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NITROGEN

ANNUAL REPORT

2013

CHEMOPROJECT NITROGEN a.s.

Videnska 104 252 42 vestec

Company ID: 24693227

Commercial Register: Municipal Court in Prague, Section B, File 16266

ANNUAL REPORT CONTENTS

I. Basic Data

11. Statutory Bodies and Company Management

Ill. Introductory Word by the Chairman of the Board of Directors

IV. Company Strategy

V. Report of the Board of Directors on Company's Business and Assets

Schedules:

1. Report by the Board of Directors on Relationships between Related Entities

2. Independent Auditor's Report and Financial Statements as at 31 December 2013

I. BASIC INFORMATION

Business name:

Company ID:

Tax ID No.:

Registered office:

Telephone:

Fax:

E-mail:

Website:

Established:

Company's auditor:

Registered capital:

Shares:

Type of share

Registered


24693227

CZ24693227

Videnska 104,252 42 Vestec

+420 261 305 Ill

+420 261 305 341

14/06/2010

HA YEK, spol. s r.o., holding

CZK 100,000,000.00

Number of shares

500

Nominal value

CZK 200,000.00

Number of employees as at 31 December 2013: 134

Form

certificated

11. STATUTORY BODIES AND COMPANY MANAGEMENT

Members of statutory and supervisory bodies as at 31 I 1212013:

Board of Directors

log. Tomas Plachy, CSc. Chairman of the Board of Directors

log. Jan Mengler, CSc. Deputy Chairman of the Board of Directors

log. Jifi Madera Member of the Board of Directors

Company Management

log. Dalibor Adamec Chief Executive Officer

Supervisory Board

Mgr. Hana Benediktova Chairman of the Supervisory Board

log. Petr Svoboda Member

log. Pavel Maly Member

lng. Jifi Madera Projects

log. lvan Hula Engineering

log. Josef Kral Procurement

Ing. Petr Platovsky Commercial

Construction Management

Ill. INTRODUCTORY WORD BY THE CHAIRMAN OF THE

BOARD OF DIRECTORS

Dear Shareholders,

In 2013 the company continued to win new customers in the area of its strategic focus on nitrogen chemistry, which is currently represented in the company's portfolio by nitric acid, ammonia, urea, ammonium nitrate, and aniline.

In the past year CHEMOPROJECT NITROGEN a.s. managed to enter into a new contract with AZOMURES S.A., Romania, which is a daughter of Ameropa, an important Swiss private company and international trader of fertilizers and corn, the reconstruction/modernization of the existing production unit for urea melt production, with a production capacity increase from 900 tons/day to 1,425 tons/day, and construction of a new unit for urea granulating with the capacity of 1,425 tons/day, in the total value of EUR 78.2 million and completion date in 2015.

Apart from the project in Romania, a contract for the supply of the equipment for the production of ammonium nitrate tor OAO NAK AZOT, Novomoskovsk, Russia, and project for ORICA, a mining company in Australia, were also carried out in 2013. Those and other projects contributed to achieving very good after-tax profits for the year 2013 by the company, amounting to CZK 126,706 thousand.

What do we expect from 2014?

One of the main tasks of CHEMOPROJECT NITROGEN a.s. is to conclude, in collaboration with Tecnimont, EPC contracts with EuroChem for supplies and construction of two plants for ammoniac production: • A plant for ammoniac production with the capacity of 2,700 tons/day on the basis of KBR technology, including associated utilities and off-sites, will be built on the existing premises ofthe PG Fosforit plant in the industrial area of Kingisepp in the Petersburg Region. An agreement regarding direct negotiations of EPC has already been signed. • A plant for ammoniac production, also with the capacity of 2, 700 tons/day, on the basis of the KBR technology, which will be built together with the production of urea and granulated urea, with the capacity of 3,500 tons/day, on the basis of the Stamicarbon technology, including associated utilities and off-sites of both production plants, on the existing premises ofOJSC AZOT Nevinnomyssk.

Engineering and design works for both ammoniac projects are being carried out.

Both projects will be executed by the main EPC contractor - Tecnimont, a member of the Maire Tecnimont Group. Our company is the only nominated subcontractor of Tecnimont which elaborates the project documentation for all utilities and off-sites of both ammoniac production plants, the biggest of which are a high-capacity storage of ammoniac, its shipping, preparation of cooling water and production of demineralized water. Moreover, we are also preparing projects for a granulated urea unit, high-capacity storage of the final product and its shipping in Nevinnomyssk.

The said ammoniac projects prove the long-term successful cooperation with the prestigious customer EuroChem, and also open a way for further collaboration with the Maire Tecnimont Group, which is one of the key players in E&C, technology and licensing, energy and carrying on business, with specific capabilities in the industrial sector of carbon hydrate processing (oil and gas, petrochemical products and production of fertilizers).

In the course of the year 2014, we will make other offers to our traditional customers in Russia and Hungary, as well as in new territories, such as Norway, Pakistan, the USA.

Let me thank the shareholders for their participation and support and all partners, subcontractors and, first of all, the employees of CHEMOPROJECT NITROGEN a.s. who contributed to our results in 2013.

lng. Tomas Plachy, CSc. Chairman of the Board of

IV.COMPANYSTRATEGY

Chemoprojekt, a.s., CHEMOPROJECT NITROGEN a.s., TECHNOEXPORT, a.s. are part of the SAFICHEM PROJEKTY Group tor providing comprehensive services in designing, engineering, commercial and financial fields and implementing industrial investment projects in various sectors of industry.

IV. t. General Strategy ln the next period, the company will:

• develop its human resources, and apply and improve methods and know-how tor the implementation of EPC in inorganic chemistry of "Nitrogen", with a special focus on nitric acid, ammonium nitrate, its industrial derivatives and finishing processing, urea melt and its granulation and urea derivates as well as on production of aniline;

• look for possibilities in new down stream technologies and gaining experience in the new final products;

• obtain EPC references in NPK and CAN;

• introduce onto the market its own process of nitric acid, including its tail gas abatement process, using in-house developed deN Ox and deN20 catalyst;

• in accordance with the general strategy of the Group, improve quality and economy of its activities creating a basic precondition for the competitiveness of the Group, meeting the required profit targets;

• support the development and continuous improvement of the quality of services, starting from process engineering and design works up to full implementation of EPC projects on a turn-key basis, in line with territorial and environmental and safety standards and keeping the contract budget and deadlines;

• prefer the client-oriented approach as its main priority;

• gain new references in its core products;

• focus its efforts on gaining new opportunities depending on the expansion of its territorial strategy.

IV. 2. Product Strategy

Core products and processes: • Nitric acid (Borealis, Espindesa) • Ammonium nitrate (Borealis, Espindesa, INCRO) • LDAN/HDAN (Espindesa, Orica) • Urea melt (Stamicarbon) • Urea granulation (Stamicarbon) • VAN (Stamicarbon, Borealis)

• Urea technical grade (Sandvik) • NPK (lncro) • CAN (lncro, Lavalin) • Aniline (MCHZ-BorsodChem)

R&D

• Own nitric acid process - mono pressure & dual pressure technology • Own nitric acid tail gas abatement process • Amino chemistry

IV. 3. Territorial Strategy

Territorial strategies in compliance with the Group's strategy and integration of members enable entering into new foreign markets with mutual support of other members of the Group

Strategic areas with references of the Group members • Eastern Europe - Russian Federation, Belarus • Middle East - Iraq, Egypt • European Union - Czech Republic, Slovakia, Poland, Hungary, Bulgaria, Romania • Far East- China, Vietnam, Korea

Strategic foreseen opportunities • Serbia, Croatia, Bosnia and Herzegovina, Macedonia • USA and Australia • Kazakhstan, Uzbekistan

IV. 4. Synergies in the Group

• Marketing a project development - with respect to its products, the company will provide technical and commercial support for the development of new projects;

• Development and improvement of know-how in project management - the company as the leader of the Group will provide project and engineering management, project risk management, and will develop the know-how;

• Participation in project teams in relation to products of other members of the Group - the company will provide regularly the project management, monthly and control project reports and estimates of costs of management offers.

IV. 5. Economy

• Economy of the company Support of commercial activities with further growth of the company's perfonnance and profitability in accordance with the budget, efTective management of cash tlows and financial risks. The company management will provide regular monthly reports of the company and other financial analyses as necessary.

• Economy of projects Ensuring export funding and export insurance for new projects. Ensuring sufficiently high limits of bank framework contracts to cover new projects by bank guarantees.

