SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A....

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Transcript of SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A....

Page 1: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint
Page 2: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint
Page 3: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

SYNTHOS S.A. Group

Condensed interim consolidated financial statements with the statutory auditor’s opinion on the review for the 6 months ended 30 June 2017

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Synthos S.A.

GROUP

Oświęcim, ul. Chemików 1

Condensed interim consolidated financial statements

for the 6 months ended 30 June 2017

prepared in accordance with IAS 34.

Oświęcim, 29 August 2017

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SYNTHOS S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

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MANAGEMENT REPRESENTATIONS 5

CONDENSED INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE 6 MONTHS ENDED 30 JUNE 2017 6

CONDENSED INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017 7

CONDENSED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE 6 MONTHS ENDED 30 JUNE 2017 8

CONDENSED INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE 6 MONTHS ENDED 30 JUNE 2017 9

Note 1. Accounting policy .......................................................................................................... 12

Note 2. Operating segment reporting ........................................................................................ 15

Note 3. Explanation of seasonality or cyclicality of operations ..................................................... 20

Note 4. Financial risk management ............................................................................................ 21

Note 5. Other operating (expenses)/income ............................................................................... 21

Note 6. Finance income/(costs) .................................................................................................. 22

Note 7. Income tax recognized in the statement of comprehensive income .................................. 22

Note 8. Property, plant and equipment ...................................................................................... 24

Note 9. Intangible assets ........................................................................................................... 26

Note 10. Impairment of property, plant and equipment and intangible assets ................................ 28

Note 11. Available-for-sale financial assets ................................................................................... 29

Note 12. Trade and other receivables ........................................................................................... 30

Note 13. Trade and other payables ............................................................................................... 30

Note 14. Share capital ................................................................................................................. 30

Note 15. Earnings per share ......................................................................................................... 31

Note 16. Dividends paid .............................................................................................................. 31

Note 17. Loans, borrowings and other debt instruments ............................................................... 31

Note 18. Other liabilities ............................................................................................................. 32

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SYNTHOS S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

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Note 19. Future contractual commitments ................................................................................... 32

Note 20. Contingent liabilities, sureties and guarantees ................................................................ 33

Note 21. Fair value of financial instruments .................................................................................. 33

Note 22. Related party transactions ............................................................................................. 34

Note 23. Events after the reporting period ................................................................................... 34

Note 24. Approval of the financial statements .............................................................................. 34

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SYNTHOS S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

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MANAGEMENT REPRESENTATIONS The Management Board of Synthos S.A. hereby presents the condensed interim consolidated financial statements for the 6 months ended 30 JUNE 2017, which consist of:

• Condensed interim consolidated statement of comprehensive income for the period of 1 January - 30 June 2017,

• Condensed interim consolidated statement of financial position as at 30 June 2017,

• Condensed interim consolidated statement of changes in equity for the period of 1 January - 30 June 2017,

• Condensed interim consolidated statement of cash flows for the period of 1 January - 30 June 2017,

• Notes. These condensed interim consolidated and separate financial statements have been prepared in accordance with the requirements of International Accounting Standard 34 Interim Financial Reporting approved by the European Union. These condensed interim consolidated financial statements are a true, reliable and transparent presentation of the assets and financial standing of Synthos S.A. and the Group, including their interim financial results. The audit company, which reviewed the condensed interim consolidated financial statements was selected in accordance with the provisions of law. That entity as well as the statutory auditors who did the review satisfied the conditions for issuing an unbiased and independent report on the review as required by the binding regulations and professional standards. This does not preclude the possibility of making retrospective changes to the financial statements in connection with corrections of errors or changes in accounting principles in accordance with IAS 8. Signatures of the Management Board Members …………………………………… Zbigniew Warmuz President of the Management Board …………………………………… Tomasz Piec Vice-President of the Management Board …………………………………… Maurice Kramer Vice-President of the Management Board

…………………………………… Zbigniew Lange Management Board Member …………………………………… Jarosław Rogoża Management Board Member …………………………………… Michał Watoła Person responsible for keeping the accounts

Oświęcim, 29 August 2017

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SYNTHOS S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

6 The condensed interim consolidated statement of comprehensive income should be analyzed together with the explanatory notes constituting an integral part of the consolidated financial statements

CONDENSED INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE 6 MONTHS ENDED 30 JUNE 2017

Note

from 01.01.2017 to 30.06.2017

unaudited

from 01.01.2016 to 30.06.2016

unaudited

Revenue 3 709 2,123

Cost of sales (2 914) (1,716)

Gross profit on sales 795 407

Selling expenses (107) (66)

Administrative expenses (121) (101)

Cost of research and development work (20) (15)

Other operating (expenses)/income 5 (12) (12)

Impairment loss on non-financial non-current assets 10 (153) -

Operating profit 382 213

Finance income 6 79 5

Finance costs 6 (42) (77)

Profit before tax 419 141

Income tax 7 (90) (33)

Net profit 329 108

Components of other comprehensive income that may be reclassified to the net result in a future period:

Exchange differences on translation of foreign operations (51) 36

Measurement of available-for-sale financial assets 10 (1) -

Net other comprehensive income (52) 36

Total comprehensive income 277 144

Profit attributable to:

Equity holders of the parent company 329 108

Net profit for the financial year 329 108

Comprehensive income attributable to:

Equity holders of the parent company 277 144

Comprehensive income for the period 277 144

Basic and diluted earnings per share attributable to equity holders of the Company in the reporting period (in PLN per share)

15 0,25 0.08

Page 9: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

7 The condensed interim consolidated statement of financial position should be analyzed together with the explanatory notes constituting an integral part of the consolidated financial statements

CONDENSED INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017

Assets Note 30 June 2017

unaudited 31 December

2016

Non-current assets

Property, plant and equipment 8 2 328 2,472

Intangible assets 9 197 252

Available-for-sale financial assets 10 5 6

Deferred tax assets 7 93 68

Other non-current assets 1 1

2 624 2,799

Current assets

Inventories 597 551

Income tax receivables 20 49

Trade and other receivables 12 1 353 1,085

Cash and cash equivalents 604 1,152

2 574 2,837

Total assets 5 198 5,636

Equity and liabilities

Equity

Share capital 14 40 40

Revaluation reserve (24) (23)

