raport finansowy 2013 - apator · period included in the financial statement: 01.01.2013 –...
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Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 0
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Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 1
1. Description of the organization of the issuer’s capital group with indicated entities subject to
consolidation ............................................................................................................................................................... 3 1.1. Make-up of Apator Group as at 30
th September 2013 ....................................................................................... 3
1.2. The entities subject to consolidation as at 30th
September 2013 ...................................................................... 3 1.3. Business activity of Apator Group .......................................................................................................................... 4 2. Employment in Apator Group ................................................................................................................................... 5 3. Shareholders of parent entity ................................................................................................................................... 6 3.1. Share capital ............................................................................................................................................................. 6 3.2. Possession and changes in the ownership structure of important shareholders............................................ 6 4. Financial part of quarterly statement ....................................................................................................................... 7 4.1. Selected financial data with essential items of condensed financial statement (also translated into Eur)
presenting accumulated data for all quarters of current and previous financial year. ...................................... 7 4.2. Consolidated financial statement of Apator Group............................................................................................. 9 4.2.1. Consolidated financial statement of financial position ..................................................................................... 9 4.2.2. Information concerning the changes in contingent liabilities or contingent assets that have occurred
since the end of the recent financial year (off balance sheet items) of Apator Group ................................... 11 4.2.3. Consolidated financial statement of comprehensive income ....................................................................... 12 4.2.4. Consolidated financial statement of changes in equity ................................................................................. 14 4.2.5. Consolidated cash flow account ....................................................................................................................... 16 4.2.6. Consolidated financial statement according to operating segments ........................................................... 17 4.2.7. Geographical information ................................................................................................................................... 18 4.3. Separated financial statement of Apator SA ...................................................................................................... 19 4.3.1. Financial statement on financial position of parent entity – Apator SA ....................................................... 19 4.3.2. Information on amendments to contingent liabilities or contingent assets that have occurred since the
end of the recent financial year (off-balance sheet items) of parent entity - Apator SA. ............................... 21 4.3.3. Financial statement of comprehensive income of parent entity - Apator SA ............................................. 22 4.3.4. Financial statement of changes in equity of parent entity - Apator SA ....................................................... 24 4.3.5. Cash flow account of parent entity - Apator SA .............................................................................................. 25 5. Information on principles adopted during preparation of financial statement especially the information on
changes being applied in accounting principles .................................................................................................. 26 5.1. Accounting principles ............................................................................................................................................. 26 5.2. Consolidation principles ........................................................................................................................................ 26 6. Additional financial information ............................................................................................................................... 27 6.1. Weighted average number of shares .................................................................................................................. 27 6.1.1. Weighted average number of shares to seperated financial statement ..................................................... 27 6.1.2. Weighted average number of shares for consolidated financial statement ............................................... 27 6.2. EUR exchange rates used for the calculation of selected financial data ....................................................... 27 6.3.1. Consolidated financial statement ...................................................................................................................... 27 6.3.2. Separated financial statement........................................................................................................................... 30 6.4. Amendments to accounting principles ................................................................................................................ 32 7. Factors and events, particularly of special nature, having the impact on financial results achieved by
Apator Group in three quarters 2013. .................................................................................................................... 33 8. Analysis of financial results achieved. ................................................................................................................... 33 8.1. Explanation of seasonal nature of sale ............................................................................................................... 33 8.2. Analysis of revenueson sale ................................................................................................................................. 33 8.3. The analysis of comprehensive income account for three quarters 2013 ..................................................... 34 8.4. Analysis of comprehensive income account in the third quarter 2013 ........................................................... 35 8.5. Analysis of financial position ................................................................................................................................. 36 9. Foreign trade balance, hedging transactions ....................................................................................................... 37 10. The effects of changes in the structure of entity including merger, take over or sale of entities of capital
group of the issuer, long-term investments, division,restructing and discontinued activity ........................... 37
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 2
11. Condensed description of significant achievements or failures of the issuer with the list of the most
important events in the period of three quarters 2013 ........................................................................................ 39 12. Events that occurred after 30
th September 2013 i.e. after the day of preparation of quarterly condesend
financial statement. .................................................................................................................................................. 40 13. The forecast of financial results of Apator Group for 2013................................................................................. 40 14. Proceedings before the court, the appropriate body for arbitration or public authority. ................................. 41 15. Information on conclusion by the issuer or subsidiary single or several transactions with related entities in
single or in total which are significant and they were concluded on other than market conditions. ............. 41 16. Information concerning the issue, buyout and repayment of non share related and capital securities. ...... 42 17. Dividend ..................................................................................................................................................................... 42 18. Loans and borrowings ............................................................................................................................................. 42 18.1. Information on guarantee on loan, borrowing or guarantee granted by the issuer or subsidiary............ 42 18.2. Loans and borrowings of subsidiaries of Apator Group ................................................................................ 43 18.3. Information on borrowings granted .................................................................................................................... 43 19. Other significant information for the assessment of personnel, property and financial situation, financial
result and their changes and information for the assessment of possibilities of the issuer to perform its
obligations ................................................................................................................................................................. 44 20. Factors that in opinion of the Executive Board of Apator S.A. will have the impact on future results ( in the
prospective at least one quarter)............................................................................................................................ 44 Preparation of strategy for 2014 – 2019 ..................................................................................................................... 45 Activity continued of Apator SA in economic zone .................................................................................................... 45
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 3
1. Description of the organization of the issuer’s capital group with indicated entities subject to consolidation
1.1. Make-up of Apator Group as at 30th
September 2013
The parent entity in Apator Group is Apator SA, that is the owner of 100% share capital of 6 entities: Apator Metrix SA,
Apator Powogaz SA, FAP Pafal SA, Apator Mining Sp. z o.o , Apator Control Sp. z o.o., Apator GmbH and co-owner of 2
entities: Apator Rector Sp. z o.o. (70%) and OOO Apator Elektro (50%).
Moreover: Apator Powogaz SA is the owner of: -100 % of capital of Apator Metra s.r.o. , - 61, 60% of capital of Apator Telemetria sp. z o. o. , - 61% of capital of TOV Apator Metroteks, - 50% of capital of ZAO Teplovodomer, Apator Metrix SA is the owner of 50% of shares of George Wilson Industries Ltd. George Wilson Industries Ltd. is the owner of 35% of capital of INDA d.o.o.
1.2. The entities subject to consolidation as at 30th
September 2013
Parent entity: Apator SA,
subsidiaries (directly and indirectly) consolidated by full method:
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 4
Firm Headquarters Share in capital RelRelationships with Apator SA
Apator Mining Sp. z o. o. Katowice 100,00% Subsidiary of Apator SA
Apator Control Sp. z o. o. Toruń 100,00% Subsidiary of Apator S.A.
Apator Metrix SA Tczew 100,00% Subsidiary of Apator S.A.
FAP Pafal SA Świdnica 100,00% Subsidiary of Apator S.A.
Apator Rector Sp. z o. o. Zielona Góra 70,00% Subsidiary of Apator S.A.
Apator Powogaz SA Poznań 100,00% Subsidiary of Apator S.A.
Apator GmbH Berlin (Germany) 100,00% Subsidiary of Apator SA
Newind Sp. z o. o.*) Wrocław 60,00%
42,00%
Subsidiary indirectly of Apator SA through Apator Rector Sp. z o. o. Indirect share through Apator Rector Sp. z o. o.
Apator Metra s. r. o. Sumperk (Czech Republic) 100,00%
100,00%
Subsidiary indirectly of Apator SA through Apator Powogaz SA Indirect share through Apator Powogaz SA
TOV Apator Metroteks Kiev (Ukraine) 61,00%
61,00%
Subsidiary indirectly of Apator SA through Apator Powogaz SA Indirect share through Apator Powogaz SA
Apator Telemetria Sp.z o.o. Słupsk 61,60%
61,60%
Subsidiary indirectly of Apator SA through Apator Powogaz SA Indirect share through Apator Powogaz SA
*) On 31st May 2013 all shares in Newind sp. z o.o. were sold.
Joint controlled and associated entities evaluated by equity method:
Firm Headquarters Share in capital RelRelationships with Apator SA SA
OOO Apator Elektro Moscow (Russia) 50,00% Joint controlled by Apator SA
ZAO Teplovodomer Mytishchi (Russia) 50,00%
50,00%
Joint controlled indirectly by Apator S.A. through Apator Powogaz S.A. Indirect share through Apator Powogaz SA
GWi Ltd. Coventry (Great Britain) 50,00%
50,00%
Joint controlled indirectly by Apator S.A. through Apator Metrix S.A. Indirect share through Apator Metrix SA
INDA d.o.o.* Ljubliana (Slovenia) 35,00%
Associated entity of Apator SA through GWI Ltd. Indirect share through GWI Ltd.
*) 35% shares in capital of INDA d.o.o. were purchased on 03.09.2013 by George Wilson Industries Ltd.
1.3. Business activity of Apator Group
APATOR Group concentrates its activity on two segments of electric machines sector: metering and switchgear ones.
The table below presents the scope of activity of particular entities in capital group of Apator:
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 5
Metering segment Switchgear segment
Apator Metrix SA z GWi Ltd. and INDA d.o.o. Apator Mining Sp. z o. o.
FAP Pafal SA Apator Control Sp. z o. o.
Apator Powogaz with entities: Apator Metra s. r. o., TOV Apator Metroteks, ZAO Teplovodomer, Apator Telemetria
Sp. z o.o. OOO Apator Elektro
Apator Rector Sp. z o. o.
Apator SA
Apator GmbH
Apator Group offers for metering segment:
Electricity meters,
Gas meters,
Water meters,
Heat meters,
Start-up and service of systems of AMI/AMM class (Automated Meter Management),
Start-up and service of prepayment systems.
The offer capital group of Apator for metering segment covers both hardware and software included in smart metering and smart grids integrated systems. It is comprehensive one and it includes complete chain of values from manufacturing of metering equipment to analysis, visualisation and making available of metering data.
The offer of capital group of Apator for switchgear segment covers the equipment for safe making and breaking of electrical circuits.
2. Employment in Apator Group
The table below shows the employment the employment in Apator Group excluding entities consolidated by equity
method i.e. ZAO Teplovodomer, OOO Apator Elektro oraz GWi Ltd. and INDA d.o.o.
Company Status as at 30.09.2013
Status as at 30.09.2012
Change Dynamics
Apator SA 520 481 39 108,1%
FAP Pafal SA 336 368 - 32 91,3%
Apator Metrix SA 298 308 - 10 96,8%
Apator Mining sp. z o. o. 105 118 - 13 89,0%
Apator Control sp. z o. o. 66 61 5 108,2%
Apator Rector sp. z o.o. 170 146 24 116,4%
Newind sp. z o.o. * - 40 - -
Apator Powogaz Group 565 529 36 106,8%
including: Apator Powogaz SA 364 345 19 105,5%
Apator GmbH 2 2 0 100,0%
Total 2 062 2 053 9 100,4%
*) Newind sp. z o. o. was sold on 31st May 2013
The main changes in employment regarded:
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 6
Apator SA – increase of production employees due take over of some services from cooperating parties,
Apator Powogaz Group – caused first of all by increase of employment of production employees in entities of thr
group due to performance of growing number of orders,
Apator Rector sp. z o. o. – increase caused the necessity of the increase of competence and capacity in the areas of
implementation (software engineers) and business suport (system analysts and application developers),
FAP Pafal SA – decrease of employment related to restructuring of the company.
3. Shareholders of parent entity
3.1. Share capital
Share capital of Apator SA as at 30th September 2013 was 3.310.702,80 PLN and it consisted of 33.107.028 shares of
nominal value of 0,10 PLN each.
Shares and votes Number of shares Structure of shares
(%) Number of votes
Structure of votes (%)
Registered shares 7 754 130 23,42% 31 016 520 55,02%
Bearer sharers 25 352 898 76,58% 25 352 898 44,98%
Total shares 33 107 028 100,00% 56 369 418 100,00%
Each bearer share entitles to single vote but registered shares are preferred ones and one such share entitles to four
votes at General Shareholders Meeting.
