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ENEA GROUP CONSOLIDATED FINANCIAL STATEMENTS for the financial year ended 31 December 2020 in compliance with EU IFRS
THIS DOCUMENT IS NOT AN OFFICIAL VERSION
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
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TABLE OF CONTENTS
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Diagram 2
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Diagram 1
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
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These consolidated financial statements are prepared in accordance with International Financial Reporting Standards, as endorsed by the European Union, and are approved by the Management Board of ENEA S.A.
Members of the Management Board
President of the Management Board
Paweł Szczeszek
Member of the Management Board
Rafał Mucha
Member of the Management Board
Tomasz Siwak
Member of the Management Board
Tomasz Szczegielniak
Member of the Management Board
Marcin Pawlicki
Prepared by:
Robert Kiereta
Head of Consolidated Reporting
Poznań, 25 March 2021
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The consolidated statement of comprehensive income should by analysed in conjunction with the additional information and explanations, which constitute an integral part of these consolidated financial statements
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Year ended
Note
31 December 2020
31 December 2019
restated*
Revenue from sales
8
18 241 997
15 867 593
Excise duty
(65 492)
(71 295)
Net revenue from sales
18 176 505
15 796 298
Compensations
3 284
597 278
Revenue from operating leases and subleases
14 765
7 722
Revenue from sales and other income
18 194 554
16 401 298
Other operating revenue
10
248 815
285 962
Change in provision for onerous contracts
17 745
10 415
Depreciation/amortisation
9
(1 598 063)
(1 548 268)
Employee benefit costs
9
(1 963 108)
(1 904 022)
Use of materials and raw materials and value of goods sold
9
(3 643 315)
(3 333 521)
Purchase of electricity and gas for sales purposes
9
(7 514 300)
(6 090 506)
Transmission services
9
(472 104)
(447 154)
Other third-party services
9
(914 208)
(925 799)
Taxes and fees
9
(443 407)
(414 439)
Loss on change, sale and liquidation of property, plant and equipment and right- of-use assets
(34 890)
(57 585)
Impairment losses on non-financial non-current assets
(3 410 154)
(5 521)
Other operating costs
10
(173 824)
(186 733)
Operating (loss)/profit
(1 706 259)
1 784 127
Finance costs
11
(346 336)
(369 234)
Finance income
11
54 346
63 890
Dividend income
283
201
Impairment of financial assets at amortised cost
(144 014)
(65 771)
Share of profit of associates and jointly controlled entities
18
(332 361)
(482 165)
Impairment of investments in associates and jointly controlled entities
18
(129 208)
(59 777)
(Loss)/profit before tax
(2 603 549)
871 271
Income tax
12
369 212
(330 574)
Net (loss)/profit for the reporting period
(2 234 337)
540 697
Other comprehensive income
Subject to reclassification to profit or loss:
- measurement of hedging instruments
(108 862)
(1 645)
- income tax
20 684
313
Not subject to reclassification to profit or loss:
- restatement of defined benefit plan
(77 658)
(85 281)
- income tax
14 755
16 203
Net other comprehensive income
(151 081)
(70 410)
Comprehensive income for the reporting period
(2 385 418)
470 287
Including net (loss)/profit:
attributable to shareholders of the Parent
(2 268 412)
423 205
attributable to non-controlling interests
34 075
117 492
Including comprehensive income:
attributable to shareholders of the Parent
(2 418 898)
354 521
attributable to non-controlling interests
33 480
115 766
Net (loss)/profit attributable to shareholders of the Parent
(2 268 412)
423 205
Weighted average number of ordinary shares
441 442 578
441 442 578
Net (loss)/profit attributable to the Parent's shareholders, per share (in PLN per share)
13
(5.14)
0.96
Diluted (loss)/profit per share (in PLN per share)
(5.14)
0.96
* the presentation restatement of data for the comparative period is presented in note 6 to the financial statements.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The consolidated statement of financial position should by analysed in conjunction with the additional information and explanations, which constitute an integral part of the consolidated financial statement s
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at
Note
31 December 2020
31 December 2019
ASSETS
Non-current assets
Property, plant and equipment
14
18 903 722
21 470 804
Right-of-use assets
16
730 078
719 948
Intangible assets
15
359 365
379 024
Investment properties
17
21 239
23 109
Investments in associates and jointly controlled entities
18
133 647
373 016
Deferred income tax assets
12
1 296 061
569 369
Financial assets measured at fair value
35
97 957
40 172
Debt financial assets at amortised cost
36
48 649
Trade and other receivables
22
72 381
20 862
Costs related to the conclusion of agreements
11 256
12 749
Finance lease and sublease receivables
23.1
513
319
Funds in the Mine Decommissioning Fund
141 591
133 998
Total non-current assets
21 767 810
23 792 019
Current assets
CO 2 emission allowances
19
2 529 059
1 375 128
Inventories
20
1 129 975
1 376 295
Trade and other receivables
22
2 132 191
2 123 567
Costs related to the conclusion of agreements
13 428
12 646
Assets arising from contracts with customers
24
322 446
330 447
Finance lease and sublease receivables
23.1
975
950
Current income tax receivables
10 470
59 746
Financial assets measured at fair value
35
41 894
7 056
Debt financial assets at amortised cost
36
61
3 576
Other short-term investments
477
Cash and cash equivalents
25
1 941 554
3 761 947
Total current assets
8 122 053
9 051 835
TOTAL ASSETS
29 889 863
32 843 854
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The consolidated statement of financial position should by analysed in conjunction with the additional information and explanations, which constitute an integral part of the consolidated financial statement s
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at
Note
31 December 2020
31 December 2019
EQUITY AND LIABILITIES
Equity
Equity attributable to shareholders of the parent
Share capital
588 018
588 018
Share premium
3 632 464
3 632 464
Revaluation reserve - measurement of financial instruments
(16 295)
(16 295)
Revaluation reserve - measurement of hedging instruments
(105 534)
(17 356)
Retained earnings
7 938 162
10 268 882
Total equity attributable to shareholders of the parent
12 036 815
14 455 713
Non-controlling interests
27
1 057 538
1 024 058
Total equity
26
13 094 353
15 479 771
LIABILITIES
Non-current liabilities
Credit facilities, loans and debt securities
30
6 607 756
7 803 113
Trade and other payables
31
132 793
119 775
Liabilities arising from contracts with customers
24
10 833
5 023
Lease liabilities
30
529 140
504 324
Accounting for subsidies and road lighting modernisation services
34
261 162
227 413
Deferred income tax provision
12
445 094
413 392
Employee benefit liabilities
32
1 097 643
983 818
Financial liabilities measured at fair value
35
75 131
24 496
Provisions for other liabilities and other charges
33
849 990
774 065
Total non-current liabilities
10 009 542
10 855 419
Current liabilities
Credit facilities, loans and debt securities
30
1 224 061
2 102 911
Trade and other payables
31
2 037 926
1 913 440
Liabilities arising from contracts with customers
24
246 629
110 678
Lease liabilities
30
25 172
27 939
Accounting for subsidies and road lighting modernisation services
34
13 308
12 804
Current income tax liabilities
73 500
121 703
Employee benefit liabilities
32
497 483
466 082
Liabilities concerning the equivalent for rights to free purchase of shares
281
281
Financial liabilities measured at fair value
35
70 987
36 438
Provisions for other liabilities and other charges
33
2 596 621
1 716 388
Total current liabilities
6 785 968
6 508 664
Total liabilities
16 795 510
17 364 083
TOTAL EQUITY AND LIABILITIES
29 889 863
32 843 854
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The consolidated statement of changes in equity should by analysed in conjunction with the additional information and explanations, which constitute an integral part of the consolidated financial statement s
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Equity attributable to shareholders of the parent
Share capital (nominal amount)
Reserve for revaluation and merger accounting
Total share capital
Share premium
Revaluation reserve - measurement of financial instruments
Revaluation reserve - measurement of hedging instruments
Retained earnings
Non-controlling interests
Total equity
As at 1 January 2019
441 443
146 575
588 018
3 632 464
(16 295)
(16 024)
9 908 842
952 157
15 049 162
Net profit for the reporting period
423 205
117 492
540 697
Net other comprehensive income
(1 332)
(67 352)
(1 726)
(70 410)
Net comprehensive income recognised in the period
(1 332)
355 853
115 766
470 287
Dividends
(8 673)
(8 673)
Buy-out of non-controlling interests in subsidiaries
(4 531)
(25 209)
(29 740)
Other
8 718
(9 983)
(1 265)
As at 31 December 2019
441 443
146 575
588 018
3 632 464
(16 295)
(17 356)
10 268 882
1 024 058
15 479 771
Net (loss)/profit for the reporting period
(2 268 412)
34 075
(2 234 337)
Net other comprehensive income
(88 178)
(62 308)
(595)
(151 081)
Net comprehensive income recognised in the period
(88 178)
(2 330 720)
33 480
(2 385 418)
As at 31 December 2020
441 443
146 575
588 018
3 632 464
(16 295)
(105 534)
7 938 162
1 057 538
13 094 353
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The consolidated statement of cash flows should by analysed in conjunction with the additional information and explanations, which constitute an integral part of the consolidated financial statement s
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CONSOLIDATED STATEMENT OF CASH FLOWS
Year ended
Note
31 December 2020
31 December 2019
Cash flows from operating activities
Net (loss)/profit for the reporting period
(2 234 337)
540 697
Adjustments:
Income tax in profit or loss
12
(369 212)
330 574
Depreciation/amortisation
9
1 598 063
1 548 268
Loss on change, sale and liquidation of property, plant and equipment and right-of-use assets
34 890
57 585
Impairment losses on non-financial non-current assets
3 410 154
5 521
Loss on sale of financial assets
17 964
26 813
Interest income
(14 743)
(14 961)
Dividend income
(283)
(201)
Interest costs
241 823
233 557
(Gain)/loss on measurement of financial instruments
(77 311)
39 233
Impairment of financial assets at amortised cost
144 014
65 771
Share of profit of associates and jointly controlled entities
332 361
482 165
Impairment of investments in associates and jointly controlled entities
129 208
59 777
Other adjustments
(26 779)
(22 587)
Total adjustments
5 420 149
2 811 515
Paid income tax
(300 100)
(206 925)
Changes in working capital:
CO 2 emission allowances
40
(1 153 931)
(794 428)
Inventories
40
241 866
(109 992)
Trade and other receivables
40
(50 875)
(257 095)
Trade and other payables
40
431 129
(481 941)
Employee benefit liabilities
40
67 694
129 960
Accounting for subsidies and road lighting modernisation services
40
33 259
30 151
Provisions for other liabilities and charges
40
702 910
482 673
Total changes in working capital
272 052
(1 000 672)
Net cash flows from operating activities
3 157 764
2 144 615
Cash flows from investing activities
Purchase of non-current tangible and intangible assets and right-of-use assets
(2 382 772)
(2 076 510)
Proceeds from sale of non-current tangible and intangible assets and right-of-use assets
9 841
10 129
Purchase of financial assets
40
(199 415)
(29 904)
Proceeds from sale of financial assets
476
611
Purchase of subsidiaries
(29 740)
Purchase of associates and jointly controlled entities
(1 700)
(181 698)
Received dividends
283
201
Inflows concerning funds at Mine Decommissioning Fund bank account
(7 592)
(5 719)
Received interest
3 443
5 648
Other inflows/(outflows) from investing activities
1 136
(5 836)
Net cash flows from investing activities
(2 576 300)
(2 312 818)
Cash flows from financing activities
Credit and loans received
2 308
Bond issuance
2 000 000
Repayment of credit and loans
(176 371)
(166 222)
Bond buy-back
(1 894 310)
(277 910)
Dividends paid
(8 673)
Repayment of lease liabilities
(52 154)
(16 419)
Expenditures concerning future bond issues
(195)
Interest paid
(276 256)
(249 545)
Other outflows under financing activities
(5 074)
(1 724)
Net cash flows from financing activities
(2 401 857)
1 279 312
Total net cash flows
(1 820 393)
1 111 109
Cash at the beginning of reporting period
25
3 761 947
2 650 838
Cash at the end of reporting period
25
1 941 554
3 761 947
including restricted cash
754 321
477 382
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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ADDITIONAL INFORMATION AND EXPLANATIONS
General information
1. General information on the Parent
Name:
ENEA Spółka Akcyjna
Legal form:
Spółka Akcyjna (joint-stock company)
Country of registration:
Poland
Registered office:
Poznań, Poland
Address:
ul. Górecka 1, 60-201 Poznań
Location of business:
Poland
KRS:
0000012483
Telephone number:
(+48 61) 884 55 44
Fax number:
(+48 61) 884 59 59
Website:
www.enea.pl
REGON number:
630139960
NIP number:
777-00-20-640
ENEA S.A. ("Company," "Parent") is the parent entity for ENEA Group ("Group").
The Parent's name and other identifying data did not change in the 12-month period ended on 31 December 2020.
As at 31 December 2020, the Parent's shareholding structure was as follows:
Poland's State Treasury
Other shareholders
Total
As at 31 December 2020
51.50%
48.50%
100.00%
As at 31 December 2020, the Parent's highest-level controlling entity was the State Treasury.
As at 31 December 2020, ENEA S.A.'s statutory share capital amounted to PLN 441 443 thousand (PLN 588 018 thousand after restatement to EU IFRS, taking into account hyperinflation and other adjustments) and was divided into 441 442 578 shares.
The Parent's duration is indefinite.
Its activities are conducted on the basis of relevant concessions issued for the Parent and for specific Group companies.
The Group's consolidated financial statements cover the year ended on 31 December 2020 and contain comparative data for the year ended on 31 December 2019.
2. Group composition and consolidation rules
As at 31 December 2020, ENEA Group consisted of the parent - ENEA S.A., 14 subsidiaries, 10 indirect subsidiaries, 2 associates and 2 jointly controlled entities.
ENEA Group's principal business activities are as follows:
production of electric and thermal energy (ENEA Wytwarzanie Sp. z o.o., ENEA Elektrownia Połaniec S.A., Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o. w Obornikach, Miejska Energetyka Cieplna Piła Sp. z o.o., ENEA Ciepło Sp. z o.o.);
trade of electricity (ENEA S.A., ENEA Trading Sp. z o.o.);
distribution of electricity (ENEA Operator Sp. z o.o.);
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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distribution of heat (Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o. w Obornikach, Miejska Energetyka Cieplna Piła Sp. z o.o., ENEA Ciepło Sp. z o.o.);
mining and enriching of hard coal (LW Bogdanka S.A.)
Accounting rules
Subsidiaries
A subsidiary is a company under the control of another company. The definition of control results directly from IFRS 10. An investor controls a company in which it has invested if and only if the investor has all of the following elements:
1) power over the investee,
2) exposure, or rights, to variable returns from its involvement with the investee,
3) the ability to use its power over the investee to affect the amount of the investor's returns.
Subsidiaries are fully consolidated from the date on which control over them is obtained by the Group. They are deconsolidated on the date control ceases.
As regards acquisitions of companies that are not under joint control, the cost of the acquisition is determined as the fair value of acquired assets, issued equity instruments and liabilities incurred or assumed as at the exchange date. Identifiable acquired assets and liabilities and conditional liabilities from a merger are initially measured at fair value as of the acquisition date, regardless of the size of non-controlling interests.
The Group measures non-controlling interests proportionately to its share of the fair value of acquired net assets. In subsequent periods, the value of non-controlling interests covers the initially recognised value adjusted by changes in the subsidiary's equity in proportion to the stake held. Comprehensive income is allocated to non-controlling interests even if this creates a negative value for these interests. Goodwill is determined in accordance with the accounting policy (note 15).
In the case of a negative value, the Group reviews the fair values of each component of acquired net assets. If as a result of such a review the value continues to be negative, it is immediately recognised in the present period profit or loss.
Transactions, settlements and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also subject to elimination unless the transaction provides evidence for impairment of the given asset. The accounting rules applied by subsidiaries were adjusted wherever necessary to ensure compliance with the Group's accounting rules.