Exchange differences on translation of foreign operations 34 85

Retained earnings 1 435 1,768

Equity attributable to equity holders of the parent company 1 485 1,870

Non-controlling interests 13 13

1 498 1,883

Non-current liabilities

Loans, borrowings and other debt instruments 17 2 436 2,548

Employee benefits payable 38 40

Deferred revenue from government grants 225 228

Provisions 77 76

Deferred tax liabilities 87 77

Other non-current liabilities – finance leases 18 30 31

2 893 3,000

Current liabilities

Loans, borrowings and other debt instruments 17 19 22

Deferred revenue from government grants 9 9

Provisions 19 9

Income tax payable 82 56

Trade and other payables 13 678 657

807 753

Total equity and liabilities 5 198 5,636

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Synthos S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

8 The condensed interim consolidated statement of changes in equity should be analyzed together with the explanatory notes constituting an integral part of the consolidated financial statements

CONDENSED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE 6 MONTHS ENDED 30 JUNE 2017

Note

Share capital Revaluation

reserve

Exchange differences on translation of

foreign operations

Retained earnings

Total equity attributable to equity holders of the parent

company

Non-controlling interests

Total equity

1 January 2016 40 - 40 2,213 2,293 13 2,306

Net profit - - - 108 108 - 108

Other comprehensive income

- - 36 - 36 - 36

Total net comprehensive income

- - 36 108 144 - 144

Payment of dividends 16 - - - - - - -

- - - - - - -

30 June 2016 unaudited

40 - 76 2,321 2,437 13 2,450

1 January 2017 40 (23) 85 1 768 1 870 13 1 883

Net profit - - - 329 329 - 329

Other comprehensive income

- (1) (51) - (52) - (52)

Total net comprehensive income

- (1) (51) 329 277 - 277

Payment of dividends 16 - - - (662) (662) - (662)

- - - - - - -

30 June 2017, unaudited

40 (24) 34 1 435 1 485 13 1 498

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Synthos S.A. Group Condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

9 The condensed interim consolidated statement of cash flows should be analyzed together with the explanatory notes constituting an integral part of the consolidated financial statements

CONDENSED INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE 6 MONTHS ENDED 30 JUNE 2017

Note

from 01.01.2017 to 30.06.2017

unaudited

from 01.01.2016 to 30.06.2016

unaudited

Profit before tax 419 141

Adjustments

Depreciation and amortization 8.9 119 98

Recognition / reversal of impairment losses on non-financial non-current assets

10 152 3

(Gains)/losses on exchange differences (106) 23

(Gains)/losses on the sale of fixed assets 1 -

Interest 6 36 30

Costs of discontinued development work - 22

Other (10) (6)

Operating profit before changes in working capital 611 311

Movement in receivables (277) (191)

Movement in inventories (53) (27)

Movement in current liabilities 54 96

Movement in employee benefits payable (7) -

Net cash generated in operating activities 328 189

Tax paid (43) 8

Net cash from operating activities 285 197

Sale of intangible assets and property, plant and equipment

1 3

Grants received 6 19

Interest received 4 5

Proceeds from realized forward contracts - 2

Purchase of intangible assets and property, plant and equipment

(116) (103)

Purchase of investments - (1)

Inflows/(outflows) under the cash pooling agreement - (1)

Net cash from investing activities (105) (76)

Cash flows from financing activities

Dividends and other payments to creditors 16 (662) -

Expenditures under realized IRS derivatives - (3)

Interest paid (40) (34)

Net cash from financing activities (702) (37)

Total net cash flow (522) 84

Balance sheet movement in cash, including: (548) 107

Cash at the beginning of the period 1 152 1,051

Effect of exchange differences relating to cash and cash equivalents and measurement of term deposits

(26) 23

Cash at the end of the period 604 1,158

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

10 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Explanatory notes The Synthos S.A. Group (previously Firma Chemiczna “Dwory” S.A. Group, hereinafter referred to as the “Group” or “Capital Group”) consists of the parent company and subsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint stock company registered in Poland. The Parent Company is listed on the Warsaw Stock Exchange. The registered office of the Parent Company is in Oświęcim at ul. Chemików 1. Information about the Parent Company: Phone: Information by phone (33) 844 18 21 to 25 Telefax: (33) 842 42 18 E-mail: [email protected] Website: www.synthosgroup.com The Parent Company was entered in the National Court Register on 27 August 2001 under file number KRS 0000038981. NIP 549-00-02-108 REGON 070472049 The Group’s line of business includes in particular:

• manufacture of plastics in primary forms PKD 24.16.Z,

• manufacture of synthetic rubber PKD 24.17.z,

• manufacture of other basic non-organic chemicals PKD 24.13.z,

• manufacture of other basic organic chemicals PKD 24.14.z,

• manufacture of other chemical products, not elsewhere classified PKD 24.66.z,

• production and distribution of electricity captured in PKD in section 40.11.Z, 40.13.Z,

• production and distribution of heat (steam and hot water) captured in PKD in section 40.30.A, 40.30.B,

• sewage treatment services,

• waste storage and utilization services. The duration of the Group Companies is not limited by the articles of association. These condensed interim consolidated financial statements of the Group for the 6 months ended 30 June 2017 were approved for publication by the Management Board on 29 August 2017. Company’s Management Board: Zbigniew Warmuz – President of the Management Board Tomasz Piec – Vice President of the Management Board Maurice Kramer – Management Board Member Zbigniew Lange – Management Board Member Jarosław Rogoża – Management Board Member As of 31 December 2016, Mr. Tomasz Kalwat resigned from his position on the Management Board of Synthos S.A. On 9 January 2017 the Supervisory Board appointed Mr. Zbigniew Warmuz to the position of the President of the Synthos S.A. Management Board. On 5 April 2017, the Supervisory Board appointed Mr. Maurice Kramer to the position of a Member of the Synthos S.A. Management Board

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

11 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Supervisory Board: Jarosław Grodzki – Chairman Robert Oskard – Deputy Chairman Grzegorz Miroński – Secretary Wojciech Ciesielski – Supervisory Board Member Mariusz Gromek – Supervisory Board Member

Key information about consolidated subsidiaries and joint ventures is presented below:

Name and legal form of the entity Registered

office Core business

% of share capital held and votes

Subsidiaries Synthos Dwory 7 spółka z ograniczoną odpowiedzialnością spółka jawna

Oświęcim manufacture of chemical products 100%

Synthos Dwory 2 Sp. z o.o. Oświęcim manufacture of chemical products 100% Synthos Dwory Dwory 2 spółka z ograniczoną odpowiedzialnością SD4 spółka komandytowa (formerly: Synthos Dwory4 sp. z o.o.).

Oświęcim production of electricity

100%

Synthos Dwory Dwory 2 spółka z ograniczoną odpowiedzialnością SD5 spółka komandytowa (formerly: Synthos Dwory 5 Sp. z o.o.)

