FEERUM S.A.

Financial report

for the period from 1 January 2023 to 31 December 2023

Town

CHOJNÓW

Date

30 APRIL 2024

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

TABLE OF CONTENTS

STATEMENT OF FINANCIAL POSITION

3

REPORT ON THE OUTCOME

5

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

5

STATEMENT OF CHANGES IN EQUITY

6

CASH FLOW STATEMENT

8

NOTES TO THE FINANCIAL STATEMENTS

9

General information

9

Basis of preparation and accounting principles

12

1.

Significant events affecting the Company's financial position in 2023

34

2.

Correction of an error and change in accounting policy

35

3.

Operating segments

35

4.

Intangible assets

38

5.

Property, plant and equipment

40

6.

Lease assets and liabilities

42

7.

Financial assets and liabilities

43

8.

Deferred tax assets and liabilities

47

9.

Stocks

50

10.

Trade and other receivables

51

11.

Cash and cash equivalents

53

12.

Equity

54

13.

Employee benefits

55

14.

Trade and other payables

57

15.

Reserves

58

16.

Accruals and deferred income

59

17.

Assets and liabilities from contracts with customers

61

18.

Operating income and expenses

62

19.

Financial income and expenses

63

20.

Income tax

64

21.

Earnings per share and dividends paid

65

22.

Cash flow

66

23.

Related party transactions

67

24.

Contingent assets and liabilities

68

25.

Risks relating to financial instruments

71

26.

Capital management

75

27.

Events after the balance sheet date

76

28.

Other information

79

29.

Approval for publication

82

2 / 82

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

STATEMENT OF FINANCIAL POSITION

ASSETS

Notes

2023-12-31

2022-12-31

Non-current assets

Goodwill

-

-

Intangible assets

4

24 829

27 131

Property, plant and equipment

5

37 867

41 634

Investment property

-

-

Investments in subsidiaries

5

5

Investments in associates

-

-

Trade and other non-current receivables

1 374

2 286

of which Non-current prepaid expenses

-

-

Other non-current financial assets

7

4

4

Deferred tax assets

8

2 238

1 861

Non-current assets

66 317

72 920

Current assets

Stocks

9

64 563

67 875

Assets from contracts with customers

17

6 340

1 292

Trade and other short-term receivables

10,16

10 865

14 998

of which Short-term prepaid expenses

16

253

310

Current income tax receivable

196

-

Other short-term financial assets

-

-

Cash and cash equivalents

11

1 603

12 866

Current assets excluding non-current assets classified as held for

83 567

97 031

sales

Non-current assets classified as held for sale

393

-

Current assets

83 960

97 031

Total assets

150 278

169 951

3 / 82

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

STATEMENT OF FINANCIAL POSITION (CONT.)

LIABILITIES

Notes2023-12-31

2022-12-31

Equity

Core capital

12

33 383

33 383

Own shares (-)

-

-

Share premium account

9 366

9 366

Other reserves

2 117

2 117

Retained earnings

67 790

64 983

of which net profit (loss) for the year attributable to equity holders of the entity

2 808

3 677

dominant

Equity attributable to equity holders of the parent company

112 657

109 849

Non-controlling interests

-

-

Equity

112 657

109 849

Commitments

Long-term liabilities

Loans, borrowings, other debt instruments

7

-

3 510

Financial leasing

6

239

692

Other non-current financial liabilities

-

-

Trade and other non-current liabilities

14,16

4 068

5 558

of which Accruals and deferred income

16

4 068

5 558

Deferred tax liability

8

2 230

1 665

Employee benefit obligations and provisions

13

291

257

Other long-term provisions

424

924

Long-term liabilities

7 252

12 607

Current liabilities

Trade and other current liabilities

14,16

9 449

10 860

of which Accruals and deferred income

16

1 585

1 869

Liabilities from contracts with customers

-

1 480

Current income tax liabilities

0

551

Loans, borrowings, other debt instruments

7

18 415

28 472

Financial leasing

6

372

517

Other short-term financial liabilities

-

-

Employee benefit obligations and provisions

13

1 811

1 845

Other short-term provisions

323

3 770

Current liabilities excluding liabilities included in groups

30 369

47 495

to be sold

Liabilities related to non-current assets held for sale

-

-

Current liabilities

30 369

47 495

Total liabilities

37 621

60 102

Total liabilities

150 278

169 951

4 / 82

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

REPORT ON THE OUTCOME

(CALCULATION VARIANT)

