POLIMEX-MOSTOSTAL CAPITAL GROUP CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009

Transcription

1 POLIMEX-MOSTOSTAL CAPITAL GROUP CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 Warsaw 12 th May 2009

2 CONSOLIDATED INCOME STATEMENT for the three months 31 March 2009 (in PLN thousands) For the three months 31 March 2009 For the three months 31 March 2008 Continuing operations Revenue Sale of goods Rendering of services Rental income Cost of sales Gross profit Other operating income Selling costs Administrative expenses Other operating expenses Revenue from continuing operations Finance income Finance costs Share of associate's profit Profit before tax Income tax Net profit from continuing operations Discontinued Operations Profit for the year Attributable to: Equity holders of the parent Non-controlling interests Earnings per share (in PLN) - number of shares basic, from net profit attributable to equity holders of the parent for the reporting period Diluted earnings per share (in PLN) - number of shares diluting potential ordinary shares diluted, from net profit attributable to equity holders of the parent for the reporting period

3 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the three months 31 March 2009 (in PLN thousands) For the three months 31 March 2009 For the three months 31 March 2008 Net profit Currency translation differences on consolidation (1 720) Net loss on cash flow hedges (33 789) - Deferred tax Other comprehensive income, net of tax (22 767) (1 720) Total comprehensive income Attributable to: Equity holders of the parent Non-controlling interests

4 CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 31 March 2009 (in PLN thousands) 31 March December 2008 audited ASSETS Fixed (non-current) assets Property, plant and equipment Investment properties Goodwill on consolidation Intangible assets Investments in associates accounted for using the equity method Financial assets Non-current prepaid expenses Non-current receivables Deferred tax assets Current assets Inventories Trade and other receivables Income tax receivables Prepaid expenses Cash and cash equivalents Financial assets Available for sale non-current assets TOTAL ASSETS EQUITY AND LIABILITIES Equity (attributable to equity holders of the parent) Issued Share premium Treasury shares (6 884) (6 884) Exchange differences on translation of a foreign operation Supplementary Reserve Revaluation reserve (68 615) (44 838) Retained earnings Non-controlling interests Total equity Non-current liabilities Interest-bearing bank loans and borrowings Long-term debentures Other liabilities Provisions Deferred tax liability Accruals Current liabilities Trade and other payables Short-term debentures Current portion of interest-bearing loans and borrowings Income tax payable Provisions Accruals Arrangement liabilities to be written off Total liabilities TOTAL EQUITY AND LIABILITIES

5 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the three months 31 March 2009 (in PLN thousands) Attributable to equity holders of the parent Issued Share premium Treasury shares Foreign currency translation Reserve Revaluation reserve Supplementary Retained earnings / Accumulated losses Total Noncontrolling interests Total equity As at 1 January (6 884) (44 838) Profit for the period Other comprehensive income, net of tax (23 777) - - (18 739) (4 028) (22 767) Comprehensive income for the period (23 777) Revaluation of executive options Non-controlling interest arising on obtaining control over a subsidiary Other adjustments in equity in subsidiaries A at 31 March 2009 () (6 884) (68 615)

6 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the three months 31 March 2009 (continued) Attributable to equity holders of the parent Issued Share premium Treasury shares Foreign currency translation Reserve Revaluation reserve Supplementary Retained earnings / Accumulated losses Total Noncontrolling interests Total equity As at 1 January (6 884) (1 703) Adjustments of errors (9 990) (9 990) - (9 990) As at 1 January 2008 after the adjustment (6 884) (1 703) Profit for the period Other comprehensive income, net of tax (1 720) (1 720) - (1 720) Comprehensive income for the period (1 720) Revaluation of executive options Non-controlling interest arising on obtaining control over a subsidiary Other adjustments in equity in subsidiaries (293) (293) (1 798) (2 091) As at 31 March 2008 () (6 884) (3 423)