Oświęcim production of electricity

100%

Synthos Dwory Dwory 2 spółka z ograniczoną odpowiedzialnością SD8 spółka komandytowa (formerly: Synthos Dwory 8 Sp. z o.o.)

Oświęcim production of electricity

100%

Miejsko-Przemysłowa Oczyszczalnia Ścieków Sp. z o.o.

Oświęcim collection, treatment and disposal of sewage, neutralization of waste and provision of sanitary and related services

76.79%

Synthos Kralupy a.s. Kralupy nad Vltavou - Czech

Republic

manufacture of chemical products 100%

Tamero Invest s.r.o. Kralupy nad Vltavou - Czech

Republic

production, distribution of electricity

100%

Synthos PBR s.r.o Kralupy nad Vltavou - Czech

Republic

manufacture of chemical products 100%

Red Chilli Ltd. Nicosia investment and capital activities 100% Synthos Agro Sp. z o.o. Oświęcim manufacture of chemical products 100% Synthos Finance AB Stockholm,

Sweden investment and capital activities 100%

Forum 62 FIZ Cracow investment and capital activities 100% Synthos do Brasil Porto Alegre sales office 100% Synthos US inc. Ohio sales office 100% Photo Hitech Sp z o.o. Cracow manufacture of chemical products 44%

Synthos Styrenics Synthos Dwory 2 spółka z ograniczoną odpowiedzialnością spółka komandytowa

Oświęcim manufacture of chemical products 100%

Synthos Holding Netherlands B.V. Breda investment and capital activities 100%

Synthos Breda B.V. Breda manufacture of chemical products 100%

Synthos Styrenics Services B.V. Breda accounting and bookkeeping services

100%

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

12 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Synthos Wingles SAS Wingles manufacture of chemical products 100%

Synthos Rebecourt SAS Ribecourt manufacture of chemical products 100%

Synthos Holding France SAS Ribecourt investment and capital activities 100%

Synthos Kimyasal Urunler Limited Sirketi Istambul commercial activity 100%

Joint arrangements (joint operations)

Butadien Kralupy a.s. Kralupy nad Vltavou - Czech

Republic

manufacture of chemical products 49%

In the reporting period, the Company subscribed to shares in SYNTHOS CARE Synthos Dwory 2 spółka z ograniczoną odpowiedzialnością spółka komandytowa with its registered office in Oświęcim (the total value of the transaction was PLN 2 million). On 30 March 2017 the subsidiary Bilberry SCsp. in Luxembourg was liquidated.

Note 1. Accounting policy

1. Basis for drawing up the consolidated financial statements

These condensed interim consolidated financial statements of have been prepared in accordance with the International Accounting Standard 34 Interim Financial Reporting adopted for application by the European Union. The condensed interim consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended 31 December 2016 prepared in accordance with the IFRS adopted for application in the European Union. The data in the condensed interim consolidated financial statements have been stated in Polish zloty, which is the Group’s presentation currency, after rounding to the nearest million. The items included in the financial statements of individual Group companies are measured in the currency of the main economic environment in which the company conducts its operations ("functional currency"). The consolidated financial statements have been prepared on a historical cost basis, except for the assets and liabilities that are measured at fair value: available-for-sale financial assets and financial instruments measured at fair value through profit or loss. Preparation of the financial statements in compliance with IAS 34 requires the Management Board to make professional judgments, estimates and assumptions that affect the adopted accounting policies and the presented values of assets, liabilities, revenues and costs. The actual value may differ from the estimated one. The material estimates and judgments made to prepare the condensed interim financial statements are the same as those presented in the annual consolidated financial statements for the financial year ended 31 December 2016, except for the issue of impairment of property, plant and equipment and intangible assets described in note 10.

The accounting policies used to prepare these condensed interim consolidated financial statements are consistent with the policies applied in the most recent annual consolidated financial statements and were applied continuously in respect to all the periods presented in the consolidated financial statements.

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

13 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

2. Going concern assumption

The Group’s condensed interim consolidated financial statements have been prepared based on the assumption that the Group would continue as a going concern in the foreseeable future. There is no evidence indicating any uncertainty as to the Group’s ability to continue as a going concern.

3. New and amended accounting standards and interpretations

The following standards and interpretations have been published by the International Accounting Standards Council but have not come into force yet:

• Amendments to IFRS 2 Share Based Payments Amendments to IFRS 2 Classification and measurement of share based payment transactions (published on 20 June 2016) applicable to annual periods beginning on or after 1 January 2018.

• IFRS 9 Financial Instruments Standard published on 24 July 2014 and applicable to annual periods beginning on or after 1 January 2018.

• IFRS 14 Regulatory Deferral Accounts Standard published on 30 January 2014 and applicable to annual periods beginning on or after 1 January 2016. According to a decision of the European Commission, the process of approving the preliminary version of the standard will not be initiated before the final version of the standard is published. The standard has not been approved by the EU by the approval date of these financial statements.

• IFRS 15 Revenue from Contracts with Customers Standard published on 28 May 2014 including amendments to IFRS 15 published on 11 September 2015 and applicable to annual periods beginning on or after 1 January 2018. The standard was adopted by the European Union on 22 September 2016. IFRS 15 introduces a five-step model for recognizing revenue from contracts with customers. According to the standard, revenue is recognized in an amount that reflects the consideration to which the Company is entitled in exchange for the goods or services delivered to the client. The new standard will replace all the current requirements for the recognition of revenue under IFRS. In reference to annual periods starting on or after 1 January 2018, a full retrospective approach or a modified retrospective approach must be applied. Earlier application is permitted. The Group plans to implement the new standard in line with the required effective date. As at the date of preparing the consolidated interim financial statements, the Group’s Management Board has not yet completed the work on impact analysis.

• IFRS 16 Leases Standard published on 13 January 2016 and applicable to annual periods beginning on or after 1 January 2019. The Group plans to complete the full analysis of the standard’s impact on the consolidated financial statements in the first half of 2018.

• Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

14 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Standard published on 12 September 2016 and applicable to annual periods beginning on or after 1 January 2018. The Group plans to complete the full analysis of the standard’s impact on the consolidated financial statements in the second half of 2017.

• Amendments to IAS 12 Recognition of deferred income tax assets for unrealized losses Standard published on 19 January 2016 and applicable to annual periods beginning on or after 1 January 2017. The application of these changes had no effect on the Group's financial standing or its performance.

• Amendments to IAS 7 Disclosure initiative Standard published on 29 January 2016 and applicable to annual periods beginning on or after 1 January 2017. The application of these changes had no effect on the Group's financial standing or its performance.