Associates and jointly controlled entities
Associates are all entities in respect of which the Group exerts significant influence but does not have control, which typically means holding 20-50% of voting rights. Investments in associates are accounted for using the equity method and initially recognised at cost. The excess of purchase price over fair value of an associate's identifiable net assets as at the acquisition date is recognised as goodwill. Goodwill is included in the investment's balance sheet value, while goodwill impairment is measured for the entire value of the investment. Any excess of the Group's stake in the fair value of identifiable net assets, liabilities and conditional liabilities over the acquisition cost after revaluation is immediately recognised in current-period profit or loss.
Jointly controlled entities are all entities in respect of which the Group exercises, through contractual arrangements, control jointly with other entities. Investments in jointly controlled entities are accounted for using the equity method identically as investments in associates.
The Group's share of the financial results of associates and/or jointly controlled entities from the acquisition date is recognised in current-period profit or loss, while its share in changes in other comprehensive income generated from the acquisition date - in other comprehensive income. The balance sheet value of an investment is adjusted by total changes in equity from the acquisition date. If the Group's share of the losses of an associate or a jointly controlled entity is equal to or greater than the Group's stake in this associate or jointly controlled entity, including any potential unsecured receivables, the Group ceases to recognise further losses, unless it assumed the given associate's or jointly controlled entity's obligations or made a payment on its behalf. The Group analyses impairment of investments in associates and jointly controlled entities, and impairment losses are recognised in the financial result of the present year.
Unrealised gains on transactions between the Group and its associates or jointly controlled entities are eliminated proportionately to the Group's stake in associates or jointly controlled entities. Unrealised losses are also eliminated unless the transaction provides evidence of impairment for the given asset. The accounting rules applied by associates or jointly controlled entities are adjusted as necessary to ensure consistency with the Group's accounting rules.
Mergers and acquisitions
Mergers and acquisitions of entities that are not under joint control are accounted for using the equity method.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Purchase of associates and jointly controlled entities
Based on agreements concerning a given investment, the Company judges whether there is joint control or significant influence.
Company name
Segment
Registered office
ENEA S.A.'s stake in total number of voting rights as at 31 December 2020
ENEA S.A.'s stake in total number of voting rights as at 31 December 2019
SUBSIDIARIES
1.
ENEA Operator Sp. z o.o.
distribution
Poznań
100% 8
100%
2.
ENEA Wytwarzanie Sp. z o.o.
generation
Świerże Górne
100% 10
100%
3.
ENEA Elektrownia Połaniec S.A.
generation
Połaniec
100%
100%
4.
ENEA Oświetlenie Sp. z o.o.
other activity
Szczecin
100%
100%
5.
ENEA Trading Sp. z o.o.
trade
Świerże Górne
100%
100%
6.
ENEA Serwis Sp. z o.o.
distribution
Lipno
100%
100%
7.
ENEA Centrum Sp. z o.o.
other activity
Poznań
100%
100%
8.
ENEA Pomiary Sp. z o.o.
distribution
Poznań
100%
100%
9.
ENERGO-TOUR Sp. z o.o. w likwidacji
other activity
Poznań
100% 6
100% 6
10.
ENEA Innowacje Sp. z o.o.
other activity
Warsaw
100% 9
100%
11.
Lubelski Węgiel BOGDANKA S.A.
mining
Bogdanka
65.99%
65.99%
12.
Annacond Enterprises Sp. z o.o. w likwidacji
distribution
Warsaw
- 7
61%
13.
ENEA Ciepło Sp. z o.o.
generation
Białystok
99.94%
99.94%
14.
ENEA Ciepło Serwis Sp. z o.o.
generation
Białystok
100%
100%
15.
ENEA Nowa Energia Sp. z o.o.
generation
Poznań
100% 10
100%
INDIRECT SUBSIDIARIES
16.
ENEA Logistyka Sp. z o.o.
distribution
Poznań
100% 5,8
100% 8
17.
ENEA Bioenergia Sp. z o.o.
generation
Połaniec
100% 1
100% 1
18.
ENEA Połaniec Serwis Sp. z o.o.
generation
Połaniec
100% 1
100% 1
19.
Przedsiębiorstwo Energetyki Cieplnej Sp. z o.o.
generation
Oborniki
99.93% 2
99.93% 2
20.
Miejska Energetyka Cieplna Piła Sp. z o.o.
generation
Piła
71.11% 2
71.11% 2
21.
EkoTRANS Bogdanka Sp. z o.o.
mining
Bogdanka
65.99% 3
65.99% 3
22.
RG Bogdanka Sp. z o.o.
mining
Bogdanka
65.99% 3
65.99% 3
23.
MR Bogdanka Sp. z o.o.
mining
Bogdanka
65.99% 3
65.99% 3
24.
Łęczyńska Energetyka Sp. z o.o.
mining
Bogdanka
58.53% 3
58.53% 3
25.
ENEA Badania i Rozwój Sp. z o.o.
other activity
Warsaw
100% 4
100% 4
JOINTLY CONTROLLED ENTITIES
26.
Polska Grupa Górnicza S.A.
-
Katowice
7.66%
7.66%
27.
Elektrownia Ostrołęka Sp. z o.o.
-
Ostrołęka
50%
50%
ASSOCIATES
28.
Polimex – Mostostal S.A.
-
Warsaw
16.48%
16.48%
29.
ElectroMobility Poland S.A.
-
Warsaw
25%
25%
1 – indirect subsidiary through stake in ENEA Elektrownia Połaniec S.A.
2 indirect subsidiary through stake in ENEA Wytwarzanie Sp. z o.o.
3 jointly controlled entity through stake in Lubelski Węgiel BOGDANKA S.A.
4 – indirect subsidiary through stake in ENEA Innowacje Sp. z o.o.
5 indirect subsidiary through stake in ENEA Operator Sp. z o.o.
6 on 30 March 2015 the company's extraordinary general meeting adopted a resolution on the dissolution of the company following a liquidation proceeding; the resolution entered into force on 1 April 2015. An application for the company to be removed from the National Court Register was filed on 5 November 2015. At the date on which these financial statements were prepared, procedural activities connected with removing the entity from the National Court Register were in progress.
7 – on 24 February 2020 Annacond Enterprises Sp. z o.o. w likwidacji was removed from the National Court Register.
8 on 27 August 2020, an Extraordinary General Meeting of ENEA Operator Sp. z o.o. adopted a resolution on a capital
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
13
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increase by PLN 13 864 thousand, i.e. from PLN 4 683 074 to PLN 4 696 938, by issuing 138 638 new shares with a nominal value of PLN 100 each and total nominal value of PLN 13 864 thousand. On 8 September 2020, ENEA S.A. signed a commitment to acquire 138 638 new, equal and undivided shares in exchange for a non-cash contribution in the form of 165 407 shares in ENEA Logistyka Sp. z o.o., with a nominal value of PLN 100 each. The share capital increase was registered at the National Court Register on 27 October 2020. At 31 December 2019, ENEA Logistyka Sp. z o.o. was a subsidiary of ENEA S.A.
9 on 1 September 2020 an Extraordinary General Meeting of ENEA Innowacje Sp. z o.o. adopted a resolution to increase the company's share capital by PLN 9 300 thousand, i.e. from PLN 17 060 thousand to PLN 26 360 thousand, by issuing 93 000 new shares with a nominal value of PLN 100 each. On 2 September 2020 ENEA S.A. acquired all of the newly- issued ENEA Innowacje Sp. z o.o. shares in exchange for a cash contribution. The share capital increase was registered at the National Court Register on 15 October 2020.
10 on 10 November 2020 an Extraordinary General Meeting of ENEA Wytwarzanie Sp. z o.o., based in Świerże Górne, (Divided Company), adopted a resolution on the division of ENEA Wytwarzanie Sp. z o.o. through a spin-off as part of the reorganisation of ENEA Group's renewables segment. The division was performed pursuant to art. 529 § 1 point 4 of the Polish Commercial Companies Code, through the transfer of an organisationally, financially and functionally separate set of tangible and intangible assets, including liabilities, constituting an organised part of enterprise in the meaning of art. 4a point 4 of the Act of 15 February 1992 on corporate income tax and art. 2 point 27e of the Act of 11 March 2004 on tax on goods and services, from the Dividend Company to ENEA Nowa Energia Sp. z o.o., based in Radom (Acquiring Company), on the terms and conditions specified in the Division Plan dated 25 August 2020. The division was carried out without reducing the Divided Company's share capital, by way of reducing the Divided Company's other equity, i.e. retained earnings amounting to PLN 526 431 thousand.
On 10 November 2020 an Extraordinary General Meeting of the Acquiring Company adopted a resolution on the division of the Divided Company through a spin-off - transfer of an organised part of the Divided Company's enterprise, in the form of the renewables segment, to the Acquiring Company. As part of this resolution, in connection with the transfer of the renewables segment, the Acquiring Company's share capital was increased from PLN 5 thousand to PLN 52 648 thousand, i.e. by PLN 52 643 thousand, through the issue of 1 052 862 new shares, which were allotted to the sole shareholder of the Acquiring Company, i.e. ENEA S.A., in accordance with art. 530 § 2 of the Polish Commercial Companies Code. The division was performed on the Division Date, i.e. on the date on which the increase in the Acquiring Company's share capital was registered at the National Court Register, i.e. on 1 December 2020. Following registration of the capital increase by the National Court Register, ENEA S.A. holds 1 052 962 shares of ENEA Nowa Energia Sp. z o.o., which constitutes 100% of its share capital.
3. Management Board and Supervisory Board composition
Management Board
As at
As at
31 December 2020
Appointment
31 December 2019
Dismissal / resignation
President of the Management Board
Paweł Szczeszek
30 June 2020
Mirosław Kowalik
5 June 2020
Member of the Management Board, responsible for finance
Rafał Mucha
21 December 2020
Jarosław Ołowski
17 November 2020
Member of the Management Board, responsible for trade
Tomasz Siwak
17 August 2020
Piotr Adamczak
10 August 2020
Member of the Management Board, responsible for corporate affairs
Tomasz Szczegielniak
7 August 2020
Zbigniew Piętka
24 July 2020
Member of the Management Board, responsible for operations
Marcin Pawlicki
29 October 2020
-
-
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Supervisory Board
As at
As at
31 December 2020
Appointment
31 December 2019
End of term / resignation
Chairperson of the Supervisory Board
Izabela Felczak-Poturnicka
19 March 2020
Stanisław Hebda
6 February 2020
Deputy Chairperson of the Supervisory Board
Roman Stryjski
Mariusz Pliszka
Secretary of the Supervisory Board
Michał Jaciubek
Michał Jaciubek
Member of the Supervisory Board
Maciej Mazur
Maciej Mazur
Member of the Supervisory Board
Piotr Mirkowski
Piotr Mirkowski
Member of the Supervisory Board
Paweł Koroblowski
Paweł Koroblowski
Member of the Supervisory Board
Ireneusz Kulka
Ireneusz Kulka
Member of the Supervisory Board
Mariusz Pliszka
Roman Stryjski
Member of the Supervisory Board
Mariusz Fistek
19 March 2020
Member of the Supervisory Board
Rafał Włodarski
16 September 2020
On 3 February 2020, the Company received a statement from the Minster of State Assets of the same date on the use by the Minister of State Assets of an authorisation to appoint, pursuant to § 24 sec. 1 of the Company's Articles of Association, a member of the Supervisory Board of ENEA S.A. Under the aforementioned authorisation, Mr. Bartosz Nieścior was appointed to the Company's Supervisory Board as of 3 February 2020.
On 6 February 2020, the Company received a letter of resignation from the Chairperson of the Supervisory Board, Mr. Stanisław Hebda, resigning as member of ENEA S.A.'s Supervisory Board.
On 6 February 2020, Mr. Mariusz Pliszka resigned from the Supervisory Board of ENEA S.A., effective from the same date.
On 6 February 2020, the Supervisory Board appointed Mr. Bartosz Nieścior as Deputy Chairperson of ENEA S.A.'s Supervisory Board.
The following persons were appointed to the Company's Supervisory Board on 19 March 2020: Mrs. Izabela Felczak- Poturnicka, as Chairperson of the Supervisory Board, and Mr. Mariusz Fistek.
On 27 May 2020, the Company received statements from the Minister of State Assets of the same date on exercise of his authorisation to appoint and dismiss a member of ENEA S.A.'s Supervisory Board pursuant to § 24 sec. 1 of the Company's Articles of Association. According to these statements, the Minister of State Assets dismissed Mr. Bartosz Nieścior from the Company's Supervisory Board, effective from 27 May 2020, and appointed Mr. Paweł Szczeszek to the Company's Supervisory Board, effective from the same date.
On 4 June 2020 the Supervisory Board appointed Mr. Roman Stryjski as Deputy Chairperson of ENEA S.A.'s Supervisory Board.
On 4 June 2020 Mr. Mirosław Kowalik tendered his resignation as President and member of ENEA S.A.'s Management Board, effective from 5 June 2020. On the same date, the Company's Supervisory Board adopted a resolution delegating Supervisory Board Member Paweł Szczeszek to temporarily serve as President of ENEA S.A.'s Management Board, effective from 6 June 2020, until a new Management Board President is appointed, however not later than three months counting from the delegation date.
In connection with Mr. Paweł Szczeszek being appointed as President of ENEA S.A.'s Management Board on 30 June 2020, Mr. Paweł Szczeszek's mandate as Member of the Company's Supervisory Board expired.
On 22 July 2020 Mr. Zbigniew Piętka tendered his resignation as Member of ENEA S.A.'s Management Board for Corporate Affairs, effective from 24 July 2020.
On 23 July 2020 Mr. Piotr Adamczak tendered his resignation as Member of ENEA S.A.'s Management Board for Trade, effective from 10 August 2020.
On 7 August 2020 the Company's Supervisory Board adopted a resolution appointing Mr. Tomasz Szczegielniak as Member of ENEA S.A.'s Management Board for Corporate Affairs.
On 7 August 2020 the Company's Supervisory Board adopted a resolution appointing Mr. Tomasz Siwak as Member of ENEA S.A.'s Management Board for Trade, effective from 17 August 2020.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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On 17 September 2020, the Company received a statement from the Minster of State Assets of the same date regarding use by the Minister of State Assets of an authorisation to appoint, pursuant to § 24 sec. 1 of the Company's Articles of Association, of a member of the Supervisory Board of ENEA S.A. Under the aforementioned authorisation, Mr. Rafał Włodarski was appointed to the Company's Supervisory Board as of 16 September 2020.
On 23 October 2020, the Company's Supervisory Board adopted a resolution appointing Mr. Marcin Pawlicki as Member of ENEA S.A.'s Management Board for operations, effective from 29 October 2020.
On 17 November 2020 the Supervisory Board of ENEA S.A. adopted a resolution to dismiss Mr. Jarosław Ołowski as Member of ENEA S.A.'s Management Board in charge of finance.
On 9 December 2020 the Company's Supervisory Board adopted a resolution appointing Mr. Rafał Mucha as Member of ENEA S.A.'s Management Board for finance, effective from 21 December 2020.
On 4 January 2021, the Company received a letter of resignation from Mrs. Izabela Felczak-Poturnicka as Chairperson of the Supervisory Board and as Supervisory Board member, effective from 5 January 2021.
On 7 January 2021, an Extraordinary General Meeting of ENEA S.A. appointed Mr. Rafał Włodarski as Chairperson of ENEA S.A.'s Supervisory Board.
On 7 January 2021, the Company's Extraordinary General Meeting adopted a resolution appointing Mrs. Dorota Szymanek as member of ENEA S.A.'s Supervisory Board, 10th term, effective from the same date.
The following table contains the composition of ENEA S.A.'s Supervisory Board as of the date on which these consolidated financial statements:
As at
25 March 2021
Chairperson of the Supervisory Board
Rafał Włodarski
Secretary of the Supervisory Board
Roman Stryjski
Member of the Supervisory Board
Michał Jaciubek
Member of the Supervisory Board
Mariusz Fistek
Member of the Supervisory Board
Paweł Koroblowski
Member of the Supervisory Board
Ireneusz Kulka
Member of the Supervisory Board
Maciej Mazur
Member of the Supervisory Board
Piotr Mirkowski
Member of the Supervisory Board
Mariusz Pliszka
Member of the Supervisory Board
Dorota Szymanek
4. Basis for preparing financial statements
These consolidated financial statements are prepared in accordance with International Financial Reporting Standards, as endorsed by the European Union ("EU IFRS"), and are approved by the Management Board of ENEA S.A.
