condensed consolidated financial statement of the ... · ursus s.a. is a renowned on the domestic...
TRANSCRIPT
LUBLIN 25 May 2018
CONDENSED CONSOLIDATED
FINANCIAL STATEMENT OF THE
CAPITAL GROUP URSUS
for the I quarter 2018 (for the period from 1 January 2018 till 31 March 2018)
2
Condensed Financial Statement for the I quarter 2018
1. CONSOLIDATED FINANCIAL STATEMENT FOR THE I QUARTER 2018
1.1. SELECTED FINANCIAL DATA IN THOUS. PLN AND IN THOUS. EUR ON A COMPOUND BASIS FOR THE I QUARTER 2018
SELECTED FINANCIAL DATA
in thous. PLN in thous. EUR
I quarter period from 2018-01-01 to 2018-03-31
I quarter period from 2017-01-01 to 2017-03-31
I quarter period from 2018-01-01 to 2018-03-31
I quarter period from 2017-01-01 to 2017-03-31
Data concerning the condensed consolidated financial statement according IAS/IFRS Net revenue from sales of products, trade goods and materials
43 510 72 280 10 413 16 852
Profit (loss) from operating activity 2 487 6 468 595 1 508
Gross profit (loss) -1 941 4 986 -465 1 163
Net profit (loss) -1 740 3 840 -416 895
Net profit (loss) atributable to shareholders in the parent company
-1 475 3 606 -353 841
Net cash flow from operating activity -4 488 -49 845 -1 074 -11 622
Net cash flow from investment activity 2 073 -3 247 496 -757
Net cash flow from financial activity 1 395 26 120 334 6 090
Total net cash flow -1 020 -26 972 -244 -6 289
Amounts at the end of the periods: As of 31.03.2018
As of 31.12.2017
As of 31.03.2018
As of 31.12.2017
Current assets 266 708 249 464 63 374 59 811
Tangible assets 144 320 146 180 34 293 35 048
Total assets 411 028 395 644 97 666 94 858
Long-term liabilities 43 611 44 116 10 363 10 577
Short-term liabilities 261 873 244 244 62 225 58 559
Equity 105 544 107 284 25 079 25 722
Share capital 59 180 54 180 14 062 12 990
Weighted average number of shares (in pcs) 59 180 000 54 180 000 59 180 000 54 180 000
Net profit per share in (PLN) and (EUR) net profit / weighted average number of shares
-0,025 0,071 -0,025 0,071
Book value per ordinary share in (PLN) and (EUR) equity/ weighted average number of shares
1,78 1,98 1,78 1,98
Data concerning the financial statement according IAS/IFRS Net revenue from sales of products, trade goods and materials
36 508 77 103 8 737 17 977
Profit (loss) from operating activity 1 936 7 129 463 1 662
Gross profit (loss) -2 230 5 764 -534 1 344
Net profit (loss) -2 230 4 579 -534 1 068
Net cash flow from operating activity 11 736 -42 785 2 809 -9 976
Net cash flow from investment activity -3 581 -3 847 -857 -897
Net cash flow from financial activity -8 783 19 948 -2 102 4 651
Total net cash flow -628 -26 684 -150 -6 221
Amounts at the end of the periods: As of 31.03.2018
As of 31.12.2017
As of 31.03.2018
As of 31.12.2017
Current assets 221 563 234 142 52 647 56 137
Tangible assets 146 802 142 780 34 882 34 232
Total assets 368 365 376 922 87 529 90 369
3
Condensed Financial Statement for the I quarter 2018
Long-term liabilities 37 152 37 401 8 828 8 967
Short-term liabilities 204 805 210 883 48 665 50 561
Equity 126 408 128 638 30 036 30 842
Share capital 59 180 54 180 14 062 12 990
Weighted average number of shares (in pcs) -0,04 0,08 -0,04 0,08
Net profit per share in (PLN) and (EUR) net profit / weighted average number of shares
2,14 2,37 2,14 2,37
Source: Management Board of the Issuer
Items of the statement of financial position at the end of the I quarter 2018 – 4,2085 PLN/EUR
Items of the statement of financial position at the end of the 2017 – 4,1709 PLN/EUR
Items of the statements of total income and cash flows for the I quarter 2018 – 4,1784 PLN/EUR
Items of the statements of total income and cash flows for the I quarter 2018 – 4,2890 PLN/EUR
4
Condensed Financial Statement for the I quarter 2018
1.2. CONSOLIDATED REPORT ON THE FINANCIAL SITUATION
ASSETS
Period ended 31.03.2018
Period ended 31.12.2017
in thous. PLN in thous. PLN
Fixed assets 144 320 146 180
Tangible fixed assets 95 852 97 123
Investment properties 11 192 11 192
Goodwill 4 252 4 349
Other intangible assets 15 326 16 019
Deferred tax assets 702 501
Long-term receivables 16 960 16 960 Stocks and shares 36 36
Current assets 266 708 249 464
Inventory 189 462 182 262
Short-term investments 8 759
Trade receivables and other 75 671 63 856
Cash and their equivalents 1 528 2 548
Assets for sale 39 39
TOTAL ASSETS 411 028 395 644
LIABILITIES
Period ended 31.03.2018
Period ended 31.12.2017
in thous. PLN in thous. PLN
Equity 105 544 107 284
Share equity 59 180 59 180
Capital from issuance of shares above face value 64 998 64 998
Other capital -144 -144
Retained profits -16 882 -15 407
Non-controlling interests -1 608 -1 343
Long – term liabilities 43 611 44 116
Credits and loans 26 098 26 630
Other financial liabilities 8 324 8 475
Long-term provisions 750 750
Other liabilities 8 439 8 260
Short – term liabilities 261 873 244 244
Trade liabilities and other 130 184 120 223
Credits and loans 123 935 2 115
115 563 2 833 Other financial liabilities
Short-term provisions 3 489 3 495
Accruals 2 150 2 129
TOTAL LIABILITIES 411 028 395 644
Source: Management Board of the Issuer
5
Condensed Financial Statement for the I quarter 2018
1.3. CONSOLIDATED REPORT ON TOTAL INCOME
For the period 01.01.2018-31.03.2018
For the period 01.01.2017-31.03.2017
in thous. PLN in thous. PLN
Continued activity
Revenues from sales 43 510 72 280
Own expenses of sale 30 225 54 557
Gross profit/loss from sales 13 285 17 723
Other operating revenues 845 1 074
Sale costs 3 726 4 939
General and administrative costs 7 023 6 586
Other operating costs 894 804
Operating profit/ loss 2 487 6 468
Financial revenues 20 1 054
Financial costs 4 448 2 536
Profit/loss before income tax -1 941 4 986
Income tax -201 1 146
Net profit/loss of continued activity -1 740 3 840
Net profit per share (zł) -0,02 0,07
Book value per share (zł) 1,78 1,98
Total profit atributable to:
- non- controlling shares -265 234
-shareholders of the parent company -1 475 3 606
Source: Management Board of the Issuer
6
Condensed Financial Statement for the I quarter 2018
1.4. CONSOLIDATED REPORT ON CASH FLOWS
For the period 01.01.2018-31.03.2018
For the period 01.01.2017-31.03.2017
in thous. PLN in thous. PLN
Operating activity
Net profit -1 740 3 840
Adjustments in the positions: -2 748 -53 685
Amortization and depreciation 2 811 2 157
Interest and profit sharing (dividend) 1 230 861
Profit (loss) on investment activities -73 10
Change in provisions -7 -24
Change in inventory -7 200 -9 486
Change in receivables -8 445 -32 435
Change in short-term liabilities excluding credits and loans 9 243 -14 205
Change in prepayments and accruals -307 -563
Net cash flows from operating activities -4 488 -49 845
Investment activities Inflows from sale of tangible fixed assets 69 8 Other investment inflows 2 541 0 Purchase of tangible fixed assets 537 255 Purchase of financial assets and other 0 3 000
Net cash flows from investments 2 073 -3 247
Financial activities
Net inflows from issuance of shares 0 400
Inflows from credit and loans 15 655 34 799
Repayment of credits and loans 12 300 8 681 Payment of liabilities arising from financial leases 712 789
Interests paid 1 248 659
Other inflows from financial activities 1 050
Net cash flows from financial activity 1 395 26 120
Balance sheet change in cash, including: -1 020 -26 972
Cash opening balance 2 548 29 746
Cash closing balance 1 528 2 774 Source: Management Board of the Issuer
7
Condensed Financial Statement for the I quarter 2018
1.5. CONSOLIDATED REPORT ON CHANGES IN EQUITY
Share capital
Reserve capital from shares sale above their
nominal value
Other capitals
Reserve capitals (capital
from revaluati
on)
Retained profits
Non-controlling interests
Total equity
As of 1 January 2017 (after adjustment) 54 180 57 498 0
- 4 374 3 952 3 615 114 871
Increase : 0 0 0 4 230 3 606 234 8 070
Result of the current period 0 0 0 0 3 606 234 3 840 Reserve capitals (from revaluation) 0 0 0
4 230 0 0 4 230
Decrease: 0 0 0 0 189 0 189
Other resetve capitals 0 0 0 0 189 0 189
As of 31 March 2017 54 180 57 498 0 -144 7 369 3 849 122 752
As of 1 January 2018 59 180 64 998 0 -144 - 15 407 - 1 343 107 284
Increase : 0 0 0 0 - 1 475 0 - 1 475
Result of the current period 0 0 0 0 - 1 475 0 - 1 475
Decrease: 0 0 0 0 0 - 265 - 265
Non-controlling interests 0 0 0 0 0 -265 -265
As of 31 March 2018 59 180 64 998 0 - 144 - 16 882 - 1 608 105 544
Source: Management Board of the Issuer
2. GENERAL INFORMATION
2.1. Introduction
Company: URSUS Spółka Akcyjna
Seat: LUBLIN
Address: 20-209 Lublin, ul. Frezerów 7
NIP 739-23-88-088
REGON 510481080
Share capital: 59.180.000 PLN
Tel.: (+48) 22 266 02 66
Fax: (+48) 22 506 55 35
E-mail: [email protected]
Webpage: www.ursus.com
URSUS S.A. – parent company–was established by transforming POL-MOT Warfama Spółka
z ograniczoną odpowiedzialnością into a joint stock company. The resolution on transforming
the limited liability company into the joint stock company was adopted on 24 June 1997.
The registered office of the Parent company is located in Lublin at Frezerów Street 7.
8
Condensed Financial Statement for the I quarter 2018
URSUS S.A. is registered in the Register of Entrepreneurs of the National Court Register kept
by the District Court Lublin-Wschód in Lublin, with its registered office in Świdnik, 6th
Commercial Division of the National Court Register, under no. KRS 0000013785. The
Company was given the statistical REGON number 510481080 and tax identification number
(NIP): 739-23-88-088.
The duration of parent company as well as of entities comprising the Group is indefinite.
The main activities of the Company are production of machinery for agriculture and forestry.
The share capital of URSUS S.A. as at the date of publication of this report was 59 180 000
PLN was constituted of 59 180 000 shares with the nominal value of PLN 1.00 each.
As at the date of publication of this report, the Capital Group is composed of six
companies:
1. URSUS S.A. (parent company)
URSUS S.A. is a renowned on the domestic matrker producer of agricultural machinery and
equipment, like ageicultural tractors, round balers, manure spreaders, trailers, froint loaders,
machibnes for haylage collection and transport, machines for staw briquetting, grab loaders,
trolleybuses and electric buses. The Company runs the main factory in Lublin and two
Production Divisions in Dobre Miasto near Olsztyn and Opalenica near Poznań.
As of the date of publication of this report, the Company is represented by:
The Company’s proxy is Mrs Agnieszka Wiśniewska, Chief Accountant, Deputy Financial
Director.
On the 17th April 2018 Mr Jan Wielgus and Mr Marek Włodarczyk resigned from the position
of a Member of the Management Board of URSUS S.A., from the 17th April 2018.
As of the date of publication of this report, the Supervisory Board is composed of:
1. Andrzej Zarajczyk – Chairman of the Supervisory Board
2. Henryk Goryszewski – Deputy Chairman of the Supervisory Board
3. Zbigniew Janas – Member of the Supervisory Board
4. Zbigniew Nita – Member of the Supervisory Board
5. Stanisław Służałek - Member of the Supervisory Board
6. Michał Szwonder - Member of the Supervisory Board
1. Karol Zarajczyk - President of the Management Board
2. Monika Kośko - Vice-President of the Management Board
3. Michał Nidzgorski - Vice-President of the Management Board
4. Zoran Radosavljević 5. Marcin Matusewicz
-
-
Member of the Management Board
Member of the Management Board
9
Condensed Financial Statement for the I quarter 2018
History
The beginnings of the Issuer's business activity date back to 1946, which was the year of
establishing the State Operator - Warmia Agricultural Machinery Factory "AGROMET-
WARFAMA" Dobre Miasto. Only few existing Polish companies that manufacture agricultural
machinery and equipment can pride themselves in greater tradition and experience than the
Issuer. The first products manufactured in the factory were the threshers "Jutrzenka". In the
following years, the factory expanded the range of manufactured products. After the first 25
years of activity, the factory was developed. In 1978, the company started the series production
of dump trailers. The ground-breaking year in the company's activity was 1997, when the plant
was privatised and the majority shareholding of Warfama (85,7% of the share capital, at present
URSUS S.A.) was acquired by POL-MOT Holding S.A. Since then, the Company has
experienced dynamic growth.
In December 2006, URSUS S.A. bought from POL-MOT Holding S.A. 100% shares of Fabryka
Maszyn Rolniczych POL-MOT Opalenica sp. z o.o. with its registered office in Opalenica.
On the 27 December 2007 the first listing of rights to shares of POL-MOT Warfama S.A. (now
URSUS S.A.). on the Warsaw Stock Exchange took place. The opening price amounted to 4,18
PLN, which in relations to th issuing price was an increase of 4,5%.