• Amendments arising from the IFRS 2014-2016 review The amendments were published on 8 December 2016. Amendments to IFRS 12 are applicable to annual periods beginning on or after 1 January 2017, while amendments to IFRS 1 and IAS 28 are applicable to annual periods beginning on or after 1 January 2018. The application of these changes had no effect on the Group's financial standing or its performance.

• Amendments to IAS 40: Transfers of Investment Property The amendments were published on 8 January 2016 and are applicable to annual periods beginning on or after 1 January 2018.

• IFRS 17 Insurance Contracts Standard published on 18 May 2017 and applicable to annual periods beginning on or after 1 January 2021.

• IFRIC Interpretation 22: Foreign currency transactions and advance consideration Standard published on 8 December 2016 and applicable to annual periods beginning on or after 1 January 2018.

• IFRIC Interpretation 23 Uncertainty over income tax treatments Standard published on 7 June 2017 and applicable to annual periods beginning on or after 1 January 2019.

The effective dates are the dates arising from the wording of the standards announced by the International Accounting Standards Board. The application dates of the standards in the European Union may differ from the application dates arising from the wording of the standards and are announced upon their approval for application by the European Union.

No new or amended standards or interpretations applicable to annual periods beginning after 1 January 2016 were published after 1 January 2016.

The Group has not elected the option of early application of any standard, interpretation or amendment which has been published but has not yet become effective in light of the European Union regulations.

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

15 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 2. Operating segment reporting

In accordance with IFRS 8 the Management Board determined operating segments which are applied in taking strategic decisions. Information provided to the decision makers in the Group who decide on how to allocate resources and assess financial performance of particular segments concentrates on the industry groups of the products manufactured. Reportable operating segments earn revenues primarily from the sales of specific groups of finished goods and from other operating activities. Finance income and costs are not included in the reportable operating segments as they are not covered by the reports submitted to the Management Board. The results of these activities are included in the “Finance income/costs” line items Revenues from transactions with third parties, presented to the Management Board by operating segments, are measured in a manner consistent with the method used in the consolidated statement of comprehensive income. The amounts presented to the Management Board in respect to total assets by operating segments are measured using methods consistent with those used in the financial statements. These assets are allocated on the basis of segment operations and the physical location of the asset (this applies to trade receivables, inventories, fixed assets). Other assets, i.e. cash, shares, other receivables are included as unallocated assets. Accordingly, the Group’s segments covered by segment recording in accordance with IFRS 8 are as follows:

1. Rubbers

Production and sale of synthetic rubber is one of the Group’s core businesses. The Group manufactures synthetic rubber using the emulsion (ESBR) technology by polymerizing butadiene and other chemicals (styrene, acrylonitrile or an appropriate organic acid). The Group manufactures two main varieties of rubber (15xx and 17xx). Synthetic rubbers, currently in 14 types, are sold under the proprietary brand name of KER® and under the name of KRALEX®. Most synthetic rubbers are sold to manufacturers of automobile tires, such as Michelin, Continental, Bridgestone, Goodyear or Pirelli. In addition, rubbers are the raw material for the production of rubber floor coverings, conveyor belts, technical rubber products (especially for the automotive industry) and footwear components. The tire industry is the key driver of demand for ESBR and has an approximately 80% share in sales of elastomers by the Group. The remaining part of the ESBR sales turnover comes from markets other than the tire market, such as the production of technical rubber, shoe soles, flexible conductors and conveyor belts. The Group also manufactures PBR Nd (neodymium polybutadiene) rubbers. The most important application of PBR are tires, mainly the tire tread and sidewalls, which account for 70 percent of the global consumption of PBR. Other PBR applications include technical products (hoses, belts, footwear soles, golf balls, modification of styrene plastics). Regulations favouring so-called “green” tires with lower rolling resistance and higher efficiency contributing to a lower fuel consumption primarily in Western Europe led to a significant increase in demand for PBR, in particular for the PBR neodymium technology used among others by Synthos. This change will continue in the future, in the European Union and also in other regions outside Europe which introduce tire labelling systems (Japan, USA, South Korea). Polybutadiene rubbers, currently in two varieties, are sold under the proprietary brand name of SYNTECA®. Work is currently underway on expanding the market offering of this particular type of synthetic rubber.

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

16 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

In 2015, the Group launched an installation for production of modern SSBR rubbers in its Oświęcim plant. In H1 2016, the process of obtaining acceptance for product specifications from key customers, mainly tire manufacturers, was continued. The SSBR rubbers produced in the newly opened plant are used in the manufacture of contemporary summer and winter tires with improved functional properties in terms of their wear resistance, rolling resistance and wet grip (“performance tires”). These properties result

in a significantly lower fuel consumption and an improved driving safety and comfort.

2. Styrene derivative products The production of polystyrene plastics covers three main types of products obtained in the styrene polymerisation process which differ in the areas of application. 2.1. The first group consists of EPS expanded polystyrenes Expanded polystyrene (EPS) is produced in the suspension polymerisation process (in suspended matter) and in the extrusion process where the raw material is GPPS. The main area of application of expanded polystyrene include the production of heat insulation panels for building insulation, the basic heat-insulating material used in Central Europe. Another important application of EPS is the production of transport packaging for products such as household appliances, television sets, computers. EPS is also used for the manufacture of finishing and decorative elements in the construction industry and for the production of small objects, such as for example bricklayer’s long floats and safety helmets for cyclists. 2.2. The second group consists of polystyrenes which include general purpose GPPS

polystyrenes and HIPS high impact polystyrenes. The main market for polystyrene, both GPPS and HIPS, is the broadly defined food packaging industry. Polystyrene is also used in the production of disposable dishes, all kinds of cups and containers for dairy products, trays, cutlery and used as a raw material in the manufacture of shower cabins, jewelry packaging and in other applications where the final product must be stiff, yet transparent. HIPS is used in other products requiring an increased mechanical resistance. In order to obtain the required mechanical properties, HIPS is modified with polybutadiene rubber. In addition to packaging, this polystyrene is used for the production of radio and TV casings, components of domestic appliances, toys and furniture components. GPPS is also sold to the construction market. 2.3. The third group comprises XPS boards produced using the extruded polystyrene

production line Extruded polystyrene is produced on the basis of own raw materials – general purpose polystyrene (GPPS). An XPS board is a homogeneous insulating material with a smooth or embossed surface and a structure consisting of small closed cells. It has a number of unique properties such as water resistance, thermal insulation, transverse and longitudinal strength, is fully recyclable, and is a self-extinguishing product. It is used primarily in the construction industry as thermal insulating material for building perimeter insulation, insulation of inverted roofs, floor insulation, thermal bridges and multiple-wythe masonry walls.