IV. 6. Quality and IT System Strategy

• Participation of the company in certification processes according to ISO 9001, ISO 14001 for the entire Group;

• Perfonnance of the company will depend again on the quality communication systems and rules. SW for the administration will be based on MS-office products. CAD will keep PDS 3D and the company will start to implement PDMS in commercial operation;

• The company infonnation system- INFOS 2001 will be kept as the. unified system for all members of the Group.

V. REPORT OF THE BOARD OF DIRECTORS ON BUSINESS AND ASSETS OF CHEMOPROJECT NITROGEN

Dear ladies and gentlemen, dear shareholders,

I would like to present to you the business of CHEMOPROJECT NITROGEN a.s. in 2013, the balance of its assets, the results of the 2013 regular financial statements, and the activities

of the Board of Directors for this period.

In the past year there was no change in the shareholding structure of the company, the majority shareholder is SAFICHEM GROUP AG, the Swiss Confederation (with effect from 26 March 2013, when PETOFIN AG was renamed). The Board of Directors held four regular meetings in 2013. No extraordinary meetings were

held. At the regular meetings the Board of Directors discussed the company's business in terms of the implemented and tendered projects, usage of capacities and company's cash flow and new organization after the transfer of employees from Chemoprojekt, a.s. Their activities were also focused on updating the governing documents, cooperation in securing the Lloyd - ETI BASE Code certification, implementation of product and territorial strategies and issues regarding common activities of the companies in the SAFICHEM PROJEKTY Group.

V.l. Overview of Major Projects Implemented

supply of equipment for the production of ammonium nitrate- Novomoskovsk, Russia reconstruction of the existing unit and construction of a new unit of Azomures urea (Urea Revamping Project), Romania Nitric acid 900t/day, ammonium nitratel,230t/day - BD, DD and comprehensive arrangement of supplies on behalf of the buyer- ORICA, Australia

V.2. Projects in Tenders

EuroChem- a new plant 2,700 t/d for Fosforit, Kingisepp, Russia EuroChem- Azot Nevinomisk, a new plant 2700 t/d of urea 3,500 t/day, Russia Nitric acid for Y ARA Belgium, Sweden MFC nitric acid plant 1530 MTPD (KD Fatima) for Midwest Fertilizer Corporation, Indiana, USA

V.3. Company's Business Results

CHEMOPROJECT NITROGEN a.s. reported the following business results in 2013:

The total turnover was CZK l ,462,328 thousand. This figure includes sales of merchandise and own products and services at CZK 692,394 thousand.

The operating protit was CZK 114,693 thousand.

Total profit (loss) before tax - profit of CZK 156,880 thousand was achieved.

Draft resolution of the General Meeting

As the company's business result after tax is CZK 126,706 in the accounting period, the Board of Directors moves, in accordance with the valid company's Articles of Association and legal regulations that the General Meeting adopt the following decision to distribute profits:

As of 31/12/2013 the company generated

Profit after tax CZK 126,705,754.16

Reserve fund at CZK 4,090,797.34

Retained profits CZK 4,914,201.97

Social fund CZK 90,158.84

Loss from previous years CZKO

Proposal for Distribution of 2013 Profit

Allocation to the reserve fund CZK 6,335,287.71

Addition to the social fund CZK 79,841.16

Payment of loss from previous years CZKO

Allocation to retained profits CZK 290,625.29

Dividends CZK 120,000,000.00

V .4. Social Sphere

V.4.1. In 2013 the company provided employees with the following as part of the motivation programme performance:

(a) pension and life insurance

CHEMOPROJECT NITROGEN contributed the following total amount to employees in 2013:

CZK 798,600.00 for pension insurance schemes CZK 144,000.00 for life insurance schemes

(b) employee training Periodic training sessions were held according to valid Czech legislation in 2013 on regular dates. Training budget for 2013 was not met primarily due to higher utilization of employees in commercial projects in the first quarter of 2013. In the hours 2,724 hours were utilized (budget: 2 860 hours). The total financial cost of training was CZK 877 thousand (the budget was CZK 1,208 thousand).

V.4.2. Collective Agreement

The Collective Agreement for 2013 was signed on 22/01 /2013. In 2013 the wage increase was carried out in accordance with the terms of the Collective Agreement.

V.S. Company's Integrated Management System

In 2013 CHEMOPROJECT NITROGEN a.s. continued to apply an integrated management system in the SAFICHEM PROJEKTY Group according to quality management system standards as per updated ISO 9001 :2008 and environmental management system standards as per ISO 14001:2004. Maintaining and application of the standards were confirmed by the recertification audit and control visit of Lloyd's Register Quality Assurance in the course of the year 2013. The Environmental Statement is issued every year, and since 2011 it has been issued for the entire SAFICHEM PROJEKTY Group. The Environmental Statement documents environmental impacts ofthe company's conduct. In 2013 the compliance with the ETI BASE CODE was assessed by Lloyd's Register Quality Assurance. The compliance was confirmed by issuing a declaration of conformity.

Ing. Tomas Plachy, CSc. Chairman of the Board of Dire

I

THE REPORT OF TH E INDEPENDENT AUDITOR

on the verification of the annual report and the report on the relations between the entities

affiliated with CHEMOPROJECT NITROGEN a.s. as of December 31, 2013

The verification of the annual report and the report on the relations between the entities affiliated with CHEMOPROJECT NITROGEN a.s., Vestec, Videiiska 104, Company Registration Number: 246 93 227, was undertaken by HAYEK, spol. s r.o., holding, Jindrisska 5/901 , Prague 1, certificate No. 029.

The auditor responsible for the compilation of the report is Jan Rehak, certificate no. 1692.

The auditor's report is addressed to the shareholders of the company CHEMOPROJECT NITROGEN a.s.

The Report of the Annual Report

We have verified the conformity of the annual report with the financial statement which is contained in the annual report in part 2. The Statutory Body of company is responsible for the accuracy of the given financial report. Our task is to issue a report on the conformity of the annual report to the financial statement upon the basis of the realised verification.

We conducted our audit in accordance with International Standards on Auditing and the related application guidelines issued by the Chamber of Auditors of the Czech Republic. Those standards require that the auditor plan and perform the audit to obtain reasonable assurance about whether the information included in the annual report describing matters that are also presented in the financial statements is, in all material respects, consistent with the relevant financial statements. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the information included in the annual report of CHEMOPROJECT NITROGEN a.s.for the year ended 31 December 2013 is consistent, in all material respects, with the financial statements referred to above.

HAYEK, spol.s r.o., holding, Jlndflsska 5, 110 00 Prague 1, telephone: +420 224 239 730, fax: +420 224 237 517, [email protected]. The company Is registered In Section C, Insert 7107 of the Commercial Register held at the Municipal Court In Prague Jl.it~itJ,"? The company Is a member Chamber of Auditors of the Czech Republic, c:in11AG a member TIAG - A Worldwide Network of Quality Accounting Firms

The Report on Review of the Related Party Transactions Report

We have reviewed the factual accuracy of the information included in the related party transactions report of Company CHEMOPROJECT NITROGEN a.s. for the year ended 31 December 2013. This related party transactions report is the responsibility of Company CHEMOPROJECT NITROGEN a.s. statutory body. Our responsibility is to express a conclusion on the related party transactions report based on our review.

We conducted our review in accordance with the Auditing Standard No. 56 of the Chamber of Auditors of the Czech Republic. This standard requires that we plan and perform the review to obtain limited assurance as to whether the related party transactions report is free of material misstatements. A review is limited primarily to inquiries of Company personnel and analytical procedures and examination, on a test basis, of the factual accuracy of information, and thus provides less assurance than an audit. We have not performed an audit of the related party transactions report and, accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the information contained in the related party transactions report of Company CHEMOPROJECT NITROGEN a.s. for the year ended 31 December 2013 contains material factual misstatements.

In Prague on 15. 3. 2014

HAYEK, spol. a r.o., holding Jlndrisska 5/901 110 00 Praha 1

DIG: CZ43875092

HA YEK, spol. s r.o., holding Certificate No. 029

Jan Rehak Certificate No. 1692

HAYEK, spol.s r.o., holding, Jlndi'lsska 5, 110 00 Prague 1, telephone: +420 224 239 730, tax: +420 224 237 517, sekretadat@hayek,cz. The company Is registered In Section C, Insert 7107 of the Commercial Register held at the Municipal Court In Prague The company Is a member Chamber of Auditors of the Czech Republic, a member TIAG - A Worldwide Network of Quality Accounting Firms

Shedule No. 1


Report by the Board of Directors on Relationships between Related Entities

REPORT ON RELATIONS BETWEEN RELATED ENTITIES FOR2013

The report has been prepared in accordance with § 66a paragraph 9 of Act No. 51311991 Coli., The Commercial Code, as amended, and includes relations between the controlling entity and controlled entity and relations between the controlled entity and other entities controlled by the same controlling entity (hereinafter referred to as "Related Entities").