Continuing operations

Sales revenue

Cost of sales

Gross profit (loss) from sales

Selling costs

General and administrative expenses

Other operating income

Other operating expenses

Profit (loss) on sale of subsidiaries (+/-)

Operating profit (loss)

Financial income Financial costs

Share of profit (loss) of equity accounted investees (+/-) Profit (loss) before tax

Income tax

Net profit (loss) from continuing operations

Discontinued operations

Net profit (loss) from discontinued operations

Net profit (loss)

Notes

01.01 to

from 01.01 to

31.12.2023

31.12.2022

3

56 559

69 647

44 247

53 809

12 312

15 838

1 038

954

7 013

7 600

18

315

277

18

524

674

-

-

4 052

6 887

19

2 550

894

19

3 614

2 860

-

-

2 988

4 920

20

180

1 243

2 808

3 677

-

-

-

-

2 808

3 677

NET PROFIT (LOSS) PER ORDINARY SHARE (PLN)

from 01.01

from 01.01 to

Specification

to

31.12.2022

s

Note

31.12.2023

PLN / share

PLN / share

from continuing operations

21

- basic

0,29

0,39

- diluted

0,29

0,39

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

Notes

from 01.01 to

from 01.01 to

31.12.2023

31.12.2022

Net profit

2 808

3 677

Other comprehensive income

Other comprehensive income that will not be reclassified to profit or loss, before

taxation

-

-

Other comprehensive income to be reclassified to profit or loss, before

-

-

taxation

Other comprehensive income before tax

-

-

Other comprehensive income after tax

-

-

Total income

2 808

3 677

5 / 82

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

STATEMENT OF CHANGES IN EQUITY

Share

Other

Notes

Capital

Own shares

premium

account

reserves

basic

(-)

Balance as at 01.01.2023 Changes in

33 383

-9 366

2 117

accounting policies Correction of

-

-

-

-

fundamental error

-

-

-

-

Balance as amended

33 383

-9 366

2 117

Changes in equity from 01.01 to 31.12.2023

Share issue

-

-

-

-

Increase (decrease) due to share-based payment transactions, equity

-

-

-

-

Change in group structure (transactions with non-controlling parties)

-

-

-

-

Dividends

-

-

-

-

Net profit for the period from 01.01 to 31.12.2023

-

-

-

-

Other comprehensive income after tax for the period 01.01 to 31.12.2023

-

-

-

-

Total comprehensive income

-

-

-

-

Transfer to retained earnings (sale of revalued fixed assets)

-

-

-

-

Total changes in equity

-

-

-

-

Balance at 31.12.2023

33 383

-9 366

2 117

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

STATEMENT OF CHANGES IN EQUITY (CONT.)

Note s

Balance as at 01.01.2022

Changes in accounting policies

Correction of fundamental error*

Balance as amended

Changes in equity from 01.01 to 31.12.2022

Share issue

Increase (decrease) due to share-based payment transactions, equity

Change in group structure (transactions with non-controlling parties)

Dividends

Net profit for the period from 01.01 to 31.12.2022

Other comprehensive income after tax for the period 01.01 to 31.12.2022

Total comprehensive income

Transfer to retained earnings (sale of revalued fixed assets)

Total changes in equity

Balance at 31.12.2022

Share

Other

Capital

Own shares

premium

account

reserves

basic

(-)

33 383

-9 366

2 117

-

-

-

-

-

-

-

-

33 383

-9 366

2 117

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

33 383

-9 366

2 117

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

CASH FLOW STATEMENT

INDIRECT METHOD

Cash flow from operating activities

Profit (loss) before tax

Corrections:

Depreciation and write-downs of property, plant and equipment and intangible assets Impairment of fixed assets

Profit (loss) on sale of non-financial fixed assets Interest costs

Interest income Dividend income Other corrections Change in stocks Change in receivables Change in liabilities Change in provisions

Change in assets from contracts with customers Change in liabilities from contracts with customers Adjustments and changes in working capital Cash flow from operations (used in operations)

Income tax paid (refund), included in operating activities

Net cash from operating activities

Cash flow from investing activities

Expenditure on acquisition of intangible assets Proceeds from sale of intangible assets Expenditure on acquisition of property, plant and equipment Proceeds from the sale of property, plant and equipment Loan repayments received

Loans granted

Expenditure on the acquisition of other financial assets Proceeds from government grants received