3. Dispersions, Adhesives and Latexes

The Group’s offer includes acrylic dispersions, styrene and acrylic dispersions as well as dispersions of vinyl acetate polymers. The main application of acrylic dispersions, styrene and acrylic and vinyl and acrylic dispersions is the production of high quality paints, acrylic plasters, primers, sealants and many other construction chemicals. Polyvinyl acetate dispersions are used mainly in the manufacture of adhesives for wood and for the paper

Page 19: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

17 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

industry, to impregnate textile fabrics in the textile industry and in the construction industry for the modification of concrete and for the production of paints. The Group has two manufacturing facilities for the production of dispersions with a total production capacity of approximately 40 thousand tonnes per year. The current portfolio of dispersions offered on the market includes 18 products sold under the proprietary trade names of WINACET® and OSAKRYL®. Dispersion adhesives are offered under two brand names: WOODMAX® – designed primarily for the wood industry and wood-based materials in various classes of water resistance (D1, D2, D3 and D4) and PAPERMAX® – adhesives for the paper industry. Currently, sales are realised for the portfolio of adhesives containing 16 products. Two types of synthetic latexes are manufactured: LBS concentrated butadiene-styrene latexes and LBSK styrene-butadiene-carboxylic latexes. Synthetic latexes are used among other things for the production of foam products: mattresses, thin film foams and in the production of carpets and floor coverings, for impregnating non-woven materials. One of the applications also includes the production of bitumen emulsions used as insulating coatings in the construction industry.

4. Utilities

This segment deals with production and distribution of heat, production of electricity in combined heat and power units and distribution of electricity. The main energy products, such as heat, electricity, transmission services for electricity and heat, are sold on the local energy market.

5. Agro

The segment’s activities involve manufacturing and sale of plant protection chemicals and biocides. The AGRO Segment provides protection of seedlings and plants against the destructive effects of pathogenic fungi during the entire vegetative season, protection of plants against pests in the period of growth and development, protection against weeds, and the necessary microelements and macroelements in the form of specialist fertilizers.

Page 20: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

18 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Business segments

Rubbers Styrene derivatives

Dispersions, Adhesives and

Latexes Utilities Agro Other Total

from 01.01.2017 to 30.06.2017 unaudited

from 01.01.2016 to 30.06.2016

unaudited

from 01.01.2017 to

30.06.2017 unaudited

from 01.01.2016 to

30.06.2016 unaudited

from 01.01.2017 to

30.06.2017 unaudited

from 01.01.2016 to

30.06.2016 unaudited

from 01.01.2017 to

30.06.2017 unaudited

from 01.01.2016 to

30.06.2016 unaudited

from 01.01.2017 to

30.06.2017 unaudited

from 01.01.2016 to

30.06.2016 unaudited

from 01.01.2017 to

30.06.2017 unaudited

from 01.01.2016 to

30.06.2016 unaudited

from 01.01.2017

to 30.06.2017 unaudited

from 01.01.2016 to 30.06.2016 unaudited

Revenue

Sales of goods/finished products (external customers)

1 652 1 029 1 741 830 134 101 94 82 55 54 5 2 3 681 2 098

Sales of services (external customers)

- - - - - - 21 18 - - 7 6 28 24

Rental income (external customers)

- - - - - - - - - - - 1 - 1

Total revenue 1 652 1 029 1 741 830 134 101 115 100 55 54 12 9 3 709 2 123

Total costs (1 210) (910) (1 684) (753) (119) (92) (87) (79) (53) (51) (9) (13) (3 162) (1 898)

- of which R&D (7) (7) (7) (2) (2) (3) - - (2) (1) (2) (2) (20) (15)

Segment results 442 119 57 77 15 9 28 21 2 3 3 (4) 547 225

Other (expenses)/income

(8) (10) (159)* (6) - - 4 5 - - (2) (1) (165) (12)

Operating profit/(loss)

434 109 (102) 71 15 9 32 26 2 3 1 (5) 382 213

Finance income 79 5

Finance costs (42) (77)

Profit before tax 419 141

Income tax (90) (33)

Net profit 329 108

Capital expenditures

11 12 52 10 10 5 10 41 2 3 31 32 116 103

Page 21: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

19 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Depreciation and amortization

42 44 43 26 6 6 23 18 3 3 2 1 119 98

30 June 2017

unaudited 31 December 2016

30 June 2017 unaudited

31 December 2016

30 June 2017 unaudited

31 December 2016

30 June 2017 unaudited

31 December 2016

30 June 2017 unaudited

31 December 2016

30 June 2017 unaudited

31 December 2016

30 June 2017

unaudited 31 December 2016

Segment assets 2 209 2 055 943 1 111 162 134 654 618 97 96 193 216 4 258 4 230

Unallocated assets - - - - - - - - - - - - 940 1 406

Total assets 2 209 2 055 943 1 111 162 134 654 618 97 96 193 216 5 198 5 636

* Impairment loss on non-financial non-current assets (note 10)

Revenue from segment sales to top 10 customers

Revenue from segment sales: to top 10 customers

from 01.01.2017 to 30.06.2017 unaudited

from 01.01.2016 to 30.06.2016

unaudited

Rubbers 1 064 672

Styrene derivatives 466 425

Dispersions, adhesives and latexes 51 22

Utilities 22 19

Agro 41 39

Page 22: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

20 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 3. Explanation of seasonality or cyclicality of operations

The supply of strategic raw materials does not show seasonality of cyclicality. Strategic raw materials are sourced fully under long-term or annual contracts, in volumes that are required to maintain continuity of production. Rubbers Sales of rubber do not show seasonality. Their cycles are the result of the overall condition of the economic environment, especially trends in the automotive sector and changes associated with the availability of butadiene, the key monomer. Styrene plastics There is seasonality in the sales of polystyrenes in the areas supplying the construction industry. This applies mainly to expandable polystyrenes and extruded polystyrenes in the form of XPS insulation boards. Dispersions, Adhesives and Latexes The construction sector, which is the main selling market for dispersions, is subject to clear seasonality caused by weather conditions. Utilities The energy business is subject to cyclical changes associated with seasonality of sales. The Group earns the highest revenues on sales of heat and electricity in the winter (i.e. in the first and fourth quarters of the year) when heat is the highest demand, since heat is supplied not only to the technological processes but also to the municipal heating system. Agro The sector of agricultural and orchard producers, which are the main sales market for plant protection products and biocides, is subject to seasonality. The key factor, on which the success of their business hinges, is the course of weather conditions during the vegetation season, since it directly affects the pressure from illnesses, weeds and pests. Most of the plant protection products in the Agro offering are used in the first half of the year, which is reflected in sales of those products.