The structural chart of the concern is attached as Schedule 1 - Czech Republic,

Schedule 2 - Forei!:,rn Countries.

1) Legal Relations between Related Entities

The following types of contract have been entered into by and between the company and Related Entities:

Related Entity Type of Contract

Framework Agreement for the Sale of Services

Chemoprojekt, a.s. Contract for Lease Agreements of the Setoff of Receivables Loan Agreement Contracts for the Sale of Services

Chemoprojekt Slovensko, spol. s r.o. Agreements of the Setoff of Receivables

CH Projekt Plzen s.r.o. Contracts for the Sale of Services Loan Agreement Contracts for the Sale of Services

SAFINA, a.s. Agreements of the Setoff of Receivables Loan Agreement Claim Assignment Agreement

SAFICHEM GROUP AG Agreements of the Setoff of Receivables

Contract for the Sale of Services

TECHNOEXPORT, a.s. Loan Agreement Agreements of the Setoff of Receivables

Contract for the Sale of Services SAFINA Service a.s. Agreements of the Setoff of Receivables

KORUNAPALACEMANAGEMENT Loan Agreement

AKCIOV A SPOLECNOST Agreements of the Setoff of Receivables

Contract for the Sale of Services VUAB Pharma a.s. Agreements of the Setoff of Receivables

2) Trade Receivables and Payablcs

Values in thousands ofCZK

Company Payables as of 31/12/2013 Receivables as of 31/12/2013

Chemoprojekt, a.s. 5,255 1,378

Chemoprojekt Slovensko, spol. s 115

r.o.

SAFINA Service a.s. 831

TECHNOEXPORT, a.s. 5,360 245

VUAB Pharma, a.s. 406 1,212

Total 11,967 2,835

3) Other receivables based on loans and referral

Values in thousands of CZK

Company Long-term receivables as Interest received in

of 31/12/2013 2013 Chemoprojekt, a.s. -- 10,160

Short-term receivables as Interest received in of 31112/2013 2013

Chemoprojekt, a.s. -- 7,894

SAFICHEM GROUP AG 412,408 --TECHNOEXPORT, a.s. -- 22

Total 412,408 7,916

4) Other payables based on loans


Company Long-term payables as of

Interest paid in 2013 31112/2013

SAFICHEM GROUP AG -- 4,698

Short-term payables as of 31112/2013 Interest paid in 2013

TECHNOEXPORT, a.s. 130 948 125

5) Transactions between Related Entities - Sale and Purchase


Sales as of 31112/2013 Costs as of 31112/2013 Company

(without interest) (without interest)

CH Projekt Plzen, s.r.o. 9 --

Chemoprojekt, a.s. 27,392 69,742

SAFINA, a.s. -- --Chemoprojekt Slovensko, s.r.o. -- 332

VU AB Pharma, a.s. 2,639 1,550

TECHNOEXPORT, a.s. 1,941 4,759

SAFINA Service, a.s 2 11 ,998

Total 31,983 88,381

Final Statement of the Statutory Body

We represent that we have included in this Report all the following, which were made or executed in this accounting period and known to us as at the date of this Report:

Contracts between Related Entities, Performance and consideration provided for Related Entities; Other legal acts executed in the interest of these entities; All measures taken or effected in the interest of or initiated by these entities.

The company management hereby states that all transactions with the Related Entities were carried out under standard business conditions.

We represent that the company suffered no property or other damage as a result of the aforesaid relations between the Related Entities.

Prague on 15 March 2014

Ing. Tomas Plachy, CSc. Chairman ofthe Board of Directors

CONCERN STRUCTURAL CHART- CZECH REPUBLIC

SAFICHEM GROUP AG MA'\AGING ENTITY Zurich, Ti5distrasse 16. 8002, Switzerland

identification number. CH-020.3.022.405-8

l l l 1 l Shareholden - single Shan:holdtrs - single Shan:hoklers - single Shareholders - single

Sbarebolders Shareholders - sin~le Shareholders • single

slwdtolder shan:bolder shareholder shareholder shareholder shareholder

MA.'\AGED ENTITY TECHNOEXPORT, a.s. Vt:B Pharm:a, a.s.

SAFINA,a.s. SPLa.s. CHE:\fOPROJ ECf VUAB Pharm11 a.s. SAFlNA Sei"Yict a.s.

COlllpaD)' JD:0000084J company ID:283679Z8 COmpln)' company NITROGEN a.s. company company

10:45147868 10:28002890 compan) ID: 24693227 10:63078180 10:24696773

CONTROLLING ENTITY

l l l l Members with contribution Foundation incorporaror

Shareholders - single Shareholders - single Members with Members with shan:bolder shareholder contribution contribution

CONTROLLED ENTITYJ !li'adacai fond drtslibo Chemoprojrkt, a.s. EFE STAR a.s. PHAR\1.\ PARK CR DUKL\- Stroj irD)

SAFJNA ENERGY, s.r.o. company 10:29196671

a junlorskebo teaisu compan) compaD)' s.r.o. COmpaD)' Kolln s.r.o. compaD) compao) 10:26488060 10:45273383 10:27077730 10:28954360 10:28855825

CONTROLLING ENTITY

l Members with Members with Me10bers with contribution contribution contribution

Color Broo s.r .o. BloVis s.r.o. CJI Projekt Pluil

CONTROLLED ENTITY CO!DpiD) 10:60743417 company s.r.o. co-ny

ID:27416313 10:25219235

Shareholders - siuglc shareholder

SAFISA ASSETS, a.s. CO-D) 10:24241261

Sbarebolders

PAS lavrsta.s. compaD) 10:01401246

Slwdlolders - smgle shareholder

PACOVSKE STROJiR.'I1Y, a.s.

CO-D)' ID: I 5821773

Shareholders - siugle shareholder

Konma Palace Andsa.s.

CO-D) 10:24720640

Shareholders - siugle shareholder

KORt:NA PALACE MANAGEMENT

AKCIOV A SPOLE(":\OST CO-D) JD:45276J29

Schedule ao. I

~ fficc

nfo

~ L=:J

~ L=:J

~ L=:J

CONCERN STRUCTURAL CHART- FOREIGN COUNTRIES Schedule no. 2

SAFICHEM GROUP AG

Zurich, Tooistrasse 16, 8002, Switzerland

identification number: CH-020.3.022.405-8

SAI'INA, a.s. company 10:45147868

1 Shareholder.; · single shareholder

SAFICHEM d .o.o. SC SAFICHEM S.R.L. Yantai G uoda

SAFINA SLOVAKIA Safma- POl. SP z.o.o. United Precious

Croatia Romania Safloa Co., Ltd.

spol. s r .o. Slovakia Poland Metals, Inc.

China USA

Member.; with Member.; wi l.b contn'bution Member.; with contn'bution Members with contn'bution Members widt contn'bution

Shareholders · single contribution shareholder

I L l Cbemoprojekt, a.s. Cbemoproj ekt Cbemoprojekt Chemical ABAMARANT-

company 10:45273383 Slo\·ensko, spol. s r.o. Engineering Co.Ltd. BIORAFI!IiERIA, s.r .o.

Slovakia China Slovakia

-Shareholder.; - single slutreholder Members with contribution Members with contribution Members with contn'bution

TECHNOEXPORT, a.s. Evropski foody a

company 10:00000841 _,. dotace, s.r .o.

Bulgaria

Shareholder.; - single shareholder Members wil.b contn'bution

Shedule No. 2


Independent Auditor's Report and Financial Statements as at 31 December 2013

INDEPENDENT AUDITOR'S REPORT

on Verification of the Annual Financial Statement of the Company CHEMOPROJECT NITROGEN a.s.

as of December 31,2013

The company HA YEK, spol. s r.o., holding, at the address Jindfisska 5/901, Prague 1, Certificate No. 029, has examined the annual financial statement of the company CHEMOPROJECT NITROGEN a.s., at the adress Vestec, Videnska 104, identification No. 246 93 227.

The auditor responsible for preparing the report is Mr. Jan Rehak, Ing., Certificate No. 1692.

The independent auditor's report is addressed to the shareholder of the company CHEMOPROJECT NITROGEN a.s ..