EU IFRS cover standards and interpretations approved by the International Accounting Standards Board ("IASB") and the IFRS Interpretations Committee.
The Parent's Management Board used its best knowledge as to the application of standards and interpretations as well as methods and rules for the measurement of items in ENEA Group's consolidated financial statements in accordance with EU IFRS as at 31 December 2020. The presented tables and explanations are prepared with due diligence. These consolidated financial statements have been audited by a statutory auditor. The accounting rules are applied consistently across all of the presented periods unless stated otherwise.
These consolidated financial statements are prepared on a going concern basis for the foreseeable future. There are no circumstances such as would indicate a threat to the Group's going concern.
These consolidated financial statements are prepared on an historic cost basis, except for financial instruments measured at fair value.
5. Accounting rules (policy) and significant estimates and assumptions
The key accounting rules applied in preparing these consolidated financial statements are presented as an element of specific explanatory notes to these consolidated financial statements. These rules were applied in all of the presented periods continuously, except for the application of the changes to Standards and Interpretations described in note 6.
Preparing consolidated financial statements in accordance with EU IFRS requires the Management Board to make certain assumptions and estimates that have an impact on the adopted accounting rules and the amounts shown in consolidated financial statements and notes to financial statements. Assumptions and estimates are based on the Management Board's
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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best knowledge regarding current and future events and activities. However, actual results may differ from forecasts. The estimated values presented in previous financial years do not have a material impact on the present interim period. The key areas where the Management Board's estimates have considerable impact on consolidated financial statements are presented in the following explanatory notes:
Notes describing significant estimates and assumptions
Notes describing significant estimates and assumptions
Note
Impairment of non-financial assets
chapter (without a number)
Tax
12
Property, plant and equipment
14
Intangible assets and goodwill
15
Right-of-use assets
16
Investment properties
17
CO 2 emission allowances
19
Inventories
20
Energy origin certificates
21
Trade and other receivables
22
Assets and liabilities arising from contracts with customers
24
Cash and cash equivalents
25
Employee benefit liabilities
32
Provisions
33
Financial instruments and fair value
35
6. Impact of new standards and interpretations, changes in accounting rules and data presentation
New Standards, amendments to Standards and Interpretations awaiting approval by the European Union:
Standard
Entry into force
IFRS 17 Insurance Contracts
1 January 2023
IAS 1 Presentation of Financial Statements
1 January 2023
IAS 16 Property, plant and equipment
1 January 2022
IAS 37 Provisions, contingent liabilities and contingent assets
1 January 2022
IFRS 1 First-time Adoption of International Financial Reporting Standards - these improvements contain explanations and clarify guidelines on recognition and measurement for the standards
1 January 2022
IFRS 3 Business Combinations - updating a reference to the Conceptual Framework
1 January 2022
IFRS 9 Financial Instruments - these improvements contain explanations and clarify guidelines on recognition and measurement for the standards
1 January 2022
IAS 41 Agriculture - the improvements contain explanations and clarify guidelines on recognition and measurement for the standards
1 January 2022
IFRS 16 Leases - improvements in illustrative examples
1 January 2022
IFRS 4 Insurance contracts - deferred application of IFRS 9 Financial Instruments
1 January 2021
IFRS 4 Insurance contracts - amendments concerning IBOR reform
1 January 2021
IFRS 7 Financial Instruments: disclosure of information - changes related to IBOR reform
1 January 2021
IFRS 9 Financial Instruments - amendments concerning IBOR reform
1 January 2021
IFRS 6 Leases - amendments concerning IBOR reform
1 January 2021
IAS 39 Financial Instruments: disclosure and measurement - amendments concerning IBOR reform
1 January 2021
IFRS 10 Consolidated Financial Statements - amendments concerning the sale or contribution of assets between an investor and its associates or joint ventures
-
IAS 28 Investments in Associates and Joint Ventures - amendments concerning the sale or contribution of assets between an investor and its associates or joint ventures
-
Changes in applied accounting rules
The accounting rules (policy) applied in preparing these separate financial statements are consistent with those applied in preparing the Group's annual consolidated financial statements for the year ended 31 December 2020, except for the application of new standards, amendments to standards and interpretations as described below:
IFRS 3 Business combinations - the amendments introduce a modified definition of a business, narrow the existing definition of outputs and will likely result in more acquisitions being classified as asset acquisition;
IFRS 9 Financial instruments, IAS 39 Financial instruments: recognition and measurement and IFRS 7 Financial instruments - disclosure of information concerning IBOR reform, the amendments published in 2019 modify certain specific requirements concerning hedge accounting, mainly to ensure that the expected reference rate reform (IBOR reform) does not substantially lead to the end of hedge accounting;
IFRS 16 Leases - simplification concerning changes resulting from lease agreements in connection with COVID-
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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19, e.g.: lease payment deferral or exemption. This simplification concerns an assessment of whether or not these changes constitute a modification of the lease. Lessees can apply this simplification so that they do not apply IFRS 16 guidelines concerning lease modifications. This will result in relief and exemptions applicable to leases being recognised as variable lease payments during the period in which the event occurs or as a condition that causes the payments to be reduced;
IAS 1 Presentation of financial statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors - the amendments clarify the definition of materiality and increase consistency between standards;
Amendments to IFRS Conceptual Framework - amendments to the IFRS Conceptual Framework published in 2019, effective from 1 January 2020. A verified Conceptual Framework is applied by the IASB and the Interpretations Committee in work on new standards. Nonetheless, entities preparing financial statements can apply the Conceptual Framework in order to develop accounting policies for transactions that are not yet regulated by the existing IFRSs.
The Group concludes that these amendments to Standards and Interpretations have no impact on its financial statements.
Change in presentation of items in statement of comprehensive income
In these consolidated financial statements, the Group changed the scope of presentation, within the statement of comprehensive income, for derivative transactions concerning CO 2 as well as electricity, gas and property rights, along with associated currency forward transactions. Results of the measurement of these transactions, previously presented as finance income or finance costs, were presented as other operating revenue or other operating costs. At the same time, the Group currently presents the results of these transactions on a net basis together with the results of other related derivatives transactions, previously presented as other operating revenue / other operating costs. According to the Group, this form of presentation reflects the Group's financial results better and more consistently because these transactions are related to the Group's operating activities.
For the 12-month period ended 31 December 2019
Approved data
Change in presentation of derivative transactions
Restated data
Revenue from sales
15 867 593
15 867 593
Excise duty
(71 295)
(71 295)
Net revenue from sales
15 796 298
15 796 298
Compensations
597 278
597 278
Revenue from operating leases and subleases
7 722
7 722
Revenue from sales and other income
16 401 298
16 401 298
Other operating revenue
320 076
(34 114)
285 962
Change in provision for onerous contracts
10 415
10 415
Depreciation/amortisation
(1 548 268)
(1 548 268)
Employee benefit costs
(1 904 022)
(1 904 022)
Use of materials and raw materials and value of goods sold
(3 333 521)
(3 333 521)
Purchase of electricity and gas for sales purposes
(6 090 506)
(6 090 506)
Transmission services
(447 154)
(447 154)
Other third-party services
(925 799)
(925 799)
Taxes and fees
(414 439)
(414 439)
Loss on change, sale and liquidation of property, plant and equipment and right-of-use assets
(57 585)
(57 585)
Reversal of impairment losses on non-financial non-current assets
(5 521)
(5 521)
Other operating costs
(148 454)
(38 279)
(186 733)
Operating profit
1 856 520
(72 393)
1 784 127
Finance costs
(441 858)
72 624
(369 234)
Finance income
64 121
(231)
63 890
Dividend income
201
201
Impairment of financial assets at amortised cost
(65 771)
(65 771)
Share of results of associates and jointly controlled entities
(482 165)
(482 165)
Impairment losses on non-financial non-current assets
(59 777)
(59 777)
Profit before tax
871 271
871 271
Income tax
(330 574)
(330 574)
Net profit for the reporting period
540 697
540 697
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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7. Functional currency and transactions in foreign currencies
Accounting rules
Functional currency and presentation currency
Items in the financial statements of individual Group entities are measured in the main currency of the economic setting in which the entity operates (in the functional currency). Consolidated financial statements are presented in PLN, which is the functional and presentation currency for all of the Group's entities. Items in financial statements are rounded to full thousands of zlotys (PLN 000s), unless otherwise stated.
Transactions and balances
Transactions expressed in foreign currencies are translated at initial recognition into the functional currency at the exchange rate valid on the transaction date.
At the balance sheet date, foreign currency cash items are translated using the closing exchange rate (closing rate is the average exchange rate published by the National Bank of Poland for the measurement day).
Gains and losses on exchange differences arising from settlement of transactions in foreign currencies and balance sheet measurement of foreign currency cash assets and liabilities are recognised in the gain or loss for the period, while gains and losses on exchange differences concerning tangible assets under construction are recognised as expenditures on tangible assets under construction.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Operating segments
The Group presents segment information in accordance with IFRS 8 Operating Segments . Operating segments correspond to the reporting segments and are not aggregated. The Group's activities are managed in operating segments that are distinct in terms of products and services. ENEA Group reports four operating segments and other activity, as shown below.
TRADE
Purchase and sale of electricity.
DISTRIBUTION
Electricity distribution and transmission services.
GENERATION
Generation of electricity from conventional and renewable sources, generation of industrial heat.
MINING
Production and sale of coal, companies providing support services to mines.
AND
OTHER ACTIVITY
Maintenance and modernisation of road lighting equipment, transport services, repair and construction services.
Segment revenue is revenue generated from sales to external customers and transactions with other segments that can be directly attributed to the given segment. In 2020, within the mining segment, external customers whose shares in the Group's external sales exceeded 10% included: Grupa Azoty Zakłady Azotowe "Puławy" (50.0%) and PGE Group (14.0%). Segment costs include the cost of sales to external customers and costs of transactions with other segments within the Group that result from the operating activities of a given segment and can be directly attributed to the given segment. Market prices are applied to inter-segment transactions, which makes it possible for units to generate margins sufficient to independently operate on the market. In analysing segment results, the Group especially focuses on EBITDA. EBITDA is defined as operating profit (calculated as result before tax adjusted by the share of results of associates and jointly controlled entities, impairment of financial assets at amortised cost, impairment of investments in associates and jointly controlled entities, finance income, dividend income and finance costs) plus amortisation and impairment of non-financial non-current assets. Rules for determining segment results and segment assets and liabilities are in compliance with the accounting rules used in preparing consolidated financial statements.
In the third quarter of 2020, ENEA Logistyka Sp. z o.o. became a subsidiary of ENEA Operator Sp. z o.o. According to the Parent’s Management Board, placing this company in the distribution segment better reflects the nature of its business. This is why the revenue, costs, assets and liabilities of ENEA Logistyka Sp. z o.o. are presented in these consolidated financial statements in the distribution segment rather than in the other activities segment. The comparative period in notes concerning segments was also appropriately restated.
Information on geographic segments
The Group's activities in 2020 and 2019 were in one geographic segment, i.e. in Poland, and all of its assets were located in Poland.
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Segment results:
Segment results for the period from 1 January to 31 December 2020 are as follows:
TRADE
DISTRIBUTION
GENERATION
MINING
OTHER ACTIVITY
EXCLUSIONS
TOTAL
Net revenue from sales
6 749 844
3 190 313
7 855 482
267 094
113 772
18 176 505
Inter-segment sales
3 585 598
37 829
565 189
1 545 731
354 936
(6 089 283)
Total net revenue from sales
10 335 442
3 228 142
8 420 671
1 812 825
468 708
(6 089 283)
18 176 505
Compensations
3 284
3 284
Revenue from operating leases and subleases
603
9 287
4 925
(50)
14 765
Revenue from sales and other income
10 338 726
3 228 142
8 421 274
1 822 112
473 633
(6 089 333)
18 194 554
Total costs
(10 355 101)
(2 548 287)
(10 864 630)
(1 694 685)
(459 548)
6 093 093
(19 829 158)
Segment result
(16 375)
679 855
(2 443 356)
127 427
14 085
3 760
(1 634 604)
Depreciation/amortisation
(1 540)
(633 451)
(569 439)
(336 549)
(73 371)
Impairment losses on non-financial non-current assets
(3 403 993)
(6 161)
Segment result - EBITDA
(14 835)
1 313 306
1 530 076
470 137
87 456
% of revenue from sales and other income
(0.1%)
40.7%
18.2%
25.8%
18.5%
Unallocated costs at Group level (administration expenses)
(71 655)
Operating loss
(1 706 259)
Finance costs
(346 336)
Finance income
54 346
Dividend income
283
Impairment of financial assets at amortised cost
(144 014)
Share of results of associates and jointly controlled entities
(332 361)
Impairment of investments in associates and jointly controlled entities
(129 208)
Income tax
369 212
Net loss
(2 234 337)
Share of profit attributable to non-controlling interests
34 075
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Segment results:
Segment results for the period from 1 January to 31 December 2019 are as follows:
TRADE
DISTRIBUTION
GENERATION
MINING
OTHER ACTIVITY
EXCLUSIONS
TOTAL
Net revenue from sales
7 377 688
2 922 390
5 082 660
314 635
98 925
15 796 298
Inter-segment sales
2 260 086
44 471
2 989 230
1 840 921
345 481
(7 480 189)
Total net revenue from sales
9 637 774
2 966 861
8 071 890
2 155 556
444 406
(7 480 189)
15 796 298
Compensations
597 163
115
597 278
Revenue from operating leases and subleases
340
2 302
5 151
(71)
7 722
Revenue from sales and other income
10 234 937
2 966 861
8 072 345
2 157 858
449 557
(7 480 260)
16 401 298
Total costs
(10 286 317)
(2 473 819)
(7 041 787)
(1 739 665)
(423 242)
7 416 425
(14 548 405)
Segment result
(51 380)
493 042
1 030 558
418 193
26 315
(63 835)
1 852 893
Depreciation/amortisation
(1 711)
(603 664)
(553 534)
(352 984)
(61 295)
(Impairment loss)/reversal of impairment loss on non-financial non-current assets
4 279
(10 050)
250
Segment result - EBITDA
(49 669)
1 092 427
1 594 142
770 927
87 610
% of revenue from sales and other income
(0.5%)
36.8%
19.8%
35.7%
19.5%
Unallocated costs at Group level (administration expenses)
(68 766)
Operating profit
1 784 127
Finance costs
(369 234)
Finance income
63 890
Dividend income
201
Impairment of financial assets at amortised cost
(65 771)
Share of results of associates and jointly controlled entities
(482 165)
Impairment of investments in associates and jointly controlled entities
(59 777)
Income tax
(330 574)
Net profit
540 697
Share of profit attributable to non-controlling interests
117 492
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Other information concerning segments as at 31 December 2020 and for the 12-month period ended on that date is as follows:
Trade
Distribution
Generation
Mining
Other activity
Exclusions
Total
Property, plant and equipment
14 392
9 889 504
5 978 596
3 158 735
368 500
(515 537)
18 894 190
Trade and other receivables
1 421 069
313 950
735 455
268 999
93 293
(630 881)
2 201 885
Costs related to the conclusion of agreements
24 684
-
-
-
-
-
24 684
Assets arising from contracts with customers
127 988
206 426
18
-
311
(12 297)
322 446
Total
1 588 133
10 409 880
6 714 069
3 427 734
462 104
(1 158 715)
21 443 205
ASSETS excluded from segments
8 446 658
- including property, plant and equipment
9 532
- including trade and other receivables
2 687
TOTAL ASSETS
29 889 863
Trade and other payables
338 466
526 855
625 379
244 462
204 054
(351 012)
1 588 204
Liabilities arising from contracts with customers
324 455
222 155
-
1 329
1 689
(292 166)
257 462
Total
662 921
749 010
625 379
245 791
205 743
(643 178)
1 845 666
Equity and liabilities excluded from segments
28 044 197
- including trade and other payables
582 515
TOTAL EQUITY AND LIABILITIES
29 889 863
For the year ended 31 December 2020
Investment expenditures on property, plant and equipment and intangible assets
627
1 128 385
531 754
612 461
47 395
(55 566)
2 265 056
Investment expenditures on property, plant and equipment and intangible assets excluded from segments
Depreciation/amortisation
1 540
633 451
569 439
336 549
73 371
(18 530)
1 595 820
Amortisation excluded from segments
2 243
Recognition/(reversal/use) of impairment losses on receivables
4 095
(11 429)
(10 143)
(1 100)
445
(117)
(18 249)
Recognition of impairment losses on non-financial non-current assets
-
-
3 403 993
6 161
-
-
3 410 154
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Other information concerning segments as at 31 December 2019 and for the 12-month period ending on that day is as follows:
Trade
Distribution
Generation
Mining
Other activity
Exclusions
Total
Property, plant and equipment
14 777
9 286 046
9 399 673
2 877 136
370 997
(487 292)
21 461 337
Trade and other receivables
1 276 901
311 253
1 068 321
245 030
86 534
(891 869)
2 096 170
Costs related to the conclusion of agreements
25 395
-
-
-
-
-
25 395
Assets arising from contracts with customers
119 665
214 946
388
-
504
(5 056)
330 447
Total
1 436 738
9 812 245
10 468 382
3 122 166
458 035
(1 384 217)
23 913 349
ASSETS excluded from segments
8 930 505
- including property, plant and equipment
9 467
- including trade and other receivables
48 259
TOTAL ASSETS
32 843 854
Trade and other payables
562 020
468 229
873 069
251 396
194 856
(396 943)
1 952 627
Liabilities arising from contracts with customers
512 613
101 221
-
444
1 405
(499 982)
115 701
Total
1 074 633
569 450
873 069
251 840
196 261
(896 925)
2 068 328
Equity and liabilities excluded from segments
30 775 526
- including trade and other payables
80 588
TOTAL EQUITY AND LIABILITIES
32 843 854
For the year ended 31 December 2019
Investment expenditures on property, plant and equipment and intangible assets
722
986 337
788 326
409 507
84 841
(36 992)
2 232 741
Investment expenditures on property, plant and equipment and intangible assets excluded from segments
Depreciation/amortisation
1 711
603 664
553 534
352 984
61 295
(27 094)
1 546 094
Amortisation excluded from segments
2 174
Recognition/(reversal/use) of impairment losses on receivables
(5 560)
1 610
(822)
724
(353)
141
(4 260)
Recognition/(reversal) of impairment losses on non-financial non-current assets
-
(4 279)
10 050
(250)
-
-
5 521
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Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Impairment of non-financial assets
Accounting rules
The Group's assets that are subject to depreciation are analysed in terms of impairment whenever indications of impairment are identified.