Page 23: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

21 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 4. Financial risk management

In the first half of the year, financial risk management did not change as compared to the previous financial year. In that period, no material changes occurred in the structure of future undiscounted cash flows that could affect the liquidity risk analyzed by the Management Board.

Note 5. Other operating (expenses)/income

from 01.01.2017

to 30.06.2017 unaudited

from 01.01.2016 to 30.06.2016

unaudited

Gain on sale of non-financial non-current assets, total - 2

Grants 7 6

Reversal of impairment losses on receivables 1 1

Reversal of an impairment loss on non-current assets 1 -

Contractual penalties received - 3

Reversal of impairment losses on inventories - 12

Other 5 4

Total other operating income 14 28

Loss on sale of non-financial non-current assets, total (1) -

Donations granted (1) -

Receivables written off - (1)

Recognition of impairment losses on receivables - (4)

Costs of discontinued development work - (27)

Cost of unused production capacity (7) (4)

Utilization of CO2 emission allowances - (3)

Impairment loss on inventories * (14) -

Other (3) (1)

Total other operating expenses (26) (40)

Other operating income/(expenses) (12) (12)

* As at the balance sheet date, the Synthos S.A. Group conducted an analysis of inventories in respect to the net amount that may be obtained on the basis of sales prices. Following an analysis, an impairment loss was recognized on finished products in the amount of PLN 14 million.

Page 24: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

22 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 6. Finance income/(costs)

from 01.01.2017 to 30.06.2017

unaudited

from 01.01.2016 to 30.06.2016

unaudited

Income on account of loans and receivables 1 5

Net exchange differences 78 -

Finance income 79 5

Costs of interest on debt instruments (40) (35)

Cost of interest on amounts due to the state budget - (10)

Net exchange differences - (25)

Other (2) (7)

Total finance costs (42) (77)

Note 7. Income tax recognized in the statement of comprehensive income

In 2016, the legal form of subsidiaries was changed and the Group's whole structure was transformed. As a result, Synthos S.A. is the payer of income received on account of being a shareholder in Synthos Dwory 7 sp. z o.o. spółka jawna, Synthos Dwory 2 spółka z ograniczoną odpowiedzialnością SD4 spółka komandytowa (formerly Synthos Dwory 4 Sp. z o.o.), Synthos Dwory 2 spółka z ograniczoną odpowiedzialnością SD5 spółka komandytowa (formerly Synthos Dwory 5 Sp. z o.o.), Synthos Dwory 2 spółka z ograniczoną odpowiedzialnością SD8 spółka komandytowa (formerly Synthos Dwory 8 Sp. z o.o.), Synthos Styrenics Synthos Dwory 2 Sp. z o.o. spółka komandytowa. In 2016, the Tax Inspection Office launched tax inspection in Synthos S.A. for financial years 2010-2015. As a result of the tax inspections, the Office assessed an additional CIT liability for 2010-2015 in the amount of PLN 54 million. Of that amount, the Company paid PLN 18 million by the reporting date. As at 30 June 2017, the Company recognizes a disputed tax liability of PLN 36 million in the Income tax payable item and presents accrued interest of PLN 6 million in the Other liabilities item. The proceedings for the year 2010 are currently at the stage of a grievance submitted to the Supreme Court of Administration; the Company also appealed against the decisions for the years 2011-2015 to the Head of the Małopolski Customs and Tax Office.

The income tax expense was calculated on profit before tax using the best possible estimates of the expected annual effective income tax rate. The estimated effective income tax rate as at 30 June 2017 was 20% (14.7% as at 30 June 2016).

Page 25: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

23 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

from 01.01.2017

to 30.06.2017 unaudited

from 01.01.2016 to 30.06.2016

unaudited

Income tax

Income tax for the current period 82 10

Income tax for previous years 13 18

95 28

Income tax

Recognition/reversal of temporary differences (5) 5

(5) 5

Income tax recognized in the financial result in the statement of comprehensive income

90 33

* As at 30 June 2017, the Synthos S.A. Group recognized a deferred tax asset in the amount of PLN 41 million relating to the impairment loss on non-financial non-current assets purchased in 2016 from the INEOS Group (Note 10).

Page 26: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

24 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 8. Property, plant and equipment

Land Buildings and

structures Machinery and

equipment Means of transport

Other Fixed assets

under construction

Total

Gross value as at 1 January 2017 95 1 348 2 324 50 100 136 4 053

Additions:

- Purchase - - - - - 101 101

- Reclassification 2 34 53 6 3 (98) -

Disposals:

- Sale/scrapping - - (12) (2) - - (14)

Exchange differences on translation of foreign operations

(3) (9) (22) - - (1) (35)

Gross value as at 30 June 2017, unaudited 94 1 373 2 343 54 103 138 4 105

Accumulated depreciation as at 1 January 2017 - 394 1 097 27 53 10 1 581

Additions:

- Depreciation for the period - 25 74 2 5 - 106

- Impairment losses (Note 10) 36 24 57 - - - 117

- Reversal of impairment losses - - - - - (1) (1)

Disposals:

- Sale/scrapping - - (12) (1) - - (13)

Exchange differences on translation of foreign operations

- (2) (11) - - - (13)

Accumulated depreciation as at 30 June 2017, unaudited

36 441 1 205 28 58 9 1 777

Net value

As at 1 January 2017 95 954 1 227 23 47 126 2 472

As at 30 June 2017, unaudited 58 932 1 138 26 45 129 2 328

Page 27: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

25 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Land Buildings and

structures Machinery and

equipment Means of transport

Other Fixed assets

under construction

Total

Gross value as at 1 January 2016 34 1,246 2,001 46 92 245 3,664

Additions:

- Purchase - - - - - 80 80

- Reclassification - 8 38 2 2 (50) -

Disposals:

- Sale/scrapping (1) - (3) (1) - (23) (28)

Exchange differences on translation of foreign operations

1 17 39 1 - 1 59

Gross value as at 30 June 2016, unaudited 34 1,271 2,075 48 94 253 3,775

Accumulated depreciation ass at 1 January 2016 - 345 956 24 45 7 1,377

Additions:

- Depreciation for the period - 23 61 2 4 - 90

- Reversal of impairment losses - - - - - 3 3

Disposals:

- Sale/scrapping - - (3) (1) - - (4)

Exchange differences on translation of foreign operations

- 4 19 - - - 23

Accumulated depreciation as at 30 June 2016, unaudited

- 372 1,033 25 49 10 1,489

Net value

As at 1 January 2016 34 901 1,045 22 47 238 2,287

As at 30 June 2016, unaudited 34 899 1,042 23 45 243 2,286

Depreciation charges on property, plant and equipment were shown in the condensed interim consolidated statement of comprehensive income in the cost of sales item in the amount of PLN 95 million (PLN 66 million in H1 2016).

