnity S.A. on 26 February,. 2 Essential accounting principles a) The basis for preparing a consolidated financial statement The abridged consolidated financial statement was prepared in line with the historical cost principle, with the exception of the derivative financial instruments and financial assets available for sale, which are indicated at fair value. The abridged financial statement is expressed in PLN, and all values are indicated in thousands PLN, unless specified otherwise. b) Declaration of conformity The abridged consolidated financial statement of the Sygnity S.A Group was prepared according to the International Financial Reporting Standards (IFRS.) c) Coherence of the used accounting principles The consolidated balance sheet as per, the consolidated profit and loss account, the consolidated cash flow statement and the consolidated statement of changes in equity for the three months on were not subject to an audit. The consolidated balance sheet as per 30 June, the consolidated profit and loss account, the consolidated cash flow statement and the consolidated statement of changes in equity for six months on 30 June have been prepared according to the IFRS principles and were subject to an audit of financial statements

13 Consolidated quarterly financial statements as of The abridged financial statement as per was prepared according to the International Accounting Standard 34 Interim Financial Reporting and should be studied along with the audited consolidated financial statement as per 30 June, prepared according to the IFRS. The adopted accounting principles were continuously applied to every presented period in this abridged financial statement. 3 Share capital Share capital of Sygnity S.A. being the dominating company, presented in the individual financial statement amounted to PLN thousand as of the day of,. Within the period covered by this report no increase of share capital has been recorded. Share capital determined in the consolidated statement is higher than in individual statement by hyperinflation adjustment of PLN thousand and amounts to PLN thousand. Hyperinflationary overestimation of share capital pursuant to the International Accounting Standard 29 Financial reporting in hyperinflationary economies has been determined on the day of transition onto IFRS i.e. on 1 January, As of the day of 22 February, 2008, share capital of the Sygnity S.A. company amounts to PLN and divides into shares with nominal value of PLN 1 each. According to information the Company has access to, the shareholders that on February 22, 2008, have a number of shares exceeding 5% of Sygnity S.A. s share capital were as follows: - BBI Capital SA with 9,.41% of share capital of Sygnity S.A. and the same percentage of votes on Sygnity S.A. General Shareholder Assembly, - Legg Mason Towarzystwo Funduszy Inwestycyjnych Spółka Akcyjna (Investment Fund Association Joint Stock Company) with 9.84 % of share capital of Sygnity S.A. and the same percentage of votes on Sygnity S.A. General Shareholder Assembly, - Deutsche Bank AG with 5.07 % of share capital of Sygnity S.A. and the same percentage of votes on Sygnity S.A. General Shareholder Assembly, Changes in the structure of ownership of blocks of shares exceeding 5% of Sygnity S.A. s in the period since the communication of the previous quarterly report are presented in the table below: Shares As At No. of shares % of votes at GSM Change in No. of shares As at */ No. of shares % of votes at GSM Changes from As at % of till No. of shares votes at GSM BBI Capital S.A ,24% ,24% ,41% Tomasz Sielicki ,89% ,89% ,89% CU OFE BPH CU WBK ,011% ( ) ,94% ING Nationale- Nederlanden Polska OFE Commercial Union Investment Mamagement Pioneer Pekao Investment Management SA ,51% ,73% - bd bd ,85% - Bd Bd ,94% ,37% ,37% ( ) ,76% PKO TFI ,84% Deutsche Bank AG ,07%

14 Consolidated quarterly financial statements as of Legg Mason TFI AIG Otwarty Fundusz Emerytalny ,49% ,84% ,30% ,30% ,82% */ The list of shareholders has been drawn up according to the Company s best knowledge and on the basis of notifications received under Article 69(1) of the Act on Public Offer and Conditions of Introduction of Financial Instruments to Organized Trading System and on Public Companies (Journal of Laws of 2005, No. 184, item 1539) and on the number of shares owned by a given shareholder recorded on the previous Company s Extraordinary General Shareholder Assembly. 4 Transactions with related entities (a) Management Board and Supervisory Board Gross remunerations paid by Sygnity S.A. to the members of the Management Board within the three-months period on,, amounted to PLN thousand (for three months on 31 December, : PLN 974 thousand). 5 Seasonality No seasonality is present in the Group activity. 6 Intangible assets acquired in result of merger of the EMAX Group of Companies. Sygnity Group has communicated its intangible assets acquired in the course of merger of the EMAX Group of Companies separately from the company s value. The table below presents impact of depreciation of the acquired intangible assets on the results of the Sygnity Group in 4Q and the expected depreciation impact in the years Gross book value Net book value Impact of depreciation on the Group's financial result for Q4 and estimates of depreciation charges in following periods Q4 / Non-tangible assets acquired with EMAX Group A. Business relations of EMAX Group (1 281) (5 126) (5 126) (5 036) (4 693) (3 568) B. Signed contracts of EMAX Group (1 362) (5 451) (2 008) (56) 0 0 C. Product trade marks of EMAX Group (462) (1 848) (1 848) (1 848) (1 848) (1 848) D. Trade marks: Emax, Winuel oraz Max Elektronik (1 526) (6 102) (6 102) (6 102) (6 102) (6 102) Total Impact of depreciation charge on operating profit (4 631) (18 527) (15 084) (13 042) (12 643) (11 518) Adjustment in deferred taxes Impact of depreciation charge on the net profit (3 751) (15 007) (12 218) (10 564) (10 241) (9 329) The present estimations of depreciation concerning Winuel and Max Elektronik brands (EMAX brand was depreciated in total in Q4 ) are based on the assumption that these assets will be used for the period of 5 years. One-off write-downs of Winuel and Max Elektronik brands may take place in future in the case of further reorganization of the Sygnity Group and decision on withdrawal from business use of these brands