We have audited the accompanying financial statements of CHEMOPROJECT NITROGEN a.s., which comprise the balance sheet as of 31 December 2013, the income statement as of 31 December 2013, statement of changes in equity as of 31 December 2013 and cash flow statement as of31 December 2013, and a summary of significant accounting policies and other explanatory notes. Information about CHEMOPROJECT NITROGEN a.s. is presented in Note 1 to these financial statements.

Statutory Body's Responsibility for the Financial Statements

The statutory body of CHEMOPROJECT NITROGEN a.s. is responsible for the preparation of financial statements that give a true and fair view in accordance with Czech accounting regulations and for such internal control as statutory body determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Act on Auditors and International Standards on Auditing and the related application guidelines issued by the Chamber of Auditors of the Czech

HAYEK, spol.s r.o., holding, Jlndnisk8 5, 110 00 Praha 1., telefon:+420 224 239 730, fax:+420 224 237 517, se\qetarlot®t!ayek.cz., zapsana v obchodnim rejstiiku vedenem Mestsi<Ym soudem v Praze, oddil C, vloika 7107. ~ "> Clen Komory audltoril Ceske republlky. Clen TIAG - A Worldwide Network of Quality Accounting Arms ~nAG

Republic. Those laws and regulations require that we comply with ethical requirements and plan and perfom1 the audit to obtain reasonable assurance whether the financial statements arc free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation of the financial statements that give a true and fair view in order to design audit procedures that arc appropriate in the circumstances, but not tor the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the tinancial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements in all material respects, give a true and fair view of assets and liabilities of the CHEMOPROJECT NITROGEN a.s. as of 31 December 2013 and of its expenses and revenues and operating results and its cash flows as of 31 December 2013, in accordance with Czech accounting regulations.

In Prague, February 14, 2014

HAYEK, spol. s r.o., holding Jlndi'J8ska 5/901 110 00 Praha 1

DIC: CZ43875092

HA YEK, spol. s r. o., holding Certificate No. 029

Enclosures: Balance sheet Income statement Explanatory notes

Ing. Jan Rehak Certificate No. 1692

HAYEK, spol.s r.o., holding, Jlndnsska 5, 110 00 Praha 1., telefon:+420 224 239 730, fax:+420 224 237 517, [email protected]., zapsana v obchodnim rejstiiku vedenem Mestsi<Ym soudem v Praze, oddn c, vlozka 7107. ~J> Clen Komory audltoni Ceske republlky. Cten TIAG - A Worldwide Network of Quality Accounting Arms QnTIAG

CH MOPAOJECT NITROGEN. a.s. · 31 .12.2013

Czech Slalulory Financial Slalcmcnl Forms (In lhousands of Czech crowns)

BALANCESHEET · LONGFORM

A.

B.

B. I. B. I.

B. 11. B. 11.

B. Ill. B. Ill.

c.

c. I. c. I.

c. 11. c. 11.

Gross

ITOTALASSETS 930324 _I STOCK SUBSCRIPTION RECEIVABLE

I 2 3 4

5 6 7 8

1 2 3 4 5 6 7 8 9

1 2 3 4 5 6 7

I 2 3 4 5 6

1 2 3

4 5 6 7 8

!FIXED ASSETS 0

Intangible assets 0 Foundotlon nnd oranruollen expenses Rosonrch nnd dovolopmont Software Pnlllnll , roynhills and slm~m rights Goodwill Olhor lntnngibln assots lnlanglblo assets In progress AdvDnCos_granlod for inlnngiblo nssots

Tongiblo assots 0 l and Constructions Separate movable Items and orouP6 of movabfo Hems Perennial a()p!l

llvostock Olhor tangil*l assets Tangible assets In Pr011ross Advances arnnlod for tangible assets Galn or loss on revaluation ol acquired property

Annnclal Investments a Subsidiaries Associates Olhor fong·term SC!Cillitios and inlcrests loans to subsidiaries and associates Other long-term investments Long-term Investments In progress Advances granted for long·term investments

!CURRENT ASSETS 92Bn8

Inventory 97209 Materials Work In proaress and semi-finished producllon 97 209 Finished products Livestock Goods Advances granted for Inventory

long-term receivables 0 Trade receivables Receivables from group companios with majority control Receivables from group companies with control of 20% • 50%

Receivables from partners, co-operative members and participants In association Long-term advances granted Unbilled revenue Other receivables Delerrad lax asset

HAYEK, spol. s r.o., holding Jlndi'15sk.a 5/901 110 00 Praha 1

DIC: CZ43B75092

The accompanying notes are an integral part ollhe financial slalemenls.

Current yo•r

Provisions

·1881

0

0

0

0

·1 881

0

0

Prlnr yeor 2012

Nnt Nnl

928443 630154

0 0

0 0

0 0

0 0

926 897 628138

97209 716

97 209 716

0 190 000

190000

0

CHEMOPROJECT NITROG N, n.s. · 31 .12.201 3

Czoch Slalutory Financial Slalemont Forms (in thousands ol Czoch crowns)

BALANCE SHEET • LONG FORM

c. Ill. c. Ill. 1

2 3

4 5 6 7 8 9

c. IV. c. IV. 1

2 3 4

D.

0 . I. D. I. 1

2 3

Gross

ShorH01m rocclvnblos 535n8 T r udo rocuivoblos 103 262 Rocolvnblos horn group companies wil h majority control 41 2 408 RoculvabloG hoon group companies with cor~rol ol 20% • !iO'Y.

Aocelvablos horn parlnors, co·oporallve mornbors and parllclpanls In assoclnllon Socllll sccurlly and hoallh lnsurnnco

Duo from govornmonl • lax rocolvablos 1 260 Shorl-lorm ndvnncos grnnled 15950 Unbll od rovonuo 23 OlhOI rccelvnblos 2 875

Shorl ·lerm llnnnclal ossels 295791 Cosh 618 Bank occounts 295 173 Shorl·lcrm sccurllios and lntorosls Shorl-lorm tlnanclal ossols In progress

OTHER ASSElS · TEMPORARY ACCOUNTS OF ASSElS 1548

Acctuod assels and delerrod Uabllllies

Prapaid Olljlllnsos Prepaid oxponsos (spedlc-purposo expenses)

Urnlcd rovonuo

1546 1 546

HAYEK, spol. s r.o., holding Jlndfi~I<S 5/901 110 00 Praha 1

DIC: CZ43875092

The accompanying notes are an integral part of the financial statements.

Cummlyoor

Provisions

·1 881 · I 881

0

D

0

Prior year

2012 Not Nol

533 897 391 328 101 381 38 005 41 2 400 30473 1

1260 22565 15950 19 474

23 5 849 2 875 704

295791 46094 618 571

295 173 45 523

1546 2016

1546 20111 1 546 2 016

CHEMOPROJECT NITROGEN. n.s. · 31 .12.2013

Czech Statutory Financial Statement Forms (In thousands of Czoch crowns)

BALANCE SHEET • LONG FORM

Current year Prloryoor 2012

I TOTAL EQUITY & LIABILITIES 828443 630 154 A. IEOUITY 235 601 163151

11. I. Unslc cnpltnl 100000 100 000 11. I. I Hoglctorod capital 100000 100000

2 Own shnroo nnd own ownorslip intorostr. (-) 3 Changes In ooslc cap~at

A. 11. Cnpilallunda 0 0 A 11. I Sharo jllomlum (llglo}_

?. Othor capltnl funds 3 Gain or loss on rovaluation ot osoots ond llabilllics 4 Gain or loon on 1011aluatlon ol comp:my transl01mations

A Ill. IRI!Gilrvo 1unds and other lunds created trom prolh 4181 1270 A Ill. 1 I legal IOSOIVO fund 4 091 1 239

2 !Sintutory and othm funds 90 31

A. IV. !Profit (loss) tor the previous years 4 914 4636 IV. 1 IRotalned onrrings tor the previous years 4914 4 914

2 I Accumulated loos of previous yoars -78

A. V. IProlit (loss) f01the yoar (•/ -) 12& 706 S7045

B. ILIABIUTIES 431037 356 407

B. I. Reserves 0 0 B. I. 1 Resorvos created under spoclnllcglslatlon

2 Rosorve lot pensions and similar obligations 3 Reserve lor corpc~~ate Income lax 4 Olhm rosorvos

B. 11. long·torm i abihios 37707 97910 B. 11. 1 T rade_l)_ayables 37 707 5 910

2 liabilities to group companies with majority conrrol 92 000 3 l iabilities to group companies with control ol 20% • 50%

4 l iabilities to partners, co-operative members and participants In association 5 Advances received 6 Bonds payable 7 Notes payable 8 UnbUied deliveries 9 Other llabditres 10 Oelerred tax liabUfty