An impairment loss is recognised in the amount by which the asset's balance sheet value exceeds its recoverable value. The recoverable value is determined as the higher of the following two amounts: fair value less cost to sell or usable value (i.e. estimated present value of future cash flows that are expected to be obtained from further use of the asset or cash generating unit). For impairment analysis purposes, assets are grouped at the lowest level where it is possible to identify separate cash flows (cash generating units). Cash generating units are never larger than operating segments.
All impairment losses are recognised in profit or loss. Impairment losses may be reversed in subsequent periods (except for goodwill) if events occur that justify a lack of or change in impairment.
Significant judgements and estimates
Recoverable value of tangible and intangible assets
Cash generating units are tested for impairment using a variety of assumptions, some of which are beyond the Group's control. Significant changes in these estimates have an impact on impairment test results and, in consequence, on the Group's financial position and financial results, described further below.
As at 30 September 2020, in connection with information and analyses concerning changes in the market prices of CO 2 emission allowances, electricity, energy origin certificates and forecasts for macroeconomic indicators, ENEA Group carried out impairment tests for property, plant and equipment in areas involved in the generation of electricity, among others. Based on these tests, the necessity to recognise the following events was identified.
Based on the analysis, impairment losses were recognised on non-financial non-current assets at CGU Elektrownie Systemowe Kozienice amounting to PLN 2 881 174 thousand. This impairment loss reduced the Group’s net financial result by PLN 2 333 751 thousand. As at 30 June 2020, impairment losses on non-financial non-current assets at CGU Elektrownie Kozienice amounted to PLN 522 822 thousand. This impairment loss reduced the Group’s financial result by a total of PLN 423 486 thousand. The Group decided not to reverse the impairment losses on non-financial non-current assets that had been recognised in previous years.
Presented below are the results of these impairment tests:
CGU [PLN 000s]
Recoverable value
Book
value
CGU Elektrownie Systemowe Kozienice ENEA Wytwarzanie's generating assets at Świerże Górne
4 447 689
7 358 863
CGU Wind – ENEA Nowa Energia’s wind-based generating assets
511 214
331 617
CGU Hydro – ENEA Nowa Energia’s hydro-based generating assets
359 466
190 576
CGU Biogas – ENEA Nowa Energia’s biogas-based generating assets
483
1 585
CGU Elektrownie Systemowe Połaniec ENEA Elektrownia Połaniec generating assets (coal-based sources)
1 111 854
1 113 768
CGU Zielony Blok – ENEA Elektrownia Połaniec generating assets (biomass unit)
1 332 347
284 053
CGU Białystok – ENEA Ciepło's generating assets
798 828
699 754
The recoverable value of each CGU was estimated on the basis of useful value using the discounted cash flows approach based on financial projections.
The following forecast periods were used for testing the CGUs:
CGU Elektrownie Systemowe Kozienice – until 2043,
CGU Wind:
wind farm Darżyno until 2039,
wind farm Bardy until 2043,
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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wind farm Baczyna until 2043,
CGU Hydro – until 2043,
CGU Biogas – until 2024,
CGU Elektrownie Systemowe Połaniec – until 2034,
CGU Zielony Blok – until 2043,
CGU Białystok – until 2043.
Presented below are the key assumptions used in impairment tests:
assets were tested in seven CGUs (CGU Elektrownie Systemowe Kozienice, CGU Wind, CGU Hydro, CGU Biogas, CGU Elektrownie Systemowe Połaniec, CGU Zielony Blok, CGU Białystok),
the main price paths, based on forecasts prepared by ENEA Trading (a company operating as ENEA Group's competence centre for wholesale trade of electricity, emission allowances and fuels), taking into account the specific nature of products and knowledge about existing contracts:
wholesale "base" prices for electricity: for 2021-2043: prices are expected to see the largest growth, from 230.1 PLN/MWh in 2021 to PLN 286.3 in 2033, followed by conservative annual growth by an average of 0.4% in the period 2034-2043 [fixed prices 2020],
prices of energy origin certificates (renewables): the support system for renewables until 2031 was taken into account, and specific renewable-source plants will use support within a 15-year period; until 2023, prices are expected to grow by an average of approx. 7% in reference to 2021. After 2023, prices are forecast to remain in a downtrend at the average rate of approx. 3% annually until 2028, while in the final years they are expected to dynamically decline until the support system ends [fixed prices 2020],
prices of CO 2 emission allowances: the forecast sees gradual growth in the price of CO 2 emission allowances by an average of 5.5%, from 21.42 EUR/t in 2021 until 2028. From 2028 to 2037, further growth in price is expected, at approx. 3%. From 2038, growth is expected to reach approx. 1% [fixed prices 2020],
coal prices: coal prices are expected to remain stable at approx. 11 PLN/GJ [fixed prices 2020],
biomass prices: biomass prices are expected to grow until 2027, from the average level of 20 PLN/GJ in 2021, at approx. 2%. After 2027, prices are expected to decline at approx. 4% until 2031. In 2032, prices are expected to grow by 3%, followed by slow growth until 2043 at approx. 1% [fixed prices 2020],
heating prices: an average annual growth of approx. 1% is expected until 2043, from the average price level of 71.9 PLN/GJ in 2021 [fixed prices 2020],
natural gas: prices are expected to grow until 2030, at an average annual rate of approx. 3%, from 80.5 PLN/MWh in 2021, follows by stabilisation until 2043 [fixed prices 2020].
quantity of CO 2 emission allowances received for free for years 2020-2025 in accordance with derogation application (pursuant to art. 10c sec. 5 of Directive 2003/87/EC of the European Parliament and of the Council),
revenue related to maintaining generation capacities from 2021 pursuant to the Act on the Capacity Market, adopted in December 2017, based on auctions won in 2018, 2019 and 2020,
inflation, taking into account the inflation target, at a maximum level of 2.5%,
nominal discount rate 4.41% [discount rate before tax is 5.12%]. The Group used a premium for specific risk for the following CGUs:
1. CGUs Wind, Water and Green Block: 2%. Discount rate reflecting specific risk premium was 4.92% [discount rate reflecting specific risk premium before tax is 5.63%]
2. CGU Elektrownie Systemowe Kozienice and Elektrownie Systemowe Połaniec: 4%. Discount rate reflecting specific risk premium was 5.44% [discount rate reflecting specific risk premium before tax is 6.15%]
3. CGU Białystok: 2.5%. Discount rate reflecting specific risk premium was 5.05% [discount rate reflecting specific risk premium before tax is 5.76%]
growth rate in residual period - 0%.
The sensitivity analysis shows that significant factors having impact on the estimated recoverable values of CGUs include: discount rates, inflation, electricity prices and CO 2 emission allowance prices. Future financial results and thus the recoverable amounts of CGUs will also be driven by the prices of energy origin certificates, coal, heat and biomass prices.
The following table shows the value impact of selected factors on the total recoverable value (output value) of CGUs:
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Impact of change in discount rate (starting point depending on the CGU)
Change in assumptions
-0.5pp
Output value
+0.5pp
Change in recoverable value
655 042
8 591 881
(550 018)
- CGU Elektrownie Systemowe Kozienice
296 343
4 477 689
(251 907)
- CGU Wind
25 235
511 214
(23 423)
- CGU Hydro
45 476
359 466
(36 985)
- CGU Biogas
4
483
(4)
- CGU Elektrownie Systemowe Połaniec
38 912
1 111 854
(37 136)
- CGU Zielony Blok
34 101
1 332 347
(32 648)
- CGU Białystok
214 971
798 828
(167 915)
Impact of changes in inflation from 2022 (starting point 2.45% for 2022, 2.4% for 2023 and 2.5% in subsequent years)
Change in assumptions
-0.5pp
Starting value
+0.5pp
Change in recoverable value
(610 965)
8 591 881
665 972
- CGU Elektrownie Systemowe Kozienice
(314 519)
4 477 689
344 045
- CGU Wind
(23 503)
511 214
25 009
- CGU Hydro
(31 671)
359 466
34 573
- CGU Biogas
(2)
483
2
- CGU Elektrownie Systemowe Połaniec
(36 496)
1 111 854
36 978
- CGU Zielony Blok
(31 163)
1 332 347
32 316
- CGU Białystok
(173 611)
790 828
193 050
Impact of changes in electricity prices (impact of changes from 2022)
Change in assumptions
-1.0%
Starting value
+1.0%
Change in recoverable value
(1 255 958)
8 591 881
1 228 269
- CGU Elektrownie Systemowe Kozienice
(969 758)
4 477 689
953 523
- CGU Wind
(6 220)
511 214
6 220
- CGU Hydro
(9 046)
359 466
9 046
- CGU Biogas
(59)
483
59
- CGU Elektrownie Systemowe Połaniec
(183 229)
1 111 854
172 678
- CGU Zielony Blok
(54 709)
1 332 347
53 805
- CGU Białystok
(32 937)
798 828
32 938
Impact of change in price of CO 2 emission allowances (impact of changes from 2022)
Change in assumptions
-1.0%
Starting value
+1.0%
Change in recoverable value
347 268
8 591 881
(349 335)
- CGU Elektrownie Systemowe Kozienice
294 493
4 477 689
(295 372)
- CGU Wind
-
511 214
-
- CGU Hydro
-
359 466
-
- CGU Biogas
-
483
-
- CGU Elektrownie Systemowe Połaniec
46 054
1 111 854
(47 241)
- CGU Zielony Blok
-
1 332 347
-
- CGU Białystok
6 721
798 828
(6 722)
The Group performed a periodic assessment of asset impairment indications in the Mining segment (LWB) in accordance with IAS 36 Impairment of Assets. Due to the COVID-19 pandemic, which forces companies to operate in volatile, entirely unusual and unprecedented conditions, analysing these indications must be done especially carefully. Performing this evaluation for the purposes of the consolidated financial statements for 2020, the Group, based on an analysis of the current economic and market situation, believes that LWB’s current market capitalisation remains below the balance sheet value of its net assets. It should be noted that this indication was already present at the end of the previous financial year and was the main reason for an impairment test performed as at 31 December 2019. Despite the fact that the full-scale pandemic took place in 2020, this does not constitute the main indication of possible impairment of non-current assets, rather merely an additional indication confirming the need to perform an impairment test.
During 2020 (in comparison with the end of the previous financial year) the share price and thus also market capitalisation continued to decline, although not as substantially. According to the Group, this situation mainly stems from factors that are beyond its control such as political factors and the EU's climate policy, and partly also low share liquidity and low free- float, as well as the economic slowdown brought on by the coronavirus pandemic. In connection with the above, despite the fact that the company’s non-current assets were tested for impairment at the end of 2019 and at the end of June 2020, the Group is required to perform an impairment test for the Mining segment also at the end of 2020.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Due to the inability to determine fair values for a very large group of assets for which there is no active market and no comparable transactions, the recoverable values of these assets were determined by estimating their useful values using the discounted cash flow approach based on the Group’s financial projections for 2021-2051.
Presented in the table below are the results of this impairment test:
CGU [PLN 000s] - as at 31 December 2020
Recoverable value
Book
value
CGU Mining
3 099 059
2 818 172
The key assumptions used in estimating the value in use of the tested assets are presented below:
given the links between the various divisions and the mine's organisational scheme, all of LWB's assets were considered as one CGU;
the average volume of coal production and sales in 2021-2030 was set at 9.2 million tonnes. Given a conservative approach to the assumptions (also taking into account the provisions of “Poland’s energy policy 2040,” for test purposes it was assumed that in subsequent years coal sales will decline as the economy moves away from coal used for energy-generation purposes. However, due to the low unit cost of production of coal, market share is expected to remain at the level specified in the Strategy;
forecast period from 2021 to 2051 - was estimated on the basis of the company's extractable coal resources as at the balance sheet date (i.e. resources that are currently available using infrastructure existing as of the balance sheet date, which mainly concerns shafts. From 2035, the average annual output decreases as a result of deposits in the "Bogdanka" field being depleted and the assumption that only currently existing infrastructure is used);
coal price: for the period 2021-2043, prices from studies prepared for the entire Group were used: the average coal sales price was estimated at 11.35 PLN/GJ, assuming a side-trend in the range +/-5%; from 2044, a constant price was used at the 2043 level,
the entire model is inflation-free;
real wage growth is assumed for the entire forecast period at a level that reflects the Group’s best possible estimate as at the test date;
the discount rate is the weighted average cost of capital (WACC) of 6.00% throughout the entire forecast period, estimated based on the latest economic data (using a risk-free rate of 1.71% and a beta coefficient of 1.07);
an average annual level of investment expenditures in the entire forecast period of PLN 291 014 thousand, including on average PLN 421 729 thousand in 2021-2035.
The sensitivity analysis shows that significant factors having impact on the estimated recoverable values of CGUs include: discount rate, prices of coal for energy-generation purposes and the level of sales. Results of the analysis of the model’s sensitivity (change in recoverable value) on changes in key assumptions are presented below.
Impact of changes in coal prices
Change in assumptions
-0.5%
Starting value
+0.5%
Change in recoverable value
(106 236)
3 099 059
106 236
Impact of changes in real wage growth
Change in assumptions
-0.5pp
Starting value
+0.5pp
Change in recoverable value
258 349
3 099 059
(280 455)
Furthermore, being aware of the significant impact of the effect of scale and optimal use of resources on LWB’s financial and operating results, and taking into account the trend to move away from hard coal, the Group also analysed changes in recoverable values in the model in the case of a reduction in the output of coal for sales purposes during the entire forecast period by 5% (vs. the existing recoverable resources, for example if it should become necessary to shut down a mine earlier). The results of the analysis of changes in recoverable values are presented in the following table. However, it should be noted that if demand is reduced or other factors that can have an adverse impact on the overall level of output materialise, the Group is automatically taking appropriate optimisation activities in order to ensure the most effective use of resources and maximise economic benefits at a given level of production.