Impairment losses and their utilization

Page 28: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

26 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

In the reporting period, the Group recognized an impairment loss on the assets acquired in 2016 from the INEOS group, which was described in detail in Note 10. Under the investment co-financing agreements, in H1 2017 the Group received a grant for desulfurization, denitrification and dust removal installations in the amount of PLN 2.5 million and for the Invento installation in the amount of PLN 1 million. Grants received are presented as deferred revenue from government grants.

Note 9. Intangible assets

Costs of development work

Concessions, computer licences, computer software and other

Trademarks, production know-how

Production licenses

Other intangible assets

Total intangible assets

Gross value as at 1 January 2017 6 89 72 154 116 437

- Purchase - 1 - - - 1

- Sale/scrapping - - - - (3) (3)

- Exchange differences on translation of foreign operations

- (1) - (3) (2) (6)

Gross value as at 30 June 2017, unaudited 6 89 72 151 111 429

Accumulated depreciation as at 1 January 2017

1 61 11 10 102 185

- Amortization for the period - 3 3 7 - 13

- Impairment loss (Note 10) - - 2 28 6 36

- Exchange differences on translation of foreign operations

- - - - (2) (2)

Accumulated depreciation as at 30 June 2017, unaudited

1 64 16 45 106 232

Net value

As at 1 January 2017 5 28 61 144 14 252

As at 30 June 2017, unaudited 5 25 56 106 5 197

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

27 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Costs of development work

Concessions, computer licences, computer software and other

Trademarks, production know-how

Production licenses

Other intangible assets

Total intangible assets

Gross value as at 1 January 2016 44 86 68 98 103 399

- Purchase - 2 - - - 2

- Sale/scrapping - (2) - - - (2)

- Exchange differences on translation of foreign operations

- 2 - - 4 6

Gross value as at 30 June 2016, unaudited 44 88 68 98 107 405

Accumulated depreciation as at 1 January 2016

1 56 4 4 97 162

- Amortization for the period - 4 2 1 1 8

- Impairment loss 23 - - - - 23

- Exchange differences on translation of foreign operations

- 1 - - 3 4

Accumulated depreciation as at 30 June 2016, unaudited

24 61 6 5 101 197

Net value

As at 1 January 2016 43 30 64 94 6 237

As at 30 June 2016, unaudited 20 27 62 93 6 208

Page 30: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

28 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 10. Impairment of property, plant and equipment and intangible assets

Based on a review of operations and expectations concerning the outlook for the EPS business acquired on 31 August 2016 from the INEOS Group (hereinafter: “Styrenics West”), the Company’s Management Board believes it cannot guarantee the level of the margins on Styrenics West products that was assumed in the acquisition process. The assumptions regarding the sales prices and the bargaining capacity at the purchasing side are not reflected in the actual performance and cannot be maintained in the long run. The analyzed business is not vertically integrated and consequently it is highly sensitive to any volatility of the market environment. In the period under analysis, the prices of styrene (which is the main raw material) were highly volatile, however the volatility could not be reflected in the EPS prices sold by Styrenics West. The Company has taken steps to improve profitability of this product group, however full implementation of the new solutions will require additional time and potentially capital expenditures. In the longer perspective, the Company’s Management Board also notes the risk that demand for EPS in the packaging segment may decline in favor of substitute materials, which consequently may pose a threat for margins and sales volumes or their increase in this segment. In Europe, approximately 21% of EPS is used for packaging. The remaining 79% is mainly the thermal insulation segment, where EPS has a strong and solid position. In the context of energy savings policies and development of the construction sector, the insulation segment still has significant growth prospects. Consequently, as at 30 June 2017, certain indications have been identified that necessitated asset impairment tests in the Synthos S.A. Group. As the Group prepared assumptions for the asset impairment test pursuant to IAS 36 Impairment of Assets, it analyzed the necessity of and the actual capacity for estimating fair value and value in use of the individual assets The measurement of fair value less costs of disposal is not possible, since there is no basis for making a reliable estimation of the price at which the assets in question could be sold. As a result, it was determined that value in use provided the best reflection of the recoverable amount of the analyzed assets, in accordance with IAS 36.20. The valuation model was prepared on the basis of a medium term analysis in the period of 2017-2026. The forecast cash flows are discounted to their present value using the discount rate of 8.2%, including the tax effect, reflecting the current market estimation of time value of money and risk typical for a given asset. The impact of the impairment loss on net profit, including the tax effect, presented in the statement of comprehensive income in the condensed interim consolidated financial statements for H1 2017 is PLN 112 million.

Page 31: SYNTHOS S.A. Groupsubsidiaries (group companies). The parent company in the Group is Synthos S.A. (hereinafter referred to as the “Company” or “Parent Company”) is a joint

Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

29 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

from 01.01.2017

to 30.06.2017 unaudited

Operating activity

Impairment loss on non-financial non-current assets (153)

(153)

Income tax recognized in the financial result in the statement of comprehensive income

Recognition/reversal of temporary differences 41

41

The impact on operating segments is presented below.

Carrying amount Recoverable amount Impairment loss

Business unit Segment

WSE Synthos Styrenics Styrene derivatives

258 105 153

Total 258 105 153

As at 30 June 2017, the Synthos Group has not identified any new evidence of impairment of other Group assets.