B. ill. Current liabilities 393 330 256 497 B. Ill. 1 Trade payabies 44494 139 409

2 l labllllies to group companres with majority control 130 948 3 Liabilities to group companies with conlrol ol 20"/o - 50% 4 Liabilities to partners, co-operative members and participants In assocJatlon 1080 5 l iabilities to employees 4 329 1 548 6 liabilities arising lrom social security and heallh Insurance 2522 1030 7 Due to government - taxes and subsldros 22928 14 226 8 Advances received 180130 81912 9 Bonds payable 10 Unbliled deHverles 3853 13337 11 Other liabitilies 3 046 7035

B. IV. Bank loans and borrowings 0 0 B. IV. t Long-term bank loans

2 Short-term bank loans ..3.. BQrrowi_ngs

....<,~.;: J( ~ -""""' a ·.c. '-" . OT1fE'RJ.tAIIILmES • TEMPORARY ACCOUNTS OF LIABILITIES 261 605 110 596 :J ('/\ C. ~ l~€il~rjled lia!lljt._s and dpfl!rred assets 261 605 110 596

Q c. t. ~ (l~ls '.- I I I I ;:J ~~~~red i~ I , I I I I 261 605 11 0 596

\ ~ :JV A ~/ ~ '11 /, \ * . _., ~ . A ll / ,~~,- ~ T

1. Person responsible

~~~. ori: .. • l~Jn I ~ ooi:f'V lor accounting lor flnanclaJ si e nls ------ '] lj f1re) j (name, signatur

lng. Anton .. a 14.2.2014 lng. Toma! Plachy. CSc. J [lng. R ~a tel.4202 67

HAYE K,T~ •. ~ "Q are an integral part of the financiJ atements. ' If Jindfi~kil 5/901 OD Praha 1 110

nu":: CZ43875092

CH MOPROJ CT NITROG N, a,s.- 31 .12.2013

Czech Statutory Financial Statement Fonns (In thousands ol Czech crowns)

INCOME STATEMENT · LONO FORM

I I\

+

11 11

B. B B.

+

c. c. c. c. c.

D. E.

Ill. Ill.

F. F. F.

G. IV.

H. V.

I.

. VI.

J . VII. VII.

V Ill. K.

IX. L. M.

X. N.

XI. o.

XII. P.

.

Current y1111r

1 I Rovonuo lrom aalo of good:; 2 I Cu~t ol11_oods sold

I 2 3

1 2

1 2 3 4

1 1

1 2

1 2

1 1 2 1 2

1 2

I 2 3 I 2 I 2 1 1 2 1 2 1 2

IOroaa margin 0

Produclion 788887 Aovonuo horn &o11o ol hnlshod produc1& :md sorvicos 69? 394 Change In Inventory produced Internally 96493 Own work capii:JNzod Production related consumption 599820 Consumption ol m:~teriat and enorov 2 643 Sorvlccs 597t77

I Value added 189067

Personnel oxponses 82140 Wages and &:~larles 59528 Bonuses to members ol company or cooporaMon bodies Social socur~ and hoallh insuranco 20433 Other social costs 2179

Toxes and charg_cs 438 Amortization and depreciation ollntanglblo and tangible lixed assots Aovonuo lrom sale of lnlooglblo and tonalblo llxed assots and materials 0 Rovenuos lrom sale ol intangible and tangible fixed assets Aovcnuo from salo of materials

. liot: Net book value of Intangible and tangible llxed assets and materials sold 0 Net book value ollntanglblo and tangible lrxcd assols sold Materials sold Change in reserves and provisions relating lo oper aUons and In prepaid expenses (speclllc-purpose expenses) 795 Other oporaling revenues 585 969 Other operaling expenses 576 970 Translcr ol operating rovonuos Transfer ol operating expenses

I Profit or loss on operating activities 114 6e3

Revenue from sale ol securities and Interests Securities and 1ntorests sold Income lrom llnanclallnvestments 0 Income from subsidrnrios and associates Income tram other long-term securities and Interests Income tram othor llnanclat investments Income tram short-term financial assets El<Q_enses related to financial assets Gain on revaluation of securities and derivatives Loss on revaluation of securities and derivatives Change In reserves and provisions relating to llnardal acllvllles Interest income 18115 Interest expense 4 983 Other finance Income 69357 Other finance cost 40 302 Transfer ottinance income Transfer of llnance cost

I Profit or lollS on financial acttvlttea 42187

HAYEK, spol. s r.o., holding Jlndfl&skA 5/901 110 oo Praha 1

DIG: CZ43875092

The accompanying notes are an integral part of the financial statements.

Prior year 2012

.

. ' .

-.n:--1.-.:

0

422 343 423 855

-1 512

340790 1105

339 685

81 553

28947 21145

7298 504

232

D

l·~ 0

995 3082 3355

51106

0

23330 5 146

23 280 20 897

20 567

CH MOPROJECT NtTROG N, n.s. · 31 .12.2013

Czech Stalutory Flnnncinl Statement Forms (In thousnnds of Czech crowns)

INCOME STATEMENT · LONG FORM

0 . I Tox on prol~ or lo5s on ordinorv oclivilios 0 . I I · duo 0 . 2 I • dolorrod

.. IProlll or loll on ordl1111rv K IMol allor l .. auon

XIII. 1 EX1roordlnary gains R. 2 1Ex1raordinary losnoo s. 1 Tox on oxlroordlnarv proiK or Ios& s. 1 · duo s. 2 • dolorrod

. J Exlraordlnarv prolll or loss T. 1 ITranslor cl share ol prolil or losn lo pmlnors (•/·)

... IProllt or 1onlor lhe year(+/·)

.... IProlll or loss before taxallon

Prepared Signalure ol accounling enlily's on: slalulory body:

14.2.2014

The accompanying notes are an integral part of lhe financial sta1emen1s.

Curronl y011r

. -

..

Person responsible lor accounling (name, signalure) :

.~

I&

30174 30 174

126 706

0

0

126706

156880

Prloryoor 2012

14628 14628

I . 57045

-- -- -- 0

-- 0

~ 57045

71673


Annexe to the Financial Stalcmcnl (LIIH.:onsolidatcd)

as or J I Decem her 20 I J

1. Characteristics and the Main Activities

Incorporation a/Ill tle.,·crifJtion of tlte Company

Cl IEMOPRO.IE T NITROGEN, a.s. ("Company") was established on 14 June 2010. Project designing and engineering supplies at:Livities arc the main oh.iects or the Company's business.

Entities with shares or 20'/'t. and more in the registered capital :

SAFICIIEM GROUP AG (origincil name PETOFIN AG - chance February 22, 2013)

Changes in Commerdal Uegistcr:

Changing the types of shares- changed from hearer shares to registered shares (changed May 24, 2013 ).

Place of business is especially Russia, Romania and the Czech Republic (Ti'ebohosticka 14, Praha 10).

Registered Office

CIIEMOPROJECT NITROGEN a.s.

Vide11sld1 I 04

Vestcc 252 42

Czech Republic

Registration mtmher

246 93 227

Members of tlte Board of Directors and Supervisory Board as of 31 December 2013

Members of the Board of Directors

Ing. Tomas P1achy, CSc. (Chairman of the Board of

Directors)

Ing. Jan Mengler, CSc. (Vice-Chairman of the Board

of Directors)

lng. Jirf Madcra (member ofthe Board of Directors)

HAYEK, spol. s r.o., holding Jlndrisska 5/901 110 00 Praha 1

DIC: CZ43B75092

Supervismy Board members

Hana Benediktova

Ing. Petr Svoboda

Ing. Pave! Maly

Page 1


Annexe to the Finam.:ial Statement (unt:onsolidatcd)

as of 31 Dct:cmhcr 20 13

Ot"f.:anisathmal Stmcture

hlr organisation stru~.:turc of the Company sec Annexe No. I.

2. Principal Accounting Procedures Applied by the Company

(a) Fixed tangible and intangible assets

Tangible and intangible fixed asscls arc ret:ordcd at lhc a~.:quisition ~.:osls. Tangible fixed assets at the acquisition price up to CZK 40 thousand and intangible fixed assets at the acquisition prkc up to CZK 60 thousand arc not reported in the Balance Sheet and arc accounted as costs in the year of acquisition.

Evaluation of fixed assets produced by the Company's own capacities include direct materials, direct wages and overhead costs directly wnnccted with their production until they arc capitalised.

The table below shows the methods and depreciation periods as per the groups of assets:

Properly

Buildings

Machines and devices

1\utomobilcs

Patents and other intangible assets

Software

Valuation difference to acquired assets

Method Depreciation period

Straight-l ine JO years

Straight-line S years

Straight-l ine 4 years

Straight-li ne 5 years

Straight-line 3 years

Straight-line 15 years

Technical valorisation of the leased tangible fixed assets is depreciated using the linear method for the period of the Contract of Lease or for the period of the estimated scrvkc life, whkhcvcr is shorter.