3.2. Possession and changes in the ownership structure of important shareholders
The shareholders holding at least 5% of total number of votes
3.3. Possession and changes in the ownership structure of shares of persons in management and supervisory
bodies
Person in management:
Apator Mining sp. z o.o. 3 600 000 3 600 000 10,87% 6,39% 3 600 000 3 600 000 10,87% 6,39% - -
Mariusz Lewicki 2 044 000 5 538 007 6,17% 9,82% 2 045 643 5 539 650 6,18% 9,83% 1 643 -
Tadeusz Sosgórnik 1 900 503 4 879 809 5,74% 8,66% 1 900 503 4 879 809 5,74% 8,66% - -
Danuta Guzowska 1 520 279 4 382 921 4,59% 7,78% 1 520 279 4 382 921 4,59% 7,78% - -
Zbigniew Jaworski 1 333 869 3 616 413 4,03% 6,42% 1 333 869 3 616 413 4,03% 6,42% - -
Janusz Marzygliński 1 047 657 3 501 933 3,16% 6,21% 1 047 657 3 501 933 3,16% 6,21% - -
Aviva OFE 2 905 628 2 905 628 8,78% 5,15% 2 905 628 2 905 628 8,78% 5,15% - -
Total 14 351 936 28 424 711 43,34% 50,43% 14 353 579 28 426 354 43,35% 50,44% 1 643 0
votesshares votesshares
(%)
votes
(%)shares
shares
(%)
votes
(%)purchase sale
Description
As at 30th August 2013 As at 14th November 2013 Change
Andrzej Szostak 0 0 0,00% 0,00% 0 0 0,00% 0,00% - -
Tomasz Habryka 0 0 0,00% 0,00% 0 0 0,00% 0,00% - -
Jerzy Kuś 200 200 0,00% 0,00% 200 200 0,00% 0,00% - -
Janina Karaszewska-Zandrowicz 434 500 1 424 500 1,31% 2,53% 434 500 1 424 500 1,31% 2,53% - -
Mirosław Klepacki 0 0 0,00% 0,00% 0 0 0,00% 0,00% - -
Krzysztof Malec 99 396 0,00% 0,00% 99 396 0,00% 0,00% - -
Total 434 799 1 425 096 1,31% 2,53% 434 799 1 425 096 1,31% 2,53% 0 0
votesshares
(%)
votes
(%)purchase saleshares votes
shares
(%)
votes
(%)shares
Description
As at 30th August 2013 As at 14th November 2013 Change
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 7
Persons in supervisory body:
4. Financial part of quarterly statement
Consolidated and separated financial statements for three quarters of 2013 have been prepared in accordance with
International Accounting Standards (IAS / IFRS) and related to them interpretations announced in form of Regulations of
European Commission and Regulation of Ministry of Finance dated 19th
February 2009 on current and regular
information being transferred by the issuers of securities (Journal of Laws of the Republic of Poland No 33, item 259)
with later amendments.
Interim financial statements (consolidated and separated ones of parent entity) for the period of eight months completed
on 30th
September 2013 have been constructed according to IAS 34 (Interim financial reporting). Interim financial
statements do not include all the information and disclosures that are required in annual/semi-annual financial statement
and they should be read together with semi-annual/annual statement of capital group of Apator at 31st December 2012.
4.1. Selected financial data with essential items of condensed financial statement (also translated into Eur)
presenting accumulated data for all quarters of current and previous financial year.
DESCRIPTION
in 000’ PLN in 000’ EUR
Current period
Previous period
Current period
Previous period
Consolidated financial statement III quarters
2013 III quarters
2012 III quarters
2013 III quarters
2012
Sales revenues of products, goods and materials 503 601 498 850 119 249 118 921
Profit (loss) from operating activity 67 801 84 334 16 055 20 104
Gross profit (loss) 65 782 79 318 15 577 18 909
Net profit (loss) 52 146 84 407 12 348 20 122
Net profit (loss) for shareholders of parent entity in
Apator Group 51 544 84 100 12 205 20 049
Net profit (loss) for non-controlling interest 602 307 143 73
Weighted average number of shares 29 507 028 29 507 028 29 507 028 29 507 028
Net profit (loss) per ordinary share [PLN/share] 1,75 2,85 0,41 0,68
Cash flows from operating activity 16 890 44 414 4 006 10 796
Cash flows from investment activity (16 853) (13 629) (3 997) (3 313)
Cash flows from financing activity (24 900) (30 994) (5 906) (7 534)
Total cash flows (24 863) (209) (5 897) (51)
Consolidated financial statement 30.09.2013 2012 30.09.2013 2012
Total assets 511 785 504 448 121 382 123 391
Janusz Niedźwiecki 436 518 1 734 639 1,32% 3,08% 436 518 1 734 639 1,32% 3,08% - -
Mariusz Lewicki 2 044 000 5 538 007 6,17% 9,82% 2 045 643 5 539 650 6,18% 9,83% 1 643 -
Danuta Guzowska 1 520 279 4 382 921 4,59% 7,78% 1 520 279 4 382 921 4,59% 7,78% - -
Janusz Marzygliński 1 047 657 3 501 933 3,16% 6,21% 1 047 657 3 501 933 3,16% 6,21% - -
Marcin Murawski 0 0 0,00% 0,00% 0 0 0,00% 0,00% - -
Krzysztof Kwiatkowski 0 0 0,00% 0,00% 0 0 0,00% 0,00% - -
Total 5 048 454 15 157 500 15,24% 26,89% 5 050 097 15 159 143 15,25% 26,90% 1 643 0
votesshares
(%)
votes
(%)purchase saleshares votes
shares
(%)
votes
(%)shares
Description
As at 30th August 2013 As at 14th November 2013 Change
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 8
DESCRIPTION
in 000’ PLN in 000’ EUR
Current period
Previous period
Current period
Previous period
Fixed assets 248 952 249 359 59 045 60 995
Current assets 262 833 255 089 62 337 62 396
Equity with non-controlling interest 317 118 299 592 75 212 73 282
Non-controlling interest 1 529 1 160 363 284
Share capital 3 311 3 311 785 810
Long-term liabilities and provisons 32 635 45 364 7 740 11 096
Short-term liabilities and provisions 162 032 159 492 38 430 39 013
Weighted average number of shares 29 507 028 29 507 028 29 507 028 29 507 028
Net book value per ordninary share [PLN/share]: 10,75 10,15 2,55 2,48
DESCRIPTION
in 000’ PLN in 000’ EUR
Current
period
Previous
period
Current
period
Previous
period
Individual financial statement III quarters
2013
III quarters
2012
III quarters
2013
III quarters
2012
Sales revenues of products, goods and materials 125 887 145 736 29 809 34 742
Profit (loss) from operating activity 12 848 28 720 3 042 6 847
Gross profit (loss) 49 089 53 173 11 624 12 676
Net profit (loss) for shareholders of parent entity in
Apator Group 46 519 68 188 11 015 16 255
Weighted average number of shares 33 107 028 33 858 852 33 107 028 33 858 852
Net profit (loss) per ordinary share [PLN/share]: 1,41 2,01 0,33 0,48
Cash flows from operating activity 10 357 14 646 2 456 3 560
Cash flows from investment activity 24 281 28 122 5 759 6 836
Cash flows from financing activity (31 682) (36 025) (7 514) (8 757)
Total cash flows 2 956 6 743 701 1 639
Individual financial statement 30.09.2013 2012 30.09.2013 2012
Total assets 280 012 273 799 66 412 66 973
Fixed assets 214 765 221 493 50 937 54 179
Current assets 65 247 52 306 15 475 12 794
Equity with non-controlling interest 212 070 199 082 50 298 48 697
Share capital 3 311 3 311 785 810
Long-term liabilities and provisions 6 640 5 609 1 575 1 372
Short-term liabilities and provisions 61 302 69 108 14 539 16 904
Weighted average number of shares 33 107 028 33 669 870 33 107 028 33 669 870
Net book value per ordninary share [PLN/share]: 6,41 5,91 1,52 1,45
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 9
4.2. Consolidated financial statement of Apator Group
4.2.1. Consolidated financial statement of financial position
DESCRIPTION Day
30.09.2013 31.12.2012 30.09.2012
Fixed assets 248 952 249 359 239 081
Intangible assets 5 943 4 400 3 739
Goodwill of related entities 63 650 66 248 64 200
Property, plant and equipment 143 036 139 183 134 474
Investment properties 1 735 1 735 1 838
Investments in associated entities consolidated by equity method 4 556 6 571 2 572
Other long-term financial assets 259 525 280
- in related entities - 8 -
- in other entities 259 517 280
Long-term borrowings granted 8 684 8 175 7 336
- to related entities 8 684 8 175 7 336
Long -term receivables 358 1 590 1 572
- from other entities 358 1 590 1 572
Long-term prepayments 50 61 58
Deferred tax assets 20 681 20 871 23 012
Current assets 262 833 255 089 291 609
Inventories 102 376 94 053 90 593
Trade receivables 113 315 102 711 150 223
- from related entities 16 547 2 982 6 226
- from other entities 96 768 99 729 143 997
Current tax assets from legal entities 885 63 32
Receivables due to other taxes (excluding income tax) and other similar
charges 6 077 5 535 5 646
Other short-term receivables 16 769 6 026 13 131
- from related entities - - -
- from other entities 16 769 6 026 13 131
Other short-term financial assets 1 932 1 003 1 067
- in other entities 1 932 1 003 1 067
Short-term borrowings granted - - 759
- to related entities - - 759
Cash and cash equivalents 18 856 43 719 23 881
Short-term prepayments 2 623 1 979 3 601
Fixed assets classified as held for sale - - 2 676
TOTAL ASSETS 511 785 504 448 530 690
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 10
DESCRIPTION Day
30.09.2013 31.12.2012 30.09.2012
Equity 317 118 299 592 299 740
Equity for shareholders of parent entity 315 589 298 432 298 697
Share capital 3 311 3 311 3 311
Other capitals 222 837 186 971 186 052
Reserve of remeasurements of defined benefit plans 132 400 -
Hedging transaction evaluation capital and exchange differences from
consolidation (451) 961 617
Undistributed financial result 89 760 106 789 108 717
- undistributed result from previous years 38 216 23 699 24 617
- result of current period 51 544 94 893 84 100
- write-offs from net profit in the financial year (negative value) - (11 803) -
Non-controlling interest 1 529 1 160 1 043
Liabilities 194 667 204 856 230 950
Long-term liabilities and provisions 32 635 45 364 47 173
Long-term loans and borrowings 11 262 12 887 13 230
- from other entities 11 262 12 887 13 230
Long-term liabilities 11 525 25 425 20 215
- towards other entities 11 525 25 425 20 215
Deferred income tax provision 2 365 - 2 602
Long-term provisions for employee benefit liabilities 7 483 7 012 10 907
Other long-term provisions - 40 219
Short-term liabilities and provisions 162 032 159 492 183 777
Short-term loans and borrowings 56 018 42 833 64 510
- from related entities - - -
- from other entities 56 018 42 833 64 510
Trade liabilities 48 272 66 263 70 883
- towards related entities - 1 -
- towards other entities 48 272 66 262 70 883
Current tax liabilities from legal entities 4 448 7 606 8 581
Liabilities due to other taxes (excluding income tax) and other similar
charges 7 866 9 246 10 121
Other short-term liabilities 29 931 18 902 9 461
- towards related entities - 1 -
- towards other entities 29 931 18 901 9 461
Short-term provisions for employee benefit liabilities 9 409 10 348 6 797
Other short-term provisions 6 088 4 294 13 424
TOTAL LIABILITIES 511 785 504 448 530 690
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 11
4.2.2. Information concerning the changes in contingent liabilities or contingent assets that have occurred
since the end of the recent financial year (off balance sheet items) of Apator Group
DESCRIPTION Day
30.09.2013 31.12.2012
Contingent receivables 826 826
Contingent receivables due to other entities 826 826
Contingent liabilities 60 485 13 504
Contingent liabilities due to other entities 60 485 13 504
- due to guarranties and warranties granted 60 485 11 892
- due to import letter of credit - 1 612
Other off-balance-sheet items 182 964 160 138
Fixed assets tenanced 9 158 9 438
Ordinary mortgage 60 540 57 072
Bail mortgage 37 667 37 225
Hedging on property 40 255 33 449
Assignment of receivables 26 812 20 963
Deposits placed 36 36
Blank bills of exchnage 2 949 1 838
Others - compulsory mortgage 5 547 117
Total off-balance-sheet items 244 275 174 468
Moreover, capital group of Apator has established following hedges for the repayments of bank liabilities:
silent assignment of minimum 40% of all the turn over of Apator S.A., assignment of laws under insurance contract of property of Apator S.A. located in Ostaszewo, assignment of laws under insurance policy of property of Apator Mining Sp. z o.o. located in Pszów, assignment of laws under insurance contract of property of Apator Powogaz S.A. located in Poznań, assignment of laws under insurance contract of property of Apator Metra located in Czech Republic, assignment of laws under insurance contract of current assets of Apator Powogaz SA, hedging of inventory up
to the amount of 20 000 000 PLN Further to described hedging for the performance of the bank contracts at the end the third quarter of 2013, the entities of capital group of Apator made the statements on voluntary submission to enforcement to the total amount of 214 m PLN. These statements regard loan contracts and bank guarantee contracts. The statements submitted are equal the amount of maximum liability of the entities increased by bank costs.