On 01.06.2012 the Company changed its name from POL-MOT Warfama S.A. to URSUS S.A.,
which was a subsequent step in development of the strongest brand in the Polish agricultural
sector. Transfer of the Company’s main seat to Lublin completed the previous corporate
changes. .
Since 2014 the Company has run the main factory in Lublin and two Production Divisions in
Dobre Miasto near Olsztyn and Opalenica near Poznań .
Introducing URSUS in the neew era the Issuer became a worthy successor of the over 120 years
excellent tradition of production of Polish agricultural tractors, what together with the Issuer’s
experience and its history gives the strongest Polsih brand and a huge advantage in opening up
new markets and futher development of the Company.
The company URSUS S.A. in Lublin is a subsidiary company of the company POL-MOT
Holding S.A. in Warsaw. As of the date of publishing this report, the company POL-MOT
HOLDING S.A., along with its related entities REO sp. z o.o. Inwestycje S.K.A., POL-MOT
AUTO S.A. and Invest- Mot sp. z o.o. holds 23.684.996 shares, which constitute 40,02% of all
URSUS S.A. shares and entitle the company to 23.684.996 votes at the General Meeting, which
constitutes 40,02% of all votes.
2. URSUS BUS S.A. (subsidiary)
The company URSUS BUS S.A. with the seat in Lublin was established on 24.04.2015.
Its shareholders are the Issuer who acquired 60% of shares and AMZ Kutno sp. z o.o. which
acquired 40% of shares. The Company has an unlimited period of operation, its main business
activity will be sales production and sales of buses and trolleybuses.
10
Condensed Financial Statement for the I quarter 2018
According to the resolution of the General Meeting of the Company URSUS BUS S.A. dated
14.06.2016, the share capital of the Company was increased from 100.000 PLN to 12.627.500
PLN by issue of 12.527.500 shares of the nominal value 1 PLN per share. All newly created
shares was acquired by the previous shareholders of the: URSUS S.A. and AMZ Kutno S.A.
for the non-cash contributions and partial cash contributions, in a proportionate manner.
On the 21 December 2016 the General Meeting of the Company URSUS BUS S.A adopted a
resolution on inceasing the Company’s share capital by 1.000.000 PLN. i.e. to the amount of
13.627.500 PLN by issue of shares of the nominal value 1 PLN per share. All the above-
mentioned shares were acquired by the previous shareholdres of the Company.
On the 14 December 2017 the General Meeting of the Company URSUS BUS S.A adopted a
resolution on inceasing the Company’s share capital by 5.000.000 PLN. i.e. to the amount of
18.627.500 PLN by issue of shares of the nominal value 1 PLN per share. All the above-
mentioned shares were acquired through private subscription addressed to URSUS S.A. and
they were paid up in full with cash.
On the 5th February 2018 the company Invest-Mot sp. z o.o. purchased 29% of shares of the
company URSUS BUS S.A. held by AMZ Kutno S.A.
On the 17 April 2018 the court registered a share capital increase of URSUS BUS S.A. by the
amount of 5.372.000 PLN, i.e. to the amount of 24.000.000 zł, effected under resolution of the
Extraordinary General Meeting of the Company dated 14.12.2017. The share capital of the
Company was increased by issue of shares of the nominal value 1 PLN per share. All the above-
mentioned shares were acquired through private subscription addressed to URSUS S.A. and
they were paid up in full with cash.
As of the date of publication of thuis report, the Issuer holds 77,3%,
and INVEST- MOT sp. z o.o.– 22,7% shares of the company URSUS BUS S.A.
Establishment of the company URSUS BUS S.A. results from implementation of the strategy
of the Issuer’s Management Board aiming to increase the activity of the brand URSUS on the
market of buses, trolleybuses and electric buses. Acquirement of a renowned sector partner
will speed up growth of share of URSUS brand vehicles in the market segment. Buses,
trolleybuses and electric buses manufactured by URSUS BUS S.A. responds to increasing
demand for innovative and ecological means of transport.
As of the date of publication of this report, the Company is represented by:
1. Marek Pol - President of the Management Board
2. Jan Wielgus - Vice-President of the Management Board
3. Wojciech Pyzio - Member of the Management Board
4. Filip Walczak - Member of the Management Board
5. Paweł Dadej - Member of the Management Board
On the 17th January 2017 the Management Board of the Company granted joint proxy to Mr
Marcin Matusewicz. Resolution entered into force on the day of its adopting.
11
Condensed Financial Statement for the I quarter 2018
On the 1st February 2018 the Supervisory Board of the Company decided to appoint as from
the 1st February 2018 Mr. Jan Wielgus as the Vice-President of the Management Board of
URSUS BUS S.A. and Mr. Paweł Dadej as the Member of the Management Board of URSUS
BUS S.A.
On the 8th February 2018 Mr Zygmunt Fabisiak resigned from his position of a Member of of
the Supervisory Board of URSUS BUS S.A.
On the 19 March 2018 the Extraordinary General Meeting of the Company URSUS BUS S.A.
appointed Mr Karol Zarajczyk to the Supervisory Board of the current, joint term of office.
As of the date of publication of this report, the Supervisory Board of URSUS BUS S.A. is
composed of:
1. Andrzej Zarajczyk - Chairman of the Supervisory Board
2. Michał Szwonder - Member of the Supervisory Board
3. Karol Zarajczyk - Member of the Supervisory Board
The company URSUS BUS S.A. is fully consolidated as of 31.03.2018.
3. URSUS Dystrybucja sp. z o.o. (subsidiary)
The company URSUS Dystrybucja sp. z o.o. with the seat in Lublin was established by
transformation on the 11 December 2017 of the company LZM3 sp. z o.o. with the seat in Lublin.
On the 6th November 2017 a merger of two subsidiaries of the Issuer – the company URSUS
Zachód sp. z o.o. with the seat in Koszalin and the company URSUS Wschód sp. z o.o. with the
seat in Lublin with the company LZM3 sp. z o.o. with the seat in Lublin took place, by transferring
all assets of these companies in exchange for shares of the company LZM3 sp. z o.o., which were
issued to the shareholders of the companies being acquired. As a consequence the company
URSUS S.A., as the shareholder of these companies, became shareholder of the LZM3 sp. z o.o.
On the 11 December 2017 the Extraordinary General Meeting LZM3 sp. z o.o. adopted a
resolution on increase of the Company's share capital from 8.900.100 PLN to 16.900.100 PLN.
URSUS S.A. acquired 80.000 new shares in the company LZM3 sp. z o.o., which were fully
covered in cash in the amount of 8.000.000 PLN. On the same day the Extraordinary General
Meeting LZM3 sp. z o.o. adopted a resolution on change of the company’s name to URSUS
Dystrybucja sp. z o.o. The above-mentioned changese were registered in the the National Court
Register on the 8th January 2018.
On the 14 May 2018 the Extraordinary General Meeting URSUS Dystrybucja sp. z o.o. appointed
a four-person composition of the Manegement Board of a new, joint term of office, as well as it
changed the Articles of Association by establishing th Supervisory Board, with simulatenous
appointment of its members.
The Company has an unlimited period of operation, and its share capital amounts to 16.900.100
PLN.
12
Condensed Financial Statement for the I quarter 2018
As of the date of publication of this report, the shareholders of Ursus Dystrybucja sp. z o.o. are
URSUS S.A., holding 95,925% shares, Karol Nowe (2,064% shares), Marzena Nowe (1,981%
shares), Edyta Lewandowska (0,027% shares) and Michał Wiśniewski (0,003% shares).
The main business activity of the company URSUS Dystrybucja sp. z o.o. is sale of agricultural
tractors and machines URSUS, together with spare parts and consumables. Besides, the
company provides services related to warranty and servicing repairs.
As of the date of publication of this report, the Company is represented by:
1. Mariusz Lewandowski – President of the Management Board
2. Karol Nowe – Vice-President of the Management Board
3. Marzena Nowe - Member of the Management Board
4. Rafał Turowski - Member of the Management Board
As of the date of publication of this report, the Supervisory Board of URSUS Dystrybucja sp. z
o.o. is composed of:
1. Karol Zarajczyk – Chairman of the Supervisory Board
2. Marek Włodarczyk – Member of the Supervisory Board
3. Marcin Matusewicz - Member of the Supervisory Board
The company URSUS Dystrybucja sp. z o.o is fully consolidated as of 31.03.2018.
4. URSUS sp. z o.o. (subsidiary)
The company Ursus sp. z o.o. with the seat in Lublin was established on 18.02.2016 by the
company URSUS S.A., which holds 100% of its shares.
On 05.04.2016 the company was registered in the Register of Entrepreneurs of the National
Court Register under the no. 0000610381.
The main business activity of the company is bulk sale of machinery for agriculture and
forestry. The Company has an unlimited period of operation, and its share capital amounts to
5.000,00 PLN.
As of 31.03.2018 the President of the Management Board of the Company is Mr Karol
Zarajczyk.
The company URSUS sp. z o.o. is not consolidated as of 31.03.2018 due to immateriality of its
financial data.
5. AIU+ sp. z o.o. (subsidiary)
On the 2nd January 2017 the company AIU+ sp. z o.o. with the seat in Lublin was established.
The company URSUS S.A. acquired 24% of the shares in the newly established entity. On
24.03.2017 the company was registered in the National Court Register, under no. KRS
13
Condensed Financial Statement for the I quarter 2018
00000669664. The business profile of the company are financial and advisory services, research
and development works.
The Company has an unlimited period of operation, and its share capital amounts to 5.000,00
PLN.
As of the date of publication of this report, the President of the Management Board of the
Company is Mr Marcin Gołębiewski.
The company AIU+ sp. z o.o. is not consolidated as of 31.03.2018 due to immateriality of its
financial data.
6. Nowe Technologie Przemysłowe sp. z o.o. (indirect subsidiary)
On the 9th September 2016 the company became shareholder of the newly established company
Nowe Technologie Przemysłowe sp. z o.o. with the seat in Lublin, in which it acquired 20%
shares. Its other shareholders are: the Lublin Catholic University of John Paul II, the Lublin
University of Technology, MPK-Lublin sp. z o.o. and the company XDISC S.A.
On 26.09.2016 the company was registered in the National Court Register, under no. KRS
0000637959. The business profile of the company Nowe Technologie Przemysłowe sp. z o.o.
are research and development works.The Company has an unlimited period of operation, and
its share capital amounts to 150.000,00 PLN.
As of the date of publication of this report, the Company is represented by:
1. Paweł Dadej - President of the Management Board
As of the date of publication of this report, the Supervisory Board is composed of:
1. Korneliusz Dubicki – Chairman of the Supervisory Board
2. Eugeniusz Hyz – Member of the Supervisory Board
3. Dariusz Tomasik - Member of the Supervisory Board
4. Dariusz Kasperek - Member of the Supervisory Board
5. Jacek Socha - Member of the Supervisory Board
The Company Nowe Technologie Przemysłowe sp. z o.o. is not consolidated as of 31.03.2018
due to immateriality of its financial data.
– Declaration of conformity –
The condensed consolidated financial statement of the Capital Group URSUS S.A. for III
quarters 2017 was prepared on the basis of:
• International Financial Reporting Standards /IFRS/, International Accounting Standards
/IAS/ (in particular IAS 34 Interim Financial Reporting) and related intepretations published
in the form of the European Commission regulations, and within the scope not regulated by
the above-mentioned provisions in accordance with accounting principles set out in the act
14
Condensed Financial Statement for the I quarter 2018
dated 29 September 1994 as amended (i.e. Journnal of Laws. of 2013 pos. 330, 613, of
2014 pos. 768, 1100, of 2015 pos. 4, 978, 1045, 1166, 1333, 1844, 1893) and the executive
regulations.
The present consolidated financial statement of the Capital Group includes the financial
statements of the parent company of – URSUS S.A. and the subsidiaries URSUS BUS S.A. and
URSUS Dystrybucja sp. z o.o.
The companies URSUS sp. z o.o., AIU+ sp. z o.o. and Nowe Technologie Przemysłowe sp. z
o.o. are not consolidated as of 31.03.2018 due to immateriality of their financial data.
The consolidated financial report was presented on a going concern basis of the Capital Group
entities in the foreseeable future. In the reporting period and till the date of presentation of the
financial report there have been no circumstances indicating a threat to the continuation of
activity.
The report is presented in the currency Polish zloty (zł; PLN), unless othe currency is indicated.
In the present financial report the Issuer presents the data in the following scheme:
- I quarter 2018, i.e. 01.01.2018 - 31.03.2018 and accordingly the comparable data for the period
of I quarter 2017, i.e. 01.01.2017 - 31.03.2017 (reports on total income);
- balance sheet positions as of 31.03.2018 and as of 31.12.2017 (report on the financial
situation).
The Ordinary General Meeting of URSUS S.A. on the basis of the art. 45 sec. 1 Accounting
Act dated 29 September 1994, on the 6th May 2008 decided that starting from 01.01.2008 the
financial reports shall be prepared in accordance with International Accounting Standards and
International Financial Reporting Standards.
The condensed quarterly consolidated financial statement of the Issuer for I quarter 2018
includes:
• consolidated report on the financial situation;
• consolidated report on total income;
• consolidated report on cash flows;
• consolidated report on changes in equity and
• additional information.
Effect of application of new accountancy standards and changes of accountancy policy
Accountng principles (policy) applied to the preparation of this separate financial statement for
the I quarter of 2018 are consistent with those applied in the preparation of the financial
statement for the financial year ended 31 December 2017, except for the changes described
below. The same principles were applied for the current and comparable period.
In this financial statement, the Company decided not to use the published standards or
interpretations before their effective date.
The detailed description of the accountng principles adopted by the Capital Group URSUS was
presented in the consolidated financial statement for 2017 published on the 10.05.2018.