HAYEK, apol. a r.o., holding Jlndfl~ska 5/901 110 00 Praha 1

DIC: CZ43875092

Page2

CHEMOPROJECT NITROG EN a. s.

Annexe to the Financial Statement (um:onsolidat cd)

as of 31 December 201 3

(h) Long-term financial assets

The long-term financial assets represent property interests, realisable securities and shares and dcht securities held until due, and arc accounted at the acquisition price. The acquisition price includes direct costs rei at ing to acquisition, for example fees and commissions to brokers, advisors and stock exchanges.

The realisable securities and shares arc evaluated with the real value as of the Balance Sheet date. Profits/ losses from such revaluation do not affect the Company's economic result and arc accounted as of the Balance Sheet date as a change in depreciation differences from revaluation of assets and liabilities in the Company's equity capital.

Property interests with decisive and substantial effect arc evaluated by equivalence.

Exchange rate diiTcrcnccs from securities and property interests arc included in the evaluation hy real value or hy equivalence when evaluated at the end of Balance Shccl date.

The revenues from such assets arc included in revenues from long-term financial assets.

(c) Short-term financial assets

The short-term financial assets consist of tradable securities and debt securities with the maturity of I year held until due and arc evaluated by the acquisition price.

As of the Balance Sheet date, the Company evaluates the short-term financial assets with their real value except for securities held until due. Any change in evaluation is recorded in the respective accounting period in revenues or expenses resulting from revaluation of securities and derivatives.

Revenues from such short-term financial assets arc included in the revenues from the short-term financial assets.

(d) Inventory

The purchased inventory is evaluated at the actual acquisition prices. The acquisition price includes the costs of acquisition, including the relating costs (freight, customs duty, commission, etc.). Work in progress is evaluated by own costs, including deliveries performed by subcontractors. The Company's own costs include direct wage costs and production and administrative overhead distributed on the basis of percentage share according to the direct wage costs. Effect of inventory records on the costs and revenues is specified in point!).

(c) Determination of adjusting items and reserves

Accounts receivable

The Company will determine adjusting items to bad debts based on its own analysis of customer solvency and age structure of receivables.

Reserves

HAYEK, spo . s r.o., holding Jlndi'lsska 5/901 110 00 Praha 1

DIG: CZ43875092

Page3


Annexe to the rinancial Statcmcnl (unconsolidated)


Reserve for tangible fixed asset repairs is created aCl:ording to a decision of 'ompany's management based on the budgeted costs of planned asset repairs in the next 5 years.

(I) Foreign currencies conversion

rnr the conversion of foreign currency transactions, a daily exchange rate published by the Czech National Bank for the foreign exchange market is generally used by the Company.

Assets and liabilities in foreign currency arc converted as of the Balance Sheet llate based on the daily exchange rate published by the Czech National Bank for the foreign exchange market. Unrcaliscd currency gains and losses arc included in the economic result.

(g) Derivatives

The Company had no tradable financial derivatives open.

(h) Research and development

Sec Hem IR

(i) Leased Assets

The Company accounts for the leased assets by including the leasing payments in the costs evenly for the period of lease.

(j) Income lax

Income lax for the respective period includes the payable lax.

The current lax includes the lax estimate calculated from the lax base using the lax rate effective on the last day of the accounting period and all additionally assessed taxes and refunds for previous periods.

(k) Classification of payables

The Company classifies a part of long-term payables, bank loans and financial accommodation, maturity of which is shorter than one year after the Financial Statement dale, as short-term payables.

(I) Accounting for expenses and revenues

For the reason of keeping true and honest records on accounting for project expenses and

revenues, the project profits were adjusted on the side of deferred revenues and work in

progress.

The expenses and revenues are accounted as accrued or deferred, i.e. they are posted in the period, to which they have lime and subject-matter relation.

The Company accounts for additions to reserves and adjusting items to cover all risks, losses

and devaluations known as of the Financial Statement date to the debit of costs.

HAYEK, apol. a r.o., holding Jlndrl&ska 5/901 110 00 Praha 1

I)JC: CZ43875092

Page4

CHEMOPROJ ECT NITROGEN a.s.

Annexe to the Financial Statement (u111.:onsolidat cd)

as of ~ I December '>(}I J

Any profit resulting from long-te rm contrac ts is accounted depending on the expected project

profitabilit y and the stage of the project completion. If the invoiced amount is higher than the

completion stage (and thus there arc no related expenses), then the revenues will he dcl'errcd.

(m) Subsidies

The subsidies provided to the Company from the state budget arc accounted to the debit of the

account Deterred revenues and arc wrillen off as revenues in suhjcct-mallcr and time context

with the expenses spent in accordance with the conditions for provision of a subsidy.

HAYEK, spol. s r.o., holding Jlndfisska 5/901 110 00 Praha 1

DIC: CZ43875092

PageS

CHEMOPRO.JECT NITROGEN a.s.

Annexe to the Finandal Statement (um.:onsolidated)

as of::\ I Decem her _o 13

3. Change in accounting methods and procedures

There was no change in methods.

4. Leased Assets

(a) f-inancial leasing - the Company has no financial leasing pending.

(b) Operationallcasc

Description Tcnn~/Comlilions Rcnl amounl in 2CI J:\ Rcnl amnunl in 2() I:! 1\clJUis ilion r ricc wilh owner ---·

2 1 cars llllo 36 mnnlhs 1,577 M3

5. Tangible and Intangible Fixed Assets not Reported in the Balance Sheet The Company does not keep any records not reported in the Balance Sheet.

6. Financial assets (in thousand of CZK)

Fixed assets

2013

J•rupcrty interests

7. Inventory

Nominal Numb value of a Total profit Equity

Ownership er of share in (+)I loss (-) capital as of Acquisition share shares CZK for2012 31/12/2012 cost

•1,4()()

Work in progress is the most significant inventory item. The work in progress includes capitalised costs of unfinished orders. For the method of evaluation of the work in progress sec clauses 2d and 21.

HAYEK, apol. s r.o., holding Jlndfl§skll 5/901 110 00 Praha 1

ot(;: CZ43875092

Page 6

CHEMOPROJ ECT NITROGEN a.s.

Anne xe lolhe Finam:ial Statement (um:onsolitlated)


8. Trade Receivables and Payables (in thousand of CZK)

(a) Short -term trade receivables amount to CZK 101,381 ths. (2()J2 - CZK 39,000 ths.), of whil:h CZK 2,910 ths. (20 12 - CZK 5,358 ths.) is overdue receivables for more than 30 days. As of 31 December 2013, the adjustment for debts amounted to CZK 1,881 ths. (20 12 - CZK 995).

(h) Short-term trade payahles amount to CZK 44,494 ths. (2(ll2- CZK 139,409 ths.), of which CZK l) ths. (2012 - CZK 1,332ths.) is payahles overdue for more than 30 days.

9. Derivatives The Company had no tradable financial derivatives open.

10. Adjusting Entries (in thousand of CZK)

~cs on adjustment accounts: Crcalion

Aujuslmcnls llalancc as nl or ns nf: 3 I llcc 20 11 mljusllne

fixed IISSCIS

receivables -slalulory