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 12
4.2.3. Consolidated financial statement of comprehensive income
DESCRIPTION
Period
01.07.2013 01.01.2013 01.07.2012 01.01.2012
30.09.2013 30.09.2013 30.09.2012 30.09.2012
Sales revenues 162 690 503 601 188 804 498 850
Sales revenues of products and services 148 054 461 862 175 429 450 213
- to related entities 15 784 40 239 13 209 30 394
- to other entities 132 270 421 623 162 220 419 819
Sales revenues of goods and materials 14 636 41 739 13 375 48 637
- to related entities 721 2 555 121 216
- to other entities 13 915 39 184 13 254 48 421
Cost of goods sold (111 984) (356 338) (141 501) (359 971)
Cost of products and services sold (98 855) (321 395) (130 842) (319 780)
- to related entities (10 220) (25 303) (9 399) (20 316)
- to other entities (88 635) (296 092) (121 443) (299 464)
Cost of goods and materials sold (13 129) (34 943) (10 659) (40 191)
- to related entities (631) (2 281) (113) (200)
- to other entities (12 498) (32 662) (10 546) (39 991)
Gross profit (loss) on sales 50 706 147 263 47 303 138 879
Selling costs (7 689) (24 003) (7 442) (20 741)
Overheads (17 493) (55 602) (18 103) (54 751)
Profit (loss) on sales 25 524 67 658 21 758 63 387
Other operating revenues (costs), including: 656 (1 321) 20 887 19 617
Result on sales and liquidation of property plant and
equipment and intangibles 145 183 20 958 21 067
Result on revaluation of non financial fixed assets 13 78 - -
Result on valuation of property - 140 - -
Result on revaluation of non financial current assets 529 470 (159) (190)
Result on provisions for retirement bonuses and jubilee
awards 574 164 55 84
Result on other operating activity (605) (2 356) 33 (1 344)
Share in profits of entities consolidated by equity method 1 313 1 464 874 1 330
Profit (loss) on operating activity 27 493 67 801 43 519 84 334
Financial revenues (costs) including: (358) (2 019) (1 155) (5 016)
Interest on loans and borrowings (462) (1 453) (947) (2 248)
Result on other interest 111 644 197 484
Result on shares 60 (1 287) - -
Result on bills of exchange - (1) - -
Result on exchange differences (1 227) (1 561) (1 280) (3 812)
Result on currency transactions 1 506 2 434 1 006 1 155
Result on revaluation of finnacial current assets (172) (281) 66 8
Other financial revenues (costs) (174) (514) (197) (603)
Profit (loss) before tax 27 135 65 782 42 364 79 318
Current income tax (3 829) (11 147) (8 400) (14 512)
Deferred income tax (1 270) (2 489) 520 19 601
Net profit (loss) 22 036 52 146 34 484 84 407
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 13
DESCRIPTION
Period
01.07.2013 01.01.2013 01.07.2012 01.01.2012
30.09.2013 30.09.2013 30.09.2012 30.09.2012
Other comprehensive income
Other net comprehensive income 3 004 (1 682) 1 883 5 597
Items that will be reclassified to financial result in the
future:
Exchange differences of foreign entities (631) (255) (353) (701)
Net result on hedging accounting including tax effect 3 635 (1 159) 2 236 6 298
Items that will not be reclassified to financial result in the
future:
Net actuarial gains/(losses) on defined benefit plans including
tax effect - (268) - -
Comprehensive income in total 25 040 50 464 36 367 90 004
Net profit (loss), including: 22 036 52 146 34 484 84 407
shareholders of parent entity 21 739 51 544 34 326 84 100
non-controlling interest 297 602 158 307
Comprehensive income in total, including: 25 040 50 464 36 367 90 004
shareholders of parent entity 24 753 49 864 36 219 89 708
non-controlling interest 287 600 148 296
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 14
4.2.4. Consolidated financial statement of changes in equity
DESCRIPTION
CAPITAL FOR THE SHAREHOLDERS OF PARENT ENTITY
Non-controlling interest
TOTAL EQUITY Share
capital Other capitals
Reserve or remeasurements
of defined benefit plans
Capital from valuation of
hedging transactions
and exchange
differences from
consolidation
Retained financial
result TOTAL
Balance as at 01.01.2013 3 311 186 971 400 961 106 789 298 432 1 160 299 592
Changes in equity for the period since 01.01.2013 till 30.09.2013
Profit (loss) due to revaluation (331) (331) - (331)
Hedging instruments for cash flow, including:
- - - (1 430) - (1 430) - (1 430)
- profit (loss) considered in balance valuation for items being hedged
- - - (1 430) - (1 430) - (1 430)
Net exchange differences translated from financial statement to the currency of presentation
- - - (253) - (253) (2) (255)
Tax related to items presented in capital or transfered from capital
- - 63 271 - 334 - 334
Net profit for the period since 01.01.2013 till 30.09.2013
- - - - 51 544 51 544 602 52 146
Comprehensive income for the period since 01.01.2013 till 30.09.2013
- - (268) (1 412) 51 544 49 864 600 50 464
Dividends - - - - (44 510) (44 510) (231) (44 741)
Settlement of advance payment towards dividend from previous year
- - - - 11 803 11 803 - 11 803
Distribution of result for supplementary capital - 35 866 - - (35 866) - - -
Balance as at 30.09.2013 3 311 222 837 132 (451) 89 760 315 589 1 529 317 118
Balance as at 01.01.2012 3 511 165 106 - (4 991) 66 968 230 594 5 873 236 467
Adjustments to the opening balance - - - - 4 331 4 331 (4 732) (401)
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 15
DESCRIPTION
CAPITAL FOR THE SHAREHOLDERS OF PARENT ENTITY
Non-controlling interest
TOTAL EQUITY Share
capital Other capitals
Reserve or remeasurements
of defined benefit plans
Capital from valuation of
hedging transactions
and exchange
differences from
consolidation
Retained financial
result TOTAL
Balance after changes made 3 511 165 106 - (4 991) 71 299 234 925 1 141 236 066
Changes in equity for the period since 01.01.2012 till 30.09.2012
Hedging instruments for cash flow, including:
- - - 7 775 - 7 775 - 7 775
- profit (loss) transferred to financial result - - - 7 775 - 7 775 - 7 775
Net exchange differences translated from financial statement to the currency of presentation
- - - (690) - (690) (11) (701)
Tax related to items presented in capital or transfered from capital
- - - (1 477) - (1 477) - (1 477)
Net profit for the period since 01.01.2012 till 30.09.2012
- - - 84 100 84 100 307 84 407
Comprehensive income for the period since 01.01.2012 till 30.09.2012
- - - 5 608 84 100 89 708 296 90 004
Dividends - - - - (24 756) (24 756) (173) (24 929)
Redemption of own shares (200) - - - - (200) - (200)
Redemption of own shares - 1 824 - - (1 624) 200 - 200
Distribution of result for supplementary capital - 24 807 - - (24 807) - - -
Reimbursement of loss from supplementary capital
- (5 685) - - 5 685 - - -
Purchase of additional shares of subsidiary - - - - (1 180) (1 180) (221) (1 401)
Balance as at 30.09.2012 3 311 186 052 - 617 108 717 298 697 1 043 299 740
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 16
4.2.5. Consolidated cash flow account
DESCRIPTION
Period
01.01.2013 01.01.2012
30.09.2013 30.09.2012
Cash flow from operating activity
Profit before tax (continued operation) 65 782 79 318
Adjustments: 15 388 (15 210)
Amortization of intangible assets 1 202 1 026
Depreciation of property, plant and equipment 14 360 12 233
Write downs due to depreciation of property,plant and equipment (78) -
(Profit) loss on sales of tangible fixed assets and intangibles (409) (27 624)
(Profit) loss on sales of financial assets available for sales (1 202) -
(Profit) loss from evaluation of investment properties according to fair value. (140) -
(Profits) losses from the change of fair value of derivatives (755) (1 510)
Cost of interest 1 837 3 182
Share in (profits) losses of associated entities (1 464) (1 330)
Interest revenues (58) (42)
Other adjustments 2 095 (1 145)
Cash from operating activity before taking into consideration changes in current assets
81 170 64 108
Change in inventories (8 396) 994
Change in receivables (36 567) (25 185)
Change in liabilities (5 113) 8 849
Change in provisions 1 155 6 315
Change in accruals and prepayments (777) (2 370)
Other adjustments (4) (177)
Cash generated by operating activity 31 468 52 534
Income tax paid (14 578) (8 120)
Net cash from operating activity 16 890 44 414
Cash flow from investment activity
Outflows for the purchase of intangibles (2 468) (685)
Inflows from the sale of intangibles (85) -
Outflows for the purchase of tangible fixed assets (14 620) (22 524)
Inflows from the sales of tangible fixed assets 1 343 21 125
Outflows for the purchase of financial assets available for sales (1) -
Inflows from the sales of financial assets available for sales 4 -
Outflows for the purchase of financial assets held for trading (23) (472)
Inflows from sales of financial assests held for trading 181 380
Investments in subsidiaries - (1 402)
Inflows from sales of subsidiaries (278) -
Inflows from goverment subsidies received - -
Borrowings granted (493) (8 095)
Dividends received 1 776 -
Other inflows (outflows) (2 189) (1 956)
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 17
DESCRIPTION
Period
01.01.2013 01.01.2012
30.09.2013 30.09.2012
Net cash from investment activity (16 853) (13 629)
Cash flow from finacial activity
Inflows from loans and borrowings taken 23 997 73 707
Repayment of loans and borrowings (12 583) (75 222)
Interest (1 619) (2 884)
Dividends paid (32 839) (24 849)
Repayment of reliabilities under finance lease contracts (1 671) (1 513)
Other inflows (outflows) (185) (233)
Net cash from financial activity (24 900) (30 994)
Increase(decrease) of net cash and cash equivalents (24 863) (209)
Cash and cash equivalents at the beginning of the period 43 719 24 090
Cash and cash equivalents at the end of the period 18 856 23 881
4.2.6. Consolidated financial statement according to operating segments
The activity Apator Group is concentrated on two key segments of electrical machinery sector:
metering
switchgear
The Group strives to provide with comprehensive service for metering and data read out of utility services and equipment
for safe making and breaking of electrical circuits.