15
Condensed Financial Statement for the I quarter 2018
Changes resulting from IFRS changes
The following standards, interpretations or changes issued by the International Accounting
Standards Board or the International Financial Reporting Interpretations Committee, which are
not effective yet:
IFRS 9 Financial Instruments (issued on 24.07.2014)
IFRS 14 IFRS 14 Regulatory Deferral Accounts (issued on 30.01.2014)
IFRS 15 Revenue from Contracts with Customers (issued on 28.05.2014)
Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor
and its Associate or Joint Venture (issued on 11.09.2014)
IFRS 16 Leasing (issued on 13.01.2016)
Amendments to IFRS 4 Applying IFRS 9 Financial instruments together with IFRS 4
Insurance Contracts (isued on 12.09.2016)
Clarifications to IFRS 15 Revenue from Contracts with Customers (issued on
12.04.2016)
Amendments to IFRS 2 Share-based Payment (issued on 20.06.2016)
Amendments to IAS 28 Investments in Associates (issued on 08.12.2016)
Amendments to IFRS 1 First-time Adoption of IFRS (issued on 08.12.2016)
IFRIC 22 Foreign Currency Transactions and Advance Consideration (issued on
08.12.2016)
Amendments to IAS 40 Investment Property (issued on 08.12.2016)
IFRS 17 Insurance Contracts (issued on 18.05.2017)
IFRIC 23 Uncertainty over Income Tax Treatments (issued on 07.06.2017)
Amendments to IFRS 9 Prepayment Features with Negative Compensation (issued on
12.10.2017)
Amendments to IAS 28 Investments in Associates and Joint Ventures (issued on
12.10.2017)
Amendments resulting from review of IFRS 2015-2017 (issued on 12.12.2017)
Amendments to IAS 19 Plan Amendment, Curtailment or Settlement (issued on
07.02.2018)
Amendments to the References to the Framework included in IFRS (issued on
29.03.2018).
2.2. The authorities of the Company
URSUS S.A.
As of 31.03.2018 the Management Board was composed of:
1. Karol Zarajczyk - President of the Management Board
2. Monika Kośko - Vice-President of the Management Board
3. Michał Nidzgorski
4. Marek Włodarczyk
-
-
Vice-President of the Management Board
Member of the Management Board
16
Condensed Financial Statement for the I quarter 2018
On the 17th April 2018 Mr Jan Wielgus and Mr Marek Włodarczyk resigned from the position
of a Member of the Management Board of URSUS S.A., from the 17th April 2018.
As of 31.03.2018 the Company’s proxy was Mrs Agnieszka Wiśniewska, Chief Accountant,
Deputy Financial Director.
The Management Board of URSUS S.A. deos not hold any particular power, except for the
authorizations resulting from the Commercial Companies Code.
As of 31.03.2018, the Supervisory Board was composed of:
1. Andrzej Zarajczyk – Chairman of the Supervisory Board
2. Henryk Goryszewski – Deputy Chairman of the Supervisory Board
3. Zbigniew Janas – Member of the Supervisory Board
4. Zbigniew Nita – Member of the Supervisory Board
5. Stanisław Służałek - Member of the Supervisory Board
6. Michał Szwonder - Member of the Supervisory Board
As of 31.03.2018 the Audit Committee is composed of:
1. Stanisław Służałek – Chairman of the Audit Committee
2. Zbigniew Nita – Member of the the Audit Committee
3. Michał Szwonder - Member of the the Audit Committee
URSUS BUS S.A.:
As of 31.03.2018 the Management Board was composed of:
1. Marek Pol - President of the Management Board
2. Jan Wielgus - Vice-President of the Management Board
3. Wojciech Pyzio - Member of the Management Board
4. Filip Walczak - Member of the Management Board
5. Paweł Dadej - Member of the Management Board
As of 31.03.2018 the proxy of the company was Mr Marcin Matusewicz.
As of 31.03.2018, the Supervisory Board of URSUS BUS S.A. was composed of:
1. Andrzej Zarajczyk - Chairman of the Supervisory Board
3. Michał Szwonder – Member of the Supervisory Board
4. Karol Zarajczyk - Member of the Supervisory Board
URSUS Dystrybucja sp. z o.o.:
As of 31.03.2018 the Management Board was composed of:
1. Karol Nowe – President of the Management Board,
2. Michał Wiśniewski – Vice- President of the Management Board.
5. Jan Wielgus - Member of the Management Board
6. Zoran Radosavljević 7. Marcin Matusewicz
-
-
Member of the Management Board
Member of the Management Board
17
Condensed Financial Statement for the I quarter 2018
As of 31.03.2018 the proxy of the company was Mr Mariusz Lewandowski.
On the 14th May 2018 the Management Board of the Company was appointed with the
following composition:
1. Mariusz Lewandowski – President of the Management Board,
2. Karol Nowe – Vice- President of the Management Board,
3. Marzena Nowe – President of the Management Board,
4. Rafał Turowski – Vice- President of the Management Board.
On the same day the Supervisory Board of the Company was appointed with the following
composition:
1. Karol Zarajczyk - Chairman of the Supervisory Board
3. Marek Włodarczyk – Member of the Supervisory Board
4. Marcin Matusewicz - Member of the Supervisory Board
As of the date of publication of this report, the proxy of the company is Mr JanuszNowe.
URSUS sp. z o.o.:
As of 31.03.2018 the Management Board was composed of:
1. Karol Zarajczyk – President of the Management Board
AIU + sp. z o.o.:
As of 31.03.2018 the Management Board was composed of:
1. Piotr Popik – President of the Management Board
Nowe Technologie Przemysłowe sp. z o.o.
As of 31.03.2018 the Management Board was composed of:
1. Paweł Dadej - President of the Management Board
As of 31.03.2018, the Supervisory Board was composed of:
1. Korneliusz Dubicki – Chairman of the Supervisory Board
2. Eugeniusz Hyz – Member of the Supervisory Board
3. Dariusz Tomasik - Member of the Supervisory Board
4. Dariusz Kasperek - Member of the Supervisory Board
5. Jacek Socha - Member of the Supervisory Board
2.3. Operating segments
The operational segment is a part of the entity which that engages into economic activity in
relation to which it may obtain revenues and sustain costs, whose results are regularly
18
Condensed Financial Statement for the I quarter 2018
monitored by the Management Board and for which separate financial information are
available.
The entity was divided into operational segments, including the production divisions in Lublin,
Dobre Miasto and Opalenica and the subsidiaries URSUS BUS S.A. and URSUS Dystrybucja
sp. z o.o. The segments were defined on the basis of their location and manufactured products.
The segments satisfy the quantitative thresholds and the total income of the segments amounts
to 100% of the income of the Capital Group.
The division in the main seat of the company in Lublin deals with manufacturingand assembling
agricultural tractors of URSUS brand. The Management Board of URSUS S.A. also plans to
develop in Lublin the R&D center, whose main aim shall be to work on expansion of the range
of products and modernization of machines and vehicles offered by the Issuer, as well as works
on developing a modern powertrain- VIGUS and electric car. The Division in Dobre Miasto
manufactures mainly manure spreaders, trailers and front loadres with equipment. The Division
in Opalenica provides cooperation services and manufactures components for fodder mixing
trailers.
The main business activity of the company URSUS Dystrybucja sp. z o.o. is sale of agricultural
tractors and machines URSUS, together with spare parts and consumables. Besides, the
company provides services related to warranty and servicing repairs. Currently the company
Spółka URSUS Dystrybucja is the exclusive dealer of tractors and machines labelled with
URSUS brand on the greatest part of Poland. The Company was granted the right of exclusive
distribution of products in the territory of its operation.
The company URSUS BUS S.A. is active in production and sale of buses and trolleybuses.
Manufactured by the Company buses, trolleybuses and electric buses, as well as designed
hydrogen-powered bus respond to increasing demand for innovative and ecological means of
transport. The Company participates actively in tenders both on domestic and foreign markets.
URSUS S.A.
Sales income of the company URSUS S.A. in I quarter 2018 amounted to 36.508 thousand PLN
and it was lower that the income in I quarter of 2017 by 52,7%. The domestic sales amounted
to 22.560 thousand PLN, which was a decrease of 40,7%, while the export sales amounted to
13.948 thousand PLN and it decreased by 64,3% in comparison with I quarter 2017.
The decrease of the income from domestic sales is mainly due to the difficult situation on the
market of agricultural tractors and machinery. The number of sold tractors since 2015 has been
systematically falling, except for the I quarter of 2017 when the number of sold tractors
increased by 3% in comparison to the corresponding period of the previous year.
According to the data from the Central Register of Vehicles and Drivers – CEPiK, in the I
quarter 2015 2,8 thousand tractors were sold, while in the corresponding periods of the next
years the sales of tractors was as follows: I quarter 2016- 1,9 thousand pcs. (decrease by 34%),
I quarter 2017 – 1,9 thousand pcs (decrease by 3%), I quarter 2018 – 1,7 thousand pcs. (decrease
by 13%). A significant element influencing the demand in trhe agricuktural sector are subsidies
19
Condensed Financial Statement for the I quarter 2018
for purchase of tractors and agricultural machinery. According to the information provided by
the Ministry of Agriculture and Rural Development, till the end of the I quarter 2018, the
Agency has received applications for the total value of 115% funds destined for execution of
the action „4.1 Modernisation of farms”, i.e. 11,3 billion PLN. Till the 31 March 2018 the
Agency has concluded contracts amounting to ca. 28,6% funds allocated for this task, while the
paid funds amounted to only 7% of the above-mentioned value. The Company is still extending,
complementing and improving its offer of tractors and agricultural machinery in order to take
full advantage of opportunitoes of sales of products after launching payments within the
programme PROW for yeras 2014-2020.
The decrease in export sales in I quarter 2018 in comparison to the corresponding period of the
previous year is due to decrease of income form execution of the foreign contracts. SInce 2016
the Cimoany has been executing the contract with Tanzanian company National Development
Corporation (NDC). In the I quarter 2017 the Company achieved revenues from execvution of
the above-mentioned contract in the amount of 23 630 thousand PLN, while in the I quarter
2018 ithe contract slaes amounted to 3 051 thousand PLN. From the beginning of execution of
the contract in 2016 till the end of the I quarter 2018 the Company carried out deliveries for the
total amount of 23 193 thousand USD. The remaining part in the amount of 31.807 thousand
PLN shall be executed in 2018, which shall have impact on the Company’s results in these
periods.
The strategy of URSUS S.A. assumes permanent seraching for new business partners
worldwide, with strenghtening cooperation with the currect trade partners. Currently URSUS
sells its products in many countries of Western and Central Europe and on eastern markets, in
partucular in Germany, Sweden, Czech Republic, Holland, Hungary, Croatia, Ireland,
Lithuania, Slovenia, Serbia, Russia, Romania and Latvia.
The Company plans to develop further on the prospective foreign markets, the proof of which
is conclusion of cooperation framework agreements with the partners from the the Middle and
Far East and Arifca.
The Company URSUS S.A. in I quarter 2018 generated a gross profit from sales in the amount
of 9 374 thousand PLN, while the gross profit from sales in I quarter 2017 was 15 959 thousand
PLN. An improvement of sales profitability by 5% had a positive impact on the gross profit
from sales in the current reporting period. The profitability reached in the I quarter 2018
amounted to 26% in comparison with 21% in the corresponding period of the previous year.
From operating activity, including other revcenues and operational costs, the Company
generated a profit of 1 936 thousand PLN, in comaprison with a profit in I quarter 2017 in the
amount of 7 129 thousand PLN.
A decrease in the position of sales costs by 1.305 thousand PLN, i.e. by 27% in comparison
with I quarter of 2017, had a positive impact on the net results. The decrease of sales costs was
connected with reduction of costs of transport, fair and exhibitions organisation, promotion and
salaries. Besides, the company reduced general administration costs by 116 thousand PLN,
which is a decrease by 3% in comparison with the corresponding period of the previous year.
A decrease of financial revenues by 1.027 thousand PLN in the I quarter 2018 negatively
affected the net result of the Company. In the I quarter 2017 the Issuer settled many forward
transactions, which affected the value of financiual revenues in the amount of 1 050 thousand
20
Condensed Financial Statement for the I quarter 2018
PLN. In 2018 the Company did not use derivative instruments and such settlment had no impact
on the Company’s results.
Moreover, an increase of financial costs by 1.774 thousand PLN in comparison with the
corresponding period of the previous year negatively affected the net result of the Company.
Such increase of financial costs was due to the unfavourable USD/PLN exchange rate, what
resulted in negative exchange rate differences.
The company URSUS Dystrybucja sp. z o.o.
The sales income in the company URSUS Dystrybucja sp. z o.o. in I quarter 2018 amounted to
19.011 thousand PLN. The company generated a gross profit from sales in the amount of 1 347
thousand PLN, with profitability of 7%. After consideration of other income and operational
costs, the Company achived a profit from operating activity of 1 205 thousand PLN. The net
proft of the company in I quarter 2018 amounted to 1 147 thousand PLN. The results achieved
by the company have positively affected the consolidated result of the Capital Group URSUS.
The company URSUS BUS S.A.
The sales income in the company URSUS BUS S.A. in I quarter 2018 amounted to 1 896
thousand PLN, in comparison with the sales inome of 90 tghousand PLN in corresponding
period of the previous year.
At the balance sheet date the company noted a net profit from the core operations in the amount
of 150 thousand PLN in comparison with the profit of 14 thousand PLN generated in I quarter
2017. In I quarter 2018 the company showed a gross loss on sales in the amount of 902
thousand PLN, while the loss in I quarter of 2017 amounted to 1 005 thousand PLN. After
consideration of other income and operational costs, the Company’s loss amounted to 1 124
thousand PLN, while the net loss amounted to 1 038 thousand PLN. In I quarter 2017 operating
loss and net loss respectively amunted to 1 008 thousand PLN and 1 128 thousand PLN. The
loss of the Company results from necessity of incurring high costs related to development of
technological and R&D processes aimed at improvement of the opertation and extension of the
Company’s offer.