Impact of change in discount rate (starting point 6.00%)
Change in assumptions
-0.5pp
Starting value
+0.5pp
Change in recoverable value
189 228
3 099 059
(174 898)
Impact of changes in commercial coal output
Change in assumptions
-5%
Starting value
Change in recoverable value
(81 791)
3 099 059
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Explanatory notes to the consolidated statement of comprehensive income
8. Revenue from sales
Accounting rules
Revenue recognition
The Group recognises revenue when an obligation to provide a consideration by providing a promised good or service (i.e. asset) to the customer is performed (or is being performed), thus obtaining the right to remuneration and legal title to the asset. The asset is transferred when the customer obtains control over it.
The transfer of control may be gradual if the obligation to provide a consideration is satisfied or over time, i.e. when:
the customer simultaneously receives and consumes all of the benefits provided by the Group as the Group performs,
the Group's performance creates or enhances an asset that the customer controls as the asset is created or enhanced (production in progress, for example), or
the Group's performance does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for performance completed to date.
The performance-based method and overlay approach are used to determine the level of completion, taking into account the nature of the good or service being transferred.
In the item revenue from core activities, the Group recognises revenue from the sale of the following product and service groups:
services provided on a continuous basis - the amount of revenue depends on consumption (delivery of electricity, thermal energy, natural gas, provision of distribution services): revenue is recognised when the Group transfers control over a portion of the service being provided; the Group recognises revenue in the amount of remuneration from a client, to which it is entitled, which directly corresponds to the value of service so far provided to the client - this value is the amount that the Group is authorised to invoice for;
delivery of goods/services settled at a fixed moment in time (sale of property rights): revenue is recognised when control over the product/service is transferred; the transfer of control takes place when the goods are made available to the client or when service is provided;
services provided on a continuous basis - the amount of revenue depends on the passage of time (sale of lighting services, process support services): revenue from the sale of services is recognised over time because these services are provided on a continuous basis and therefore a certain portion of such service is subject to transfer at every point in time when service is provided; due to the fact that the value of services rendered to the client does not differ between specific settlement periods, the Group recognises revenue from services provided on the basis of fixed monthly payments (depending on consumption);
services provided on a continuous basis - based on the status of work (construction services): commitment to provide a service is satisfied over time because as a result of service being provided an asset is created or improved and control over this asset is with the client; revenue from the provision of service is recognised over time - using the overlay approach - cost approach, based on which the level of contract progress is determined by comparing the amount of costs incurred to perform the contract to the overall costs budgeted in the contract.
Revenue from sales is recognised in the net amount of remuneration when the Group acts as agent, i.e. its performance perform is subject to the delivery of goods or services by another entity. Such revenue is recognised in the form of fee or commission to which - according to the Group's expectations - the Group will be entitled in exchange for the provision of goods or services by another entity. The fee or commission due for the Group may be a net amount that the Group retains after payment to another entity of consideration in exchange for goods or services provided by this entity. The Group recognises as revenue the Price difference amount and the Financial compensations from the Zarządca Rozliczeń S.A.; this revenue does not constitute public aid.
Costs related to the conclusion of agreements
Costs related to the conclusion of agreements are costs incurred by the Group in order to conclude an agreement with a customer that would not have been incurred by the Group had the agreement not been concluded (including the costs of commissions for partners for concluding electricity sale agreements). Costs that would have been incurred regardless of agreement conclusion are recognised in results for the period in which they are incurred.
Connection fees
Revenue from connection fees is recognised on a one-off basis as revenue when connection works are completed.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Net revenue from sales
Year ended
31 December 2020
31 December 2019
Revenue from the sale of electricity
13 872 606
11 865 052
Revenue from the sale of distribution services
3 097 810
2 823 514
Revenue from the sale of goods and materials
106 296
105 744
Revenue from the sale of other products and services
166 286
170 810
Revenue from origin certificates
9 268
29 587
Revenue from the sale of industrial heat
356 547
352 746
Revenue from the sale of coal
234 817
269 146
Revenue from the sale of gas
332 875
179 699
Total net revenue from sales
18 176 505
15 796 298
The Group mainly classifies revenue by type of product/service. The key revenue groups are revenue from the sale of electricity (ENEA S.A., ENEA Wytwarzanie, ENEA Trading and ENEA Elektrownia Połaniec) and revenue from the sale of distribution services (ENEA Operator).
Sale of electricity: The Group recognises revenue when an obligation to provide a consideration by providing a promised good or service to the customer is performed (or is being performed). Revenue is recognised on the basis of prices specified in sale agreements, less estimated rebates and other deductions. The key groups of contracts include electricity sale contracts (including framework contracts) for retail, business, key and strategic customers. Under these contracts, service is provided in a continuous manner and the level of revenue depends on usage. Sales to the clearing-house Izba Rozliczeniowa Giełd Towarowych S.A. and the TGE power exchange also take place.
The standard payment deadline for invoices for the sale of electricity at ENEA S.A. is 14 days from VAT invoice date. In the case of business, key and strategic customers, payment deadlines may be negotiated.
Payment deadlines for invoices concerning electricity sales to IRGiT are 1-3 days from delivery and invoice issue. For sales to TGE, payment deadlines are governed by TGE's regulations.
Sale of distribution services : In the case of distribution services sales, ENEA Operator charges a fee that contains separate components: grid fee (variable component), quality fee, grid fee (fixed component), instalment fee, transition fee and renewables fee.
In the case of the quality fee, transition fee and renewables fee, ENEA Operator serves, as a rule, as entity collecting fees and providing this consideration to other market participants, e.g. to Polskie Sieci Elektroenergetyczne S.A. (PSE). These fees (quality fee, transition fee, renewables fee) constitute quasi-taxes collected on behalf of other entities. ENEA Operator acts as agent collecting fees for other energy market participants, including PSE. In consequence, revenue from the sale of distribution services is decreased by the amount of renewables fee, quality fee and transition fee collected. Costs related to the procurement of transmission services and costs related to invoices for renewables support and support for producers are subject to adjustment.
Presented below is revenue from sales, divided into categories that reflect how economic factors influence the amount, payment deadline and the uncertainty of revenue and cash flows.
Year ended
31 December 2020
31 December 2019
Revenue from continuous services
17 303 291
14 868 265
Revenue from services provided at specified time
873 214
928 033
Total
18 176 505
15 796 298
Compensations
In accordance with art. 9 of the Act of 28 December 2018 on amendment of the act on excise duty and certain other acts, ENEA S.A., having confirmed data with distribution system operators regarding the volume of electricity sold and used during the period 1 January 2019 - 31 December 2019, adjusted on 29 September 2020 the Price difference amount and Compensation, in effect receiving in December 2020 a refund of PLN 3 208 thousand.
In accordance with the aforementioned act and the Ordinance of the Minister of Energy on the method for calculating the Price difference amount and Financial compensation and on determining reference prices, the Company submitted a request to Zarządca Rozliczeń S.A. for payment of the Price difference amount for H1 2019 and requests for payment of the Financial compensation for July-December 2019, worth in total PLN 597 163 thousand. The Price difference amount and the Financial compensations constitute the Company's revenue and are recognised under the line Compensations. As at 31 December 2019, the Group received PLN 545 026 thousand in payments of the Price difference amount and the Financial compensation. The remaining part of the PLN 597 163 thousand, i.e. PLN 52 137 thousand, is recognised in the line Trade and other receivables in the statement of financial position.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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9. Operating costs
Accounting rules
The Group presents costs using the comparative approach (costs by nature).
Costs have an impact on financial result to the extent that they apply to a given reporting period, thus ensuring that they are commensurate to revenue or other economic benefits.
Costs by nature
Year ended
31 December 2020
31 December 2019
Depreciation/amortisation
(1 598 063)
(1 548 268)
Employee benefit costs
(1 963 108)
(1 904 022)
- remuneration
(1 448 846)
(1 403 998)
- social insurance and other benefits
(514 262)
(500 024)
Use of materials and raw materials and value of goods and materials sold
(3 643 315)
(3 333 521)
- use of materials and energy
(3 223 367)
(3 211 245)
- value of goods and materials sold
(419 948)
(122 276)
Value of purchased electricity and gas for sales purposes
(7 514 300)
(6 090 506)
Third-party services
(1 386 312)
(1 372 953)
- transmission services
(472 104)
(447 154)
- other third-party services
(914 208)
(925 799)
Taxes and fees
(443 407)
(414 439)
Total
(16 548 505)
(14 663 709)
Employee benefit costs
Year ended
31 December 2020
31 December 2019
Wage costs
(1 448 846)
(1 403 998)
- present wages
(1 352 972)
(1 293 333)
- longevity bonuses
(41 570)
(65 351)
- retirement and disability severance payments
(10 104)
(7 042)
- Other
(44 200)
(38 272)
Cost of social insurance and other benefits
(514 262)
(500 024)
- social security contributions (ZUS)
(285 665)
(271 603)
- contributions to Company Social Benefit Fund (ZFŚS)
(59 076)
(49 996)
- other social benefits
(97 508)
(102 443)
- other post-employment benefits
(1 568)
(2 651)
- Other
(70 445)
(73 331)
Total
(1 963 108)
(1 904 022)
The costs of longevity awards and retirement/disability severance payments as presented in the above note are actual costs.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
31
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10. Other operating revenue and costs
Other operating revenue
Year ended
31 December 2020
31 December 2019
Release of provision for compensation claims
-
1 035
Release of other provisions
29 568
150 834
Reimbursement of costs by insurer
17 448
7 372
Accounting for income from subsidies
11 414
8 915
Compensation, penalties, fines
47 782
42 100
Reversal of unused impairment losses
23 330
8 338
Property, plant and equipment received for free
48 623
41 514
Realised exchange differences - hedging operations
22 636
-
Unrealised exchange differences - hedging operations
8 094
-
Changes in fair value of financial instruments
-
231
Other operating revenue
39 920
25 623
Total
248 815
285 962
Other operating costs
Year ended
31 December 2020
31 December 2019
Recognition of provision for compensation claims
(28 745)
(41 116)
Recognition of other provisions
(54 075)
(32 427)
Impairment of receivables
(4 953)
(2 631)
Write-off of uncollectible receivables
(12 754)
(12 831)
Impairment of inventory
-
(84)
Costs of court proceedings
(14 774)
(15 162)
Trade union costs
(1 940)
(1 641)
Compensation for non-contractual use of land
(1 065)
(1 464)
Realised exchange differences - hedging operations
-
(30 147)
Unrealised exchange differences - hedging operations
-
(4 137)
Changes in fair value of financial instruments
(618)
(3 995)
Other operating costs
(54 900)
(41 098)
Total
(173 824)
(186 733)
11. Finance income and finance costs
Accounting rules
Interest income is recognised on an accrual basis using the effective interest rate approach, provided that this income is not in doubt.
Finance income
Year ended
31 December 2020
31 December 2019
Interest income
24 880
42 117
- bank accounts and deposits
11 767
41 219
- other loans and receivables
10 568
618
- financial leases and sub-leases
339
280
- other
2 206
Exchange differences
312
2
Changes in fair value of financial instruments
28 592
15 732
Other finance income
562
6 039
Total
54 346
63 890
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Finance costs
Year ended
31 December 2020
31 December 2019
Interest costs
(242 992)
(254 510)
- cost of interest on loans and credit
(45 427)
(45 802)
- cost of interest on bonds
(132 423)
(171 473)
- cost of interest on lease liabilities
(13 578)
(14 988)
- cost of interest on IRS swaps
(38 760)
(11 259)
- other interest
(12 804)
(10 988)
Exchange differences
(158)
(138)
Cost of discount concerning employee benefits and provisions
(46 754)
(55 080)
Changes in fair value of financial instruments
(45 212)
(47 153)
Other finance costs
(11 220)
(12 353)
Total
(346 336)
(369 234)
12. Tax
Accounting rules
Income tax (including deferred income tax)
Income tax recognised in profit or loss for the period covers actual the actual tax burden for the given reporting period, calculated in accordance with the applicable provisions of the act on corporate income tax and potential adjustments of tax returns for previous years.
Deferred tax is the tax effect of events in a given period recognised using the accrual principle in accounting books for the period but is performed in the future. It arises when the tax effect of revenue and costs is the same as the balance sheet effect but takes place in different periods.
Deferred income tax arises in respect of all temporary differences, except for cases where deferred income tax results from:
a) initial recognition of goodwill; or
b) initial recognition of an asset or liability from a transaction that:
is not a merger of economic entities; and
has no impact at the transaction date on gross financial result or taxable income (tax loss);
c) investment in subsidiaries, branches, associates and interests in joint ventures.
In reference to all negative temporary differences, a deferred income tax asset is recognised up to an amount of likely taxable income to be generated that will offset the negative temporary differences.
The amount of deferred tax is set using income tax rates in effect for the year in which the tax obligation arises.
Significant judgements and estimates
Recoverability of deferred income tax assets
Deferred income tax assets are measured using tax rates in effect when the asset is performed. The Group recognises a deferred income tax asset with the assumption that it will generate a tax profit in the future to use it.
The likelihood of using deferred income tax assets against future tax profits is based on the budgets of Group companies.
Income tax
Year ended
31 December 2020
31 December 2019
current tax
(290 339)
(350 370)
deferred tax
659 551
19 796
Income tax
369 212
(330 574)
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Income tax on the Group's gross profit before tax differs from the theoretical amount that would be received by using the applicable nominal tax rate applicable to the consolidated companies as follows:
Year ended
31 December 2020
31 December 2019
(Loss)/profit before tax
(2 603 549)
871 271
Tax calculated using the 19% rate
494 674
(165 541)
Non-deductible costs (permanent differences * 19%)
(128 728)
(138 066)
Non-taxable revenue (permanent differences * 19%)
8 075
7 038
Other * 19%
(4 809)
(34 005)
Decrease of financial result due to income tax
369 212
(330 574)
Impairment of investment in associates and jointly-controlled entities constitutes the largest item of non-deductible costs.
Deferred income tax
Changes in deferred income tax assets and provision (after offsetting assets and provision at Group level) are as follows:
As at
31 December 2020
31 December 2019
Deferred income tax assets
2 262 460
1 360 169
Offset of deferred income tax assets and provision
(966 399)
(790 800)
Deferred income tax assets after offset
1 296 061
569 369
Deferred income tax provision
1 411 493
1 204 192
Offset of deferred income tax assets and provision
(966 399)
(790 800)
Deferred income tax provision after offset
445 094
413 392
Deferred income tax assets as at 31 December 2020 to be realised within 12 months amounted to PLN 876 244 thousand (PLN 675 818 thousand as at 31 December 2019), while those over 12 months PLN 1 386 216 thousand (PLN 684 351 thousand as at 31 December 2019).
Deferred income tax provision as at 31 December 2020 to be realised within 12 months amounted to PLN 361 512 thousand (PLN 186 769 thousand as at 31 December 2019), while those over 12 months PLN 1 049 981 thousand (PLN 1 017 423 thousand as at 31 December 2019).
At 31 December 2020, there were no indications of the risk that deferred income tax assets would not be recovered. The increase in deferred income tax assets mainly results from recognised impairment losses on non-financial non-current assets. According to the Group, the differences between the tax values and balance sheet values of tangible assets will be fully realised in the coming periods.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
34
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Change in deferred income tax assets and liabilities during the year (before offset):
Deferred income tax assets:
Employee benefit liabilities
Provision for the cost of energy origin certificates
Provision for storage, rehabilitation and CO 2 emission allowance purchases
Taxable costs after end of settlement period
Differences between balance sheet value and tax value of intangible assets
Impairment of non-financial tangible assets*
Other
Total
As at 1 January 2019
202 605
57 271
117 685
103 544
157 721
353 399
453 805
1 446 030
Adjustments
-
-
-
(103 138)
-
-
104 354
1 216
As at 1 January 2019, adjusted
202 605
57 271
117 685
406
157 721
353 399
558 159
1 447 246
(Charge)/addition to profit or loss
14 763
(20 680)
138 877
1 982
(32 834)
(2 743)
(201 437)
(102 072)
(Charge)/addition to other comprehensive income
16 267
-
-
(2)
-
16
(1 286)
14 995
As at 31 December 2019 using the 19% rate
233 635
36 591
256 562
2 386
124 887
350 672
355 436
1 360 169
As at 1 January 2020
233 635
36 591
256 562
2 386
124 887
350 672
355 436
1 360 169
(Charge)/addition to profit or loss
3 363
(4 176)
117 157
142
(27 202)
646 608
131 493
867 385
Recognised in other comprehensive income
14 423
-
-
-
-
-
20 483
34 906
As at 31 December 2020 using the 19% rate
251 421
32 415
373 719
2 528
97 685
997 280
507 412
2 262 460
* including property, plant and equipment, other intangible assets and perpetual usufruct of land.