DESCRIPTION Metering
equipment Switchgear
Other
Unalocated
items TOTAL
Financial results of operating segments for the period since 01.01.2013 till 30.09.2013
Total revenues 361 826 110 513 31
262 - 503 601
Sales outside 323 672 105 873 31
262 - 460 807
Sales to related entities 38 154 4 640 - - 42 794
Total costs (266 213) (86 708) (27
420) -
(380 341)
Costs borne outside (242 072) (83 265) (27
420) -
(352 757)
Costs borne to related entities (24 141) (3 443) - - (27 584)
Result of segment 95 613 23 805 3 842 - 123 260
Unalocated costs - - - (56 923) (56 923)
Share in profits of entities consolidated by equity method
- - - 1 464 1 464
Profit (loss) on operating activity 95 613 23 805 3 842 (55 459) 67 801
Financial revenues - - - 3 793 3 793
- Interest - - - 1 066 1 066
Financial costs - - - (5 812) (5 812)
- Interest - - - (1 875) (1 875)
Profit (loss) before tax 95 613 23 805 3 842 (57 478) 65 782
Income tax - - - (13 636) (13 636)
Non-controlling interest - - - (602) (602)
Net profit (loss) 95 613 23 805 3 842 (71 716) 51 544
Other information on segments as at 30.09.2013
Total assets, including: 307 905 76 738 1 300 125 842 511 785
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 18
DESCRIPTION Metering
equipment Switchgear
Other
Unalocated
items
TOTAL
Property, plant and equipment 86 872 14 703 - - 101 575
Intangibles 3 679 1 348 - - 5 027
Goodwill of subordinated entities 63 575 75 - - 63 650
Inventories 79 700 22 676 - - 102 376
Trade receivables 74 079 37 936 1 300 - 113 315
Unalocated assets - - - 125 842 125 842
Trade liabilities 30 658 17 470 144 - 48 272
Financial results of operating segmentsfor the period since 01.01.2012 till 30.09.2012
Total revenues 322 031 107 989 68
830 - 498 850
Sales outside 295 185 104 225 68
830 - 468 240
Sales to related entities 26 846 3 764 - - 30 610
Total costs (235 663) (83 329) (61
720) -
(380 712)
Costs borne outside (218 248) (80 228) (61
720) -
(360 196)
Costs borne to related entities (17 415) (3 101) - - (20 516)
Result of segment 86 368 24 660 7 110 - 118 138
Unalocated costs - - - (35 134) (35 134)
Share in profits of entities consolidated by equity method
- - - 1 330 1 330
Profit (loss) on operating activity 86 368 24 660 7 110 (33 804) 84 334
Financial revenues - - - 2 048 2 048
- Interest - - - 823 823
Financial costs - - - (7 064) (7 064)
- Interest - - - (2 587) (2 587)
Profit (loss) before tax 86 368 24 660 7 110 (38 820) 79 318
Income tax - - - 5 089 5 089
Non-controlling interest - - - (307) (307)
Net profit(loss) 86 368 24 660 7 110 (34 038) 84 100
Other information on segments as at 30.09.2012
Total assets, including: 284 688 65 827 49
470 130 705 530 690
Property, plant and equipment 78 328 12 644 1 284 - 92 256
Intangibles 1 581 994 138 - 2 713
Goodwill of subordinated entities 60 837 75 3 288 - 64 200
Inventories 71 449 18 742 402 - 90 593
Trade receivables 72 493 33 372 44
358 - 150 223
Unalocated assets - - - 130 705 130 705
Trade liabilities 29 113 13 383 28
387 - 70 883
4.2.7. Geographical information
The capital group of Apator has separated three areas of its activities: Home – domestic sales European Union – sales to EU countries Export – sales to other countries
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 19
DESCRIPTION Home Export EU TOTAL
Sales revenues in geographical segments for the period since 01.01.2013 till 30.09.2013
Total revenues 275 164 93 321 135 116 503 601
Sales outside 275 164 51 040 134 603 460 807
Sales to related entities - 42 281 513 42 794
Sales revenues in geographical segments for the period since 01.01.2012 till 30.09.2012
Total revenues 319 510 72 234 107 106 498 850
Sales outside 319 510 41 624 107 106 468 240
Sales to related entities - 30 610 - 30 610
4.3. Separated financial statement of Apator SA
4.3.1. Financial statement on financial position of parent entity – Apator SA
DESCRIPTION Day
30.09.2013 31.12.2012 30.09.2012
Fixed assets 214 765 221 493 214 776
Intangible assets 3 508 3 057 2 917
Property, plant and equipment 69 840 69 272 62 578
Investment properties 1 300 1 303 1 405
Other long-term financial assets 121 860 126 380 126 142
- in related entities 121 601 125 863 125 862
- in other entities 259 517 280
Long-term borrowings granted - 83 144
- to related entities - 83 144
Long -term receivables 43 943 953
- from other entities 43 943 953
Deferred tax assets 18 214 20 455 20 637
Current assets 65 247 52 306 75 920
Inventories 17 033 18 898 19 984
Trade receivables 31 291 25 675 35 364
- from related entities 6 790 1 946 2 780
- from other entities 24 501 23 729 32 584
Income tax receivables from legal entities 885 - -
Receivables due to other taxes (excluding income tax) and other similar charges
359 1 666 2 409
Other short-term receivables 4 057 415 9 545
- from related entities 2 872 12 8
- from other entities 1 185 403 9 537
Other short-term financial assets 415 131 11
- in other entities 415 131 11
Short-term borrowings granted 2 687 214 209
- to related entities 2 687 214 209
Cash and cash equivalents 7 522 4 566 6 823
Short-term prepayments 998 741 1 575
TOTAL ASSETS 280 012 273 799 290 696
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 20
DESCRIPTION Day
30.09.2013 31.12.2012 30.09.2012
Equity 212 070 199 082 209 797
Equity for shareholders of parent entity 212 070 199 082 209 797
Share capital 3 311 3 311 3 311
Other capitals 162 305 138 311 138 311
Reserve of remeasurements of defined benefit plans (169) (49) -
Capital from evaluation of hedging transaction and exchange differences from consolidation
55 359 (13)
Undistributed financial result 46 568 57 150 68 188
- undistributed result from previous years 49 - -
- result of current period 46 519 70 393 68 188
- write-offs from net profit in the financial year (negative value) (13 243)
Liabilities 67 942 74 717 80 899
Long-term and liabilities and provisions 6 640 5 609 5 772
Long-term liabilities 1 617 1 024 1 220
- towards other entities 1 617 1 024 1 220
Deferred income tax provision - - -
Long-term provisions for employee benefit liabilities 5 023 4 585 4 552
Short-term liabilities and provisions 61 302 69 108 75 127
Short-term loans and borrowings 38 557 35 358 40 938
- from other entities 38 557 35 358 40 938
Trade liabilities 13 984 13 092 16 487
- towards related entities 1 838 2 893 6 326
- towards other entities 12 146 10 199 10 161
Income tax liabilities from legal entities - 4 009 5 336
Liabilities due to other taxes (excluding income tax) and other similar charges
2 070 2 069 2 586
Other short-term liabilities 4 003 11 546 1 894
- towards related entities 95 212 -
- towards other entities 3 908 11 334 1 894
Short-term provisions for employee benefit liabilities 2 128 2 459 1 423
Other short-term provisions 560 575 6 463
TOTAL LIABILITIES 280 012 273 799 290 696
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 21
4.3.2. Information on amendments to contingent liabilities or contingent assets that have occurred since the end
of the recent financial year (off-balance sheet items) of parent entity - Apator SA.
DESCRIPTION Day
30.09.2013 31.12.2012
Contingent receivables 826 826
Contingent receivables due to other entities 826 826
Contingent liabilities 28 218 4 468
Contingent liabilities due to other entities 28 218 4 468
- due to guarranties and warranties granted 28 218 4 468
Other off-balance-sheet items 53 599 51 448
Fixed assets tenanced 3 937 3 968
Ordinary mortgage 37 000 37 000
Hedging on property 6 626 4 444
Assignment of receivables 6 000 6 000
Deposits placed 36 36
Total off-balance-sheet items 82 643 56 742
Moreover, the Company has established the hedging of repayment of the limit of receivables by silent assignment of minimum 40% of all trade turn over of Apator S.A., and also the assignment of the rights of insurance contract of the properties of Apator S.A. located in Ostaszewo as the hedging of revolving line for bank loan granting. Apator S.A. made the statements on voluntary submission to enforcement for the total amount of 86,25 m PLN at the end of September 2013 under the above described hedging of the performance of bank contract.The statements regard: limit contract of receivables (Raiffeisen Bank Polska S.A.), loan on current account contract (Bank Handlowy w Warszawie S.A.), and revolving line contract for bank guarantee to be granted (Bank Handlowy w Warszawie S.A.). The statements submitted regard the amount of maximum liability of the Company increased by bank costs.
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 22
4.3.3. Financial statement of comprehensive income of parent entity - Apator SA
DESCRIPTION
Period
01.07.2013 01.01.2013 01.07.2012 01.01.2012
30.09.2013 30.09.2013 30.09.2012 30.09.2012
Sales revenues 44 984 125 887 49 437 145 736
Sales revenues of products and services 40 867 115 914 44 185 116 942
- to related entities 10 197 21 946 6 709 24 597
- to other entities 30 670 93 968 37 476 92 345
Sales revenues of goods and materials 4 117 9 973 5 252 28 794
- to related entities 554 1 929 574 5 185
- to other entities 3 563 8 044 4 678 23 609
Cost of goods sold (31 150) (89 592) (37 653) (111 310)
Cost of products and services sold (27 582) (80 935) (33 091) (85 817)
- to related entities (6 700) (15 405) (5 472) (19 395)
- to other entities (20 882) (65 530) (27 619) (66 422)
Cost of goods and materials sold (3 568) (8 657) (4 562) (25 493)
- to related entities (525) (1 824) (525) (4 568)
- to other entities (3 043) (6 833) (4 037) (20 925)
Gross profit (loss) on sales 13 834 36 295 11 784 34 426
Selling costs (2 469) (6 582) (2 719) (7 392)
Overheads (6 328) (17 242) (5 957) (18 184)
Profit (loss) on sales 5 037 12 471 3 108 8 850
Other operating revenues (costs), including 343 377 20 007 19 870
Result on sales and liquidation of property plant and equipment and intangibles
46 (1) 20 937 21 145
Result on valuation of property - 140 -
Result on revaluation of non financial current assets 5 (5) (11) (61)
Result on provisions for retirement bonuses and jubilee awards 305 (63) - -
Result on other operating activity (13) 306 (919) (1 214)
Profit (loss) on operating activity 5 380 12 848 23 115 28 720
Financial revenues (costs) 2 636 36 241 (497) 24 453
Dividends and shares in profits 2 630 36 635 - 26 096
- from related entities 2 630 36 635 - 26 096
Interest on loans and borrowings (285) (998) (550) (1 189)
Result on other interest (11) (6) 63 105
Result on shares 95 255 -
Result on exchange differences (470) 19 (333) (1 058)
Result on currency transactions 613 364 356 458
Result on revaluation of finnacial current assets 22 42 100 70
Other financial revenues (costs) 42 (70) (133) (29)
Profit (loss) before tax 8 016 49 089 22 618 53 173
Current income tax (63) (230) (5 189) (5 933)
Deferred income tax (994) (2 340) 790 20 948
Net profit (loss) 6 959 46 519 18 219 68 188
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 23
DESCRIPTION
Period
01.07.2013 01.01.2013 01.07.2012 01.01.2012
30.09.2013 30.09.2013 30.09.2012 30.09.2012
Other comprehensive income
Other net comprehensive income 469 (424) 691 1 447
Items that can be reclassified to financial result in the future:
Net result on hedging including tax effect 469 (304) 691 1 447
Items that will not be reclassified to financial result in the future:
Net actuarial gains/(losses) on defined benefit plans including tax effect
- (120) - -
Total income in total 7 428 46 095 18 910 69 635
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 24
4.3.4. Financial statement of changes in equity of parent entity - Apator SA
DESCRIPTION Share capital
Other capitals
Reserve of remeasurements of defined benefit plans
Capital on valuation of hedging
transactions and exchange
differences from consolidation
Undistributed financial
result
TOTAL
Balance as at 01.01.2013 3 311 138 311 (49) 359 57 150 199 082
Changes in equity in the period since 01.01.2013 till 30.09.2013
Profit (loss) due to revaluation - - (148) - - (148)
Hedging instruments for cash flow, including - - - (375) - (375)
- Profit (loss) considered in balance valuation for items being hedged - - - (375) - (375)
Tax related to items presented in capital or transfered from capital - - 28 71 - 99
Net profit in the period since 01.01.2013 till 30.09.2013 - - - - 46 519 46 519
Total income since in the period 01.01.2013 till 30.09.2013 - - (120) (304) 46 519 46 095
Dividends - - - - (46 350) (46 350)
Advance payments made towards dividend - - - - 13 243 13 243
Distribution of result for supplementary capital - 23 994 - - (23 994) -
Balance as at 30.09.2013 3 311 162 305 (169) 55 46 568 212 070
Balance as at 01.01.2012 3 511 125 410 - (1 460) 37 731 165 192
Changes in equity in the period since 01.01.2012 till 30.09.2012
Hedging instruments for cash flow, including - - - 1 787 - 1 787
- Profit (loss) considered in balance valuation for items being hedged - - - 1 787 - 1 787
Tax related to items presented in capital or transfered from capital - - - (340) - (340)
Net profit since 01.01.2012 till 30.09.2012 - - - - 68 188 68 188
Total income in the period since 01.01.2012 till 30.09.2012 - - - 1 447 68 188 69 635
Dividends - - - - (24 830) (24 830)
Purchase of own shares - (200) - - - (200)
Redemption of own shares (200) 200 - - - -
Distribution of result for supplementary capital - 12 901 - - (12 901) -
Balance as at 30.09.2012 3 311 138 311 - (13) 68 188 209 797
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 25
4.3.5. Cash flow account of parent entity - Apator SA
DESCRIPTION
Period
01.01.2013 01.01.2012
30.09.2013 30.09.2012
Cash flow from operating activity
Profit before tax (continued operation) 49 089 53 173
Adjustments (29 675) (46 748)
Amortization of intangible assets 892 751
Depreciation of property, plant and equipment 5 789 4 461
(Profit) loss on sales of tangible fixed assets and intangibles (215) (27 650)
(Profit) loss on sales of financial assets available for sales (255) -
(Profit) loss from evaluation of investment properties according to fair value. (140) -
(Profits) losses from the change of fair value of derivatives (276) (522)
Cost of interest 1 102 1 903
Interest revenues received (45) (10)
Dividends received (36 635) (26 096)
Other adjustments 108 415
Cash from operating activity before taking into consideration changes in current assets
19 414 6 425
Change in inventories 1 865 2 305
Change in receivables (4 232) (1 092)
Change in liabilities (1 252) 2 605
Change in reserves (57) 5 811
Change in accruals and prepayments (257) (1 183)
Cash generated by operating activity 15 481 14 871
Income tax paid (5 124) (225)
Net cash from operating activity 10 357 14 646
Cash flow from investment activity
Outflows for the purchase of intangibles (1 289) (483)
Outflows for the purchase of tangible assets (8 851) (16 395)
Inflows from the sales of tangible fixed assets 593 20 392
Outflows for the purchase of financial assets available for sales (1) -
Inflows from the sales of financial assets available for sales 4 897 -
Investments in subsidiaries (3 247) -
Borrowings granted (3 000) -
Inflows from repayment of borrowings granted 664 166
Interest received 6 12
Dividends received 36 635 26 096
Other inflows(outflows) (2 126) (1 666)
Net cash from investment activity 24 281 28 122
Cash flow from finacial activity
Inflows from loans and borrowings taken 5 000 26 754
Repayment of loans and borrowings (1 785) (36 000)
Interest (1 076) (1 851)
Dividends paid (33 107) (24 823)
Repayment of reliabilities under finance lease contracts (671) (90)
Other inflows(outflows) (43) (15)
Net cash from financial activity (31 682) (36 025)
Increase(decrease) of net cash and cash equivalents 2 956 6 743
Cash and cash equivalents at the beginning of the period 4 566 80
Cash and cash equivalents at the end of the period 7 522 6 823
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 26
5. Information on principles adopted during preparation of financial statement especially the information on
changes being applied in accounting principles
5.1. Accounting principles
The consolidated financial statements of capital group of Apator are compiled according to International Financial
Reporting Standards since the year 2005 according to the requirement imposed by the amendment of the accounting
act. Apator SA also used the possibilities granted by the new Act on accounting and it decided at its general meetings
that:
- separated statements of Apator SA shall be compiled according to IFRS/IAS,
- statements of entities included in capital group of Apator shall be compiled according to IFRS/IAS (both separated and
consolidated statements).