7 CONSOLIDATED STATEMENT OF CASH FLOWS for the three months 31 March 2009 (in PLN thousands) The three months 31 March 2009 The three months 31 March 2008 Cash flows from operating activities Gross profit/(loss) Adjustments for: ( ) (65 570) Share of profit of associate accounted for using the equity method 655 (408) Depreciation / Amortisation Interests and dividends, net (701) (Gain)/loss from investing activities (134) (353) (Increase)/ decrease in receivables ( ) (Increase)/ decrease in inventories (67 754) (22 421) Increase/ (decrease) in payables except for loans and borrowings ( ) Change in accruals and prepaid expenses (2 167) Movements in provisions 108 (8 469) Income tax paid (17 258) (15 163) Other Net cash flows from operating activities (99 181) (19 245) Cash flows from investing activities Proceeds from sale of property, plant and equipment and intangibles Purchase of property, plant and equipment and intangibles (59 471) (42 359) Proceeds from sale of investment property 37 - Purchase of investment property - - Proceeds from sale of financial assets Purchase of financial assets - (3 209) Acquisition of a subsidiary, net of cash acquired (1 597) (53 480) Dividends and interest received Repayment of loans granted Loans granted (20) (5) Other - (957) Net cash flows from investing activities (59 309) (98 611) Cash flows from financing activities Proceeds from issue of debentures Proceeds from issue of shares - - Expenses for redemption of debentures ( ) (37 677) Payment of finance lease liabilities (468) (1 285) Proceeds from loans and borrowings Repayment of loans and borrowings (63 218) (18 448) Dividends paid to equity holders of the parent - - Dividends paid to non-controlling interests - - Interest paid (5 426) (4 370) Other Net cash flows from financing activities Net increase/(decrease) in cash and cash equivalents (52 267) (2 598) Net foreign exchange difference Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period

8 CONSOLIDATED OFF-STATEMENT OF FINANCIAL POSITION ITEMS as at 31 March 2009 (in PLN thousands) 31 March December 2008 audited Contingent receivables From other parties (arising from) guaranties and sureties received bills of exchange legal claims Contingent liabilities To other parties (arising from) guaranties and sureties granted promissory notes legal claims other contractual ordinary/ capped* mortgage conditional agreements assignment of the debt Other (arising from) perpetual usefruct right to land balances transferred to off-statement of financial position records**: receivables cash liabilities deferred income Total off-statement of financial position items Mortgage disclosure*: 1. An ordinary mortgage on real property in Siedlce Terespolska 12 KW (Land and Mortgage Register) No 49875, creditor Bank PeKaO S.A., secured item : bank guarantee issued under an individual agreement of An ordinary and contractual capped mortgage on real property in Siedlce KW No and 98170, creditor Bank PKO BP, secured item investment loan, financing in connection with the construction of a new plant in in Tarnobrzeg Special Economic Zone zone Siedlce 3. A contractual capped mortgage on real property in Siedlce KW No and 98170, creditor Bank PKO BP, secured item bank loan to finance VAT, financing in connection with the construction of a new plant in in Tarnobrzeg Special Economic Zone zone Siedlce. 4. obligation to establish a mortgage on bank request, if any, on real property in Siedlce ul.terespolska KW No and/or in Warsaw at ul.elektryczna 2a KW WA 4M/ /1 ** these are the balances on contracts executed by Polimex-Mostostal S.A. in Iraq before

9 OPERATING AND GEOGRAPHIC SEGMENTS The tables below present data on consolidated revenue of individual operating and geographic segments of the Group for the three months 31 March 2009 (in PLN thousands). Operating segments for the three months 31 March 2009 Manufacturing Construction Continuing operations Power Engineering Chemistry Roads and railroads Other operations Eliminations Total Operations Sales to external customers Inter-segment sales ( ) - Total segment revenue ( ) Operating segments for the three months 31 March 2008 Manufacturing Construction Continuing operations Power Engineering Chemistry Roads and railroads Other operations Eliminations Total Operations Sales to external customers Inter-segment sales ( ) - Total segment revenue ( ) Geographic segments for the three months 31 March 2009 Domestic Foreign Eliminations Total Sales to external customers Revenue from continuing operations Inter-segment sales ( ) - Total segment revenue ( ) Geographic segments for the three months 31 March 2008 Domestic Foreign Eliminacje Total Sales to external customers Revenue from continuing operations Inter-segment sales ( ) - Total segment revenue ( ) The parent company and a number of subsidiaries recognise revenue on the basis of contracts concluded with consortium members. If the Parent company and subsidiaries are consortium leaders, the amount of revenue recognised by the Group is determined based on the revenue of the entire consortium. According to estimates by the Management, had the Group recognised only the revenue from the share of the parent company and subsidiaries in the consortium, the revenue recognised in the income statement for first quarter 2009 would be PLN 45,642 thousand lower and respectively PLN 34,772 thousand lower for the first quarter