receivables-

nl enlry

Accnunling of

mljuslmcnl

Balance ns al 31 Dcc 2012

Crcnlion of ndjusllnenl

cnlry

Effecl of exchange rale

differences

Balance as of 31/ 12/2013

. _!!_I!~CI_ ___________ -____ 'Jl)'i --------·-----')95 ____ 19~----~!_-------~--

Tnlnl 1)1)5 795 91

Statutory adjustments arc created in compliance with the Reserves Act and arc tax-deductible.

HAYEK, apol. a r.o., holding Jlndrt&skll 5/901 110 00 Praha 1

DIC: CZ43875092

1 88 1

Page 7

CHEMOPROJECT NITROG EN a.s.

Annexe to the Financial Statement (unconsolidat ed)

as nf 31 Decem her 20 13

11. Registered Capital (in thousand of ZK)

500 unils of registered shares wilh nominal value of CZK :wo thousand each

Ualancc as ofJ 1/12/2013

The ompany issued 490 shares in 2011.

(a) Summary of Changes in equity 2013

lssm: uf shares

Additions to funds

Withdrnwals from funds

Royallics In the Supervisory Board members

Profit/loss for 20 t 0

Profit for 20 tt

Profit for 2012

Profit for 211 13

Clmngc in evaluation differences from revaluation (i)

Balance as of 31/12/2013

Registcre Equival d Capi tal ence

100,000

100,000

Current period pro fi t

126,706

126,706

Rctaine d

earning s

4,914

4,914

Statutnr y

Reserve Fund

2,852

1,239

4,091

HAYEK. spol. 8 r.o., holding Jlndri~ska 5/901 110 oo Praha 1

OIC: CZ43B75092

Basit:

capital

100,000

100,000

Social fund

119

3 1

90

Share

premium

Eval. difL from revaluation of assets and liabilities Total

100,000

2,971

-60

6,184

126,706

235,801

Tnlal

IIKI,OOO

I 00,000

PageS

CHEMOPRO.J ECT NITROGEN a. s.

Annexe to the Financial Statement (unconsolidated)

as of 31 Decem her 20 13

(h) Summary of hanges in equity 01 2

Retaine ( 'urrent d

Rcgistere Equival perind earning d Capital cnce prnrit s

I!.MIC nl" shan:.~ IOO.I Mlll

1\llllitinns In I null'

Withllmwals l"mm funlls

ltuyaltics tnlhc Supervisory Bnanl mcmhcrs

l'rnfitflnss fur 211 10 -7H

l'rnfil fnr 21111 4,'114

l'rnfit fur 21112 57,1145

Clmngc in evaluation differences frnm revaluation (i)

Balance as uf J I I>ccemhcr 2111 2 1110,000 57,CJ•I.'i 4,10(1

Distribution of profit generated in the previous period

Current period profit

Additions In the statutory Reserve Fund

Compen.mlion of /os.\·es from previous years

Addition lo the Reserw Fund for imminent future risks

Addition to the Social Fund

Dividends

Retained earnings

Eval. dil f. from

Statutnr rcv:tluat inn y nf assets

Reserve Social ami Fund fund liahilit ies

1.2:1') 411

-'I

1,239 31

Total

IIKI,IIIIO

1,27'1

-'I

- 7H

4.'11 4

57,04!\

16J,I:'i l

57,045

2,852

78

119

53,996

0

(c) Movements in the account Evaluation differences from revaluation of assets and liabilities:

No movements.

(d) Evaluation differences from revaluation of assets and liabilities consist of:

No evaluation differences were created.

HAYEK. spol. s r.o., holding Jlndfltska 5/901 110 00 Praha 1

DIC: CZ43875092

Page9


Annexe In the Financial Statement (um.:onsolidated)


12. Reserves

No reserves were created as of 31 December 20 13.

13. Bank Loans

In 2013 it was taken from a short-term bank overdraft of EUR 4H,OOO. 'ZK ..

14. Information about Revenues

201J 2111 2 Dnmest ic Fnrcig1"-l _____ .:..;,D.;c.;m.:;;.nc;;.;;.·st=ic'-· ____ ___:l:..:.:n=:reigl_l __

l'rnjcct designing nctivit ics ami engineering supplies

Others

Total revenues

31,!1() 1

31,!161

15. Information on Related Entities (in thousand of CZK)

(a) Trade Receivables and Payables

6605 33 3!1,1!70 3!14,1)/!5

660,533 3/!,/!70 3!14,CJH5

The trade receivables and payables as described in point 8 contain the following account balances relating to relationships of the companies in the group.

Chcmoprojekt, a.s.

Chcmoprojckl Slovcnsko, s.r.o.

CH Projckt Plzei\,s.r.o.

SAF1NA Service, a.s.

VUAB Pharma, a.s.

TECHNOEXPORT, a.s.

Total

Receivables

31/12/2013

1,378

1,212

245

2,835

HAYEK, spol. a r.o., holding Jlndfl§ska 5/901 110 OD Praha 1

DIC: CZ43875092

31/12/2012

5,176

15

30

5,221

Payables.

31/12/2013 31/12/2012

5,255 50,027

115 139

838

831 540

406

5,360 6,286

11,967 57,830

Page 10

CHEMOPRO.T ECT NITROGEN a.s.

Annexe 1t1 the Financial Statement (um:onsolida ted)

as of ~ I December 20 D

(h) Other n.:cc ivahles based on loans

Lung-term receivables as of

=' I /1 ::!/211 t:1

Chemoprojckt, a.~ . ()

Tota l 0

ShorHerm rcceivahles as of

=' 1/12/20 t:l

Chemoprojekt. a.s. 0

SAFICIIEM GROUP ACi 4 I 2,40!!

TECIINOEXI'ORT, a.s.

Total 41 2,40!!

(c) Other payahlcs based on loans

SAFil'IIEM CiROlJI' Mi

Total

TECIINOEXPORT, a.s.

Total

Long-term payab l e~

as of J 1/ 12/20 I.J

0

0

Short-term payables as of 31/1 2/2013

130,94!!

130,948

Interest rece ived in 21lD

IO,JfiO

I 11,1611

Interest received in 20D

7,!!94

22

7,916

I ntercst paid in 2013

4,698

4,698

Interest paid in 2013

125

125

HAYEK. epol. • r.o., holding JlndfiAskA 5/901 110 oo Praha 1

DIC: CZ43875092

Long-term rcceivahles as of Interest received

.JI/12/201 2 in 2012

1911,000 lll,h24

190,000 10,624

Short-term receivables as of Interest recei ved

J 1/ 12/2012 in 2012

304,731 12,4!!8

304,731 12,488

Long-term payahles as of Interest paid in

.J 1/ 12/201 2 201 2

92,000 5,144

92,000 5,144

Long-term payablcs as or

31/12/2012 Interest paid in

20 12

Page 11

CI-IEMOPROJECT NITROGEN a.s.

Annexe to the Financial Statement (um.:onsolidat ed)

as of 31 Decem her 20 13

(d) Revenues and expenses

J{cvcnucs 1,cr ycnr Costs I ycnr ----------------------~(~cx~c~·h~•s~iv~c~u~f~in~lc~·r~cs~·tL) ______________ ~(c~·x~cl~u~si~vc~·'~,l~·inlc~rc~st~} ------

J t/1 2n0 t:l 3 t/ t2/20t 2 3t/1 ::!/2111J J 1/ 12/::!111 2 ---------

CII l'rojckl l'lzci\,s.r.u.

Chcmupmjckl, a.s.

SAFINA, a.s.

Chcmoprojckl Sluvcnsko, s.r.u.

VUAB l'harma, a.s

TECIINOEXI'ORT, a.s.

SAFINA Service, a.s

Total

9

27.392

t ,lJ41

2

3t,9H3

HAYEK. spol. s r.o., holding Jindi'l~ska 5/901 110 00 Praha 1

OIC: CZ43875092

J5,2.1J

249

4H4

IJ

35,978

1,::!61

------ --· ·-ll9,742 t.J il,729

JJ2 J 25

t ,550

4,759 6,(}{)()

lt,lJlJil 4,200

88,31!1 t 51!,5 l (J

Page 12


Annexe to the Financial Statement (unconsnlidat ·d)

as of 3 1 December _Ill ::\

(c) Rcmun ·ration and loans to members of s tatutory and supervisory hodics

Numher nf mcmhers

Remunerations fnr execution of' a lum:linn

Rnyallie~ In lhe Supervisory Board me m hers

Other compensations (supplementary pension insurance, elc.)

16. Employees and Managers

Board of Directors

201 2

Average number of employees and managers and personnel expenses in 2013:

Social security and Numhernf' health insurance

20D empln~ees Salar~ costs ex~enses

Employees 123 55,775 19,174

Managers 4 3,753 1,259

Tnlal 127 59,528 20,433

Average number of employees and managers and personnel expenses in 2012:

Social security and Numher or health insurance

2012 em~lo~ecs Salar~ costs cx~enscs

Employees 31 17,775 6,111

Managers 4 3,370 1,187

Total 35 21,145 7,298

Employees were provided free use of company cars, which were properly taxed.

Part of the social costs is pension contributions.

17. Payables to Social Security and Health Insurance Systems

Supervisory Board

20JJ 201 2

Social ex~cnscs

2,1274

52

2,179

Social ex~cnscs

454

50 ----

504

Social security and health insurance payables amount to CZK 2,522 ths. {2012 - CZK 1,030 ths.), of which CZK 2,522 ths. (2012- CZK 1,030 ths.) is payablcs within maturity term.

HAV~~d"'~'·k~ r.o., holding .. s Cl 5/901

110 oo Praha 1 Dtc3: CZ43875092

Page 13


Annexe In lhe Finandal Slalemenl (um.:onsolidaled)

as of~ I December 20 I~

18. State -Tax Receivables, Payables and Subsidies