Financial statements (separated and consolidated) at 30th
September 2013 were prepared according to
International Financial Reporting Standards (IFRS/IAS) and interpretations related to them announced in the form of
Regulations of the European Commission, in Polish zloty, due to the fact that Polish zloty is the main currency in which
economic operations are performed in capital group of Apator.
Financial statements of foreign entities included in the capital group of Apator were calculated into the reporting currency
according to rules resulting from International Accounting Standard No. 21.
Financial statements were prepared according to the assumptions on continued activity of the companies of capital group
of Apator in the foreseeable future. As of the day of report preparation there are no circumstances putting the continued
operation of the companies of the capital group of Apator at risk.
Financial statements were prepared according to the historical cost accounting convention that was modified in the case
of fixed assets and financial instruments. Detailed accounting principals used by capital group of Apator were presented
in RS 2012 consolidated statement.
5.2. Consolidation principles
Consolidated financial statement of a capital group includes the data of APATOR SA - parent company and the
companies being under its control. The control takes place when a parent company is directly or indirectly in the
possession of more than 50% of votes in the given business entity or is able to influence on the financial and operational
policy of subordinated subsidiary in order to gain profit from its operations.
Related entities use uniform accounting principles binding in the parent company and they use homogenous form and
scope of individual and consolidated reports that are the bases for consolidation in a capital group.
Consolidated financial report of a capital group is prepared for balance day and for the financial period, specified for
separated financial statement of the parent company.
For the day of purchase, the assets and equity and liabilities of purchased company are estimated according to their fair
market value. The excess of the purchase price above the fair market value of the identifiable taken over net assets of
the company is presented as company value. If the purchase price of the company is lower than the fair market value of
the identifiable taken over net assets of the company, the difference is presented as a profit in the income statement for
the period in which the purchase took place. The share of minority shareholders is presented in an appropriate proportion
of fair market value of assets and capitals.
Financial results of companies purchased or sold during the year are presented in the consolidated statement in
accordance with the date of their purchase or sale.
The method of consolidation was used while preparing the consolidated report by adding individual positions of reports,
exclusions and other corrections. Exclusions include:
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 27
- value of shares of subsidiaries held by the parent company quoted in purchase price;
- mutual receivables and liabilities and other similar accounts of consolidated companies;
- profit and costs resulted from economic operations between consolidated companies;
- profit and costs resulted from economic operations between consolidated companies included in the value of
consolidated assets;
- dividends calculated or paid by consolidated companies to other consolidated companies
6. Additional financial information
6.1. Weighted average number of shares
Book value per share was calculated based on division of equities by weighted average number of shares but the profit
per share was calculated based on division of net profit on continued operation by weighted average number of shares.
6.1.1. Weighted average number of shares to seperated financial statement
Weighted average number of shares at 30th September 2013 is 33.107.028 and it is equal the number of shares.
Weighted average number of shares as at 31st December 2012 was 33.669.870. It takes into account the redemption of
2 million of own shares of Apator SA that have been gratuitously acquired from Apator Mining Sp. z o.o.
Weighted average number of shares as at 30th September 2012 is 33.669.870 and it is equal the number of shares.
6.1.2. Weighted average number of shares for consolidated financial statement
Weighted average number of shares as at 30th September 2013, as at 31
st December 2012 and as at 30
th September
2012 is 29.507.028 and it includes shares being in possession of subsidiary.
6.2. EUR exchange rates used for the calculation of selected financial data
Items in assets and liabilities and in cash flow account – according to average exchange rate binding on the day of
preparation of the statement.
Items in income statement- according to average EUR exchange rate being the arithmetical mean of exchange rates are
announced by the National Bank of Poland binding on the last day of the month.
DESCRIPTION
III quarters 2013
2012 III quarters
2012
Eur / PLN Eur / PLN Eur / PLN
Comprehensive income statement 4,2231 X 4,1948
Cash flow statement 4,2163 X 4,1138
Financial position statement 4,2163 4,0882 X
6.3. Information on adjustments to provisions, provision and assets due to deferred income tax mentioned in the
accounting act concerning and the write downs in the value of elements of assets
6.3.1. Consolidated financial statement
Deferred income tax assets and Income tax provision
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 28
DESCRIPTION
Status at the beginning of the period
Change due to take over/ exclusion of entity
Net exchange
differences translated
from financial
statement to currency
presented
Charging the result due to the change in temporary differences and tax loss
Increase (decrease) of equity due to the change
of temporary differences
Status at the end of the period
Deferred income tax in the period since 01.01.2013 till 30.09.2013
Deferred income tax assets 29 150 (636) 2 (1 101) 310 27 725
Provision for employee benefits 2 263 - 1 25 63 2 352
Provision for bonuses 836 - - (382) - 454
Provision for margins of revenues - - - 2 - 2
Provision for warranty repairs 773 (8) - 191 - 956
Provision for future costs 647 (468) - 188 - 367
Salaries and wages, insurance fees unpaid
371 1 - 65 - 437
Write downs of property, plant and equipment and intangibles
557 - - (15) - 542
Inventory write downs 932 - 1 (134) - 799
Receivables write downs 417 - - (49) - 368
Valuation at fair value - derivatives 90 - - (80) 247 257
Valuation at fair value-other financial assets
1 - - - - 1
Tax loss 27 - - (27) - -
Tax shelter due to operation in Pomeranian Special Economic Zone
20 006 - - (2 189) - 17 817
Balance amortization apart to tax one 119 - - 30 - 149
Internal transactions 599 - - 568 - 1 167
Differences due to finance lease contracts
150 (134) - (6) - 10
Temporary differences due to long-term contracts (construction contracts)
385 - - (144) - 241
Other costs not taxed in the period, including:
977 (27) - 856 - 1 806
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 29
DESCRIPTION
Status at the
beginning of the period
Change due to take
over/ exclusion of
entity
Net exchange
differences translated
from financial
statement to currency presented
Charging the result due to the change in temporary differences and tax loss
Increase (decrease) of equity
due to the change of temporary differences
Status at the end of the period
Deferred income tax in the period since 01.01.2013 till 30.09.2013
Provisions due to deferred tax 8 279 (245) 11 1 388 (25) 9 408
Valuation at fair value - property 10 - - 27 - 37
Valuation at fair value - derivatives 363 - - 64 (25) 402
Balance amortization apart to tax one 6 164 - 11 (203) - 5 972
Excess of nominal value over book value of apportionment
238 - - - - 238
Differences due to finance lease contracts
450 (213) - 71 - 308
Liquidated damages received 225 - - (9) - 216
Temporary differences due to long-term contracts (construction contracts)
496 - - 1 707 - 2 203
Other revenues not taxed in the period, including:
333 (32) - (269) - 32
Total X (391) (9) (2 489) 335 X
Deferred income tax assets 20 871 X X X X 20 681
Provisions due to deferred tax - X X X X 2 365
Effective tax rate
DESCRIPTION
Period
01.01.2013 01.01.2012
30.09.2013 30.09.2012
Profit (loss) before tax, including: 65 782 79 318
Income tax calculated according to binding tax rate, including: 12 476 15 070
Adjustments 1 160 (20 159)
Possible tax on tax free revenues (permanent differences), including: (367) (2 083)
- on income related to zone permission - (1 114)
Tax on cost not being costs of revenues (permanent differences) 780 741
Tax on internal transactions in the group (permanent differences) (277) -
Tax on items not included in financial result of the period 233 -
Asset to be taxed due to operation in Pomeranian Special Economic Zone
- (19 243)
Adjustment of tax loss from past years 426 426
Other tax deductions 365 -
Income tax specified in comprehensive income statement 13 636 (5 089)
Effective tax rate 20,73% -6,42%
Write-downs of non-current & current assets
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 30
DESCRIPTION Status at the beginning of
the period
Change in the period
(increase "+", decrease "-")
Net exchange diffferences
translated from financial
statement to the currency
presented
Status at the end of
the period
Goodwill of subsidiaries 335 - - 335
Property,plant and equipment 2 930 (78) - 2 852
Other financial assets 211 100 - 311
Invetories 4 668 (574) (5) 4 089
Receivables 5 464 (334) 5 5 135
Total 13 608 (886) - 12 722
6.3.2. Separated financial statement
Deferred income tax assets and Income tax provision
DESCRIPTION Status at the beginning of
the period
Charging the result due to the change in temporary differences and tax loss
Increase (decrease) of equity due to the change of temporary differences
Status at the end of the period
Deferred income tax in the period since 01.01.2013 till 30.09.2013
Deferred income tax assets 22 092 (2 346) 126 19 872
Provision for employee benefits 1 095 12 28 1 135
Provision for bonuses 78 (78) - -
Provision for margins of revenues - - - -
Provision for warranty repairs 109 (3) - 106
Provision for future costs 25 (19) - 6
Salaries and wages, insurance fees unpaid 170 65 - 235
Inventory write downs 110 7 - 117
Receivables write downs 139 (30) - 109
Valuation at fair value - derivatives 33 (105) 98 26
Valuation at fair value-other financial assets 268 - - 268
Tax shelter due to operation in Pomeranian Special Economic Zone
20 006 (2 189) - 17 817
Other costs not taxed in the period, including: 59 (6) - 53
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 31
DESCRIPTION Status at the beginning of
the period
Charging the result due to the change in temporary differences and tax loss
Increase (decrease) of equity due to the change of
temporary differences
Status at the end of the period
Deferred income tax in the period since 01.01.2013 till 30.09.2013
Provisions due to deferred tax 1 637 (6) 27 1 658
Valuation at fair value - property 10 27 - 37
Valuation at fair value - derivatives 153 (52) 27 128
Balance amortization apart to tax one 971 36 - 1 007
Excess of nominal value over book value of apportionment
238 - - 238
Liquidated damages received 225 (9) - 216
Other revenues not taxed in the period, including:
40 (8) - 32
Total X (2 340) 99 X
Deferred income tax assets 20 455 (15) 28 18 214
Provisions due to deferred tax - (26) (27) -
Effective tax rate
DESCRIPTION
Period
01.01.2013 01.01.2012
30.09.2013 30.09.2012
Profit (loss) before tax 49 089 53 173
Tax rate 19,00% 19,00%
Income tax calculated according to binding tax rate 9 327 10 103
Possible tax on tax free revenues (permanent differences) (7 116) (6 230)
- including on dividend from related entities (6 961) (4 958)
- on income related to zone permission - (1 114)
Tax on cost not being costs of revenues (permanent differences) 377 355
Asset to be taxed due to operation in Pomeranian Special Economic Zone - (19 243)
Other deductions (18) -
Income tax specified in comprehensive income statement 2 570 (15 015)
Effective tax rate 5,24% -28,24%
Write-downs of non-current & current assets
DESCRIPTION Status at the
beginning of the period
Change in the period (increase "+", decrease "-
")
Status at the end of the period
Other financial assets 1 537 - 1 537
Invetories 579 35 614
Receivables 2 362 (167) 2 195
Total 4 478 (132) 4 346
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 32
6.4. Amendments to accounting principles
Amendments to consolidated financial statement:
Capital group of Apator introduced some amendments to financial statement prepared on the day and for the period
ending on 31st December 2012, being the result of amendment made to the standard IAS 19 „Employee benefits”. In
accordance with the standard amended, the cost of the programme of defined benefits covering revaluation of net
liabilities due to defined benefits has been recognized in other comprehensive income.Further to the above amendment
other comprehensive income was charged against the profit in amount of 493 000 PLN corrected by the tax in amount of
93 000 PLN.