15 Consolidated quarterly financial statements as of At the same time, the Management Board of Sygnity S.A. wishes to emphasize that depreciation of intangible assets is non-cash expense of the Sygnity Group result. Therefore it has no impact in cash flows generated neither by the Group nor for valuation of the Group using income valuation method. Depreciation of the above-mentioned intangible assets has been included in the Management Board Costs position in the consolidated profit and loss account. 7 Essential transactions of special nature. On 5 December, the Sygnity S.A. Company entered into agreement on sale of the organized part of the entrepreneurship related to Infomedica and Mmedica products to the ABG SPIN company. The merger covered, among others, group of employees and copyrights to the implemented and serviced systems in more than 300 hospitals and other health care facilities. The agreement contained also the provisions on cooperation and information exchange with ABG SPIN in the scope of handling settlements of health care services with the National Health Fund. Sale price has been established for the amount of net PLN 28 million. Transfer of the organized part of Sygnity onto ABG SPIN took place in December, whereas final settlement of sales transaction took place in January The transaction described above increased operational profit of the Sygnity Group for the period of three months on, by the amount of PLN thousand. 8 Information on issuing, purchase and payment of debt and equity securities. Within the period of 3 months on,, the dominating Company purchased the bonds for the amount of PLN and reissued the bonds for the amount of PLN within the Bonds Issuing Programme executed by Sygnity S.A. 9 Liabilities for credits and loans As of the day of,, liabilities of the Group for credits amounted to PLN thousand. 10 Information on credit or loan sureties or guarantees granted The dominating Company granted no sureties / guarantees on loans or credits to a single entity or subsidiary entity, total value of which would exceed 10% of equity capitals of the company. Total value of bank guarantees granted by the Group as of the day of,, amounted to PLN thousand. Among the guarantees issued on the day of,, 57% are due (good) agreement (contract) performance warranties. The aim of the performance warranty is to secure the claims arisen in the case of failure to perform or improper performance of the agreement. As of the day of 31 December,, 14$ of the issued guarantees are payment guarantees, aiming at securing on-time payment of the liabilities. Tender guarantees constitute 18% of the guarantees total. 11 Events after balance sheet day No significant events after balance sheet day, results of which would require inclusion into or revealing in the financial statement, made as of,, took place. 12 Information on the ability to execute profit and loss forecasts for the current year that were published earlier On the day of 12 December, the Management Board communicated the adjusted forecast of results, assuming operational profit in the amount of PLN 56 million. Execution of sales revenues is lower by 8% comparing to the forecast communicated on 14 November,, which results mostly from shifting of the

16 Consolidated quarterly financial statements as of scheduled public sector procurements for the total amount of PLN 21 million as well as shifting in telecommunication and utilities sector. The Company schedules its execution for Proceedings before a court, arbitration authority or other public administration authority In the said quarter, the dominating Company and the companies subject to consolidation have not brought an action or carried out any procedures before the court or public administration authority on debts or liabilities, total value of which would exceed 10% of equity capitals of the company. 14 Other significant information for evaluation of the personnel, property and financial condition, financial result and their changes as well as information important for the evaluation of opportunities to cover liabilities by the company Within the reporting period no actions related to significant information for evaluation of the personnel, property and financial condition of Sygnity as well as information important for the evaluation of opportunities to cover liabilities by Sygnity took place. 15 Factors that may influence the Group s results in the next quarter perspective Financial results to be achieved by the Sygnity Group in 1Q2008 may be influence by the following factors: usually lower revenues in the 1Q from the economic sectors dependent from the State Treasury, which concerns in particular public and utilities sectors. first results of the carried out Group restructurization programme

17 Consolidated quarterly financial statements as of Stand-alone financial statements of the parent company Stand-alone profit and loss account 12 months 12 months Net income from sale of products, goods and materials, including: Net income from sale of products Net income from sale of goods and materials Cost of sales of products, goods and materials including: ( ) ( ) ( ) ( ) Cost of sales of products ( ) ( ) ( ) ( ) Cost of sales of goods and materials (57 335) ( ) (44 499) ( ) Gross profit on sales Other operating revenues Selling and distribution expenses (15 933) (55 423) (13 461) (48 922) General administration expenses (20 555) ( ) (13 655) (86 873) Other operating costs (3 011) (9 082) (2 517) (4 128) Operating profit /(loss) (32 241) Financial revenues (276) Financial costs (4 447) (29 297) (8 435) (15 853) Net financial costs (2 931) (20 376) (8 711) (10 536) Profit /(loss) before tax (52 617) (7 180) Income tax (8 152) (2 104) (610) Net profit: (44 286) (7 790)