10 POLIMEX-MOSTOSTAL S.A. CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED 31 MARCH 2009 Warsaw 12 th May

11 CONDENSED INCOME STATEMENT for the three months 31 March 2009 (in PLN thousands) For the three months 31 March 2009 For the three months 31 March 2008 Continuing operations Note Revenue Sale of goods Rendering of services Rental income Cost of sales Gross profit Other operating income Selling costs Administrative expenses Other operating expenses Revenue from continuing operations Finance income Finance costs Profit before tax Income tax Net profit from continuing operations Discontinued Operations Net profit for the reporting period Earnings per share - number of shares basic, for net profit for the reporting period (in PLN) basic, for net profit from continuing operations (in PLN) Diluted earnings per share - number of shares diluting potential ordinary shares diluted, for net profit for the reporting period (PLN) diluted, for net profit from continuing operations (in PLN) STATEMENT OF COMPREHENSIVE INCOME for the three months 31 March 2009 (in PLN thousands) For the three months 31 March 2009 For the three months 31 March 2008 Net profit Net loss on cash flow hedges (8 514) - Deferred tax Other comprehensive income, net of tax (6 896) - Total comprehensive income

12 CONDENSED STATEMENT OF FINANCIAL POSITION as at 31 March 2009 (in PLN thousands) Note 31 March December 2008 audited ASSETS Fixed (non-current) assets Property, plant and equipment Investment properties Intangible assets Financial assets Deferred tax assets Non-current prepaid expenses - 69 Non-current receivables Current assets Inventories Trade and other receivables Income tax receivables Prepaid expenses Cash and cash equivalents Current financial assets TOTAL ASSETS EQUITY AND LIABILITIES Equity Issued Share premium Reserve Supplementary Revaluation reserve (34 242) (27 346) Retained earnings Non-current liabilities Interest-bearing bank loans and borrowings Provisions Non-current liabilities Long-term debentures Current liabilities Trade and other payables Current portion of interest-bearing loans and borrowings Short-term debentures Income tax payable - - Accruals Current provisions Total liabilities TOTAL EQUITY AND LIABILITIES

13 CONDENSED STATEMENT OF CHANGES IN EQUITY for the three months 31 March 2009 (in PLN thousands) Issued Share premium Reserve Supplementary Revaluation reserve Retained earnings / Accumulated losses Total equity As at 1 January (27 346) Profit for the period Other comprehensive income, net of tax (6 896) - (6 896) Comprehensive income for the period (6 896) Revaluation of executive options Other adjustments A at 31 March 2009 () (34 242)

14 CONDENSED STATEMENT OF CHANGES IN EQUITY for the three months 31 March 2009 (continued) Issued Share premium Reserve Supplementary Revaluation reserve Retained earnings / Accumulated losses Total equity As at 1 January Profit for the period Other comprehensive income, net of tax Comprehensive income for the period Revaluation of executive options Inne korekty A at 31 March 2008 ()

15 CONDENSED STATEMENT OF CASH FLOWS for the three months 31 March 2009 (in PLN thousands) The three months 31 March 2009 The three months 31 March 2008 Cash flows from operating activities Gross profit/(loss) Adjustments for: (81 441) Share of profit of associate accounted for using the equity method - - Depreciation / Amortisation Interests and dividends, net (1 711) (Gain)/loss from investing activities (78) 1 (Increase)/ decrease in receivables (82 984) (Increase)/ decrease in inventories (2 058) Increase/ (decrease) in payables except for loans and borrowings (97 281) Change in accruals and prepaid expenses (8 166) Movements in provisions (858) (4 745) Income tax paid (3 784) (9 964) Other Net cash flows from operating activities (49 790) Cash flows from investing activities Proceeds from sale of property, plant and equipment and intangibles Purchase of property, plant and equipment and intangibles (33 871) (26 310) Proceeds from sale of investment property - - Purchase of investment property - - Proceeds from sale of financial assets - - Purchase of financial assets (1 964) (59 024) Acquisition of a subsidiary, net of cash acquired - - Dividends and interest received - - Repayment of loans granted Loans granted (6 060) (9 614) Other - - Net cash flows from investing activities (41 661) (93 992) Cash flows from financing activities Proceeds from issue of shares - - Proceeds from issue of debentures Expenses for redemption of debentures ( ) (37 677) Finance lease liabilities (payment of liabilities) (173) (33) Proceeds from loans and borrowings Repayment of loans and borrowings (57 843) (6 476) Dividends paid to equity holders of the parent - - Dividends paid to non-controlling interests - - Interest paid (3 349) (3 423) Other Net cash flows from financing activities Net increase/(decrease) in cash and cash equivalents (15 793) Net foreign exchange difference Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period