The correction of basic error was introduced concerning the recognition of the option of purchase of additional shares in
subsidiaries from non controlling interest for comparative data in the III quarter 2012. The Group assessed again the
provisions of the below contracts concerning the option of the sale of non controlling interest and recognized that non
controlling interest should be recognized as liabilities in accordance with expected acquisition method. Detailed
description of amendments has been presented in annual consolidated financial statement for 2012.
Due to above amendment the following items in finanancial statement on financial position was corrected:
Goodwill of subordinated entities - 485 000 PLN,
Undistributed result from previous years - 1.751 000 PLN,
Result of current period for shareholders of parent entity - 3.374 000 PLN,
Non controlling interest - 5.610 000 PLN
Grupa Apator also has introduced the amendments to the presentation in financial statement of finacial position and in
financial statement on comprehensive income in comparison with financial statement for the period ending on 30th
September 2012.
Amendment concerns presentation of assets and provisions due to deferred income tax (netting) for the amount of 6.025
000’ PLN and presentation (balancing) of other revenues and financial costs for the amount of 313,3 000 PLN.
Amendments introduced do not have the impact on net profit and equities.
Amendments to separated financial statement:
Apator S.A. introduced the amendment to financial statement prepared on the day and for the period ending on 31st
December 2012, being the result of amendment made to the standard IAS 19 „Employee benefits”. In accordance with
the standard amended, the cost of the programme of defined benefits covering revaluation of net liabilities due to defined
benefits Apator SA recognized it in other comprehensive income. Due to the above amendment, the other
comprehensive income have been recognized as the loss in amount of 60 000 PLN corrected by the tax in amount of
11 000 PLN.
Apator S.A. introduces also the amendments to presentation in financial statement on financial position and
comprehensive income statement in comparison with financial statement for the period ending on 30th
September 2012.
The amendment concerns the presentation of asstes and provisions due to deferred income tax (netting) by the amount
of 1.647 000 PLN. Amendment introduced does not have the impact on net profit and equities.
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 33
7. Factors and events, particularly of special nature, having the impact on financial results achieved by Apator
Group in three quarters 2013.
The significant impact on financial results achieved in the period of three quarters 2013 has the decrease of the make-up
of the capital group that occurred on 31st May 2013, in result of the sale of shares of Newind sp. z o.o. The impact is:
negative on side of revenues,
positive on side of profitability
During the comparative analysis one should take into account two significant single events that took place in the period
of three quarters 2012:
sales of property by Apator SA,
assets entered in the books for deferred income tax due to tax shelter related to reallocation of the activity of Apator
SA to Pomeranian Special Economic Zone.
8. Analysis of financial results achieved.
8.1. Explanation of seasonal nature of sale
Further to the manufacturing of investment goods by Apator Group during the analysis of revenues it is found a slight
seasonal nature of sale however its impact becomes less and less.
Revenues on sale of capital group of Apator (000’PLN)
YEAR I quarter II quarter III quarter IV quarter
2008 62 950 90 650 102 930 99 661
2009 90 661 85 667 90 011 101 218
2010 77 113 91 590 104 426 136 649
2011 107 127 120 210 144 753 165 912
2012 163 146 146 900 188 804 168 632
2013 167 441 173 470 162 690 -
Share of particular quarters in total sale of Apator Group (%)
YEAR I quarter II quarter III quarter IV quarter
2008 17,67% 25,45% 28,90% 27,98%
2009 24,67% 23,31% 24,49% 27,54%
2010 18,82% 22,35% 25,48% 33,35%
2011 19,91% 22,34% 26,91% 30,84%
2012 24,39% 21,96% 28,23% 25,21%
2013 *) 23,92% 24,78% 23,24% -
*) share calculated according to lower limit of the forecast for sale in 2013 i.e. 700 m PLN
8.2. Analysis of revenueson sale
In the period of three quarters 2013 consolidated revenues on sale were at the level of 503.601 000 PLN and in relations
to three quarters 2012 are:
Significantly higher – increase by 39.593 000 PLN (9%), after the revenues of Newind sp. z o.o. were excluded in
both periods,
Slightly higher – increase by 4.751 000 PLN (0,95%) , with Newind sp. z o.o.revenues included
Newind sp. z o.o. has been operating in Apator Group till 31st May 2013. During three quarters 2012 its revenues were
58.342 000 PLN and in the period January-May 2013 were 23.501 000 PLN – decrease by 34.841 000 PLN/year.
In the sales structure of Apator Group metering segment prevails where its share after three quarters of current year is
71, 85%. Revenues in particular segments were as follows:
metering equipment - 361.826 000 PLN, increase by 39.795 000 PLN (12,36%) y/y, achieved mainly by water,heat
and gas product lines ,
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 34
switchgear equipment - 110.513 000 PLN, slightly increase by 2.524 000 PLN (2, 34%) y/y. In switchgear segment
the decrease of revenues on sales of mining equipment due to the economic crisis on the market and the increase
of line product for power engineering and industry. The big contract is being performed for Arcelor Mittal Poland S.A.
other sale - 31.262 000 PLN, decrease by 37.568 000 PLN (54, 58%) y/y caused by smaller revenues on sales of
services and IT equipment by 34.841 000 PLN (Newind excluded – insignificant decrease by 2.727 000 PLN).
The revenues on sales of Apator Group in the period of three quarters 2013 showed high dynamic growth on foreign
markets and the decrease of sale on domestic market.
The Group has performed:
sales on domestic market for the amount of 275.164 000 PLN – decrease by 44.346 000 PLN (13,88%) y/y, after the
exclusion of Newind, decrease by 9.504 000 PLN (3,64%) y/y,
sales on foreign markets for the amount of 228.437 000 PLN, increase by 49.097 000 PLN (27,38%) r/r, including:
to European Union at the level of 135.116 000 PLN, increase by 28.010 000 PLN (26,15%) y/y,
to other countries at the level of 93.321 000 PLN, increase by 21.087 000 PLN (29,19%) y/y.
The share of export in revenues increased from 36,0% in three quarters 2012 to 45,4% in three quarters 2013 . The
progress of sales on foreign markets has been maintaind at the level of average annual growth rate for the recent 5
years equal 27,5%.
The main export areas are showed by the bar chart below:
The main changes regarded the sale:
to Denmark with destination to Dutch market – increase by 18.101 000 PLN achieved in gas product line,
to Russia – increase by 10.440 000 PLN achieved mainly in water and heat product line,
to Ethiopia – increase by 8.355 000 PLN achieved in water and heat product line,
to Hungary – decrease by 6.353 000 PLN due to lower sale in electricity product line
8.3. The analysis of comprehensive income account for three quarters 2013
In the period of three quarters 2013 Apator group achieved the following results:
Description I-III quarters
2013 I-III quarters
2012 Change Dynamics
Revenues on sale 503 601 498 850 4 751 101,0%
50
28
3
50
16
1
24
17
2
16
75
1
11
17
6
8 3
90
7 9
77
5 2
63
4 6
14
4 3
84
4 3
81
39
84
3
32
06
0
20
60
1
12
37
9
9 3
35
35
6 1
66
3 6
17
10
96
7
3 2
89
4 6
99
0
10 000
20 000
30 000
40 000
50 000
60 000
Export of Apator Group according to the countries with the sales performed over 4 m PLN in three quarters 2013
I-III quarters 2013 I-III quarters 2012
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 35
Description I-III quarters
2013 I-III quarters
2012 Change Dynamics
Manufacturing costs of products,merchandise and materials sold 356 338 359 971 -3 633 99,0%
Gross profit on sale 147 263 138 879 8 384 106,0%
Selling costs 24 003 20 741 3 262 115,7%
Overheads 55 602 54 751 851 101,6%
Profit on sale 67 658 63 387 4 271 106,7%
Result on other operating activity -1 321 19 617 -20 938 -6,7%
Share in profit of entities consolidated by equity method 1 464 1 330 134 110,1%
Profit on operating activity 67 801 84 334 -16 533 80,4%
EBITDA 83 363 97 593 -14 230 80,4%
Result on financing activity -2 019 -5 016 2 997 40,3%
Profit/loss before tax 65 782 79 318 -13 536 82,9%
Current income tax 11 147 14 512 -3 365 76,8%
Deferred income tax 2 489 -19 601 22 090 112,7%
Net profit 52 146 84 407 -32 261 61,8%
The following factors had the impact on financial results in reference to three quarters 2012:
sale of shares of Newind on 31.05.2013,
sale of property by Apator SA in the third quarter 2012 for the amount of 36.072 000 PLN that made the increase of
operating profit in 2012 by positive result on the sale in amount of 19,1 m PLN,
booked assets for deferred income tax have been recognized due to the commencement of activity in Pomeranian
Special Economic Zone. The asset as at 30.09.2012 was 19,2 m PLN and it made the increase of net profit in 2012.
After the analysed periods have been made possible to be compared each other by excluding the above mentioned
factors, the results achieved in three quarters 2013 are definetly better on both side of revenues and on side of profits,
with the maitenance of the level of profitability at the same time.
Corrected results I-III Qs 2013 I-III Qs 2012 Change Dynamics
Total sale 480 100 440 508 39 593 109,0%
Profit on sale 68 718 62 391 6 327 110,1%
Operating profit 68 770 64 036 4 734 107,4%
EBITDA 84 151 77 053 7 098 109,2%
Net profit 54 321 48 638 5 683 111,7%
Profitability on sale 14,3% 14,2%
Profitability of EBITDA 17,5% 17,5%
Net profit profitability 11,3% 11,0%
8.4. Analysis of comprehensive income account in the third quarter 2013
Financial statement of comprehensive income in the third quarter 2013 is as follows:
Description III quarter
2013 III quarter
2012 Change Dynamics
Revenues on sale 162 690 188 804 -26 114 86,2%
Manufacturing costs of products,merchandise and materials sold 111 984 141 501 -29 517 79,1%
Gross profit on sale 50 706 47 303 3 403 107,2%
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 36
Description III quarter
2013 III quarter
2012 Change Dynamics
Selling costs 7 689 7 442 247 103,3%
Overheads 17 493 18 103 -610 96,6%
Profit on sale 25 524 21 758 3 766 117,3%
Result on other operating activity 656 20 887 -20 231 3,1% Share in profit of entities consolidated by equity method 1 313 874 439 150,2%
Profit on operating activity 27 493 43 519 -16 026 63,2%
EBITDA 32 757 48 105 -15 348 68,1%
Result on financing activity -358 -1 155 797 31,0%
Profit/loss before tax 27 135 42 364 -15 229 64,1%
Current income tax 3 829 8 400 -4 571 45,6%
Deferred income tax 1 270 -520 1 790 -244,2%
Net profit 22 036 34 484 -12 448 63,9%
After the third quarter 2013 and the third quarter 2012 have been made possible to be compared each other by excluding
the impact of the sale of property, assets due to tax shelter and activity of Newind, Apator Group achieved in the third
quarter 2013 definetly better financial results. There was the increase of revenues on sale, profit and profitability.
Corrected results III Q 2013 III Q 2012 Change Dynamics
Total sale 162 690 151 992 10 698 107,0%
Profit on sale 25 524 20 781 4 743 122,8%
Operating profit 27 493 23 273 4 220 118,1%
EBITDA 32 757 27 769 4 988 118,0%
Net profit 22 036 18 984 3 052 116,1%
Profitability of sale 20,1% 18,2%
Operating profitability 16,9% 15,3%
Profitability of EBITDA 15,7% 13,7%
Net profit profitability 13,5% 12,5%
8.5. Analysis of financial position
Apator Group for three quarters 2013 has got positive cash flow from operating activity in amount of +16.890 000 PLN
but negative ones from investing activity: -16.853 000 PLN and from financing activity in amount of -24.900 000 PLN.
High value of cash generated in financial year 2012 (+43.719 000 PLN), increased by cash generated from current basic
operating activity (+16.890 000 PLN) are used in investments (-16.853 000 PLN). The investments regard mainly the
acquisition of tangible fixed assets (-14.620 000 PLN) and intangibles (-2.468 000 PLN).
Further, the cash from operating activity enables to finance in financing activity:
payment of dividend in amount of: -32.832 000 PLN,
repayment of loans and borrowings in amount of: -12.583 000 PLN
The above presented cash flow gives in total at the end of the third quarter 2013 the cash in amount of +18.856 000
PLN.
The cash flow of Apator Group presented, proves very good financial position of Apator Group that allows investing and
making repayment of liabilities in time:
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 37
Ratios Formula
I-III quarters 2013
I-III quarters 2012
DEBT RATIOS:
Debt rate liabilities/assets 38,0% 43,5%
Net debt loans and borrowings– cash and equivalents borrowings granted
39,7 m PLN 46,5 m PLN
9. Foreign trade balance, hedging transactions
Description
USD quoted in
EUR quoted in
Other currencies
quoted in Total currencies
000’ PLN 000’ PLN 000’ PLN 000’ PLN
Import 45 253 69 467 11 192 125 911
Export 13 474 192 820 22 142 228 437
Foreign trade balance for the three quarters 2013 -31 779 123 354 10 951 102 525
In Apator Group hedging transactions are permanent element of business activity and they are concluded according to
the hedging policy against exchange rate risk.