Interest received Dividends received

Net cash from investing activities

Cash flow from financing activities

Proceeds from borrowings

Repayment of loans

Repayment of finance lease liabilities

Interest paid Dividends paid

Net cash from financing activities

Change in cash and cash equivalents before exchange differences Change due to exchange differences

Change in cash and cash equivalents

Cash and cash equivalents at beginning of period

Cash and cash equivalents at the end of the period

Notes

22

Notes

from 01.01 to

from 01.01 to

31.12.2023

31.12.2022

2 988

4 920

7 246

6 754

-

-

(59)

(117)

2 662

2 530

(50)

(42)

(2 500)

-

-

-

3 313

(15 982)

5 044

1 189

(3 123)

(3 396)

(3 725)

(362)

(5 048)

2 802

(1 480)

1 480

2 279

(5 142)

5 266

(222)

(738)

(1 015)

4 528

(1 237)

from 01.01 to

from 01.01 to

31.12.2023

31.12.2022

  1. (23)
  • -
  1. (158)

59120

  • -
  • -
  1. -
  • -

50

42

2 500

-

1 037

(19)

1 119

4 200

(14 686)

(12 663)

  1. (808)

(2 662)

(2 530)

-

-

(16 829)

(11 802)

(11 263)

(13 058)

-

-

(11 263)

(13 058)

12 866

25 924

1 603

12 866

8 / 82

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

NOTES TO THE FINANCIAL STATEMENTS

Information general

  1. Information about the Issuer

FEERUM Spółka Akcyjna [hereinafter referred to as "the Company"] was established by a Notarial Deed of 15.01.2007r. The company is entered in the Register of Entrepreneurs of the National Court Register in the Court of District Court for the City of Wrocław-Fabryczna - IX Economic Division under KRS number

0000280189. The company has been assigned the statistical number REGON 020517408.

The Company's registered office is located at ul. Okrzei 6 in Chojnów 59-225. The Company's registered office is also the principal place of business.

The Company's shares are listed on the Warsaw Stock Exchange. Pursuant to an agreement concluded, as of 18 December 2023, the function of market maker for the shares of the Parent Company is performed by Santander Bank Polska Spółka Akcyjna - Santander Biuro Maklerskie - a separate organisational unit of Santander Bank Polska Spółka Akcyjna with its registered office in Warsaw (KRS 0000008723).

  1. Information on restructuring transformations of the Company

In October 2012, the Company's share capital was increased from the initial amount of PLN 4,673 thousand to PLN 25,683 thousand through the issue of series C and D shares (the capital increase was registered on 4 October 2012 and 23 October 2012 respectively). The shares of the new issues were taken up by Daniel Janusz and Magdalena Łabudzka-Janusz in exchange for cash and in-kind contributions in the form of shares in the share capital of Feer-Pol sp. z o.o. As a result of the above actions, the following was created

Group, in which the Company acted as the parent company of two companies

subsidiaries: Feer-Pol sp. z o.o. and (indirectly through Feer-Pol sp. z o.o.) Pearl Corporation Sp. z o.o. SKA (legal successor of Pol-Silos sp. z o.o.).

On 27 May 2013, Pearl Corporation Limited Liability Company was acquired by FEERUM S.A..

As a result of further restructuring activities of the FEERUM Capital Group, Pol-Silos Sp. z o.o. was transformed into Pearl Corporation Sp.z. o.o. SKA. The company was entered in the National Court Register on 17 September 2013.

As a result of further restructuring measures of the FEERUM Group, Pearl Corporation Sp. z. o.o. was transformed. SKA. into Pearl Invest Sp. z. o.o. The company became a legal entity on 14 January 2014.

On 27 March 2014, a merger was registered on the basis of Article 492 §1 item 1 of the CCC by transferring all the assets of the company Pearl Invest Sp. z o.o. (target company) to the company Feer- Pol Sp. z o.o. (the target company) for the shares that the target company issued to the shareholder of the target company on the basis of the resolution of the AGM on the increase of the share capital and the amendment of the articles of association of 6 February 2014 and the resolution on the merger of 28 February 2014.

On 13 May 2014, the merger of Feerum S.A (Acquiring Company) with its subsidiaries Feer-pol Sp. z

  1. and Pearl Corporation Sp. z o.o. was registered in the National Court Register. (Acquired). The merger took place pursuant to Article 492 § 1(1), i.e. by transferring all the assets of the Acquired Companies to the Acquiring Company. Due to the fact that the Acquiring Company was the only shareholder of the Acquired Companies, the merger of the companies was carried out under a simplified procedure, pursuant to Article 516 § 6 of the CCC. Pursuant to Article 515 §1 of the Companies Act, the merger was carried out without an increase in the share capital of the Acquiring Company (RB No. 24/2014).