Tax payables amount to CZK 22,92X Lhs. (201 2 - CZK 14,226 lhs.), of which CZK XII lhs. (201 2 -ZK 371 Lhs.). is natural person income Lax payahles within maturity term and CZ K 22,117 ths. is

legal entity income lax payahles within maturity term for 2013 (2012 - CZK 13,R55ths.). Tax receivables amount to CZK 1,260 ths. (2012 - CZK 22,656 Lhs.), representing receivables equal to deduction of value added tax in the amount of CZK I ,260 ths. (20 12 - CZK 22,650 ths.).

The I()Jiowing subsidy has been granted to the Company:

The Ministry of Industry and Trade provided a subsidy for the following project: "Research and Development of Nitric Acid Production" in the total amount of CZK 3,139 ths. (2012 - CZK 3,377

ths.). This subsidy was redistributed to a eo-beneficiary in the amount of CZK 1,909 lhs. (2012 - CZK 2,147 lhs.). The total costl(n research and development related In the project amounted to CZK 2,055 ths. as of 31 December 2013 (2012- CZK 2,062ths.).

19. Income Tax

(a) Due

The due income lax for the taxation period of 2013 amounts to CZK 30, 194 lhs. (2012 - CZK 14,608 ths.).

(b) Deferred

The Company reports no deferred tax.

20. Payables and Receivables Not Reported in the Balance Sheet

The Company has liabilities non reported in the balance sheet amounting to CZK 168,986 ths as of 31 December 2013. These arc bank guarantees issued by banks in favour of the Company's contractual partners

(in thousand of CZK) Bank guarantees for the offer

Bank guarantee for advance payment Payment bank guarantee Total Bank guarantee

6,856 111,618

50.512 168,986

The amount of letters of credit that the Company had been advised of as the beneficiary was CZK 23 068ths. as of 31 December 2013.

HAYEK, spol. s r.o., holding Jindi'IAska 5/901 110 00 Praha 1

Dlt: CZ43875092

Page 14


Annexe lo lhe Financial Slalemenl (unconsolidaled)

as of 3 I Decem her 20 I 3

As of 3 I Decem her _o 13, I he Company has olT-halance shecl receivables amounling lo CZK 39,333 lhs; I his is I he value of guaranlees received as of 31 December 2013.

The Company may draw a framework credil line up In 225,000 lhnusaml ZK for using a short term loan up In I he amount of C'ZK 50,000 thousand CZK plus opened lcllers of credit up lo one year plus issued hank guarantees valid up lo three years and payment guarantees with a validity of five years.

21. Significant Event after the Balance Sheet Date

As of the balance sheet day, the Company's management is not aware of any significant events that

would affect the financial statements as of 31 December 2013.

l'rcparcd un:

14/02/2014

l'ersnn in charge nf the hnukkeeping (name and s ignature):

HAYEK, spot. s r.o., holding Jlndrf~ka 5/901 110 00 Praha 1

DIC: CZ43875092

l'crsnn in charge nf the Fin;mcial Statement (name and signature):

•. Antonln Kopfivu

Page 15

I

(E. NITROG E N

Projects

Jiri Madera

Project management

r--L _ Jiri Madera I

Document control 1....-

·- Mila:_v~ir ..... l

Organization structure as of December 31, 2013

Managing director

Dalibor Adamec

Projects controls

Dalibor Adamec I i

.--Engineering

lvan Hula

~gineering H ,;;~~agement I l lvan Hula

LJProcess l n _ _!'etr Svoboda

~

~

~

--

Mechanical J

Petr Skala

Piping

Radek Kolda

Civil

Vaclac Bures

I Instrumentation & l Control

To~as Dv~rc~k~.J

!...-Electrical I

Tomas Dvorak

..--

~

H

Procurement

Josef Kral

Purchasing

Josef Kral

Inspection I Miloslav Musil x sec:;: ;;: _

I Expedit ing I

Jan Kramar __ ......., __

Commercial

Petr Platovsky I Construction management -j I =~n:soo w se wew :,..,-==="=""""""'- .,...""'=""

HAYEK. sool. s r.b., holding JlndfiSska 5/901 110 00 Praha 1

DlC: CZ43875092

P.

z.

A. 1.

A.1.1

A.1. 2.

A.1. 3.

A.1. 4.

A.1 . 5.

A.1.6.

A. "

A. 2.

A. 2. 1.

A.2. 1.1.

A. 2. 1 .2.

A. 2. 2.

A. 2. 2.1.

A. 2. 2.2.

A. 2. 3.

A. 2.4.

A. ••

A.3.

A.4.

A.5.

A. 6.

A. 7.

A. •••

8.1 .

8.2.

8.3.

e .. •··

Cash Flow Statement

CHEMOPROJECT NITROGEN a.s. Cash and cash equlvalonts at beginning of porlod

Book profit or loss from currant acllvllles before tax

Cash flow from primary earning activities (from operations)

AdJustments for non-cash operations

Dapraclallon of long-term assets(+)

Change In correction entries, reserves, and balances on Intermediary accounts

Profit or loss from sale of long-term assets(-/+)

Revenues from dividends and profit shares

Posted Interest expenses (+) except capitalized Interest, and posted Interest revenues(·)

Adjustments for other non-cash operations

Net clish flow from operations before tax, without changes In working capital and without extraordinary Items

Change In need for working capital

Change In accounts receivable from operations (·/+), in asset accounts for time differentiation and In estimate accounts

Change In accounts receivable from operations(·/+)

Change In asset accounts for time differentiation and in esllmated asset accounts

Change In short-term liabilities from operations (+/·), in liability accounts for time differentiation and In estimated liability accounts

Change In short·term liabilities from operational activities(+/·)

Change in liability accounts for time differentiation and in estimated liability accounts(+/·)

Change in inventory(+/·)

Change in short-term financial assets not falling under cash and cash equivalents (+/-)

Net cash flow from operations before tax

Interest paid other than capitalized Interest (·)

Interest received(+)

Tax paid on income from current activities and for past periods(·)

Revenues and expenditures associated with extraordinary accounting Including tax paid for extraordinary activities

Pi'ljate dividendy a podlly na zlsku (+)

Net cash flow from operations before tax and without extraordinary items

Cash flow for investments

Expenditures for acquisition of long-term assets

Revenue from sale of long-term assets

Loans to affiliates

Net cash flow for investments

HAYEK, spol. s r.o., holding JfndMska 5/901 110 00 Praha 1

!11C: CZ43875092

cases

2012 2013

85004 46093

85004 46093

·17189 -12 245

0 0

995 886

0 0

0 0

·18184 -13131

0 0

54578 144 634

·109250 167899

-325178 34742

-323654 28446

214 416 229 650

96832 88125

117 584 141 525

1 512 ·96 493

0 0

·54 672 312 533

·5146 -4983

23330 18114

·2320 ·21 911

-94 0

0 0

-38902 303753

0 0

0 0

0 0

0 0

C.1.

C.2.

c. 2.1.

c. 2.2.

c. 2. 3.

c. 2.4.

c. 2.5.

C.2. 6.

C.3.

c . ... F.

R.

Cosh flow from financing

Impact of changes In long-term obligations and such short-term obligations os loll under lhe cotogory of financing

Impact on cosh of changes In owners' equity

Increase In cash based on Increase In basic capital(+)

Payment of share In owners' equity to shareholders (-)

Additional monetary Investments In the company by shareholders and

Compensation by shareholders for loss(+)

Direct payments from funds (-)

Dividends or profit shares paid out including tax withheld

Dividends and prolll shares received except from businesses whose field of enterprise Is Investment(+)

Net cash flow from financing activities

Net Increase or reduction In cash and cash equivalents

Cash and cash equivalents at end of period

Cash at end of penod 1n accounting 1n Czech crowns

Difference between cash at end of period in accounting and in the cash flow statement

Zaokrouhlenl

HAYEK, spol. s r.o., holding Jlndrlsska 5/901 110 00 Praha 1

DIC: CZ43875092

0 0

·9 ·54 055

0 0

0 0

0 0

0 0

·9 ·60

0 ·53995

0 0 -9 -54 055

·38 911 249698

46093 295791

· pdf filein 2013 the company continued to win new customers in the area of its strategic...

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