The Apator Group as at 30th September 2013had hedging transactions in form of forwards for the amount of
33.770 000 EUR with the following deadlines:
2013 : 8.070 000 EUR at weighted average exchange rate 4,24 PLN,
2014 : 16.950 000 EUR at weighted average exchange rate 4,37 PLN,
2015 : 8.750 000 EUR at weighted average exchange rate 4,40 PLN.
Weighted average exchange rate of performance of the above hedging transactions is 4,35 PLN. Transactions have
been concluded with the following banks:
Bank Deadlines
2013 000’ EUR
2014 000’ EUR
2015 000’ EUR
Razem 000’ EUR
Raiffeisen Bank Polska SA 5 290 6 150 4 000 15 440
BZ WBK SA 2 180 8 850 4 500 15 530
Bank Millenium SA 600 1 950 250 2 800
Total 8 070 16 950 8 750 33 770
In the period of three quarters 2013 the valuation of hedging transactions made the increase of the result before tax by
the amount of 2.434 000 PLN and in three quarters 2012 by the amount of 1.155 000 PLN.
10. The effects of changes in the structure of entity including merger, take over or sale of entities of capital
group of the issuer, long-term investments, division,restructing and discontinued activity
Apator Elektro:
On 17th
October 2012 General Shareholders Meeting of ZAO Apator Elektro (joint stock company) made the decision to re-organize the entity by its liquidation and replace it by new entity OOO Apator Elektro. On 26
th November 2012 new
entity - OOO Apator Elektro (limited company) was registered where Apator SA owns 50% shares. OOO Apator Elektro
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 38
took the role of trade agent on Russian market replacing up to now entity ZAO Apator Elektro. The commencement of the activity as the limited company is resulted of legal reasons and it is related to the level of tax charges in Russia. (reduced level of tax charges) On 15
th January 2013, ZAO Apator Elektro – joint controlled entity was liquidated.
Apator Rector Sp. z o.o.:
1. On 31st May 2013 Apator Rector Sp. z o.o. sold all its shares of Newind sp. z o.o. for the amount of 1.728 000 PLN
(acquired for 1.043,7 000 PLN). Total selling costs were 3.012 000 PLN (it concerns the write off the value of assets,
goodwill of the firm and liability due to put option). Consolidated loss on sale of shares was 1.284 000 PLN.
2. Apator SA is in possession of 70% shares of Apator Rector sp. z o.o. Since 31st December 2013 roku Apator SA has
the right to purchase the other 30% shares (call option). Purchase price depends on results of the company in the
period 2011-2013 and it is estimated at the level of 18 m PLN.
FAP Pafal SA:
On 21st January 2013 Apator SA sold FAP Pafal SA 181.210 its shares (25,61% of capital) for the amount of 4.893 000
PLN. Purchase costs of the shares by Apator SA was 4.730 000 PLN. The shares were redeemed on 7th
June 2013
(entry into National Court Register).
On 24th
September 2013 FAP Pafal SA acquired 106.182 own shares from Apator SA for their redemption against the remuneration in amount of 2.867 000 PLN. The purchase cost of the shares by Apator SA was 2.771 000 PLN.
The restructuring process of FAP Pafal SA is continued and it is the result of allocation of electronic electricity meters
manufacturing to Apator SA. The activity of FAP Pafal SA will be focused on the manufacturing of inductive electricity
metres and renderring the services concerning the electricity meters.
Apator Powogaz SA:
On 18th April 2013 General Meeting of Apator Powogaz SA adopted the increase of share capital from 753,5 000 PLN to
4.000 000 PLN by emision of 64.930 shares. The shares were entirely taken by Apator SA. The increase of capital took
place on 12th July 2013 (entry to National Court Register).
Apator Metra s.r.o:
On 28.06.2013 the District Court in Ostrava announced the verdict ordering Apator Metra s.r.o. to make payment towards
the former partner of Metra Šumperk - Jaroslav Macháček in amount of 16,6 m CZK (i.e.. 2,8 m PLN according to the
average exchange rate of the National Bank of Poland dated 28.06.2013 of 1 CZK = 0,1669 PLN), as acompensation of
the price of shares purchased from him. The Company made payment the former partner in amount of 6,6 m CZK (i.e.
1,06 m PLN), but as for the remaing part of the amount, it was appealed to the court. The result of settlement of the
appeal will not have the impact on consolidated financial statement of Powogaz Group. The loss resulting of the
establishment of the provison for the interest and additional costs is about 1 m PLN and it was recognized in
consolidated semi annual financial statement.
George Wilson Industries Ltd.:
George Wilson Industries Ltd. - the company joint controlled by Apator Metrix SA on 03.09.2013 acquired 35% shares in
capital of INDA d.o.o. with the headquarters in Ljubliana (Slovenia) for the amount of 50 000 EUR (i.e. 213,6 000 PLN
according to average exchange rate of the Polish National Bank dated 03.09.2013 of 1 EUR = 4,2720 PLN).
INDA d.o.o. deals with the development where the result will be the work out of electronic counter to gas meter with
communication module that will meet the requirements of the British market.
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 39
11. Condensed description of significant achievements or failures of the issuer with the list of the most
important events in the period of three quarters 2013
Achievements:
1. Increase of revenues from sales by 9%, profit on sale by 10%, EBITDA by 9% and the maintenance of EBITDA
margin at the level of 17,5% (single events and activity of Newind excluded).
2. Completion of low margin activity in the scope of provision of IT equipment (sale of Newind sp. z o.o.) 3. Significant growth of sales on foreign markets (by 27,4%), particularly it concerns water, heat and gas product line at
remaining high Eur and American dollar exchange rates.
Description Apator Group Apator Group (excluding Newind)
Share in I-III Qs 2013
Share in I-III Qs. 2012 Share in I-III Qs.
2013 Share in I-III Qs. 2012
export 45,40% 35,95% 47,58% 40,71%
Failures:
1. Decrease of sales on domestic market, mainly in electricity, mining equipment and ICT product line.
Description
Apator Group Apator Group (excluding Newind)
Share in I-III Qs. 2013
Share in I-III Qs. 2012 Share in I-III Qs.
2013 Share in I-III Qs. 2012
Domestic sale 54,64% 64,05% 52,42% 59,29%
2. Negative assessment of two year activity of Newind sp. z o.o. in the structure of Apator Group:
Acquisition of shres of Newind Sp. z o.o. has not brought expected results of synergy for ApatorGroup,
Newind Sp. z o.o. has not performed the provisions of investment contract in the scope of the development of
own IT solutions and their integration with the products of Apator Group.
The list of other events that occurred in I-III quarters 2013:
1. On 15th
January, ZAO Apator Elektro joint controlled company was liquidated where Apator SA held 50% of shares. New company OOO Apator Elektro with the 50% share of Apator SA took the role of commercial agent on Russian market replacing former entity ZAO Apator Elektro.
2. On 21st January, 2013 FAP Pafal SA acquired 181.210 own shares from Apator SA for 4.893 000 PLN. The above
shares have been redeemed.
3. On 24th
January 2013, Warsaw Stock Exchange in Warsaw announced about new make-up of index for responsible companies (RESPECT Index). The index consists of 20 companies including Apator SA for the fifth time.
4. On 21st February 2013, the Executive Board of Apator SA declared the dividend from the profit for financial year
2012 in amount of 1,20 PLN per share. On 14th
May 2013 the Executive Board of Apator SA declared the increase of the dividend for financial year 2012 from the amount of 1,20 PLN per share to the amount of 1,40 PLN per share.
5. On 13th
March 2013, the Province Administration Court refused the complaint filed by Apator S.A. against the decision of Tax Chamber Director in Bydgoszcz that defined the liability due to income tax for the amount of 1.256.000 PLN being the result of tax control carried out in 2012 in the scope of the settlement of income tax from legal entities for 2009. Apator SA submitted the cassation appeal to the Supreme Administration Court in Poland.
6. On 20th
March 2013 the Executive Board of Apator SA announced that in the period since 13th
January 2012 till
20th
March 2013 the entities of Apator Group (Apator SA included) concluded with PGE Dystrybucja SA 42 contracts that satisfied in total the conditions the criteria of significant contract. Total net value of the contracts was 22,9 m PLN and they concerned the supply of electricity metres and the inventory power grids.
7. Since 29th March 2013 the shares of Apator SA are quoted for the following time in WIGdiv – dividend index at
Warsaw Stock Exchange.
8. On 18th
April 2013 General Meeting of Apator Powogaz SA made the decision on the increase of share capital of the company to 4 m PLN by the emission of 64.930 shares. The share i9n total have been taken by parent entity – Apator SA and paid from its own means.
9. March Apator Control Sp. z o.o. – subsidiary and ArcelorMittal Poland SA the contract of the supply of the control
equipment and accessories for industrial automatics in “Electrical revamping of Long Rail project”. The contract
should be performed till 28th
February 2014 and the value of the contract is 24,8 m PLN. Apator SA granted the
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 40
guarantee of the best performance of the contract by subsidiary Apator Control Sp. z o.o. towards ArcelorMittal
Poland SA. The maximum amount of the guarantee is 24,8 m PLN and it was granted till 22nd
March 2014.
10. On 31st May 2013 Apator Rector Sp. z o.o. concluded the sale contract of all the shares of Newind sp. z o. o., being
60% of share capital. The above shares were sold to two natural persons being co-owners of Newind sp. z o. o.
11. On 24th
June 2013 the Ordinary Shareholders Meeting of Apator SA allocated the amount of 46.350 000 PLN for the dividend from the profit for 2012 that is 1,40 PLN per share.
12. On 24th
June 2013 Mr Ryszard Wojnowski resigned from the function of the member of Supervisory Board of Apator S.A.
13. On 24th
June 2013 Ordinary General Shareholders Meeting of Apator SA recalled Mr Eryk Karski from the member of the Supervisory Board and at the same time it nominated Mr Marcin Murawski and Mr Janusz Niedźwiecki the members of the Supervisory Board.
14. On 25th
June 2013 the Supervisory Board of Apator SA appointed the Executive Board for the tenure of 2013 – 2015. Since that day the Executive Board of Apator SA consists of: Mr Andrzej Szostak – President of the Executive Board and Mr Tomasz Habryka and Jerzy Kuś – the members of the Executive Board of the Company. The tenure of the Executive Board is common and it ends on the day of Ordinary General Shareholders Meeting to be held in 2016.
15. On 26th
June 2013 the Executive Board of Apator SA announced that the insurance contracts would be continued due to actions performed or discontinued actions related to the performance of the function of the member of the Management of Apator Group. Insurance contracts were concluded for the period since 1
st July 2013 till 30
th June
2014 with the following insurance companies:
AIG – in the scope of basic insurance with the insurance amount of 30 m PLN,
ACE – in the scope of excess insurance with the insurance amount of 20 m PLN.
16. On 3rd
September 2013, George Wilson Industries Ltd. joint controlled by Apator Metrix SA acquired 35% shares in share capital of INDA d.o.o. with headquarters in Ljubliana (Slovenia).
17. On 10th
September 2013 the Executive Board announced that Apator SA prolonged till 9th
September 2014 . the term of the obligation of the contract concluded with Bank Handlowy w Warszawie SA. concerning the bank guarantee granted to the amount of 20 m PLN.
18. On 24th
September 2013, FAP Pafal SA acquired 106 000 own shares from Apator SA for the amount of 2.867 000 PLN for their redemption.
12. Events that occurred after 30th
September 2013 i.e. after the day of preparation of quarterly condesend
financial statement.
1. On 8th
November 2013 the Executive Board of Apator SA announced that during the recent 12 months the subsidiary - Apator Powogaz SA concluded with Addis Ababa Water and Sewerage Authority three contracts for the supply water meters of the total value of 6.991 000 USD, i.e. 22.386 000 PLN.
2. On 12th
November 2013 the Executive Board of Apator SA made the decision about the payment of interim dividend towards expected dividend from the profit of 2013 in total value 9.932.108,40 PLN that is in gross value of 0,30 PLN per share. The interim dividend wil be paid on 23
rd December 2013 to the shareholders who will be holding the
shares of Apator SA on 16th December 2013.
13. The forecast of financial results of Apator Group for 2013
The forecast of financial results for 2013 anticipates the achievement of consolidated revenues in the range 700 – 730 m
PLN and consolidated net profit in the range 68 – 71 m PLN assuming that the activity of Apator Group in the make-up
unchanged will be performed in entire 2013 .