As at 31 December 2020, tax losses to be settled in future periods amounted to PLN 35 464 thousand. This amount was taken into consideration in calculating deferred income tax assets.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
35
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Deferred income tax provision:
Taxable income after end of settlement period
Recorded, uninvoiced sales
Differences between balance sheet value and tax value of tangible assets*
Net provision for mine liquidation
Other
Total
As at 1 January 2019
122 690
47 476
901 752
10 397
244 050
1 326 365
Adjustments
(103 138)
-
-
-
104 354
1 216
As at 1 January 2019, adjusted
19 552
47 476
901 752
10 397
348 404
1 327 581
Charge/(addition) to profit or loss
(2 278)
(1 841)
153 283
(133)
(270 899)
(121 868)
Recognised in other comprehensive income
-
-
-
-
(1 521)
(1 521)
As at 31 December 2019 using the 19% rate
17 274
45 635
1 055 035
10 264
75 984
1 204 192
As at 1 January 2020
17 274
45 635
1 055 035
10 264
75 984
1 204 192
Charge/(addition) to profit or loss
(4 311)
(425)
55 761
212
156 597
207 834
Recognised in other comprehensive income
-
-
-
-
(533)
(533)
As at 31 December 2020 using the 19% rate
12 963
45 210
1 110 796
10 476
232 048
1 411 493
* The differences stem from fair-value measurements of tangible assets and differences in amortisation rates.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
36
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13. Loss/profit per share
Accounting rules
Net profit (loss) per share for each period is calculated by dividing the net profit (loss) attributable to the Parent's shareholders for the period by the weighted average number of shares in that reporting period.
Diluted profit per share is calculated by dividing the period's net profit attributable to common shareholders (after deduction of interest on redeemable preference shares convertible into ordinary shares) by the weighted average number of outstanding ordinary shares during the period (adjusted by the impact of dilutive options and dilutive redeemable preference shares convertible into ordinary shares).
Loss/profit per share
Year ended
31 December 2020
31 December 2019
Net (loss)/profit attributable to shareholders of the Parent
(2 268 412)
423 205
Weighted average number of ordinary shares
441 442 578
441 442 578
Net (loss)/profit per share (in PLN per share)
(5.14)
0.96
Diluted (loss)/profit per share (in PLN per share)
(5.14)
0.96
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
37
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Explanatory notes to the consolidated statement of financial position
14. Property, plant and equipment
Accounting rules
Property, plant and equipment items are measured at purchase price or cost to manufacture, less accumulated depreciation and impairment.
Subsequent expenditures are included in the book value of a given tangible asset or are recognised as a separate asset (wherever appropriate) only if it is likely that this item will bring economic benefits to the Group and the item's cost can be reliably measured. All other expenses on repairs and maintenance are recognised as profit or loss in the reporting period in which they are incurred.
Mine closure costs initially recognised in the value of tangible assets are subject to depreciation using the same method as the tangible assets they concern, starting from the moment a given tangible asset is put into service, over a period specified in the mine closure plan within the expected mine closure schedule.
Land is not subject to depreciation. Other tangible assets are depreciated on a straight-line basis throughout the period of use or using the natural method based on the longwall length (in the case of operational excavations). The base for calculating depreciation constitutes the initial value less final value, if significant. Each significant part of a property, plant and equipment item with a different period of use is depreciated separately.
Depreciation begins when an asset is available for use. Depreciation ends when an asset is designated as available for sale in accordance with IFRS 5 or when it is removed from the statement of financial position, depending on which occurs earlier.
Within its activities, the Group receives tangible assets for free, which are initially measured at fair value. Property, plant and equipment received for free, in the form of power infrastructure (connections, lighting grid) is recognised by the Group on a one-off basis in other operating revenue when it is received (except for the receipt of lighting infrastructure in exchange for services - in which case they are accounted for over time).
External financing costs
Costs of external financing that can be directly attributed to an asset purchase, build or manufacture are capitalised as part of the purchase price or cost to manufacture such an asset. Other external financing costs are recognised as a cost in the period in which they are incurred.
The capitalisation of external financing costs begins at the later of the two dates: commencement of investment or commencement of financing. The Group ceases to capitalise external financing costs when the asset is handed over for use. The Group suspends capitalising external financing costs over a longer time period in which it suspended works focused on adapting the asset.
Significant judgements and estimates
Economic life and residual value
The amount of depreciation charges is determined on the basis of expected period of use for tangible assets. The verification conducted this year resulted in changes to depreciation/amortisation periods. Their impact in 2021 on the amount of depreciation is PLN (3 461 thousand).
The residual values and economic life of property, plant and equipment are verified at least once a year. Each change of depreciation period requires agreement and necessitates an adjustment to the depreciation charges in subsequent financial years.
At each balance sheet date ending a financial year, impairment assessments are carried out in compliance with IAS 36. If indications of impairment are identified, an impairment test is carried out in accordance with IAS 36 (section in these financial statements concerning impairment of non-financial assets).
Use periods for property, plant and equipment are as follows:
buildings and structures 10 – 80 years
including power grids 33 years
structures (operational excavations) natural method depreciation based on length of wall
technical equipment and machinery 2 – 50 years
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
38
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means of transport 3 – 30 years
other property, plant and equipment 3 – 25 years
Estimating the useful life of mines and coal resources
The end of the life-cycle of the mine (LWB) is currently estimated to be 2051, and this did not change from the previous annual financial statements, for 2019. The actual deadline for mine closure might be different from the Group's estimates. This results from the calculation being based on the mine's estimated life-cycle and only the coal resources being available as at the reporting date. A decline in demand for the Group's coal might result in production falling below production capacities, which would extend the mine life-cycle.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
39
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Property, plant and equipment
For the financial year ended 31 December 2020:
Land
Buildings and structures
Technical equipment and machinery
Means of transport
Other tangible assets
Tangible assets under construction
Total
including excavations
Gross value
As at 1 January 2020
120 238
17 537 426
1 669 857
14 710 216
368 826
792 254
1 132 323
34 661 283
Transfers
1 752
1 145 338
279 922
990 211
22 968
112 279
(2 240 001)
32 547
Purchase
-
(42 823)
-
(7 204)
1 500
4 613
2 292 130
2 248 216
Sale
(115)
(82)
-
(400)
(5 750)
(18 154)
-
(24 501)
Discontinued investments
-
-
-
-
-
-
(12)
(12)
Liquidation
(214)
(139 536)
(84 770)
(19 347)
(4 978)
(4 629)
-
(168 704)
Other
(3 156)
75 872
-
2 620
-
(2 477)
12 412
85 271
As at 31 December 2020
118 505
18 576 195
1 865 009
15 676 096
382 566
883 886
1 196 852
36 834 100
Accumulated depreciation
As at 1 January 2020
-
(5 995 024)
(459 045)
(5 140 290)
(147 049)
(449 694)
(2 656)
(11 734 713)
Sale
4
73
-
379
4 321
18 154
-
22 931
Depreciation
-
(722 661)
(163 343)
(698 378)
(24 981)
(58 734)
-
(1 504 754)
Liquidation
-
101 832
55 678
17 985
6 167
4 598
-
130 582
Other
-
153
8
1 154
-
1 036
-
2 343
As at 31 December 2020
4
(6 615 627)
(566 702)
(5 819 150)
(161 542)
(484 640)
(2 656)
(13 083 611)
Impairment
As at 1 January 2020
(1 635)
(461 429)
-
(965 641)
(3 435)
(5 006)
(18 620)
(1 455 766)
Decreases
225
26 242
-
28 151
94
250
1 050
56 012
Increases
(965)
(1 023 345)
-
(2 321 304)
(10 694)
(14 940)
(75 765)
(3 447 013)
As at 31 December 2020
(2 375)
(1 458 532)
-
(3 258 794)
(14 035)
(19 696)
(93 335)
(4 846 767)
Net value at 1 January 2020
118 603
11 080 973
1 210 812
8 604 285
218 342
337 554
1 111 047
21 470 804
Net value at 31 December 2020
116 134
10 502 036
1 298 307
6 598 152
206 989
379 550
1 100 861
18 903 722
No collateral is established on property, plant and equipment assets. External financing costs capitalised in 2020 were negligible.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
40
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For the financial year ended 31 December 2019:
Land
Buildings and structures
Technical equipment and machinery
Means of transport
Other tangible assets
Tangible assets under construction
Total
including excavations
Gross value
As at 1 January 2019
114 786
16 376 934
1 465 088
14 196 007
344 174
674 706
1 336 239
33 042 846
Adjustment due to implementation of IFRS 16
-
-
-
-
(10 028)
-
-
(10 028)
As at 1 January 2019, adjusted
114 786
16 376 934
1 465 088
14 196 007
334 146
674 706
1 336 239
33 032 818
Purchase
-
7 213
-
229 189
1 409
6 178
1 936 810
2 180 799
Sale
(50)
(339)
-
(172)
(8 540)
(43)
-
(9 144)
Transfers
5 528
1 375 054
410 125
320 884
47 444
110 968
(2 137 891)
(278 013)
Transfer to available-for-sale non-current assets
-
(35)
-
-
-
-
-
(35)
Liquidation
-
(305 206)
(205 356)
(38 122)
(5 849)
(3 622)
-
(352 799)
Transfer to investment properties
-
(43)
-
-
-
-
-
(43)
Discontinued investments
-
-
-
-
-
-
(120)
(120)
Other
(26)
83 848
-
2 430
216
4 067
(2 715)
87 820
As at 31 December 2019
120 238
17 537 426
1 669 857
14 710 216
368 826
792 254
1 132 323
34 661 283
Accumulated depreciation
As at 1 January 2019
-
(5 514 659)
(446 214)
(4 502 257)
(140 122)
(399 340)
(2 656)
(10 559 034)
Adjustment due to implementation of IFRS 16
-
-
-
-
2 981
-
-
2 981
As at 1 January 2019, adjusted
-
(5 514 659)
(446 214)
(4 502 257)
(137 141)
(399 340)
(2 656)
(10 556 053)
Depreciation
-
(721 026)
(176 070)
(670 746)
(23 817)
(54 593)
-
(1 470 182)
Sale
-
189
-
121
6 628
-
-
6 938
Liquidation
-
239 057
161 834
32 747
7 371
3 641
-
282 816
Other
-
1 415
1 405
(155)
(90)
598
-
1 768
As at 31 December 2019
-
(5 995 024)
(459 045)
(5 140 290)
(147 049)
(449 694)
(2 656)
(11 734 713)
Impairment
As at 1 January 2019
(1 459)
(467 947)
-
(960 022)
(3 480)
(4 870)
(18 641)
(1 456 419)
Decreases
-
12 785
-
8 022
52
32
260
21 151
Increases
(176)
(6 267)
-
(13 641)
(7)
(168)
(239)
(20 498)
As at 31 December 2019
(1 635)
(461 429)
-
(965 641)
(3 435)
(5 006)
(18 620)
(1 455 766)
Net value at 1 January 2019
113 327
10 394 328
1 018 874
8 733 728
200 572
270 496
1 314 942
21 027 393
Adjustment due to implementation of IFRS 16
-
-
-
-
(7 047)
-
-
(7 047)
Net value at 1 January 2019, adjusted
113 327
10 394 328
1 018 874
8 733 728
193 525
270 496
1 314 942
21 020 346
Net value at 31 December 2019
118 603
11 080 973
1 210 812
8 604 285
218 342
337 554
1 111 047
21 470 804
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
41
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Future contract liabilities related to the purchase of property, plant and equipment incurred as at the reporting date but not yet recognised in the statement of financial position amounted to PLN 1 067 174 thousand as at 31 December 2020 (as at 31 December 2019: PLN 1 306 454 thousand).
15. Intangible assets and goodwill
Accounting rules
Goodwill
Goodwill arising on acquisition results from an excess, on the acquisition date, of the sum of payments, non-controlling interests and the fair value of previously held interests in the acquired entities over the net fair value of identifiable assets, liabilities and conditional liabilities of the acquired entity as at the acquisition date.
In the case of a negative value, the Group reviews the fair values of each component of acquired net assets. If as a result of such a review the value continues to be negative, it is immediately recognised in the present period profit or loss.
Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less impairment.
For impairment testing purposes, goodwill is allocated to the Group's specific cash generating units that should receive the synergy benefits from the merger. The cash generating units to which goodwill is allocated are tested for impairment once a year or more frequently, if it can be reliably expected that impairment has occurred. If the recoverable value of a cash generating unit is smaller than its balance sheet value, an impairment loss is allocated first to reduce the balance sheet value of the goodwill allocated to this cash generating unit and subsequently to this unit's other assets proportionately to the balance sheet value of specific assets in this unit. An impairment loss on goodwill is irreversible.
Geological information
Purchased geological information is recognised in accordance with IFRS 6 Exploration for and Evaluation of Mineral Resources , in an amount resulting from the agreement executed with the Ministry of the Environment. Until a mining concession is secured, this is not subject to amortisation. Subsequently, capitalised costs are amortised throughout the term of the concession.
Fees
Fees for mining usufruct for hard coal mining areas within the "Bogdanka" deposit are capitalised in the amount of such fees. Capitalised costs are recognised throughout the expected period of mining usufruct (note 41).
Other intangible assets
Other intangible assets include: computer software, licences and other intangible assets. Intangible assets are measured at purchase price or cost to manufacture, less accumulated amortisation and accumulated impairment. Amortisation is calculated on a straight-line basis, using the following estimated period of use.
Costs of R&D work
The costs of research works are recognised in profit or loss in the period in which they are incurred. The costs of development work that meet their capitalisation criteria are measured at purchase price or cost to manufacture, less accumulated amortisation and accumulated impairment. Amortisation is calculated on a straight-line basis, using the follow ing estimated period of use.
Significant judgements and estimates
Economic life and residual value
The amount of amortisation changes is determined on the basis of expected period of use for intangible assets. The verification conducted this year resulted in changes to amortisation periods. Their impact in 2021 on the amount of amortisation will be PLN (2 thousand).
Each year, the Group verifies the correctness of periods of use for intangible assets. Each change of amortisation period requires agreement and necessitates an adjustment to the amortisation charges in subsequent financial years.
At each balance sheet date ending a financial year, impairment assessments are carried out in compliance with IAS 36. If indications of impairment are identified, an impairment test is carried out in accordance with IAS 36 (section in these financial statements concerning impairment of non-financial assets).