The aim of the restructuring activities was to create a simplified and modern organisational structure, to streamline operations and to increase the efficiency of the Acquiring Company in all areas of its business. In connection with the implementation of the final stage of restructuring, the subsidiaries do not continue their operations. The above changes did not result in the discontinuation of any of the activities carried out by the existing Group companies.

9 / 82

Name of the Issuer:

Period covered by the financial statements:

Level of rounding:

Feerum S.A.

01.01.2023 - 31.12.2023

Reporting currency

Polish zloty (PLN)

all amounts are expressed in thousands of Polish zloty (unless otherwise indicated)

  1. Information on subsidiaries of Feerum S.A.

On 21 July 2015, by notarial deed Rep.A 3501/2015, a subsidiary company was established

"Feerum Agro" Sp. z o.o. [hereinafter referred to as 'Subsidiary'], of which Feerum S.A. is a 100% shareholder. The subsidiary was entered in the National Court Register on 5 October 2015 under the

KRS number 0000578319. The Company's registered office is located at ul. Okrzei 6 in Chojnów 59-225. Its core business is post-harvest service activities.

On 17 May 2016, the Extraordinary Meeting of Shareholders of the Company adopted a resolution on changing the name of the Company "Feerum Agro" Sp. z o.o. to "Feerum Yellow Energy" Sp. z o.o. Pursuant to article 255 par.1 of the Commercial Companies Code, the adopted resolution came into force on the day the change was registered by the registry court, i.e. on 10.11.2016.

In November 2017, a self-balancing branch of Feerum S.A., based in Dar es Salaam, was established in Tanzania. The branch is registered and operated in accordance with Tanzanian law and has obtained all legally required licences and permits for the silo project. Currently, the Feerum Tanzania Branch does not carry out any commercial, organisational or investment activities regarding the project for which it was originally established. The branch remains ready to commence operations.

In connection with the business activity planned in international markets, on 04.01.2024, the Company paid the share capital of the company established and operating in Egypt - Feerum Egypt Company for Silos and Storage (S.A.E) in part amounting to EGP 5,000,000. As a consequence of the above operation, the Company became the owner of 50% of the shares in the joint stock company established and operating under Egyptian law. The Company is entitled to appoint three of the seven directors of Feerum Egypt, including the Managing Director (CEO). The Company appointed Janusz Musialski (managing director), Daniel Janusz and Piotr Wielesik to the above positions.

  1. Composition of the Company's Management Board and Supervisory Board

The Company's Board of Directors at the date the financial statements were approved for publication consisted of:

  • Daniel Wojciech Janusz - Chairman of the Management Board,
  • Piotr Paweł Wielesik - Member of the Management Board.

The composition of the Company's Management Board did not change during the period under review. On 29 June 2020, the Company's Supervisory Board adopted resolutions to appoint the existing members of the Management Board for a further term of 5 years. The aforementioned resolutions entered into force on the date of adoption. According to the declaration submitted by the Members of the Management Board, they do not conduct any activity competitive to the Company, nor are they partners in a competitive civil or partnership, nor are they members of a body of a competitive capital company or any other competitive legal entity. The Members of the Management Board have not been entered in the Register of Insolvent Debtors maintained pursuant to the Act of 20 August 1997 on the National Court Register (Journal of Laws of 2019, item 1500).(RB 28/2020)

As at the date of approval of the financial statements for publication, the Company's Supervisory Board consisted of entered:

  • Magdalena Łabudzka -Janusz - Chairman of the Supervisory Board,
  • Henryk Chojnacki - Deputy Chairman of the Supervisory Board,
  • Jakub Rzucidło - Secretary of the Supervisory Board,
  • Maciej Janusz - Member of the Supervisory Board,
  • Jakub Marcinowski - Member of the Supervisory Board,

The composition of the Company's Supervisory Board did not change during the period under review.

Pursuant to the provisions of Article 128 and Article 129 of the Act on Statutory Auditors, Audit Firms and Public Supervision of 11 May 2017 (Journal of Laws of 2020, item 1415, as amended), the Audit Committee functions within the Company's Supervisory Board with the following composition:

10 / 82

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Feerum SA published this content on 28 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 May 2024 13:37:01 UTC.