18 Consolidated quarterly financial statements as of Stand-alone balance sheet Fixed assets (long-term) Tangible fixed assets Investment property Goodwill Other intangible assets Financial assets valued at fair value via financial result Deferred tax assets Current assets (short-term) Inventories Trade and other receivables Income tax receivables Short-term prepayments Loans granted Financial assets valued at fair value via financial result Cash and cash equivalents Total assets

19 Consolidated quarterly financial statements as of Stand-alone balance sheet Equity Share capital Share premium Other capital reserves Accumulated profit /(loss) (50 844) (12 519) Total equity Long-term liabilities Other financial liabilities Retirement benefits provision Provisions for liabilities Deferred tax provision Short-term liabilities Short-term bank loans and credits Trade and other liabilities Financial liabilities valued at fair value via financial result Provisions Short-term accruals Total liabilities Total equity and liabilities

20 Consolidated quarterly financial statements as of Stand-alone statement of changes in shareholders equity Share capital Share premium Revaluation reserve Other capital reserves Other capital reserves Accumulated profits Total equity as at 1 January Equity as at 1 January under PAS Adjustments arsing from change of accounting principles - IFRS: granted management options IFRS (6 888) - other IFRS adjustments taken to retained earnings re-measurement of equity to hyper-inflationary conditions Equity at 1 January (after restatement) under IFRS (7 876) (4 729) Equity as at 1 October (15 766) Taking up shares- execution of managerial options Net profit Costs of managerial options (484) - Equity as at (12 519) Nine months 30 September Equity as at 1 January (4 729) Taking up shares- execution of managerial options IFRS adjustments recognized in accumulated profits Net profit / loss (7 790) (7 790) Declared dividend (6 946) - (6 946) Costs of managerial options (1 936) - Equity as at (12 519)

21 Consolidated quarterly financial statements as of Stand-alone statement of changes in shareholders equity Share capital Share premium Revaluation reserve Other capital reserves Other capital reserves Accumulated profits Total equity Equity as at 1 October (81 729) Taking up shares- execution of managerial options Net profit / loss Costs of managerial options Equity as at (50 844) months Equity as at 1 January (12 519) Taking up shares- execution of managerial options Issue of shares - merger with EMAX Net profit / loss (44 286) (44 286) Appropriation of profit (5 961) Shares issue expenses (81) - (81) Declared dividend (10 813) - (10 813) Costs of managerial options Equity as at (50 844)

22 Consolidated quarterly financial statements as of Stand-alone cash flow statement 12 months 12 months Cash flow from operating activities Profit before tax (52 617) (7 180) Adjustments: (79 354) (80 804) Depreciation and amortisation Foreign exchange (gains) /losses (808) (1 103) (82) (263) Net interest and share in profits (Profit) /loss on investment activity (18 107) Change in working capital (89 665) ( ) Costs of managerial options Other adjustments (2 159) (603) Cash from operations (757) (74 034) (87 984) Income tax (paid) / returned Net cash flow from operating activities (757) (74 034) (87 984) Cash flow from investing activities Proceeds from sale of fixed and intangible assets Dividends received Sale / (purchase) of financial assets Interest received (7) Sale / (purchase) of short-term securities (596) (596) Net expenditures on acqusition of subsidiaries and associates (11 768) (16 122) (1 233) (11 820) Sale / (purchase) of subsidiaries and associates (449) (6 683) (12 372) (76 001) Granted / (repaid) loans Other investment expenditures and receipts Net cash flow from investing activities Cash flow from financing activities Proceeds from issue of shares, other equity instruments and contributions to equity (8 943) Dividends and other payments to shareholders (10 131) (291) (6 946) Receipts from loans and credits (26 112) Repayment of loans and credits - - (125) Issue of interest-bearing bonds Redemption of interest-bearing bonds (24 890) (15 000) - (67 669) Interest paid (3 883) (3 883) (28 734) Other financing expenditures and receipts Net cash flow from financing activities (54 885) (6 748) (3 622) Net change in cash and cash equivalents (86 935) Cash and cash equivalents at period beginning Cash and cash equivalents at period end

23 Consolidated quarterly financial statements as of Note to the stand-alone cash flow statement Change in working capital 12 months 12 months Change in provisions (1 458) Change in inventory (23 021) Change in receivables (75 444) (15 626) (71 790) (28 229) Change in liabilities (9 367) (77 302) Change in prepayments and accruals (12 104) (7 700) (89 665) ( ) Piotr Kardach President of the Management Board Andrzej Marciniak Vice-President of the Management Board Bogdan Kosturek Vice-President of the Management Board Andrzej Kosturek Vice-President of the Management Board Jacek Kujawa Vice-President of the Management Board Rajmund Gral Vice-President of the Management Board Warsaw, 26 February