16 OFF-STATEMENT OF FINANCIAL POSITION ITEMS as at 31 March 2009 (in PLN thousands) 31 March December 2008 audited Contingent receivables From related parties (arising from) bills of exchange received as security From other parties (arising from) guaranties and sureties received bills of exchange legal claims Contingent liabilities To related parties (arising from) guaranties and sureties granted To other parties (arising from) guaranties and sureties granted promissory notes legal claims conditional agreements contractual capped / ordinary* mortgage Other (arising from) transferred to off-statement of financial position records balances relating to** receivables cash liabilities deferred income Total off-statement of financial position items Mortgage disclosure*: 1. An ordinary mortgage on real property in Siedlce Terespolska 12 KW (Land and Mortgage Register) No 49875, creditor Bank PeKaO S.A., secured item : bank guarantee issued under an individual agreement of , 2. An ordinary and contractual capped mortgage on real property in Siedlce KW No and 98170, creditor Bank PKO BP, secured item investment loan, financing in connection with the construction of a new plant in in Tarnobrzeg Special Economic Zone zone Siedlce, 3. A contractual capped mortgage on real property in Siedlce KW No and 98170, creditor Bank PKO BP, secured item bank loan to finance VAT, financing in connection with the construction of a new plant in in Tarnobrzeg Special Economic Zone zone Siedlce, 4. obligation to establish a mortgage on bank request, if any, on real property in Siedlce ul.terespolska KW No and/or in Warsaw at ul.elektryczna 2a KW WA 4M/ /1 ** these are the balances on contracts executed by Polimex-Mostostal S.A. in Iraq before

17 NOTES TO THE CONDENSED FINANCIAL STATEMENTS for the three months 31 March 2009 (in PLN thousands) Note 1 for for 01-03/ /2008 Other operating income Gain on disposal of non-financial fixed assets Liabilities written off 34 - Court settlement Reversed provision for future expenses Recovered damages payments and fines Reimbursement of court expenses 30 - Other Other operating income, total Note 2 for for 01-03/ /2008 Other operating expenses Donations Damages and fines Court expenses Other Other operating expenses Note 3 for for 01-03/ /2008 Finance income Interest Revenue from measurement and exercise of derivative instruments Foreign exchange gains Other Total finance income Note 4 for for 01-03/ /2008 Finance costs Interest Debenture commissions and interest Expenses arising from measurement and exercise of derivative instruments Foreign exchange losses Other Total finance costs Note 5 for for 01-03/ /2008 Income tax Current income tax Deferred income tax (5 400) Total income tax

18 Note 6 As at As at Property, plant and equipment audited Land, buildings and structures Plant and machinery Motor vehicles Other property, plant and equipment Total property, plant and equipment, net Note 7 As at As at Intangible assets audited Software Goodwill Total intangible assets, net Note 8 As at As at Inventories audited Raw materials Semi-finished goods and work in progress Finished goods Goods for resale 51 - Supply advance payments - 68 Total inventories, net Note 9 As at As at Current receivables audited Trade receivables Other receivables Total current receivables, net Note 10 As at As at Non-current provisions audited Provisions for employee benefits Other provisions Total non-current provisions Note 11 As at As at Current liabilities audited Trade payables Current portion of interest-bearing loans and borrowings Other tax liabilities, ZUS (Social Insurance Institution) Financial liabilities (including debentures) Other liabilities Accruals Provisions Total current liabilities

19 OPERATING AND GEOGRAPHIC SEGMENTS The tables below present data on revenue of individual operating and geographic segments of the Company for the three months 31 March 2009 (in PLN thousands). Operating segments for the three months 31 March 2009 Manufacturing Construction Continuing operations Power Engineering Chemistry Roads and railroads Other operations Eliminations Total Operations Sales to external customers Inter-segment sales (49 331) - Total segment revenue (49 331) Operating segments for the three months 31 March 2008 Manufacturing Construction Continuing operations Power Engineering Chemistry Roads and railroads Other operations Eliminations Total Operations Sales to external customers Inter-segment sales (46 905) - Total segment revenue (46 905) Geographic segments for the three months 31 December 2009 Domestic Foreign Eliminations TOTAL Sales to external customers Revenue from continuing operations Inter-segment sales (49 331) - Total segment revenue (49 331) Geographical information for the three months 31 March 2008 Domestic Foreign Eliminations TOTAL Sales to external customers Revenue from continuing operations Inter-segment sales (46 905) - Total segment revenue (46 905) The Company recognises revenue based on concluded consortium agreements. Where the Company is the consortium leader, the amount of revenue recognised by the Company is based on the revenue of the entire consortium. According to estimates by the Management, had the Company recognised only the revenue from the share of Polimex-Mostostal S.A. in the consortium, the revenue recognised in the income statement for the 1st quarter 2009 would be PLN 17,664 thousand less and respectively for 1 st quarter 2008 PLN 20,247 thousand less. 10