Capital Group URSUS
The sales income of the Capital Group URSUS in I quarter 2018 (after exclusions) amounted
to 43 510 thousand PLN and it was lower than the inome in I quarter 2017 by 40%. The
domestic sales was 29 562 thousand PLN, which was a decrease of 11%, while the export sales
was 13 948 thousand PLN, which was a decrease of 64% in comparison with the corrispondent
period in 2017.
The Capital Group URSUS in I quarter of 2018 generated a gross profit on sales in the amount
of 13 285 thousand PLN and it was lower than the gross profit on sales in I quarter of 2017 by
25%. The gross sales margin in I quarter of 2018 was 31%, while in I quarter of 2017 it was
25%.
On operating activity, after consideration of other income and operational costs, the Group
generated a profit of 2 487 thousand PLN, in comparison to the profit of 6 468 thousand PLN
disclosed in I quarter of 2017.
A positive impact on the profit from operational activity of the Group had a decrease of sales
costs (by 25%), while a negative impact had an increase of general administration costs of the
Group (by 7%) due to increase of this position in the subsisdiaries of the Group, i.e. in URSUS
BUS S.A. and URSUS Dystrybucja sp. z o.o.
21
Condensed Financial Statement for the I quarter 2018
A negative impact on the net results of the Group in I quartere of 2018 had an increase of
financial costs by 1.912 thousand PLN. The increase of financial costs results from a higher
outside capital commitment in the subsidiaries and from the unfavourable USD/PLN exchange
rate, what resulted in negative exchange rate differences. Besides, the financial result of the
Group was affected by a decrease of financial revenues by 1 034 thousand PLN in comparison
with the corrispondent period in 2017. This is a result of settlement by the parent Company of
many forward transaction in I quarter 2017. In 2018 the Company did not use derivative
instruments and such settlment had no impact on the Company’s results.
In I quarter of 2018 the Group URSUS showed a gross loss in the amount of 1 941 thousand
PLN, against a gross profit disclosed in the corrispondent period of 2017 in the amount of 4 986
thousand PLN.
In I quarter of 2018 the Group URSUS showed a net loss atributable to shareholders of the
parent company in the amount of 1 475 thousand PLN, against the net loss atributable to
shareholders of the parent company disclosed in the corrispondent period of 2017 in the
amount of 3 606 thousand PLN.
Statement on total operation in operational segments:
01.01.2018 - 31.03.2018
Division in
Dobre
Miasto
Division
in Lublin
Division
in
Opalenica
URSUS Dystrybucja
URSUS BUS
Total Exclusions Total
Total segment income 7 406 25 398 3 704 19 011 1 896 57 415 (13 905) 43 510
Total segment costs 5 989 17 561 3 584 15 721 1 746 44 111 (14 375) 30 225
Gross profit (loss) from segment sales 1 417 7 837
120 3 290
150 13 303
470 13 284
Sales costs 276 3 158
84 - 209 3 726 - 3 726
General administration costs 735 3 284
219 1 943 843 7 512 - 7 023
Gross profit (loss) from segment sales 406 1 396 -183 1 347 -902 2 065 470 2 535
Other operational income 55
784 - 4
1
844 -
845
Other operational costs 75
387
63 147 223
894 -
894
Operational result of the segment
387 1 793
(246) 1 205 (1 124) 2 015
470 2 487
Financial income -
22
18 - -
41 (21)
20
Financial costs 259 3
924
24 58 205 4
469 (21) 4 448
Segment gross result
129 (2 109)
(251) 1 147 (1 329) (2 413)
470 (1 941)
Income tax - - - -
(291)
(291) 90
(201)
Segment net result
129 (2 109)
(251) 1 147 (1 038) (2 122)
380 (1 740) Profit atributable to:
22
Condensed Financial Statement for the I quarter 2018
-non-controlling
interests - - - - - - -
(265) -shareholders of the
parent company - - - - - - - (1 475)
Segment assets 64 268 69 669 14 764 21 108 49 948 219 757 - 219 757
Segment depreciation 1 078 2 872
258 660 612 5 480 - 5 480 Expenditures on
segment tangible
assets
57 1 461 - 6 - 1 524 - 1 524
Source: Issuer’s Management Board
01.01.2017 - 31.03.2017
Division
in Dobre
Miasto
Division
in Lublin
Division in
Opalenica URSUS Zachód
URSUS BUS
URSUS Wschód
Total Exclusions Total
Total segment income 13 167 58 461 5 474 8 645 90 10 018 95 855 (23 575) 72 280
Total segment costs 11 737 44 954 4 452 7 743
76 8 947 77 909 (23 352) 54 557
Gross profit (loss) from segment sales 1 430 13 507 1 022
902
14 1 071 17 946 (223) 17 723
Sales costs 482 4 146 193 -
118 - 4 939 - 4 939
General administration costs 740 3 287 327
669
901
663 6 587 - 6 587
Gross profit (loss) from segment sales 208 6 074 503 233 -1 005 408 6 421 -223 6 197
Other operational income 20
955 44
55 - - 1 074 - 1 074
Other operational costs 1
675 -
36
3
89 804 -
804
Operational result of the segment
227 6 354
547
252 (1 008)
319 6 691 (223) 6 467
Financial income - 1 051 -
3 - - 1 054 - 1 054
Financial costs - 2 413 -
2
120 - 2 535 - 2 535
Segment gross result
227 4 992
547
253 (1 128)
319 5 210 (223) 4 986
Income tax - 1 185 - - -
3 1 188 (42) 1 146
Segment net result
227 3 807
547
253 (1 128)
316 4 022 (181) 3 840
Profit atributable to: -non-controlling interests - - - - -
- - - 234
-shareholders of
the parent
company - - - - - - - - 3 606
Segment assets 277 486 157 155 24 362 46 875 31 031 50 591 587 500 (85 951) 501 549
Segment
depreciation 574 1 326 126
11
92
28 2 157 - 2 157 Expenditures on
segment tangible
assets
15
821 - - - - 836 - 836
Source: Issuer’s Management Board
23
Condensed Financial Statement for the I quarter 2018
Sales income by geographical area:
01.01.2018- 31.03.2018
Division in Dobre Miasto
Division in Lublin
Division in Opalenica
URSUS Dystrybucja
URSUS BUS Exclusions Total
Poland 2 913 19 457 191 19 011 1 896 -13 905 29 562
Export 4 493 5 941 3 513 0 0 0 13 948
Total 7 406 25 398 3 704 19 011 1 896 -13 905 43 510
01.01.2017 -31.03.2017
Division in Dobre Miasto
Division in Lublin
Division in Opalenica
Bioenergia Invest
Ursus Zachód
Ursus BUS Exclusions Total
Poland 7 863 29 880 289 8 645 90 10 018 -23 576 33 208
Export 5 304 28 582 5 185 0 0 0 0 39 072
Total 13 167 58 461 5 474 8 645 90 10 018 -23 576 72 280
Source: Issuer’s Management Board
2.4. Profit per share
In the period from 01.01.2018 to 31.03.2018 no dividend was paid.
Calculation of basic and diluted earnings per share was based on the following data:
Source: Issuer’s Management Board
Profit (in thousand PLN) 01.01.2018- 31.03.2018
01.01.2017- 31.03.2017
Net profit from continuing operation applied to the basic calculation of the profit per share. - 1 740 3 840 Diluting impact of number of ordinary shares 0 0 Result: Profit applied to the basic calculation of the diluted profit per share. - 1 740 3 840
Number of issued shares
Weighted average of issued ordinary shares applied to the basic calculation of the profit per share. 59 180 000 54 180 000 Diluting impact of potential numer of ordinary shares 0 0 Result: Weighted average of issued ordinary shares applied to the basic calculation of the diluted profit per share. 59 180 000 54 180 000
Continued operation (in thousand PLN)
Net profit from continuing operation - 1 740 3 840 Result of dicontinued operation 0 0 Net profit from continuing operation to calculate profir per share,including result on discontinued operation - 1 740 3 840 Diluting impact of number of ordinary shares 0 0 Profit per share, including result on discontinued operation (in PLN) -0,02 0.07
24
Condensed Financial Statement for the I quarter 2018
As of the date of publication of this report the Capital Group URSUS has no discontinued
operations.
2.5. The purpose and the principles of financial risk management
The principal financial instruments used by the companies from the Capital Group are bank
credits, factoring, operating lease, letters of credit and cash. The main objective of these
instruments id financing the current operation and investments.
In the I quarter 2017 the sales of the Group executed in foreign currencies was 20,2% of the
total sales (in which 7,0% of the total sales was sales in USD, and 13,2% of the total sales was
sales in EUR), while the share of purchase of production materials in the foreign currencies in
the total purchases was 32,2% (in which 31,9% in EUR).
The Management Board of the company URSUS S.A. monitoring the exposure to the currency
of the Company and estimating its impact on the financial result of the Company and in case of
excessive concentration it decides to use hedging instruments sewcuring such exposure.
Capital management
The main purpose of capital management in the company URSUS S.A. is to keep a good and
stable credit standing, expressed in suitable ratios at favourably safe levels.
The specificity of production operation of URSUS Group lies in the necessity to use significant
working capital for needs of execution of orders for agricuktural machines and devices because
of their relatively high value. The standard payment terms applied by the Group are 90 days. In
2017 the past due trade receivables amounted to 25,2 million PLN, representing 6,4% of the
balance sheet total. While at the end of I quarter of 2018 it was 25,5 million PLN, representing
6,2% of the balance sheet total.
The similar level of overdue receivables is caused mainly by delays in execution of cofinancing
purchase of machines with the EU funds (PROW 2014-2020). Lack of cofinancing program
makes the demand for agricutural machines lower than expected. The receivables are
consecutively paid, the Issuer undertook steps aimed at securing and acceleration of repayment
of such receivables. In case of sigfnificant delay in payment of the Group’s clients, there is a
risk of worsening of the financial liquidity and as a consequence of its financial results.
The Company monitors the structure of capital, in the event of observed significant changes of
economic conditions, the company can change it through f.ex. an active dividen policy, policy
of financial instruments issue, etc.
In the period ended 31 March 2018 companiues of the Group did not introduce any changes
concerning capital management objectives, rules and processes.
2.6. Assumed basic accounting principles.
The key accounting principles applied by the Capital Group are the following:
1. Report on total income is presented by the Companies with classification of expenses by
function.
2. Intangible assets. The intangible assets include: costs of development works, computer
software, licenses, safety certificates and trademarks.
25
Condensed Financial Statement for the I quarter 2018
In 2011 the Company purchased the trademark URSUS. Due to the fact that the economic
period of the trademark use is impossible to estimate, the Company does not make adjustment
write-offs.
For other intangible assets, depreciation is calculated on the straight-line basis, over their
expected useful lives which are as follows:
• Expenditure for development works 3-5 years,
• Licenses and computer software 3 years.
3. Tangible assets at the date of transition to IFRSs were measured at fair value, and newly
admitted assets are accounted for at their buying price or production cost reduced by
accumulated depreciation and impairment losses.
The purchase price or cost of manufacturing of fixed assets under construction includes
currency translation differences and interests and commissions of liabilities financing
manufacturing or purchase of tangible assets.
The perpetual usufruct rights acquired against payment hase been included in intangible assets.
4. Fixed assets under construction are measured at the value of total costs directly related to
their purchase or production.
Assets with an expected useful life not exceeding one year and the initial value not exceeding
PLN 3.5 thousand are once written off as costs upon transfer to the service, equipment
and tooling produced in-house - counts as the opinion of the committee of reception. Fixed
assets are amortized by straight-line method from the month following the month the
service in the period corresponding to the estimated period of their economic usefulness.
5. Leasing - Financial leasing agreements transferring all the risks and benefits resulting from
owning the subject of the leasing to the Group, are recognised in the Statement of Financial
Condition as at the leasing date according to the lower of the two following values: fair value
of the fixed asset constituting the subject of the leasing and the current value of minimal leasing
payments. Leasing payments are divided into financial costs and the decrease in balance of
liabilities on account of leasing, which allows for calculating the whole interest rate on the
unpaid liability. Financial costs are recognised in profit or loss.
The Company included the leased machines, devices and software in the into fixed and
intangible assets register. Depreciation rates adopted in accordance with the expected period
of economic usefulness. Depreciation of these funds is not deductible for tax purposes.
6. Inventories purchased within the financial year are valued at their cost of purchase except for
semi-finished products and goods valuated at their cost of acquisition. The value of outward
stock of materials is determined using FIFO. Stocks on the balance sheet date are valued at
purchase price or purchase price or production cost if is not higher than the net sales price.
Stocks that have lost their usefulness are covered by a commercial write-down.
7. Cash in the checkout and in bank accounts are valued at nominal value. Inflow of
foreign currencies on the foreign currency account is valuated according to the exchange rate
of purchase of the foreign currency by the bank, while the outflow accordingly to the
exchange rate of sales by the bank on the day of outflow. On the balance day the cash
26
Condensed Financial Statement for the I quarter 2018
is valued according to an average exchange rate of the National Polish Bank. The exchange
differences on assets and liabilities denominated in foreign currencies arising from the
valuation date and the payment include, respectively:
- minus- in the financial costs,
- plus – in the financial revenue.
8. Receivables and liabilities in the amount requiring payment with respect of cautious
valuation principle. Allowance for uncollectible accounts covers receivables vindicated
through legal action and arguable claims.
9. Other prepayments – active – are performed if costs are related to the future reporting
periods.
10. Share capital of the Company indicates the amount defined in the Court register.
The capital expenditure declared, but not paid, are included as due contribution for the share
capital.
11. Reserve capital –made from the distribution of the annual profit of the Companies.
12. Reserves – the Company makes reserves for jubilee awards, severance pays for
retirements and rents, not used holidays, as well as for guarantee repairs, supposed
financial costs and auditor works. Jubilee awards and severance pays for retirements and rents
are calculated by an actuary. In 2011 the Company changed its accounting principles
concerning of the valuation reserves for holiday pay accruals. The Group departed from
valuation of holiday pay accruals because of low rotation of production employees. Amounts
of paid holiday equivalents are marginal and the employees use their outstanding holiday
within the statutory deadline that from 2012 has been prolonged.