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
42
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Useful life of intangible assets:
licences and software 2 – 10 years
geological information over the mining concession period (note 41)
other intangible assets 2 – 40 years
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
43
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Intangible assets
For the financial year ended 31 December 2020:
Costs of development work
Goodwill
Computer software, licences, concessions, patents
Geological information
Total
Gross value
As at 1 January 2020
10 485
229 323
624 016
40 856
904 680
Transfers
-
-
23 831
-
23 831
Purchase
392
-
16 448
-
16 840
Transfer to available-for-sale non-current assets
-
-
(8)
-
(8)
Liquidation
-
-
(2 506)
-
(2 506)
Other
(284)
-
(347)
-
(631)
As at 31 December 2020
10 593
229 323
661 434
40 856
942 206
Accumulated amortisation
As at 1 January 2020
(3 313)
-
(286 084)
(2 598)
(291 995)
Amortisation
(867)
-
(52 099)
(1 266)
(54 232)
Liquidation
-
-
2 316
-
2 316
Other
-
-
155
-
155
As at 31 December 2020
(4 180)
-
(335 712)
(3 864)
(343 756)
Impairment
As at 1 January 2020
-
(227 517)
(6 144)
-
(233 661)
Decreases
-
124 919
47
-
124 966
Increases
-
(124 919)
(5 471)
-
(130 390)
As at 31 December 2020
-
(227 517)
(11 568)
-
(239 085)
Net value at 1 January 2020
7 172
1 806
331 788
38 258
379 024
Net value at 31 December 2020
6 413
1 806
314 154
36 992
359 365
No collateral is established on intangible assets. No intangible assets were produced internally in 2020.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
44
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For the financial year ended 31 December 2019:
Costs of development work
Goodwill
Computer software, licences
Right to establish easement
Geological information
Total
Gross value
As at 1 January 2019
6 588
229 323
588 668
71 433
40 856
936 868
Adjustment due to implementation of IFRS 16
-
-
-
(71 433)
-
(71 433)
As at 1 January 2019, adjusted
6 588
229 323
588 668
-
40 856
865 435
Transfers
-
-
(775)
-
-
(775)
Purchase
983
-
50 959
-
-
51 942
Liquidation
-
-
(14 158)
-
-
(14 158)
Transfer to available-for-sale non-current assets
-
-
(678)
-
-
(678)
Other
2 914
-
-
-
-
2 914
As at 31 December 2019
10 485
229 323
624 016
-
40 856
904 680
Accumulated amortisation
As at 1 January 2019
(2 417)
-
(255 121)
(8 096)
(1 705)
(267 339)
Adjustment due to implementation of IFRS 16
-
-
-
8 096
-
8 096
As at 1 January 2019, adjusted
(2 417)
-
(255 121)
-
(1 705)
(259 243)
Amortisation
(896)
-
(44 661)
-
(893)
(46 450)
Liquidation
-
-
13 572
-
-
13 572
Transfer to available-for-sale non-current assets
-
-
184
-
-
184
Other
-
-
(58)
-
-
(58)
As at 31 December 2019
(3 313)
-
(286 084)
-
(2 598)
(291 995)
Impairment
As at 1 January 2019
-
(227 517)
(6 201)
(99)
-
(233 817)
Adjustment due to implementation of IFRS 16
-
-
-
99
-
99
As at January 2019, adjusted
-
(227 517)
(6 201)
-
-
(233 718)
Decreases
-
-
57
-
-
57
As at 31 December 2019
-
(227 517)
(6 144)
-
-
(233 661)
Net value at 1 January 2019
4 171
1 806
327 346
63 238
39 151
435 712
Adjustment due to implementation of IFRS 16
-
-
-
(63 238)
-
(63 238)
As at 1 January 2019, adjusted
4 171
1 806
327 346
-
39 151
372 474
Net value at 31 December 2019
7 172
1 806
331 788
-
38 258
379 024
As at 31 December 2020 and 31 December 2019, goodwill covered goodwill at Miejska Energetyka Cieplna Piła Sp. z o.o.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
45
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Future contract liabilities related to the purchase of intangible assets incurred as at the reporting date but not yet recognised in the statement of financial position reached PLN 29 173 thousand as at 31 December 2020 (as at 31 December 2019: PLN 29 716 thousand).
16. Right-of-use assets
Accounting rules
A contract contains a lease if:
a) it concerns an identified asset that is explicitly specified in the contract (e.g. using an inventory number or indication of a specific floor of a building) or indirectly specified when it is made available to the customer; and
b) the lessee receives essential all of the economic benefits from such assets during the period of use, i.e. both basic benefits and the benefits derived from it; and
c) the lessee has the right to specify the method in which it uses the identified asset.
As lessee, the Group recognises Leases in its financial statements as:
a) right-of-use assets at purchase price;
covering the value of the lease liability plus payments made on or before the contract date, initial direct costs, an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are incurred to produce inventories,
less any lease incentives received.
b) lease liabilities constituting the sum of the present value of lease payments and the present value of payments expected at the end of the lease term.
Subsequent to initial recognition, the Group measures the right-of-use assets at purchase price less amortisation and impairment. The amortisation period is set as:
a) if the lease transfers ownership of the underlying asset to the lessee or if the lessee is certain that it will exercise a purchase option, the amortisation period is from the commencement date to the end of the useful life of the underlying asset, or
b) the amortisation period starts from the commencement date to the earlier of:
the end of the useful life of the right-of-use asset, or
the end of the lease term.
The present value of future lease payments is calculated using a discount rate. ENEA S.A., ENEA Operator Sp. z o.o., ENEA Wytwarzanie Sp. z o.o., Enea Elektrownia Połaniec S.A. and Lubelski Węgiel „Bogdanka” S.A. apply a residual interest rate, i.e. a rate that ENEA S.A. would be required to pay based on a similar lease or, if not possible to determine, an interest rate at the commencement date that ENEA S.A. would have to use to make a loan necessary to purchase the given asset for a similar period and with similar collateral. ENEA S.A. uses an interest rate equal to 6-month WIBOR from the last day of the year preceding the financial year, plus margin. The other companies use an interest rate equal to 1-month WIBOR from the last day of the year preceding the financial year, plus margin. The discount rate is analysed and updated every year. In the case of sub-leases, lessees at ENEA Group use the lessor's discount rate.
The Group sets the lease term, i.e. irrevocable lease term, together with:
a) term for an option to extend the lease if the Group is sufficiently certain that it will exercise this right; and
b) term for an option to terminate the lease if the Group is sufficiently certain that it will not exercise that right.
In most of its leases, the Group uses a lease period in accordance with the contractual period. For contracts executed for an indefinite period, the Group determines the minimum contractual term for both of the parties. If the Group is unable to determine how long it intends to use the asset and such an estimate could be treated as a lease term in the case of contracts with an indefinite period, the Group assumes that the irrevocable contractual period will be the termination period for that lease.
In the case of rights to perpetual usufruct of land, the lease term is the same as the term for the right to perpetual usufruct.
In subsequent periods, the lease liability is measured taking into account:
a) interest charged (unwind of discount),
b) lease payments made,
c) reflection of the re-evaluation of contract, changes in the contract or changes in the nature of variable payments that are fixed in substance.
The liability in a given period will constitute the difference between the present value of lease payments and the sum of lease payments for the given period. The interest part of a lease payment is directly recognised in the statement of profit and loss.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
46
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For multi-element contracts, the Group recognises lease components separately from non-lease components. The Group allocates contractual remuneration to all components, using individual sales prices in the case of lease components and aggregated individual sales prices in the case of non-lease components.
The Group applies a practical expedient and does not apply the lease model in reference to:
a) short-term leases (contracts with a term of up to 12 months and without the right to purchase the asset),
b) the leasing of low-value assets, the initial value of which does not exceed PLN 10 thousand (even if the value of such assets is significant after aggregation) and assets that are not largely depended on or tied to other assets specified in the contract.
This exemption does not apply in situations where the Group transfers the asset under a sub-lease or expects to transfers it. If the Group decides to use this expedient, it recognises lease payments as cost on a straight-line basis throughout the lease term.
From 1 January 2019, rights to the perpetual usufruct of land are recognised as right-of-use assets and are subject to amortisation.
In June 2019, the IFRS Interpretations Committee issued a summary of decisions taken at public meetings concerning interpretations regarding IFRS 16, including regarding the right to underground parts of land. Prior to this decision being issued by the IFRIC, the Group had not treated contracts giving it the right to use underground portions of land as contracts constituting a lease in accordance with the definition of a lease introduced by IFRS 16. The Group also had not treated transmission easements as Leases both when electricity poles are situated on land covered by the easement and when infrastructure is not present and the easement only concerns an overhead power line. Following a detailed analysis of the impact of the Committee's decisions on accounting rules, the Group considered these contracts as leases. This led to an increase in right-of-use assets and lease liabilities presented in the statement of financial position. Right-of-use assets concerning easements for State Forests was recognised at zero value due to the variability of fees. Detailed impact of this change is presented in note 15 and in the table below.
Significant judgements and estimates
Right to use underground parts of land
The value of right-of-use assets and lease liabilities were estimated on the basis of annual payments and the estimated period of economic use resulting from the register of tangible asset. In the future, the Group plans to identify in detail contracts concerning the use of underground parts of roadways and other contracts concerning the placement of equipment on roadways, and to specify on this basis the precise values of the right to use these assets.
Discount rate
The way in which the discount rate is determined is described above in accounting rules.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
47
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Right-of-use assets
For the financial year ended 31 December 2020:
Right to perpetual usufruct of land
Buildings
Technical equipment and machinery
Means of transport
Right to establish easement
Right-of-use assets concerning underground parts of land
Other
Total
Gross value
As at 1 January 2020
352 276
15 483
611
15 080
98 550
300 544
782 544
Purchase
1 199
2 949
10 954
104
213
15 419
Received free-of-charge
3 565
5 001
9 959
18 873
4 591
41 989
Liquidation
(1 304)
(1 079)
(2 793)
(219)
(116)
(5 511)
Other
2 935
7
(173)
(170)
22
(102)
(23)
2 496
As at 31 December 2020
358 671
22 361
438
23 071
108 635
319 096
4 665
836 937
Accumulated amortisation
As at 1 January 2020
(13 192)
(5 026)
(14)
(9 021)
(11 244)
(12 022)
(50 519)
Amortisation
(5 382)
(5 845)
(29)
(5 012)
(3 625)
(15 034)
(283)
(35 210)
Liquidation
52
80
2 706
17
2 855
Other
(2)
(2)
27
9
32
As at 31 December 2020
(18 524)
(10 791)
(45)
(11 300)
(14 860)
(27 039)
(283)
(82 842)
Impairment
As at 1 January 2020
(11 978)
(99)
(12 077)
Decreases
76
90
166
Increases
(11 707)
(292)
(107)
(12 106)
As at 31 December 2020
(23 609)
(292)
(116)
(24 017)
Net value at 1 January 2020
327 106
10 457
597
6 059
87 207
288 522
719 948
Net value at 31 December 2020
316 538
11 570
393
11 479
93 659
292 057
4 382
730 078
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
48
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For the financial year ended 31 December 2019
Right to perpetual usufruct of land
Buildings
Technical equipment
and machinery
Means of transport
Right to establish easement
Right-of-use assets concerning underground parts of land
Total
Gross value
As at 1 January 2019
124 978
124 978
Adjustment due to implementation of IFRS 16
230 328
14 365
14 024
71 433
300 544
630 694
As at 1 January 2019, adjusted
355 306
14 365
14 024
71 433
300 544
755 672
Purchase
2 875
1 017
892
1 462
27 118
33 364
Sale
(103)
(38)
(141)
Transferred under a finance sub-lease
246
246
Liquidation
(7)
(281)
(151)
(439)
Other
(5 795)
(107)
(255)
(1)
(6 158)
As at 31 December 2019
352 276
15 483
611
15 080
98 550
300 544
782 544
Accumulated amortisation
As at 1 January 2019
(7 932)
(7 932)
Adjustment due to implementation of IFRS 16
(2 981)
(8 096)
(11 077)
As at 1 January 2019, adjusted
(7 932)
(2 981)
(8 096)
(19 009)
Sale
3
3
Amortisation
(5 276)
(5 057)
(14)
(6 165)
(3 148)
(12 022)
(31 682)
Liquidation
31
37
68
Other
13
88
101
As at 31 December 2019
(13 192)
(5 026)
(14)
(9 021)
(11 244)
(12 022)
(50 519)
Impairment
As at 01 January 2019
(11 905)
(11 905)
Adjustment due to implementation of IFRS 16
(99)
(99)
As at 1 January 2019, adjusted
(11 905)
(99)
(12 004)
Decreases
1
1
Increases
(74)
(74)
As at 31 December 2019
(11 978)
(99)
(12 077)
Net value at 1 January 2019
105 141
105 141
Adjustment due to implementation of IFRS 16
230 328
14 365
11 043
63 238
300 544
619 518
Net value at 1 January 2019, adjusted
335 469
14 365
11 043
63 238
300 544
724 659
Net value at 31 December 2019
327 106
10 457
597
6 059
87 207
288 522
719 948
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
49
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17. Investment properties
Accounting rules
Investment properties are maintained in order to generate income from rent, growth in value or both. The Group selected the purchase price model at initial recognition.
Investments in properties are amortised on a straight-line basis. Amortisation begins in the month following the month in which the investment in property is accepted for use.
Income from renting investment properties is recognised in profit or loss on a straight-line basis throughout the contract term.
Significant judgements and estimates
Key assumptions regarding verifying the economic life of investment properties are described in an explanatory note concerning property, plant and equipment (note 14), and key assumptions concerning impairment are described in a note in the section of these financial statements relating to the impairment of non-financial assets.
Investment properties
As at
31 December 2020
31 December 2019
Gross value
As at 1 January
33 682
32 770
Transfers
-
836
Purchase
77
33
Liquidation
(2 777)
-
Other
-
43
As at 31 December
30 982
33 682
Accumulated amortisation
As at 1 January
(9 892)
(6 222)
Amortisation
(1 009)
(3 670)
Liquidation
2 776
-
Other
(29)
-
As at 31 December
(8 154)
(9 892)
Impairment
As at 1 January
(681)
(684)
Decreases
5
3
Increases
(913)
-
As at 31 December
(1 589)
(681)
Net value
Net value at 1 January
23 109
25 864
Net value at 31 December
21 239
23 109
No collateral was established on investment properties.
Presented below are revenue and costs related to investment properties:
Year ended
31 December 2020
31 December 2019
Income from investment properties
2 520
2 556
Operating costs related to income-generating investment properties
(4 544)
(6 425)
The Group classifies office buildings and other premises as investment properties.
The ENEA S.A. headquarters was the most valuable investment property recognised in the books at PLN 7 816 thousand. The Group estimates that the fair value is close to the value recognised in the books.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
50
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18. Investments in associates and jointly controlled entities
Accounting rules
Accounting rules concerning investments in subsidiaries, associates and jointly controlled entities are presented in note entitled Group composition and consolidation rules (note 2).
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
51
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The following table shows key financial data concerning associates and jointly controlled entities consolidated using the equity approach:
As at 31 December 2020
Elektrownia Ostrołęka Sp. z o.o.
Polimex - Mostostal S.A.*
Polska Grupa Górnicza S.A.
ElectroMobility Poland S.A.
Total
Stake
50.00%
16.48%
7.66%
25%
Current assets
38 172
1 390 029
1 799 476
17 537
3 245 214
Non-current assets
95 229
673 930
9 080 500
39 274
9 888 933
Total assets
133 401
2 063 959
10 879 976
56 811
13 134 147
Current liabilities
912 443
1 175 007
6 568 576
2 901
8 658 927
Non-current liabilities
213 913
2 733 135
17
2 947 065
Total liabilities
912 443
1 388 920
9 301 711
2 918
11 605 992
Net assets
(779 042)
675 039
1 578 265
53 893
1 528 155
Share in net assets
111 246
120 895
13 473
245 614
Goodwill
7 080
15 954
52 697
75 731
Impairment of goodwill
(7 080)
(52 697)
(59 777)
Impairment of investments
(129 208)
(129 208)
Elimination of unrealised gains/losses
(7 026)
8 313
1 287
Book value of equity-accounted investments at 31 December 2020
120 174
13 473
133 647
Revenue
32 562
1 500 978
7 271 145
483
8 805 168
Net result
(625 208)
94 309
(1 751 246)
(3 762)
(2 285 907)
Elimination of unrealised gains/losses
(7 026)
8 313
1 287
Share of profit of associates and jointly controlled entities
15 683
(125 213)
(631)
(110 161)
Impairment of investments in jointly controlled entities
(129 208)
(129 208)
* package data - this can marginally differ from published data.
The Group made a consolidation adjustment concerning margins on sales in transactions between the Group and Polimex - Mostostal S.A. and Polska Grupa Górnicza S.A.
Taking into account the difficult financial situation at Polska Grupa Górnicza S.A. (PGG), negative changes in that company's market and economic environment as well as plans to extinguish hard coal mining in Poland, the Group identified grounds for the impairment of its investment in PGG. Due to the above, having carried out an impairment test, the Group decided to recognise an impairment loss on the entire value of its investment in PGG. At 31 December 2020, the value of investment in PGG in the consolidated financial statements was zero.
A PLN 222 200 thousand provision for future investment commitments toward Elektrownia Ostrołęka Sp. z o.o. is presented in the item: Share of the results of associates and jointly- controlled entities in the consolidated statement of comprehensive income.