In spite of activity of capital group with the make-up decreased (Newind sp. z o.o. was sold on 31st May 2013) The
Executive Board of Apator SA considers that the forecast of consolidated financial results for 2013 will be oscillating at
the lower limit of its range.
Advancement of performance of the forecast
Lower limit of the forecast
Performance I-III quarters 2013
Performance I-III quarters 2013
(%)
Consolidated revenues on sale of 700 000 503 601 71,9%
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 41
Advancement of performance of the forecast
Lower limit of the forecast
Performance I-III quarters 2013
Performance I-III quarters 2013
(%)
products,merchandise and materials
Consolidated net profit 68 000 52 146 76,7%
Apator SA does not refer to the forecast of the net profit for the shareholders of parent entity due to the change in
booking principles of the purchase option of minority packages that took place after the publication of the forecast. In
result of correction, options are considred like they are made (excluding non controlling interest).Further to the above the
profit of Apator Group in 99% is for the shareholders of parent entity. Detail conditions of introduction of the correction
have been described in point 6.18 of condensed semi-annual consolidated financial statement.
14. Proceedings before the court, the appropriate body for arbitration or public authority.
Proceedings before the court (including two or more) regarding the commitments or receivables of Apator SA or its
subsidiaries, taken at arbitration court or public authority regarding the issuer and subsidiaries are not 10% of equities of
the issuer.
Furthermore:
The Executive Board of Apator S.A. has completed the appeal process from the decision of the Polish Financial
Supervisory Authority dated 17th
April 2012 where the Company was punished by the amount of 150 000 PLN for
non performance of information obligation,
The Executive Board of Apator SA has been continuing the appeal process from the decision of Tax Chamber in
Bydgoszcz where the tax obligation had been defined in amount of 1.256 000 PLN plus interest resulting of the
control carried out in 2012 in the scope of settlement of income tax from legal entities for 2009. Apator SA on 13th
May 2013 submitted the cassation appeal to the Supreme Administration Court.
On 28.06.2013 the District Court in Ostrava announced the verdict ordering Apator Metra s.r.o. to make payment
towards the former partner of Metra Šumperk - Jaroslav Macháček in amount of 16,6 m CZK (i.e.. 2,8 m PLN
according to the average exchange rate of the National Bank of Poland dated 28.06.2013 of 1 CZK = 0,1669 PLN),
as acompensation of the price of shares purchased from him. The Company made payment the former partner in
amount of 6,6 m CZK (i.e. 1,06 m PLN), but as for the remaing part of the amount, it was appealed to the court. The
result of settlement of the appeal will not have the impact on consolidated financial statement of Powogaz Group.
The loss resulting of the establishment of the provison for the interest and additional costs is about 1 m PLN and it
was recognized in consolidated semi annual financial statement.
15. Information on conclusion by the issuer or subsidiary single or several transactions with related entities in
single or in total which are significant and they were concluded on other than market conditions.
In the period of three quarters 2013 Apator SA or other subsidiary did not concluded transactions with related entities
that would be as single or together significant and were concluded on other conditions than the market ones.
Typical trancactions concluded within Apator Group rconcerning co-operation in the scope of:
electronic electricity meters – co-operation with Apator SA and FAP Pafal SA,
switchgear equipment – co-operation with Apator SA and OOO Apator Elektro,
heat meters – co-operation with Apator S.A. and Apator Powogaz SA,
water maters and heat meters – co-operation with Apator Powogaz SA and ZAO Teplovodomer and Apator
Powogaz S.A. and Apator Telemetria sp. z. o. o.,
export made by entities in Apator Group to German market with participation of Apator GmbH,
plastics processing – co-operation of Apator SA and Apator Metrix SA.
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 42
In the scope of financial activity of entities in Apator Group, the dividends are being transfared. In three quarters 2013
Apator SA received from subsidiaries the dividends in total amount of 36.635 000 PLN, i.e. by 40% higher than in the
same period in the previous year.
16. Information concerning the issue, buyout and repayment of non share related and capital securities.
In the period of three quarters 2013 Apator did not make any issuance, buyout or repayment non share related and capital securities.
17. Dividend
On 24th
June 2013 Ordinary General Shareholders Meeting decided to make payment of dividend from the profit for 2012
in total amount of 46.349.839,20 PLN, that is in gross amount 1,40 PLN per share.
Dividend from the profit for 2012
Number of shares Interim dividend
towards dividend per share
Other part of dividend from the
profit for 2012 Dividend
Registered shares 7 754 130 0,40 zł 1,00 zł 10 855 782,00 zł
Bearer shares 25 352 898 0,40 zł 1,00 zł 35 494 057,20 zł
Total shares 33 107 028 0,40 zł 1,00 zł 46 349 839,20 zł
On 12th November 2013 the Executive Board of Apator SA made the decision on payment of interim dividend towards
expected dividend from the profit for 2013 in total amount of 9.932.108,40 PLN, that is in gross amount of 0,30 PLN per
share. The interim payment will be paid on 23rd
December 2013, the shareholders who will be holding the shares of
Apator SA on 16th
December 2013.
Dividend from the profit for 2013
Number of shares Interim dividend per
share Interim dividend
Registered shares 7 754 130 0,30 zł 2.326.239,00 zł
Bearer shares 25 352 898 0,30 zł 7.605.869,40 zł
Total shares 33 107 028 0,30 zł 9.932.108,40 zł
18. Loans and borrowings
18.1. Information on guarantee on loan, borrowing or guarantee granted by the issuer or subsidiary
Apator SA and subsidiaries have not granted any guarantee on loans, borrowing or guarantee to entities from outside the
Group where the value did not exceed 10% of equities of the issuer.
Apator SA granted on 25th
April 2013 to subsidiary - Apator Control Sp. z o.o. guarantee of proper performance by
Apator Control Sp. z o.o. the contract for Arcelor Mittal Poland SA within Apator Group. The value of guarantees
exceeded 10% of equities of Apator SA. Maximum guarantee amount is 24,8 m PLN and it includes entire value of the
contract. Based on the contract concluded Apator Control Sp. z o.o. is obliged to make payment of commission from the
amount of guarantee in value of 1,3% annually for each commenced month of the guarantee. The guarantee was
granetd for the period since 25th
April 2013 till 22nd
March 2014.
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 43
18.2. Loans and borrowings of subsidiaries of Apator Group
Description
Loans and borrowings as at 30.09.2013 (000’PLN)
Short-term Long-term TOTAL
Apator SA 38 557 0 38 557
Apator Control sp. z o. o. 2 539 0 2 539
Apator GmbH 157 0 157
Apator Metrix SA 3 511 7 111 10 622
Apator Mining sp. z o. o. 633 0 633
Grupa Apator Powogaz 11 160 4 151 15 311
Apator Rector sp. z o.o. 2 157 0 2 157
Pafal SA 0 0 0
Total 58 714 11 262 69 976 Borrowing granted to Apator GmbH by Apator SA 157 0 157 Borrowing granted to Apator Control sp. z o.o. by Apator SA 2 539 0 2 539
Total Apator Group (data consolidated) 56 018 11 262 67 280
18.3. Information on borrowings granted
On 24th
May 2013 the contract was concluded and based on it Apator S.A. granted the subsidiary - Apator Control Sp. z
o.o. the borrowing in amount of 3.000 000 PLN. The date of the repayment of the last instalment of the borrowing with all
the interest expires on 31st December 2013.
Apator SA has the receivable due to borroing granted to Apator GmbH. The status of the above borrowing as at 30
th
September 2013 was 36 000 Eur i.e. 157 000 PLN. The date of repayment of the borrowing expires on 31st May 2014.
Apator Metrix SA has the receivable due to borrowings granted to its joint controlled entity- GWi Ltd.:
The entity the borrowing was granted to
Title
The amount
according to the
contract
Date of borrowing
granted
Status as at
30.09.2013
Currency
The deadline
Interest rate
GWI Ltd - joint controlled entity
Borrowing granted for current activity
1 450 000,00
05.09.2012 1 450
000,00 GBP 2016
3 p.p above base rate of
Barclays Bank PLC
GWI Ltd - joint controlled entity
Borrowing granted for current activity
150 000,00 05.09.2012 150 000,00 GBP 2016
3 p.p above base rate of
Barclays Bank PLC
GWI Ltd - joint controlled entity
Borrowing granted for current activity
75 000,00 03.10.2012 75 000,00 GBP 2016
3 p.p above base rate of
Barclays Bank PLC
GWI Ltd - joint controlled entity
Borrowing granted for current activity
50 000,00 17.07.2013 50 000,00 GBP 2016
3 p.p above base rate of
Barclays Bank PLC
GWI Ltd - joint controlled entity
Borrowing granted for current activity
50 000,00 20.08.2013 50 000,00 GBP 2016
3 p.p above base rate of
Barclays Bank PLC
TOTAL 1 775 000,00 1 775 000,00 GBP
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 44
The statute of the above borrowings was 1.775 000 GBP (i.e. according to the exchange rate of the National Bank of
Poland for the days of their granting – 9.428 000 PLN). As at 30th
September 2013 it was in total 1.775 000 GBP (i.e.
8.684 000 PLN according to the parent bank of purchase exchange rate dated 30th
September 2013 equal 1 GNP =
4,8922 PLN). In total till 30th
September 2013, GWI Ltd. paid to Apator Metrix SA 286,5 000 PLN of interest due to the
borrowings.
19. Other significant information for the assessment of personnel, property and financial situation, financial
result and their changes and information for the assessment of possibilities of the issuer to perform its
obligations
On 25th
June 2013 the make-up of the Executive Board of Apator SA was changed. The Executive Board was
nominated for the following tenure for the period 2013 – 2015 in the following make-up:
Andrzej Szostak – President of the Executive Board,
Tomasz Habryka – Member of the Executive Board,
Jerzy Kuś – Member of the Execuitve Board.
The President of the Executive Board of the previous tenure – Janusz Niedźwiecki was nominated by Ordinary Gebneral
Shareholders Meeting to the Member of the Supervisory Board of Apator SA where he is the chairman.
20. Factors that in opinion of the Executive Board of Apator S.A. will have the impact on future results ( in the
prospective at least one quarter)
In the fourth quarter 2013 Apator Group should achieve the financial results that will allow to perform the annual forcast
at the lower limit of the range. Consolidated revenues from sales should be similar to ones achieved in the third quarter
this year but the profitability will be additionally under the influence of the provisions established obligatory in the costs of
the last quarter.(for example annual bonuses)
Other factors having the impact on future results of Apator Group in the longer time:
External factors
situation on currency market due to high share of export in sales of Apator Group, (particularly it concerns Eur and
American dollar exchange rate),
replacement of current electricity metres by smart metres on domestic market and in Western Europe,
increase of investments in low voltage power grids network and expenses for the automation of operation of power
grids and substations,
increase of expenditure on IT (particularly inventory, MDM),
strong price pressure in tenders on current metering equipment,
necessity of quick adjustement of the product offer to changing and different requirements concerning some different
open standards,
integration of IT systems to manage the network with MDM, centralization of systems in power engineering.
Internal factors
preparation of the strategy for the period 2014-2019 updating the directions of the further development,
activity continued by Apator SA in the area of the Pomeranian Special Economic Zone,
concentration of the manufacturing of electronic electricity meters and plasic processing center in one place in
Apator Group that is in Apator SA,
restructuring process of FAP Pafal SA being the result of the transfer of manufacturing of electronic electricity
metres to Apator SA. Activiity of FAP Pafal SA will be focused on inductive metres and rendering services related to
the metres,
automation of manufacturing processes of electricity metres, gas metres and water meters,
completion the offer by distribution management systems,
active participation in standarization of smart metering and smart grids,
Name of capital group: Apator Group
Period included in the financial statement: 01.01.2013 – 30.09.2013 Reporting currency: Polish zloty (PLN)
Roundings: All amounts are quoted in thousands of Polish zloty (if not stated otherwise)
2013 Quarterly consolidated financial statement of Apator Group for three quarters 2013 with condensed quarterly financial
statement of Apator SA 45
significant role of the research and development related to the adjustment the offer to new standards of smart
metering.
Preparation of strategy for 2014 – 2019
Currently the updating of the strategy of Apator Group is carried out covering:
review of strategy for the period 2011 – 2013 and the assessment of the progress of its performance,
identification of organic development projects and potential acquisition,
determination of the directions of development for the period 2014 – 2019,
preparation of financial model and long-term forecast,
operationalization of the strategy.
Activity continued of Apator SA in economic zone
Apator SA has been continuing the activity in Pomeranian Special Economic Zone at Ostaszewo in the area of Kujavy-
Pomerania Province. The activity in economic zone allows adopting the tax shelter due to the costs of new investment. It
is a tax shelter for legal entities from the income achieved in sale in the zone area. Apator SA has commenced the
settlement of the activity in the zone since 1st June 2012.