13. Government grants – government grants are presented as revenues of the future periods,
which are reasonably and systematically included in the revenues in particular periods to ensure
their proportionality with the relevant costs, which these grants should compensate
for.
Grants related to depreciable assets are usually recognised in profit or loss over the periods
proportionally to the amortization write-offs made for this asset.
14. Reporting of the activity segments – the Company prepares the statement according to the
geographical segments. Information about the segment activities is presented in division into:
plants in Lublin, Dobre Miasto, Opalenica, and subsidiaries: URSUS BUS S.A. and URSUS
Dystrybucja sp. z o.o.
The segments were based on location and manufactured products. These segments meet the
quantitative thresholds, and total revenue of these segments represents 100% of the total
revenues of URSUS Capital Group.
An operating segment is a component of an entity that engages in the business units
in connection with which it may generate revenue and incur expenses, whose results are
regularly reviewed by the Board and for which there is separate financial information.
15. Incomes - are included at the probable level of economic benefits that the Company will
receive in relation with the transaction and when the amount of receivables can be valued in a
credible way. The following criteria are effective in the income valuation:
27
Condensed Financial Statement for the I quarter 2018
Goods and products sale
The incomes are taken into account if a risk and benefits resulting from the property rights of
goods and products have been passed to the purchaser and if the sum of the income
is credibly estimable.
Incomes from lease
Incomes from lease are taken into account with a line method in the period of renting in relation
to the valid agreements.
16. Operating activity costs
a) costs of sold products, goods and services are taken into account relatively to the sales income
and they include the value of the sold products, goods and other elements evaluated in the
production cost or in the purchase prices.
b) costs of sale include marketing, promotion and advertising expenses,
c) costs of the general management are functioning costs, especially management costs and
costs of the company divisions working for the whole Group.
17.Income tax
Tax charges include the current income taxes of legal persons and the change of the
supplies and assets from the deferred income tax. The current tax commitments are settled on
the basis of the valid tax rules and the amount of taxable income. The reserve for the deferred
income tax is settled in relation to the all interim differences.
Starting from 2012 the Company calculates tax depreciation of the trademark. The Company
does not set a tax reserve for the trademark because it does not expect any transaction of sale
of this asset.
The component of deferred income tax are recognized for all deductible temporary differences,
as well as unused deferred tax assets and unused tax losses to be deducted in subsequent
reporting periods, in such amount as it is likely that will be achieved taxable income,
which will realize the above-mentioned differences.
Asset's carrying value of deferred income tax is reviewed at each balance sheet date
and is written off in the event when questioned by the Company to use the economic
benefits associated with the use of tax assets.
Deferred tax is calculated based on tax rates that are expected of management will apply during
the period when the asset is realized or the liability is settled, based on tax rates
enacted or actually in force at the balance sheet. Change in reserves and assets of deferred
tax is recognized in the income statement except when the financial implications of the
events giving rise to or termination of the deferred tax are recognized directly in equity
units. In 2010, rights to perpetual usufruct of land were standardized. This right is
recognized in property, plant and equipment in the position of land and not subject to
depreciation
28
Condensed Financial Statement for the I quarter 2018
3. ADDITIONAL INFORMATION
3.1. Principles of presentation and calculation of financial statements
This consolidated financial statement covers the period from 1 January 2017 till 31 March 2018
and includes comparable financial data for the period from 1 January 2016 till 31 March 2017..
Selected financial data for the I quarter 2018 and the I quarter 2017 are presented in thous. PLN
and EUR.
The following exchange rates have been applied for the calculations of items of this report:
For calculation of data in the report on financial situation as of the last day of the current period
– 31 March 2018 – was applied the average rate exchange EUR fixed by the NBP as at this date
= 4,2085 PLN.
For calculation of data in the report on financial situation as of 31 December 2017 was applied
the average rate exchange EUR fixed by the NBP as at this day= 4,1709 PLN and vali at the
balance sheet date.
For calculation of data in the report on total income and cash flows for the period from 1 January
2018 till 31 March 2018 was applied the average rate exchange EUR calculated as calculated
as the arithmetic mean of the applicable exchange on the last day of each month during the
period set by NBP as of this date= 4,1784.
For calculation of data in the report on total income and cash flows for the period from 1 January
2017 till 31 March 2017 was applied the average rate exchange EUR calculated as calculated
as the arithmetic mean of the applicable exchange on the last day of each month during the
period set by NBP as of this date= 4,2891.
3.2. Concise description of significant achievements or failures of the issuer in the I quarter of 2018 with a catalogue of the most important events related to them..
In the I quarter of 2018 the Company started the series production of tractors equipped with
modern transmissions with functions Power Shift and Power Shuttle and a new model of
URSUS tractor of 150 HP.
Moreover, in I quarter 2018 the company concluded a cooperation agreement with MESKO-
ROL sp. z o.o. in manufacturing for URSUS S.A. agricultural machinery expanding the
company’s trade offer, as well as in delivery to URSUS S.A. of parts and components to
products manufactured by the Issuer. Conclusion of the agreement with a Polish manufacturer
of agricultural machinery for green fodder preparing and harvesting confirms the Issuer’s
strategy in scope of supporting and development of the Polish industry through starting
cooperation with domestic suppliers.
On the 22 October 2015 URSUS S.A. concluded with the company The National Service
Corporation Sole (SUMA JKT) with the eat in Dar es Salaam in Tanzania, the provisions of
which were transfered on the 5th August 2016 to the company National Development
29
Condensed Financial Statement for the I quarter 2018
Corporation. Till the end of 2017 the company executed deliveries within the contract with
NDC in total amount 22 299 thousand USD, while in I quarter 2018 the company executed
deliveries in total amount 894 thousand USD, The remaining part of the value 31 807 thousand
USD shall be executed in 2018 and it will have impact of the Comopany’s results in the
following periods.
The strategy of URSUS S.A. assumes permanent seraching for new business partners
worldwide, with strenghtening cooperation with the currect trade partners. Currently URSUS
sells its products in many countries of Western and Central Europe and on eastern markets, in
partucular in Germany, Sweden, Czech Republic, Holland, Hungary, Croatia, Ireland,
Lithuania, Slovenia, Serbia, Russia, Romania and Latvia.
The Company plans to develop further on the prospective foreign markets, the proof of which
is conclusion of cooperation framework agreements with the partners from the the Middle and
Far East and Arifca.
The dynamics in increase of income from domestic sales is mainly influenced from the level of
implementation of aplication for financing from EU funds within PROW programs. According
to the information privided by the Agency for Restructuring and Modernisation of Agriculture,
till the end of the I quarter of 2018 the Agency has received applications for the value of 115%
of the funds destined for the action „4.1 Modernization of farms”, i.e. in the amount of 11,3
billion PLN. Till 31.03.2018 the Agency concluded agreement in the total value of 28,6% of
the funds destined for implementation of this action, while the paid funds amounted only to 7%
of this amount.
3.3. Description of factors and events, especially typical ones, having a material effect on the financial results generated.
The sales income of the Capital Group URSUS in I quarter 2018 (after exclusions) amounted
to 43 510 thousand PLN and it was lower than the inome in I quarter 2017 by 40%. The
domestic sales was 29 562 thousand PLN, which was a decrease of 11%, while the export sales
was 13 948 thousand PLN, which was a decrease of 64% in comparison with the corrispondent
period in 2017.
A positive impact on the profit from operational activity of the Group had a decrease of sales
costs (by 25%), while a negative impact had an increase of general administration costs of the
Group (by 7%) due to increase of this position in the subsisdiaries of the Group, i.e. in URSUS
BUS S.A. and URSUS Dystrybucja sp. z o.o.
A negative impact on the net results of the Group in I quartere of 2018 had an increase of
financial costs by 1.912 thousand PLN. The increase of financial costs results from a higher
outside capital commitment in the subsidiaries and from the unfavourable USD/PLN exchange
rate, what resulted in negative exchange rate differences. Besides, the financial result of the
Group was affected by a decrease of financial revenues by 1 034 thousand PLN in comparison
with the corrispondent period in 2017. This is a result of settlement by the parent Company of
many forward transaction in I quarter 2017. In 2018 the Company did not use derivative
instruments and such settlment had no impact on the Company’s results.
In the reporting period in the Capital Group there were no untypical events important for the
Issuer’s results.
30
Condensed Financial Statement for the I quarter 2018
3.4. Explanations concerning seasonal sales variations and the cyclic nature of activity of the companies of the Caputal Group in III quarters 2017
Seasonality of sales of agricultural machinery largely corresponds to seasonal in agriculture
that the sale of certain categories of machinery related to specific agricultural operations ahead
of them in a few weeks. Sales of machinery and equipment for agricultural production takes
place throughout the whole year, with the exception of the severe winter months and summer
months of intensive field work.
Since 2007 within the EU subsidies for farmers, there has been Polish version of the Rural
Development Programme (PROW), which flattened seasonality trends in the sector of
agricultural machines. Since 2014 another programme PROW for the years 2014-2020 is
effective. Within the implementation of the European Union’s common agricultural policy in
years 2014-2020 Poland will have in total 42,4 billion EUR to be used, while the budget of
PROW 2014-2020 is 13,6 billion EUR.
The most important task of the Rural Development Programme 2014-2020, which is the basic
financial instrument for the purposes of conducting structural and investment changes in rural
areas, is now to increase the competitiveness and profitability of farms. In case of late
implementation of subsequent stages of the programme, as well as in case of organizational or
procedural difficulties in submission of applications, farms can not use opportunities of
cofianincing their investments with subsidies. The Management Board is still monitoring the
actual status of implementation of the programme PROW for the years 2014-2020, as well as
the degree of use and availability of EU subsidies in voivodships. In case of delays in payments
of EU subsidies from the programme, account should be taken of the risk of decrease in that
time of the demand for agricultural machines and devices, what undoubtedly will have an
impact on the Issuer’s financial results.
3.5. Information regarding the issue, redemption and reimbursement of non-equity and equity securities.
On the 7th October 2015 the Extraordinary General Meeting URSUS S.A. adopted the
following resolutions:
- the resolution on increasing the Company’s share capital by means of issuance of ordinary
bearer shares of P series and complete exclusion of the preemptive rights of the existing
shareholders to the series P shares;
- the resolution regarding issue of subscription warrants of 2. series with the right to acquire
series Q shares and complete exclusion of the preemptive rights of the existing shareholders to
the subscription warrants of 2. series;
- the resolution on conditional increase of the Company’s share capital in order to grant the
right to subscribe Q series shares to the holders of subscription warrants of 2. Series issued by
the Company, entitling to acquire Q series shares;
- the resolution on an amendment to the Statute aimed at authorizing the Management Board to
increase the share capital within the limits of the authorized capital.
31
Condensed Financial Statement for the I quarter 2018
The increase of the Issuer’s share capital, adopted on the basis of the resolution 6/2016, from
41.180.000 (forty one million one hundred eighty thousand) to the amount of 45.280.000 (forty
five million two hundred eighty thousand) PLN, i.e. by the amount of 4.100.000 (four million
one hundred thousand) PLN by issue of 4.100.000 (four million one hundred thousand) ordinary
P series bearer shares of nominal value of 1 (one) PLN per share, was registered by the Court
on the 12th November 2015.
On the13th November 2015 the Court registered the increase of the Issuer’s share capital was
registered from 45.280.000 (forty five million two hundred eighty thousand) to the amount of
54.180.000 (fifty four million one hundred eighty thousand) PLN, i.e. by the amount of
8.900.000 (eight million nine hundred thousand) PLN by issue of 8.900.000 (eight million nine
hundred thousand) ordinary Q series bearer shares of nominal value of 1 (one) PLN per share.
Under the resolution of the 16th May 2017 the Management Board of the Company decided to
increase the Company’s share capital from the amount 54.180.000 PLN to the amount
59.180.000 PLN. i.e. by the amount of 5.000.000 PLN, by the issue of 5.000.000 ordinary
bearer shares of R series of the nominal value 1,00 PLN and the issue price 2,50 PLN per share,
i.e. for the total issue price of 12.500.000 PLN. Both the value of the new issue and the issue
price were decided by the Management Board in compliance with § 7 b sec. 5 of the Company’s
Articles of Association.
According to the Resolution of the Management Board, the shares of the new issue (R series)
shall be offered, in private subscription, to entities selected by the Management Board of the
Company. Therefore the existing Shareholders’ pre-emptive rights to the R series shares were
waived in their entirety, which took place with the consent of the Supervisory Board expressed
in the resolution no. 220/2017 adopted on the 16th May 2017.
On the 16th May 2017 the private subscription of R series shares of the Company, issued by
the Management Board under the Resolution of the Management Board of the 16th May 2017,
concerning the above-mentioned increase of the share capital of the Company within the
authorized capital, was carried out and completed.
The private subscription (including allocation of shares), as well as conclusion of the
agreements on acquisition of shares, were carried out on the 16th May 2017. All issued shares,
i.e. 5.000.000 shares, were included in the subscription and allocation. Within the private
subscription, two entities were offered to acquire shares. The entities which acquired the R
series shares are the companies POL-MOT Auto S.A. (KRS no. 396018) and Invest-Mot sp. z
o.o. (KRS no. 15858). Both entities concluded with the Company agreements on acquisition of
shares and paid the issue price of the shares, in the amount of 2,50 PLN per each R series shares.
All issued shares, i.e. 5.000.000 shares, were included in the subscription and allocation.
The value of the conducted private subscription, understood as the product of the number of R
series shares covered by the offer and their issue price, is 12.500.000 PLN.
According to the resolution of the Warsaw Stock Exchange`s Board dated 21 March 2018,
5.000.000 of R series ordinary bearer shares of URSUS S.A. of the nominal value 1,00 PLN
per share were admitted to exchange trading on the main market.