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
52
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As at 31 December 2019
Elektrownia Ostrołęka Sp. z o.o.
Polimex - Mostostal S.A.
Polska Grupa Górnicza S.A.
ElectroMobility Poland S.A.
Total
Stake
50.00%
16.48%
7.66%
25.00%
Current assets
37 549
964 470
2 226 017
40 174
3 268 210
Non-current assets
65 419
718 259
9 794 651
17 542
10 595 871
Total assets
102 968
1 682 729
12 020 668
57 716
13 864 081
Current liabilities
86 271
779 861
4 040 084
1 297
4 907 513
Non-current liabilities
170 532
319 677
4 694 514
3
5 184 726
Total liabilities
256 803
1 099 538
8 734 598
1 300
10 092 239
Net assets
(153 835)
583 191
3 286 070
56 416
3 771 842
Share in net assets
96 110
251 713
14 104
361 927
Goodwill
7 080
15 954
52 697
75 731
Impairment
(7 080)
(52 697)
(59 777)
Goodwill after impairment
15 954
15 954
Elimination of unrealised gains/losses
(7 573)
2 708
(4 865)
Book value of equity-accounted investments at 31 December 2019
104 491
254 421
14 104
373 016
Revenue
8 360
1 502 896
9 189 382
394
10 701 032
Net result
(1 038 720)
4 490
(427 079)
(5 531)
(1 466 840)
Elimination of unrealised gains/losses
(7 573)
2 708
(4 865)
Elimination of surplus of net loss over balance sheet value of stake
(76 916)
(76 916)
Share of profit of associates and jointly controlled entities
(442 444)
5 511
(44 342)
(890)
(482 165)
Impairment of investments in jointly controlled entities
(7 080)
(52 697)
(59 777)
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
53
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Change in investments in subsidiaries, associates and jointly controlled entities
As at
31 December 2020
31 December 2019
As at 1 January
373 016
734 268
Change in the change in net assets
(110 161)
(482 165)
Impairment of investments in jointly controlled entities
(129 208)
(59 777)
Purchase of investments
180 690
As at 31 December
133 647
373 016
Implementation of project to build Elektrownia Ostrołęka C
At 31 December 2020, ENEA S.A. held 9 124 821 shares of Elektrownia Ostrołęka Sp. z o.o., with a nominal value of PLN 50 each and total nominal value of PLN 456 241 thousand.
On 23 December 2019 ENEA S.A. and ENERGA S.A. executed a loan agreement with Elektrownia Ostrołęka Sp. z o.o., pursuant to which ENERGA S.A. issued a loan of up to PLN 340 million to Elektrownia Ostrołęka Sp. z o.o. until 26 February 2021. Under the agreement, if the circumstances indicated in point 1.8 of the Agreement of 30 April 2019, executed between ENEA S.A. and ENERGA S.A., materialise, ENERGA S.A. would conditionally sell half of receivables from Elektrownia Ostrołęka Sp. z o.o. to ENEA S.A., payable by 31 January 2021, for a price equal to the nominal value of the debt, covering especially principal and interest as of 31 January 2021. In accordance with the loan agreement, ENEA S.A. was required to pay the price for the debt by 31 January 2021. ENERGA S.A. paid Elektrownia Ostrołęka Sp. z o.o. the first tranche of the loan on 23 December 2019, amounting to PLN 160 million, the second tranche on 13 January 2020, amounting to PLN 17 million, and the third tranche (PLN 163 million) on 22 April 2020. The aforementioned condition for the second and third tranche of the loan, totalling PLN 180 million, was met as of 30 June 2020 (and in December 2019 for the first tranche). In connection with this, in its financial statements as at 30 June 2020 ENEA S.A. recognised a future receivable concerning the aforementioned two tranches of PLN 90 million plus PLN 1 299 thousand in interest, and a liability towards ENERGA S.A. of the same amount.
On 30 April 2020, PKN Orlen S.A. completed the process of accounting for all transactions to purchase ENERGA S.A. shares following a tender offer to subscribe for the sale of all shares issued by ENERGA S.A., announced by PKN Orlen S.A. on 5 December 2019. As a result of the tender offer, PKN Orlen S.A. purchase 331 313 082 shares of ENERGA S.A., which constitutes approx. 80% of ENERGA S.A.'s share capital and approx. 85% of voting rights at ENERGA S.A.'s general meeting. On 30 November 2020 PKN Orlen S.A., following the settlement of a purchase of shares under a subsequent tender offer for ENERGA S.A. shares, announced by PKN Orlen S.A. on 21 September 2021, increased its stake in ENERGA S.A.'s share capital and voting rights to 90.92% and 93.28%, respectively.
On 13 February 2020, ENEA S.A. executed an agreement with ENERGA S.A. suspending financing by ENERGA S.A. and ENEA S.A. for the project to build Elektrownia Ostrołęka C. In the agreement, ENEA S.A. and ENERGA S.A. undertook to carry out analyses, especially concerning the project's technical, technological, economic and organisational parameters and further financing.
ENERGA S.A. and ENEA S.A. assumed that suspending financing for the project would result in the company having to suspend its contract executed on 12 July 2018 to build Elektrownia Ostrołęka C with capacity of approx. 1000 MW, along with a contract to convert rail infrastructure for Elektrownia Ostrołęka C of 4 October 2019.
On 14 February 2020, Elektrownia Ostrołęka Sp. z o.o. issued to the General Contractor for the contract to build Elektrownia Ostrołęka C with capacity of approx. 1000 MW of 12 July 2018 a notice to suspend all works related to that contract, effective 14 February 2020.
On 18 April 2020, an agreement was signed between PKN Orlen and the State Treasury regarding PKN Orlen's planned acquisition of ENERGA S.A. The parties to the agreement envisaged that once PKN Orlen obtains control over ENERGA S.A., ENERGA S.A.'s flagship investments will be continued. PKN Orlen declared that immediately after assuming control over ENERGA S.A. it would review the terms for continuing these investments, especially the construction of Elektrownia Ostrołęka C.
On 7 May 2020, ENERGA S.A. announced that it had extended the analysis period for project Ostrołęka C. In accordance with the current report, it was assumed that analytical work would continue for about a month.
As part of the analytical work performed under the agreement, ENEA S.A. and ENERGA S.A. worked on updating business and technical assumptions as well as assumptions concerning the financing structure within the financial model. On ENERGA S.A.'s part, the results of this work were provided to Elektrownia Ostrołęka Sp. z o.o. on 14 May 2020, when the company received calculations concerning the Project's profitability in the coal fuel variant. These results were used by the company to perform a CGU test. The CGU test carried out at Elektrownia Ostrołęka Sp. z o.o. shows that completing the Project would generate a negative value, meaning that continuing the Project would be unjustified.
On 19 May 2020, PKN Orlen S.A. published current report 31/2020, announcing that it had issued a statement to ENERGA S.A. in response to a question submitted by ENERGA S.A. to PKN Orlen S.A. regarding its intent to directly invest in the construction of a coal-based energy-generation unit, being implemented by Elektrownia Ostrołęka Sp. z o.o., based in Ostrołęka (Investment). PKN Orlen S.A. declared preliminary readiness to directly invest in the Investment only if the
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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Investment's technological assumptions were to be changed to gas-based technology. PKN Orlen S.A. also declared readiness to hold discussions with the company's shareholders, i.e. ENERGA S.A. and ENEA S.A., regarding the form, extent and way of investing in the Investment.
Furthermore, on 19 May 2020 ENERGA S.A. published current report 41/2020, announcing that on 19 May 2020 it had received from PKN Orlen S.A., majority shareholder in ENERGA S.A., a declaration of preliminary readiness to directly invest in the construction of a power-generation unit by Elektrownia Ostrołęka Sp. z o.o. The declaration constituted a response to ENERGA S.A.'s question addressed to PKN Orlen S.A. and was made only on the condition that the Investment's technological assumptions would be changed to gas fuel, which was one of the scenarios being analysed, as announced by ENERGA S.A. in current reports 8/2020 of 13 February 2020, 11/2020 of 23 February 2020 and 38/2020 of 7 May 2020.
On 19 May 2020, ENEA S.A. received an electronic copy of Resolution no. 39/2020 of the Management Board of Elektrownia Ostrołęka Sp. z o.o. of 19 May 2020 regarding recognition of impairment losses on the book value of the Company's assets. As a result of an impairment test on non-current assets performed at Elektrownia Ostrołęka Sp. z o.o., which followed an update of business assumptions by Elektrownia Ostrołęka Sp. z o.o. regarding the construction of power plant Ostrołęka C based on coal technology, the Group's consolidated financial statements for 2019 include ENEA S.A.'s share of the net loss generated by Elektrownia Ostrołęka Sp. z o.o. Given the fact that it was higher than the value of the stake in this company, it was reduced to zero. At 31 December 2020, ENEA S.A.'s stake in Elektrownia Ostrołęka Sp. z o.o. was worth PLN 0.
On 2 June 2020 the Management Board of ENEA S.A. accepted a final report on analyses conducted in collaboration with ENERGA S.A. regarding the project's technical, technological, economic, organisational and legal aspects and further financing. Conclusions from these analyses do not justify continuing the project in its existing form, i.e. the construction of a power plant generating electricity in a process of hard coal combustion. This evaluation was driven by the following:
1) regulatory changes at the EU level and the credit policy of certain financial institutions, which show that there is far greater access to financing for energy projects based on gas than coal;
and
2) the acquisition of control over Energa by PKN Orlen S.A., the strategy of which does not include investments in electricity generation based on coal combustion.
At the same time, technical analysis confirmed the viability of a variant in which the power plant would use gas ("Gas Project") at the current location of the coal-unit being built. As a result of the above, ENEA S.A.'s Management Board decided to continue building a generating asset in Ostrołęka and change the fuel source from coal to gas.
On 2 June 2020, a three-party agreement was executed between ENEA S.A., ENERGA S.A. and PKN Orlen S.A., spelling out the following key cooperation rules for the Gas Project:
subject to the reservations expressed below, continue cooperation between ENEA S.A. and ENERGA S.A. via the existing special-purpose vehicle, i.e. Elektrownia Ostrołęka Sp. z o.o., and settle costs related to the Project between ENEA S.A. and ENERGA S.A., along with settlements with Project contractors, in accordance with the existing rules,
take into account PKN Orlen S.A.'s potential role in the Gas Project as a new shareholder,
ENEA S.A.'s participation in the Gas Project as a minority shareholder with an investment cap, as a result of which the Company will not be an entity co-controlling Elektrownia Ostrołęka Sp. z o.o.,
subject to the essential corporate approvals, execute a new shareholders agreement regarding the Gas Project that incorporates the aforementioned cooperation rules,
undertake activities intended to secure financing for the Gas Project by ENERGA S.A. together with PKN Orlen S.A.
From 2 June 2020, the parties to this agreement had been holding talks regarding a new investment agreement specifying rules for the further implementation of the Gas Project, including investment by each of the parties. At the same time, ENEA S.A. on its own evaluated the prospect of participating in the project.
On 22 December 2020, the Supervisory Board of ENEA S.A. decided as follows:
withdraw ENEA S.A. from investing in the construction of a gas-based unit as part of project Ostrołęka C, and
make arrangements with ENERGA regarding the settlement of costs pertaining to the project to build a coal- based unit as part of project Ostrołęka C.
Decisions in the above areas taken by the Supervisory Board of ENEA S.A. and the parties involved in Project Ostrołęka C will result in the spin-off of an organised part of enterprise related to the gas project from Project Ostrołęka C (including in accounting and organisational terms). From the spin-off date, investment costs related to settling the gas project will not be incurred by ENEA S.A.
Further, the following documents were signed on 22 December 2020:
agreement between ENEA S.A., ENERGA S.A. and Elektrownia Ostrołęka Sp. z o.o. regarding cooperation on the division of Elektrownia Ostrołęka Sp. z o.o. (Division Agreement),
agreement between the Company and ENERGA S.A. regarding cooperation on settling the coal-based project as part of Project Ostrołęka C (Settlement Agreement, Coal Project).
Consolidated financial statements in compliance with EU IFRS for the financial year ended 31 December 2020 (in PLN 000s)
The additional information and explanations presented on pages - constitute an integral part of these consolidated financial statements
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These agreements were signed in connection with a decision to change the source of power for the Elektrownia Ostrołęka C power plant being constructed with capacity of approx. 1000 MW from coal to gas, and ENEA S.A.'s decision to not participate in the Gas Project.
Both of the agreements include a statement by ENEA S.A. on withdrawal from further participation in the Gas Project. The reasons for withdrawing from further investment in the construction of the gas unit are especially related to ENEA Group's intention to intensify investing activity in the area of renewable energy sources as well as to invest in the conversion of coal-based sources to gas-based across ENEA S.A.'s existing wholly-owned generating assets.
Reaching these agreements also serves to confirm that in light of ENEA S.A.'s withdrawal from the Gas Project the remaining parties will not be seeking any claims from ENEA S.A. based on this decision.
In accordance with the Division Agreement, Elektrownia Ostrołęka Sp. z o.o. will be divided through the spin-off (in the meaning of the Polish Commercial Companies Code) of assets and liabilities (rights and obligations) and other elements that make up the Gas Project. The process of dividing this company is expected to be completed in the second quarter of 2021.
The Settlement Agreement is essential to the performance of the Division Agreement, which requires cooperation by the shareholders of Elektrownia Ostrołęka Sp. z o.o., including the settlement of costs related to the Coal Project. In accordance with the Settlement Agreement, costs related to the Coal Project will be settled based on the existing arrangements between the company and ENERGA S.A. and ENEA S.A.
On 31 December 2020, in accordance with the Settlement Agreement (which amended the loan agreement of 23 December 2019 in this regard), ENEA S.A. bought from ENERGA S.A. half of ENERGA S.A.'s receivables due from Elektrownia Ostrołęka Sp. z o.o. for a price equal to the nominal value of the receivables being sold, i.e. PLN 170 000 thousand, plus interest accrued from 31 December 2020, amounting to PLN 11 617 thousand.
Impairment of loans issued to Elektrownia Ostrołęka Sp. z o.o. as at 31 December 2020 amounted to PLN 209 785 thousand, together with interest (the value of these loans was written off to zero). The total impairment loss on loans issued to Elektrownia Ostrołęka Sp. z o.o. recognised in the nine-month period ended 31 December 2020 was PLN 144 014 thousand, and this amount was recognised in the consolidated statement of comprehensive income under "Impairment of financial assets at amortised cost."
Furthermore, in reference to a settlement proposal presented by the General Contractor on 23 June 2020, with regard to an investment consisting of the construction of coal-fired power plant Ostrołęka C, grounds were identified for recognising a PLN 222 200 thousand provision (this amount was recognised in the consolidated statement of comprehensive income under "Impairment of interests in subsidiaries, associates and jointly-controlled entities") for future investment liabilities toward Elektrownia Ostrołęka Sp. z o.o. Due to considerable uncertainty as to the final amounts of claims, the amount of this provision is the best possible estimate, based on the General Contractor's proposals, among other things. The amounts required to settle the Coal Project are currently being analysed in detail by Elektrownia Ostrołęka Sp. z o.o. and agreed with the General Contractor.
On 26 February 2021, ENEA S.A. and ENERGA S.A. executed with Elektrownia Ostrołęka Sp. z o.o. Annex no. 1 to the PLN 340 million Loan Agreement of 23 December 2019 and Annex no. 6 to the PLN 58 million Loan Agreement of 17 July 2019. Pursuant to these annexes, Elektrownia Ostrołęka Sp. z o.o. has made a commitment to repay the loans to ENEA S.A. on a one-off basis – PLN 170 million and PLN 29 million, respectively, along with due interest, by 30 June 2021.
ENEA S.A.'s commitment to provide funding for Elektrownia Ostrołęka Sp. z o.o. resulting from the existing agreements (especially the agreements dated 28 December 2018 and 30 April 2019 and the Settlement Agreement) that is still outstanding amounts to PLN 620 million. ENEA S.A. does not have sufficient information on any potential additional contributions or their potential deadlines, aside from those above.
19. CO 2 emission allowances
Accounting rules