Note 11. Available-for-sale financial assets

Statement of shares held in 2017 Quantity as at 30

June 2017, unaudited

Value in PLN million

- Global BioEnergies 59,525 5

Total 59,525 5

Statement of shares held in 2016 Quantity as at 31

December 2016 Value in PLN

million

- Global BioEnergies 59,625 6

Total 59,625 6

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

30 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 12. Trade and other receivables

30 June 2017

unaudited 31 December

2016

Trade receivables from other entities 1,213 956

Receivables on account of other taxes 82 90

Prepayments for purchase of fixed assets 45 30

Prepayments 12 9

Other 1 -

1,353 1,085

Note 13. Trade and other payables

30 June 2017

unaudited 31 December

2016

Trade payables to other entities 537 509

Tax and social insurance payables, excluding income tax 6 7

Salaries payable 20 21

Accrued expenses 71 85

Special-purpose funds 1 1

Capital commitments 24 24

Payables from interest on amounts due to the state budget 6 6

Other 13 4

678 657

Note 14. Share capital

30 June 2017

unaudited 31 December

2016

Number of shares at the beginning of the period 1,323,250,000 1,323,250,000

Number of shares at the end of the period 1,323,250,000 1,323,250,000

Nominal value per share (PLN) 0.03 0.03

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

31 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 15. Earnings per share

Basic earnings per share

Basic earnings per share calculations were conducted on the basis of net profit attributable to equity holders of the Parent Company and the weighted average number of shares on the preparation date of the financial statements. The figures were calculated as follows:

from 01.01.2017

to 30.06.2017 unaudited

from 01.01.2016 to 30.06.2016

unaudited

Net profit for the year, in PLN million 329 108

Weighted average number of shares at the end of the period

1 323 250 000 1,323,250,000

Earnings per share

Basic and diluted (PLN) 0,25 0.08

Diluted earnings per share

There are no factors that would result in dilution of earnings per share.

Note 16. Dividends paid

On 8 May 2017, the Ordinary Shareholder Meeting of Synthos S.A. adopted resolution no. 18/2017 to pay dividend of PLN 1,362,947,500, i.e. PLN 1.03 per one share. Pursuant to the Company Management Board resolution no. VII/26/2016 of 21 November 2016, the Parent Company paid the shareholders the interim dividend in the amount of PLN 701,322,500, i.e. PLN 0.53 per one share. After subtracting the amount of the paid interim dividend from the amount of the dividend stipulated in the resolution, on 29 May 2017 the shareholders were paid the remaining amount, i.e. PLN 661,625,000. Dividends paid per share

from 01.01.2017 to 30.06.2017

unaudited

from 01.01.2016 to 30.06.2016

unaudited

Dividends paid per share 0.50 0.53

Note 17. Loans, borrowings and other debt instruments

This note presents information on the Group’s liabilities on account of loans, borrowings and other debt instruments

30 June 2017

unaudited 31 December

2016

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

32 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Non-current liabilities

Liabilities on bonds 1,675 1,752

Salaries payable 761 796

2,436 2,548

Current liabilities

Bond interest liabilities 17 20

Liabilities on account of loans 2 2

19 22

In H1 2015, the Group, through its subsidiary Synthos Finance AB (publ) with its registered office in Stockholm, Sweden, issued senior notes with a total nominal value of EUR 50,000,000 (PLN 350,000,000 in 2014) (“Notes”). The Notes have a fixed interest rate of 4.000% p.a., with interest payable in semi-annual periods (on 30 March and 30 September). The first interest payment was effected on 30 March 2015 and the maturity date is set for 30 September 2021. The Notes were issued at a price equal to 100% of their nominal value, for a total amount of EUR 400,000,000. The Notes represent a senior liability and their repayment priority is on par with any existing and future unsecured senior debt. The Notes are unsecured and are guaranteed jointly and severally by the Issuer and its subsidiaries: Synthos Dwory 7 Spółka z ograniczoną odpowiedzialnością sp. j., SYNTHOS Kralupy a.s., TAMERO INVEST s.r.o. and SYNTHOS PBR s.r.o. (together with the Issuer referred to as “Guarantors”). The Synthos S.A. Group used the proceeds the Notes issue for repayment of its debt to banks. On 7 June 2016, a revolving loan agreement for an amount of up to EUR 220 million was entered into between Synthos S.A., Synthos Dwory 7 sp. z o.o. sp.j., Synthos PBR s.r.o., Synthos Kralupy a.s., Tamero Invest s.r.o. and Synthos Agro sp. o.o. as the borrowers and Powszechna Kasa Oszczędności Bank Polski S.A., Bank BGŻ BNP Paribas S.A., Bank Handlowy w Warszawie S.A., Bank Zachodni WBK S.A., HSBC Bank Polski S.A., ING Bank Śląski, HSBC Bank plc as the lenders. At the same time, Powszechna Kasa Oszczędności Bank Polski S.A. acts as the loan agent and the security agent. As at 30 June 2017, the Group presents liability under the revolving loan in the amount of EUR 180 million.

Note 18. Other liabilities

This note presents information on the Group’s liabilities on account of finance leases of land.

30 June 2017

unaudited 31 December

2016

Finance lease liabilities 30 31

30 31

Note 19. Future contractual commitments

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

33 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

As at the balance sheet date of 30 June 2017, the Group has incurred capital commitments of PLN 207 million (PLN 177 million on 31 December 2016).

Note 20. Contingent liabilities, sureties and guarantees

As at the balance sheet date of 30 June 2017, the Group has not extended any contingent liabilities outside of the Group.

Note 21. Fair value of financial instruments

Details on fair values of financial instruments that may be estimated:

• Financial instruments measured at fair value as at 30 June 2017, unaudited

Level 1 Level 2 Level 3

Available-for-sale assets 5 - -

Derivatives - - -

Bonds (1,692) - -

• Financial instruments measured at fair value as at 31 December 2016

Level 1 Level 2 Level 3

Available-for-sale assets 6 - -

Forward contracts - - -

Bonds (1,772) - -

Derivatives - - -

Level 1 Shares of companies listed on the stock exchanges. Fair value has been determined on the basis of quotations on the stock market. Level 2 None. Level 3 None.

The value of the remaining financial assets and liabilities is similar to their fair value.

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

34 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

Note 22. Related party transactions

Transactions with other related parties

from 01.01.2017 to 30.06.2017

unaudited

from 01.01.2016 to 30.06.2016

unaudited

Costs

Other 5 5

Total 5 5

Note 23. Events after the reporting period

After 30 June 2017 up to the date of drawing up these interim condensed consolidated financial statements, no material events occurred that were not captured in these condensed interim consolidated financial statements even though they should have been.

Note 24. Approval of the financial statements

The Management Board of the Parent Company in the Synthos S.A. Group hereby represents that, as of 29 August 2017, it approves the Group’s condensed interim consolidated financial statements for the period from 1 January to 30 June 2017.

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Synthos S.A. Group Additional explanatory notes to the condensed interim consolidated financial statements for the 6 months ended 30 June 2017 (in millions of PLN, unless otherwise stated)

35 The explanatory notes constitute an integral part of these condensed interim consolidated financial statements

SYNTHOS S.A. ul. Chemików 1

32-600 Oświęcim tel. +48 33 844 18 21...25

fax +48 33 842 42 18 www.synthosgroup.com