32
Condensed Financial Statement for the I quarter 2018
The company URSUS S.A. in Lublin is a subsidiary company of the company POL-MOT
Holding S.A. in Warsaw. As of the date of publishing this report, the company POL-MOT
HOLDING S.A., along with its related entities REO sp. z o.o. Inwestycje S.K.A., POL-MOT
AUTO S.A. and Invest- Mot sp. z o.o. holds 23.684.996 shares, which constitute 40,02% of all
URSUS S.A. shares and entitle the company to 23.684.996 votes at the General Meeting, which
constitutes 40,02% of all votes.
3.6. Information regarding the dividend paid (or declared), in total and per one share, broken by ordinary and preference shares.
The Company did not pay a dividend for the year 2017.
In the company URSUS S.A. there are no privileged shares.
3.7. Events that occurred after 30.09.2017, which were not included in the report
and which could have a material effect on the Capital Group’s future results.
In the Issuer’s opinion, after 31.03.2018 no events occured which were not included in the
report and which could have a material effect on the Capital Group’s future results.
3.8. Indication of the effects of changes in the economic unit’s structure, including business combination, takeover or sale of the Group’s entities, long-term investments, demergers, restructuring or discontinuation of activities.
As at 31.03.2018 the Capital Group URSUS is composed of the parent company URSUS S.A.
and subsidiaries:
• URSUS BUS S.A.
• URSUS Dystrybcuja sp. z o.o.
• URSUS sp. z o.o.
• AIU+ sp. z o.o.
• Nowe Technologie Przemysłowe sp. z o.o.
URSUS BUS S.A. in Lublin
The company URSUS BUS S.A. with the seat in Lublin was established on 24.04.2015.
Its shareholders are the Issuer who acquired 60% of shares and AMZ Kutno sp. z o.o. which
acquired 40% of shares. The Company has an unlimited period of operation, its main business
activity will be sales production and sales of buses and trolleybuses.
According to the resolution of the General Meeting of the Company URSUS BUS S.A. dated
14.06.2016, the share capital of the Company was increased from 100.000 PLN to 12.627.500
PLN by issue of 12.527.500 shares of the nominal value 1 PLN per share. All newly created
shares was acquired by the previous shareholders of the: URSUS S.A. and AMZ Kutno S.A.
for the non-cash contributions and partial cash contributions, in a proportionate manner.
33
Condensed Financial Statement for the I quarter 2018
On the 21 December 2016 the General Meeting of the Company URSUS BUS S.A adopted a
resolution on inceasing the Company’s share capital by 1.000.000 PLN. i.e. to the amount of
13.627.500 PLN by issue of shares of the nominal value 1 PLN per share. All the above-
mentioned shares were acquired by the previous shareholdres of the Company.
On the 14 December 2017 the General Meeting of the Company URSUS BUS S.A adopted a
resolution on inceasing the Company’s share capital by 5.000.000 PLN. i.e. to the amount of
18.627.500 PLN by issue of shares of the nominal value 1 PLN per share. All the above-
mentioned shares were acquired through private subscription addressed to URSUS S.A. and
they were paid up in full with cash.
On the 5th February 2018 the company Invest-Mot sp. z o.o. purchased 29% of shares of the
company URSUS BUS S.A. held by AMZ Kutno S.A.
On the 17 April 2018 the court registered a share capital increase of URSUS BUS S.A. by the
amount of 5.372.000 PLN, i.e. to the amount of 24.000.000 zł, effected under resolution of the
Extraordinary General Meeting of the Company dated 14.12.2017. The share capital of the
Company was increased by issue of shares of the nominal value 1 PLN per share. All the above-
mentioned shares were acquired through private subscription addressed to URSUS S.A. and
they were paid up in full with cash.
As of the date of publication of thuis report, the Issuer holds 77,3%,
and INVEST- MOT sp. z o.o.– 22,7% shares of the company URSUS BUS S.A.
On the 9 September 2016 the company URSUS BUS S.A. became a shareholder of the newly
established company Nowe Technologie Przemysłowe sp. z o.o. with the seat in Lublin, in
which acquired 20% shares. The orher shareholders of this company are: Katolicki Uniwersytet
Lubelski Jana Pawła II, Politechnika Lubelska, MPK-Lublin sp. z o.o. and the company XDISC
S.A. The business profile of the company Nowe Technologie Przemysłowe sp. z o.o. are
research or development works.
URSUS Dystrybucja sp. z o.o. in Lublin
The company URSUS Dystrybucja sp. z o.o. with the seat in Lublin was established by
transformation on the 11 December 2017 of the company LZM3 sp. z o.o. with the seat in Lublin.
On the 6th November 2017 a merger of two subsidiaries of the Issuer – the company URSUS
Zachód sp. z o.o. with the seat in Koszalin and the company URSUS Wschód sp. z o.o. with the
seat in Lublin with the company LZM3 sp. z o.o. with the seat in Lublin took place, by transferring
all assets of these companies in exchange for shares of the company LZM3 sp. z o.o., which were
issued to the shareholders of the companies being acquired. As a consequence the company
URSUS S.A., as the shareholder of these companies, became shareholder of the LZM3 sp. z o.o.
On the 11 December 2017 the Extraordinary General Meeting LZM3 sp. z o.o. adopted a
resolution on increase of the Company's share capital from 8.900.100 PLN to 16.900.100 PLN.
URSUS S.A. acquired 80.000 new shares in the company LZM3 sp. z o.o., which were fully
covered in cash in the amount of 8.000.000 PLN. On the same day the Extraordinary General
Meeting LZM3 sp. z o.o. adopted a resolution on change of the company’s name to URSUS
Dystrybucja sp. z o.o. The above-mentioned changese were registered in the the National Court
Register on the 8th January 2018.
34
Condensed Financial Statement for the I quarter 2018
On the 14 May 2018 the Extraordinary General Meeting URSUS Dystrybucja sp. z o.o. appointed
a four-person composition of the Manegement Board of a new, joint term of office, as well as it
changed the Articles of Association by establishing th Supervisory Board, with simulatenous
appointment of its members.
The Company has an unlimited period of operation, and its share capital amounts to 16.900.100
PLN.
As of the date of publication of this report, the shareholders of Ursus Dystrybucja sp. z o.o. are
URSUS S.A., holding 95,925% shares, Karol Nowe (2,064% shares), Marzena Nowe (1,981%
shares), Edyta Lewandowska (0,027% shares) and Michał Wiśniewski (0,003% shares).
The main business activity of the company URSUS Dystrybucja sp. z o.o. is sale of agricultural
tractors and machines URSUS, together with spare parts and consumables. Besides, the
company provides services related to warranty and servicing repairs.
URSUS sp. z o.o. in Lublin
The company Ursus sp. z o.o. with the seat in Lublin was established on 18.02.2016 by the
company URSUS S.A., which holds 100% of its shares. On 05.04.2016 the company was
registered in the Register of Entrepreneurs of the National Court Register under the no.
0000610381. The main business activity of the company is bulk sale of machinery for
agriculture and forestry. The Company has an unlimited period of operation, and its share
capital amounts to 5.000,00 PLN.
AIU+ sp. z o.o. in Lublin
On the 2nd January 2017 the company AIU+ sp. z o.o. with the seat in Lublin was established.
The company URSUS S.A. acquired 25% of the shares in the newly established entity. The
business profile of the company are financial and advisory services, research and development
works. The Company has an unlimited period of operation, and its share capital amounts to
5.000,00 PLN.
Nowe Technologie Przemysłowe sp. z o.o. in Lublin
On the 9th September 2016 the company became shareholder of the newly established company
Nowe Technologie Przemysłowe sp. z o.o. with the seat in Lublin, in which it acquired 20%
shares. Its other shareholders are: the Lublin Catholic University of John Paul II, the Lublin
University of Technology, MPK-Lublin sp. z o.o. and the company XDISC S.A.
On 26.09.2016 the company was registered in the National Court Register, under no. KRS
0000637959. The business profile of the company Nowe Technologie Przemysłowe sp. z o.o.
are research and development works.The Company has an unlimited period of operation, and
its share capital amounts to 150.000,00 PLN.
35
Condensed Financial Statement for the I quarter 2018
3.9. Information concerning changes of conditional liabilities or conditional assets, which occurred since the end of the last accounting year
• On 22 January 2018 the Issuer granted a tender deposit guarantee for Przedsiębiorstwo
Komunikacji Miejskiej Katowice sp. z o.o. in the amount of 195.000 PLN. This
guarantee was granted by KUKE S.A. in relation with the Issuer’s participation in the
tender for delievery of 5 new urban buses and it was valid till 28.03.2018.
• On 24 January 2018 URSUS BUS S.A. granted a tender deposit guarantee for the City
of Inowrocław in the amount of 100.000 PLN. This guarantee was granted by KUKE
S.A. in relation with participation of URSUS BUS S.A. in the tender for delievery of 8
new electric low-floor buses and it was valid till 03.04.2018.
• On 26 February 2018 the Issuer accessed the debt of its subsidiary URSUS BUS S.A.
resulting from the credit agreement concluded by URSUS BUS S.A. with Raiffeisen
Bank Polska S.A. in the amount of 1.726.000 PLN, with repaymant date till the 30th
May 2018.
• On 8 March 2018 URSUS BUS S.A. granted a tender deposit guarantee for MZK S.A.
in Ostrow Wielkopolski in the amount of 300.000 PLN. This guarantee was granted by
KUKE S.A. in relation with participation of URSUS BUS S.A. in the tender for
delievery of 6 new electric low-floor buses with charging system and it was valid till
07.05.2018.
• On 8 March 2018 URSUS BUS S.A. granted a performance and retention bond issued
by STU ERGO Hestia S.A. for PKM Katowice Sp. z o.o. in the amount of 310.072,00
PLN valid till 24.02.2019 and in the amount of 93.021,60 PLN valid till 10.05.2022.
This guarantee is related to the contract for delivery of new electric urban buses to PKM
Katowice Sp. z o.o.
• On 9 March 2018 the Issuer accessed the debt of its subsidiary URSUS BUS S.A.
resulting from two credit agreements concluded by URSUS BUS S.A. with Bank
Gospodarstwa Krajowego on 9 March 2018 in the total amount 108.000.000 PLN. The
credit shall be totally repaid till 31 March 2019.
• On 14 March 2018 Bank Millennium S.A., acting on behalf of the Issuer, issued two
payment guarantees for Lotos Oil sp. z o.o. in the amount of 354.604,85 PLN
and366.625,29 PLN, valid till 30 June 2018.
• On 4 April 2018 URSUS BUS S.A. granted a tender deposit guarantee for the
Municipality of Łomianki in the amount of 150.000 PLN. This guarantee was granted
by TUW Medicum in relation with participation of URSUS BUS S.A. in the tender for
delievery of electric buses together with necessary infrastructure amd it is valid till 5
June 2018.
• On 6 April 2018 URSUS BUS S.A. granted a performance and retention bond issued
by STU ERGO Hestia S.A. for MZK S.A. in Ostrów Wielkopolski in the amount of
767.520,00 PLN valid till 23.06.2019 and in the amount of 230.256 PLN till 08.07.2022.
This guarantee is related to the contract for delivery of 6 new electric low-floor buses
with charging system.
• On 10 April 2018 the Issuer granted a tender deposit guarantee for ZTM in Lublin in
the amount of 300.000 PLN. This guarantee was granted by STU ERGO Hestia S.A. in
relation with participation of the Issuer in the tender for delievery of municipal
transportation fleet – 10 trolleybuses and it is valid till 12 July 2018.
After the I quarter of 2018 nor URSUS S.A. or its subsidiaries granted any other guarantees or
loans.
Other contingent assets are described in details in the point 3.15 of this report.
36
Condensed Financial Statement for the I quarter 2018
In the reporting period there were no other events which could result in liabilities or contingent
assets.
3.10. Information on publication of forecasts of financial results of the capital group for III quarters 2017
The Capital Group has not published a forecast of the financial results for 2018.
3.11. Information on the shareholders who, directly or through their subsidiary companies, have at least 5% voting interest at the General Meeting of Shareholders as of the day of issuing the quarterly report
According to the information known to the Company, as at 31 March 2018, the shareholders
that have at least 5% in the total number of votes are the following:
Shareholders' Structure Number of
Shares
% of share
capital Number of votes
% of total votes
number
POL-MOT HOLDING S.A.
with its related companies* 23 684 996 40,02% 23 684 996 40,02%
PB ELIN sp. z o.o. 3 350 000 5,66% 3 350 000 5,66%
Others 32 145 004 54,32% 32 145 004 54,32%
Total 59 180 000 100,00% 59 180 000 100,00%
* with REO sp. z o.o. Inwestycje S.K.A., POL-MOT AUTO S.A.and Invest- Mot sp. z o.o.
3.12. Informacje Information on the ownership of the issuer’s shares or right to the shares by the individuals managing and supervising the Issuer as of the day of issuing the quarterly report.
Shareholdings in the capital of the Issuer as at 31 March 2018:
Position: Shareholdings
(pcs)
% share in the
total number of
votes Supervisors:
Andrzej Zarajczyk ** Chairman of the Supervisory Board 23.684.996 ** 40,02%
**Mr Andrzej Zarajczyk is the dominating entity in relation to INVEST-MOT Sp. z o.o.; therefore, he is the
direct dominating entity in relation to POL-MOT Holding S.A. with its registered office in Warsaw. Pol-Mot
Holding S.A. holds 23.684.996 shares of the Issuer., which constitute 40,02% share in the total number of votes.
3.13. Identification of proceedings pending before court, competent arbitration authority or public administration authority.
The Issuer has not commenced, nor does the Court, the authority responsible for arbitration
proceedings or public administration proceedings relating to liabilities or receivables of the
Issuer or its subsidiary, whose total value is at least 10% of the Company's equity. The issuer
37
Condensed Financial Statement for the I quarter 2018
does not lead the proceedings relating to liabilities and claims, which total value is at least 10%
of the equity of the Capital Group URSUS.
3.14. Information on entering by the issuer or its subsidiary into one or more transactions with affiliated entities if the value of such transactions (the total value of all transactions entered into in the period elapsed from the beginning of the fiscal year) exceeds the PLN equivalent of EUR 500,000 – unless such transactions are typical and routine transactions made on market conditions between the affiliated entities.
In 2018 the Issuer did not concluded with affiliated entities transactions exceeding 500.000
EUR, which are not typical and routine transactions made on market conditions.
3.15. Information on the issuer or their subsidiary guaranteeing a credit or loan or giving guarantee – jointly to one entity or a unit dependent on it if the value of the warranties or guarantees is equivalent to at least 10% of the issuer’s equity capital.
In the I quarter 2018 Till the following guarantees granted by the Issuer were effective:
• On the 27 Sepotember 2017 URSUS S.A. concluded with z BOŚ Ekosystem sp. z o.o.
two credit debt accession agreements related to the liabilities of the company URSUS
BUS S.A. resulting from two lease agreements in the amounts 2.000.000 PLN and
4.000.000 PLN concluded by URSUS BUS S.A. for the period of 7 years. On the same
day URSUS S.A. concluded with Bank Ochrony Środowiska S.A. a credit debt
accession agreement related to the liabilities of the company URSUS BUS S.A.
resulting from the credit agreement in the amount of 3.600.000 PLN, with repayment
date 31.05.2017. Under the above-mentioned agreements the Issuer accessed the debt
of the subsidiary resulting from these credit agreements, becoming a co-debtor together
with URSUS BUS S.A.
• On the 24 October 2016 the Issuer granted a performance bond issued by KUKE S.A.
for MZK in Toruń, effective till 29.01.2017 in the amount of 468.630 PLN with respect
to non-performance or improper performance of the contract subject and from
30.01.2017 till 14.02.2019 in the amount of 140.589 PLN with respect to non- removal
of any faults and defects in the contract subject. This guarantee is related to the contract
for delivery of new electric urban buses concluded with MZK in Toruń by the
Consortium URSUS BUS, composed of the Issuer, AMZ KUTNO S.A. and URSUS
BUS S.A. Conclusion of the contract is the result of winning the tender organized by
MZK in Toruń. • On the 10 November 2016 the Issuer granted a performance bond issued by KUKE S.A.
for MZA sp. z o.o. in Warsaw, effective till 15.10.2017 in the amount of 2.498.130 PLN
with respect to non-performance or improper performance of the contract subject and
from 16.10.2017 till 30.09.2019 in the amount of 749.439 PLN with respect to non-
removal of any faults and defects in the contract subject. This guarantee is related to the
contract for delivery of new electric urban buses concluded with MZA in Warsaw by
the Consortium URSUS BUS, composed of the Issuer, AMZ KUTNO S.A. and URSUS
BUS S.A. Conclusion of the contract is the result of winning the tender organized by
MZA sp. z o.o. in Warsaw.
38
Condensed Financial Statement for the I quarter 2018
• On the 16 February 2017 the Issuer granted to the company URSUS BUS S.A.a
promissory note guarantee up to 7.500.000 PLN for SGB - Bank S.A., as a surety of
repayment of the cradit in the amount of 5.000.000 PLN granted under the credit
agreement of URSUS BUS S.A. and SGB - Bank S.A. on 15.02.2017, valid till
15.02.2020.
• On the 21 April 2017 the Issuer granted the company URSUS Zachód sp. z o.o. an aval
up to the amount of 7.914.000 PLN in favour of SGB - Bank S.A., being a surety of
credit repayment to the investment credit agreement in the amount of 5.276.000 PLN
concluded by URSUS Zachód sp. z o.o. with SGB - Bank S.A. on 21.04.2017, valid till
21.04.2027.
• On the 26 June 2017 the Issuer granted a performance bond issued by Generali TU S.A.
for Gmina Lublin – ZTM in Lublin valid till 20.06.2018 in the amount of 1.703.857,50
PLN with respect to non-performance or improper performance of the contract subject
and from 21.06.2018 till 05.07.2020 in the amount of 511.157,25 PLN with respect to
non- removal of any faults and defects in the contract subject. This guarantee is related
to the contract for delivery of 15 new low-floor trolleybuses concluded by the Issuer on
behalf of the Consortium URSUS BUS.
• On the 4 August 2017 mBank S.A. with the seat in Warsaw, acting on behalf of the
Issuer, issued a payment guarantee for Lotos Oil sp. z o.o. in the amount of 3.460.000
PLN, as a surety of execution of the agreement dated 01.08.2017. Thus guarantee is
valid till 31.07.2018.
• On 28 August 2017 URSUS S.A. cocncluded with Bank Ochrony Środowiska S.A. for
agreements of accession to debts of URSUS S.A. resylting from four credit agreements
concluded by URSUS BUS S.A. z with BOŚ S.A. on 28.08.2017 in the total amount
43.245.742 PLN, valid till 31.12.2017 in the amount 8.190.912 PLN and till 31.07.2018
in the amount 35.054.830 PLN.
• On 31 October 2017 Bank Millennium S.A., acting on behalf of the Issuer, issued a
payment guarantee for Lotos Oil sp. z o.o. with the seat in Gdańsk in the amount of
441.459,91 PLN, valid till 31.01l.2018, in relations to the execution of the cooperation
agreement dated 01.08.2017. The above-mentioned guarantee was granted within the
limit of the Agreement for bank guarantees and letters of credit concluded with Bank
Millennium S.A. on 08.01.2013, as amended.
• On 17 November 2017 the Issuer granted two performance and retention bonds issued
by STU ERGO Hestia S.A. and KUKE S.A. for the City of Zielona Góra, constituting
a joint security for performance of the contract with the City of Zielona Góra for delivery
of 47 new electric low-floor buses which was concluded by the Issuer on behalf of the
Consortium composed of the Issuer and URSUS BUS S.A. The bond issued by STU
ERGO Hestia S.A. is valid till 30.12.2018 in the amount of 2.648.270,06 PLN with
respect to non-performance or improper performance of the contract subject and till
15.12.2021 in the amount of 794.481,02 PLN with respect to non- removal of any faults
and defects in the contract subject, while the bond issued by KUKE S.A. is effective in
the above-mentioned periods respectively in the amounts of 7.000.000 and 2.100.000
PLN.
• On 22 January 2018 the Issuer granted a tender deposit guarantee for Przedsiębiorstwo
Komunikacji Miejskiej Katowice sp. z o.o. in the amount of 195.000 PLN. This
guarantee was granted by KUKE S.A. in relation with the Issuer’s participation in the
tender for delievery of 5 new urban buses and it was valid till 28.03.2018.
• On 24 January 2018 URSUS BUS S.A. granted a tender deposit guarantee for the City
of Inowrocław in the amount of 100.000 PLN. This guarantee was granted by KUKE
39
Condensed Financial Statement for the I quarter 2018
S.A. in relation with participation of URSUS BUS S.A. in the tender for delievery of 8
new electric low-floor buses and it was valid till 03.04.2018.
• On 26 February 2018 the Issuer accessed the debt of its subsidiary URSUS BUS S.A.
resulting from the credit agreement concluded by URSUS BUS S.A. with Raiffeisen
Bank Polska S.A. in the amount of 1.726.000 PLN, with repaymant date till the 30th
May 2018.
• On 9 March 2018 the Issuer accessed the debt of its subsidiary URSUS BUS S.A.
resulting from two credit agreements concluded by URSUS BUS S.A. with Bank
Gospodarstwa Krajowego on 9 March 2018 in the total amount 108.000.000 PLN. The
credit shall be totally repaid till 31 March 2019.
• On 14 March 2018 Bank Millennium S.A., acting on behalf of the Issuer, issued two
payment guarantees for Lotos Oil sp. z o.o. in the amount of 354.604,85 PLN
and366.625,29 PLN, valid till 30 June 2018.
• On 10 April 2018 the Issuer granted a tender deposit guarantee for ZTM in Lublin in
the amount of 300.000 PLN. This guarantee was granted by STU ERGO Hestia S.A. in
relation with participation of the Issuer in the tender for delievery of municipal
transportation fleet – 10 trolleybuses and it is valid till 12 July 2018.
In the I quarter 2018 the following guarantees granted by the URSUS BUS S.A. were effective:
• On the 20 June 2017 URSUS BUS S.A. granted a performance bond issued by Generali
TU S.A. for Komunikacja Miejska Łomianki sp. z o.o valid till 27.11.2017 in the
amount of 100.847,70 PLN with respect to non-performance or improper performance
of the contract subject and from 28.11.2017 till 12.12.2019 in the amount of 30.254,31
PLN with respect to non- removal of any faults and defects in the contract subject. This
guarantee is related to the contract for delivery of 2 urban buses concluded by URSUS
BUS S.A. on the 30 June 2017.
• On the 1 August 2017 URSUS BUS S.A. granted a performance bond issued by KUKE
S.A. for Gmina Lublin, valid till 28.06.2018 in the amount of 474.613,21 PLN with
respect to non-performance or improper performance of the contract subject and from
29.06.2018 till 13.07.2020 in the amount of 142.383,96 PLN with respect to non-
removal of any faults and defects in the contract subject. This guarantee is related to the
contract for delivery of 8 urban buses which will be concluded by URSUS BUS S.A.
• On the 4 August 2017 URSUS BUS S.A. granted a performance bond issued by KUKE
S.A. for MZK sp. z o.o. in Kutno, valid till 08.12.2017 in the amount of 11.464,93 PLN
with respect to non-performance or improper performance of the contract subject and
from 09.12.2017 till 23.12.2017 in the amount of 3.439,48 PLN with respect to non-
removal of any faults and defects in the contract subject. This guarantee is related to the
contract for a bus accident repair concluded by URSUS BUS S.A. with MZK sp. z o.o.
in Kutno.
• On 23 November 2017 URSUS BUS S.A. granted a performance and retention bond
issued by STU ERGO Hestia S.A. for Komunikacja Miejska sp. z o.o. with the seat in
Szczecinek, valid till 20.09.2018 in the amount of 465.594,36 PLN with respect to non-
performance or improper performance of the contract subject and in the period from
reception of the contract subject till 05.09.2025 in the amount of 139.678,31 PLN with
respect to non- removal of any faults and defects in the contract subject. This guarantee
is related to the contract for delivery of 10 new electric low-floor urban buses together
with battery charging system, which was concluded by URSUS BUS S.A. on the 29th
November 2017.
40
Condensed Financial Statement for the I quarter 2018
• On 24 January 2018 URSUS BUS S.A. granted a tender deposit guarantee for the City
of Inowrocław in the amount of 100.000 PLN. This guarantee was granted by KUKE
S.A. in relation with participation of URSUS BUS S.A. in the tender for delievery of 8
new electric low-floor buses and it was valid till 03.04.2018.
• On 5 March 2018 URSUS BUS S.A. granted a tender deposit guarantee for MZK S.A.
in Ostrow Wielkopolski in the amount of 300.000 PLN. This guarantee was granted by
KUKE S.A. in relation with participation of URSUS BUS S.A. in the tender for
delievery of 6 new electric low-floor buses with charging system and it was valid till
07.05.2018.
• On 6 March 2018 URSUS BUS S.A. granted a performance and retention bond issued
by STU ERGO Hestia S.A. for PKM Katowice Sp. z o.o. in the amount of 310.072,00
PLN valid till 24.02.2019 and in the amount of 93.021,60 PLN valid till 10.05.2022.
This guarantee is related to the contract for delivery of new electric urban buses to PKM
Katowice Sp. z o.o.
• On 4 April 2018 URSUS BUS S.A. granted a tender deposit guarantee for the
Municipality of Łomianki in the amount of 150.000 PLN. This guarantee was granted
by TUW Medicum in relation with participation of URSUS BUS S.A. in the tender for
delievery of electric buses together with necessary infrastructure amd it is valid till 5
June 2018.
• On 4 April 2018 URSUS BUS S.A. granted a performance and retention bond issued
by STU ERGO Hestia S.A. for MZK S.A. in Ostrów Wielkopolski in the amount of
767.520,00 PLN valid till 23.06.2019 and in the amount of 230.256 PLN till 08.07.2022.
This guarantee is related to the contract for delivery of 6 new electric low-floor buses
with charging system.
After the I quarter of 2018 nor URSUS S.A. or its subsidiaries granted any other guarantees
or loans.
3.16. Indication of factors which in the issuer’s opinion will influence the results
achieved by the issuer in a period not shorter than the next quarter.
In the I quarter of 2018 the Company started the series production of tractors equipped with
modern transmissions with functions Power Shift and Power Shuttle and a new model of
URSUS tractor of 150 HP. Moreover, the Company is going to start serial production of another
URSUS tractors of the power range from 110 to 160 HP, equipped with the modern drive train
developed by the Company - VIGUS.
With reference to the new European requirements concerning emission standards, the Company
is going to carry out type-approval processes and lauch production of tractors equipped with
engines of Euro IV standard. Besides, this year the Company plans to suplement the offer with
a new range of tractors of 35-75 HP, as well as a new tractor model with Kohler engine.
The Company is still working on acquisition of European type-approval and launching serial
production of “D7” and “D8” series trailers. The new trailer models will replace the models
which are currently in the Company’s offer. The aim of introduction of new trailers’ series is
modernisation and increasing competitiveness of the Company’s range of products. The new
41
Condensed Financial Statement for the I quarter 2018
series of trailers will enlarge the range of the offered products with trailers of various loading
capacity and will contribute to reduction of costs and improvement of production processes
effectiveness. After a European type-approval certificate is obtained, it will be possible to sell
and directly register vehicles in all EU-member states. The Compoany estimates that works on
type-approval acquisition shall finish in the II half of the current year.
In I quarter 2018 the company URSUS S.A. concluded a cooperation agreement with MESKO-
ROL sp. z o.o. in manufacturing for URSUS S.A. agricultural machinery expanding the
company’s trade offer, as well as in delivery to URSUS S.A. of parts and components to
products manufactured by the Issuer. Conclusion of the agreement with a Polish manufacturer
of agricultural machinery for green fodder preparing and harvesting confirms the Issuer’s
strategy in scope of supporting and development of the Polish industry through starting
cooperation with domestic suppliers.
The company intensively works on extension of its products’ offer with cars equipped with
electric engines. Last year the company presented the first electric delivery car of loading
capacity 600 kg and distance of 140 km. Currently the company is designing prototype of
modern utility vehicle of loading capacity 3,5 T and intends to obtain obtain an EC type-
approval for such vehicle. This car will be presented in November 2017 at Congress 590 in
Rzeszów. Placing on the market of a car with alternative modern drive, with flexible body
construction and varied equipment will enable reaching new groups of clients, both in B2B and
B2C sector.
The Company’s Management Board estimates that constant extension and improvementof the
offer with new models of tractors and agricultural machinery shall have a sigificant impact on
its income and improved sales profitability in the subsequent reporting periods.
In the Management Board’s opinion the results of the Company in the next periods will be
influenced by launching the EU subsidies within the period 2014-2020. Within the
implementation of the European Union’s common agricultural policy in years 2014-2020
Poland will have in total 42,4 billion EUR to be used, while the budget of PROW 2014-2020 is
13,5 billion EUR. According to the information provided on the website of the Agency for
Restructuring and Modernisation of Agriculture, till the end of the I quarter of 2018 the Agency
has received applications for the value of 115% of the funds destined for the action „4.1
Modernization of farms”, i.e. 11,3 billion PLN. Till the 31 March 2018 the Agency has
concluded contracts amounting to ca. 28,6% funds allocated for this task, while the paid funds
amounted to only 7% of the above-mentioned value.
A significant impact on the results of the Company in 2018 shall have execution of the
concluded contracts for sale of tractors, agricultural trailers, implements, technologies on the
African markets and the initiatives of cooperation undertaken on the African continent and in
countries of the Middle and Far East.
On the 22 October 2015 URSUS S.A. concluded with the company The National Service
Corporation Sole (SUMA JKT) with the eat in Dar es Salaam in Tanzania, the provisions of
which were transfered on the 5th August 2016 to the company National Development
Corporation. Till the end of 2017 the company executed deliveries within the contract with
NDC in total amount 22 299 thousand USD, while in I quarter 2018 the company executed
deliveries in total amount 894 thousand USD, The remaining part of the value 31 807 thousand
42
Condensed Financial Statement for the I quarter 2018
USD shall be executed in 2018 and it will have impact of the Comopany’s results in the
following periods.
On the 21st February 2017 the Issuer concluded with the Iranian company Iran Tractor
Manufacturing Company (ITMCO) with the seat in Tabriz a Memorandum of Understanding
(MOU) on commercial and industrial cooperation, according to which the parties will seek to
launch jointly manufactured tractors on the markets they operate, as well as they will examine
possibilities of launching on the Iranian markets of agricultural machinery and buses from the
Issuer’s offer.
On the 17th March 2017 URSUS S.A. concluded with the Algerian company KARMAG
INDUSTRIE the commercial and industrial cooperation agreement aiming at establishment of
a Polish-Algerian joint-venture company, whose principal activity shall be assembly, sales,
distribution and service of tractors and agricultural machinery on the Algerian market.
On the 17th March 2017 URSUS S.A. concluded with the company DOBRE HOLDINGS
(Republic of Namibia) a Memorandum of Understanding (MoU) on commercial and industrial
cooperation, whose intention is to establish a long-term commercial and industrial cooperation
between the Parties related to production and assembly of tractors, agricultural machines and
implements, as well as buses and special vehicles under the URSUS brand.
On the 23 March 2017 URSUS S.A. concluded with the company Industrial Development
Corporation Limited (IDC) z with the seat in Lusaka (Republic of Zambia) an agreement for
supply of agricultural tractors and machinery, implements, spare parts and related services. The
total value of the above-mentioned Agreement at the moment of its signature is 100 million
USD. On the basis of the agreement the Issuer will deliver to the buyer 2694 agricultural tractors
in SKD and CKD form, in the power range from 47 to 180 HP, with implements and spare
parts, and 2506 agricultural machinery, like trailers, manure spreaders, round balers for straw
and hay, harrows and ploughs. Besides, according to the agreement’s provisions, URSUS S.A.
in cooperation with IDC will establish in Lusaka an assembly plant for tractors and agricultural
machinery URSUS and 10 authorized service centers on the territory of Zambia. The Issuer he
Issuer will organize trainings for the buyer’s staff and will assure the technical support to the
required extent. The first payment under the Agreement will be made as an advance payment
before starting deliveries in the amount of 40% of the contract value, i.e. 40.000.000 USD.
Another 58% of the total value in the amount of 58.000.000 USD will be paid to the Issuer after
submission of the appropriate transport documents for subsequent deliveries of the goods, while
the remaining 2% of the price in the amount of 2.000.000 USD will be paid after signing by the
buyer of the acceptance protocols for the received goods. The the agreement execution is
expected to be completede within a year from the moment of its beginning.
On the 11th April 2018 the Issuer concluded with the Chinese company Guangdong Jianglong
Agricultural Machinery Technology Co., Ltd. (JML) with the seat in Guangzhou a general
cooperation agreement for sales, assembly and manufacturing of agriculture tractors and
machinery as well as import of parts and components from China, together with a general
import agreement, a general agreement for tractors assembly and a general agreement for
components supply.
On the basis of the concluded agreements the Parties start a cooperation, which mainly shall
consist of sales by URSUS to JML of agrciultural tractors and machinery and their resale by
JML in the territory of China, launching assembly of tractors URSUS in China, as wll as sales
43
Condensed Financial Statement for the I quarter 2018
by JML to URSUS of partes and components which may be used by URSUS in its own
operation.
The Parties agreed also that JML shall start production of transmissions of URSUS tractors,
based on the technical documentation supplied by URSUS. Thanks to the start of cooperation
with JML the Issuer shall gain possibility of entering the prospective Chinese market, which is
the next step in the international expansion of URSUS S.A.
The results of the Group URSUS shall be significanly affected by execution of the following
contracts concluded by the company URSUS BUS S.A:
• On 5 July 2017 the Company concluded with ZTM in Lublin a contract for delivery of
15 trolleybuses of the total net value 27,7 million PLN.
• On 3 August 2017 the Company concluded with ZTM in Lublin a contract for delivery
of 8 buses MAXI of the total net value 7,7 million PLN.
• On 22 November 2017 the Company concluded with z MZK in Zielona Góra a contract
for delivery of 47 electric low-floor urban SOLO buses of 12 m lenght of the total net
value 78,4 million PLN.
• On 29 November 2017 the Company concluded with Komunikacja Miejska sp. z o.o.
in Szczecinek a contract for delivery of 10 electric low-floor urban buses of the total
net value 18,9 million PLN.
• On 20 February 2018 the Company concluded with Miejskim Przedsiębiorstwem
Komunikacyjnym w Lublinie a contract for lease of 10 buses of the total net value 10,6
million PLN.
• On 8 March 2018 the Company concluded with Przedsiębiorstwem Komunikacji
Miejskiej w Katowicach a contract for delivery of 5 electric low-floor urban buses of
the total net value 8,4 million PLN.
• On 6 April 2018 the Company concluded with z MZK S.A. in Ostrów Wielkopolski a
contract for delivery of 6 electric buses of the total net value 12,5 million PLN.
Execution of the above-memntioned contracts’provisions shall have a significant impact on the
results of the Company and the Capital Group URSUS in sibsequent reporting periods. In the
Issuer’s opinion after 31.03.2018 There were no events, excluded from the statement, which
could have a material effect on the future financial results of the Company.
3.17. Other information, important in the Issuer’s opinion for the evaluation of their personnel, property and financial conditions and any changes thereto, as well as information that is critical for the assessment of the Issuer's ability to discharge its liabilities.
The Management Board of the parent company URSUS S.A. does not have information which
could be important for the evaluation of their personnel, property and financial conditions and
any changes thereto, as well as information that is critical for the assessment of the Issuer's
ability to discharge its liabilities.
LUBLIN, 25 May 2018
CONDENSED SEPARATE FINANCIAL
STATEMENT OF THE CAPITAL
GROUP URSUS
for the I quarter 2018 (for the period from 1 January 2018 till 31 March 2018)
45
Condensed Separate Financial Statement for the I quarter 2018
1. SEPARATE FINANCIAL STATEMENT FOR THE I QUARTER 2018
1.1. SEPARATE REPORT ON THE FINANCIAL SITUATION
ASSETS
Period ended 31.03.2018
Period ended 31.12.2017
in thous. PLN in thous. PLN
Fixed assets 146 802 142 780 Intangible assets 13 133 13 657
Tangible fixed assets 80 193 81 019
Investment properties 9 326 9 326
Long-term investments 150 150
Deferred income tax assets 0 0
Long-term receivables 16 527 16 527
Stocks and shares 27 473 22 101
Current assets 221 563 234 142 Inventory 118 637 121 013
Shot-term investments 776 2 894
Trade receivables and other 101 622 109 079
Receivables from income tax 0 0
Cash and their equivalents 489 1 117
Assets for sale 39 39 TOTAL ASSETS 368 365 376 922
LIABILITIES
Period ended 31.03.2018
Period ended 31.12.2017
in thous. PLN in thous. PLN
Equity 126 408 128 638 Share equity 59 180 59 180
Capital from issuance of shares above face value 64 998 64 998
Other capital -144 -144
Retained profits 2 374 4 604
Long – term commitments 37 152 37 401
Credits and loans 19 951 20 078
Other financial liabilities 3 991 3 991
Provision for deferred income tax 451 451
Long -term provisions 474 474
Other liabilities 12 285 12 407
Short – term liabilities 204 805 210 883
Credits and loans 96 145 103 240
Trade liabilities and other 101 767 100 044
Other financial liabilities 1 465 2 171
Income tax liabilities 0 0
Short-term provisions 3 347 3 347
Accruals 2 081 2 081
TOTAL LIABILITIES 368 365 376 922
Source: Management Board of the Issuer
46
Condensed Separate Financial Statement for the I quarter 2018
1.2. SEPARATE REPORT ON TOTAL INCOME
For the period 01.01.2018-31.03.2018
For the period 01.01.2017-31.03.2017
in thous. PLN in thous. PLN
Continued activity
Revenues from sales 36 508 77 103
Own expenses of sale 27 134 61 144
Gross profit/loss from sales 9 374 15 959
Other operating revenues 839 1 019
Sale costs 3 516 4 821
General and administrative costs 4 237 4 353
Other operating costs 524 675
Operating profit/ loss 1 936 7 129
Financial revenues 23 1 050
Financial costs 4 189 2 415
Profit/loss before income tax -2 230 5 764
Income tax 0 1 185
Net profit/loss of continued activity -2 230 4 579 Net profit per share (zł) -0,038 0,085
Book value per share (zł) 2,13 2,37
Source: Management Board of the Issuer
47
Condensed Separate Financial Statement for the I quarter 2018
1.3. SEPARATE REPORT ON CASH FLOWS
For the period 01.01.2018-31.03.2018
For the period 01.01.2017-31.03.2017
in thous. PLN in thous. PLN
Operating activity
Net profit -2 230 4 579
Adjustments in the positions: 13 966 -47 364
Amortization and depreciation 2 097 2 026
Interest and profit sharing (dividend) 991 741
Profit (loss) on investment activities -69 10
Change in provisions 0 0
Change in inventory 2 376 -1 493
Change in receivables 7 554 -45 800 Change in short-term liabilities excluding credits and loans 1 017 -2 744
Change in prepayments and accruals 0 -104
Net cash flows from operating activities 11 736 -42 785
Investment activities Inflows from sale of tangible fixed assets 69 8 Interests received 19 0 Other investment inflows 2 522 1 350 Purchase of tangible fixed assets 395 255 Purchase of financial assets and other 5 796 4 950
Net cash flows from investments -3 581 -3 847
Financial activities
Inflows from credit and loans 7 469 28 978
Other inflows from financial activities 0 1 050
Repayment of credits and loans 14 690 8 681
Payment of liabilities arising from financial leases 553 740
Interests paid 1 009 659
Net cash flows from financial activities -8 783 19 948
Balance sheet change in cash, including: -628 -26 684
Cash opening balance 1 117 28 363
Cash closing balance 489 1 679
Source: Management Board of the Issuer
48
Condensed Separate Financial Statement for the I quarter 2018
1.4. SEPARATE REPORT ON CHANGES IN EQUITY
Share capital
Reserve capital from shares sale above their
nominal value
Other capitals
Retained profits
Total equity
As of 1 January 2017 (after adjustment) 54 180 57 498 - 4 374 8 869 116 173
Increase : 0 0 0 8 809 8 809
Result of the current period 0 0 0 4 579 4 579
Capital from revaluation 0 0 0 4 230 4 230
Decrease: 0 0 0 0 0
As of 31 March 2017 54 180 57 498 - 4 374 17 678 124 982
As of 1 January 2018 59 180 64 998 - 144 4 604 128 638
Increase : 0 0 0 -2 230 -2 230
Result of the current period 0 0 0 -2 230 -2 230
Decrease: 0 0 0 0 0
As of 31 March 2018 59 180 64 998 - 144 2 374 126 408
Source: Management Board of the Issuer
Lublin, 25 May 2018
........................... …………..……... …….………..….
Karol Zarajczyk
Monika Kośko Michał Nidzgorski
President of the Management
Board Vice-President of
the Management
Board
Vice-President of
the Management Board
…….………..…. ……………….
Marcin
Matusewicz
Zoran
Radosavljević
Member
of the Management
Board
Member
of the Management
Board