No. 81/2022  |  18-11-2022  |  14:36

Predicted accounting one-offs which impact significantly on financial data for the 3 quarter 2022 presented in ORLEN Group consolidated financial report for the 3 quarters 2022

PKN ORLEN S.A. („Company”) informs that in the ORLEN Group consolidated financial report for the 3 quarters 2022, it predicts the recognition of a temporary profit on bargain purchase of Grupa LOTOS S.A. This is an accounting one-off with a significant impact on the financial data of PKN ORLEN and the ORLEN Group for the 3 quarter 2022.


In connection with the registration of the merger between PKN ORLEN and Grupa LOTOS S.A. on August 1, 2022, the profit on a bargain purchase will be recognized as a result of the temporary settlement of the transaction and it is an excess of the provisional value of the acquired net assets over the fair value of the payment made (the market price of the issued merger shares), including the effect of settlement of previously existing relationships.


The provisional value of the profit on bargain purchase will increase the EBITDA of PKN ORLEN by ca. PLN 4,4 bn and the EBITDA of ORLEN Group by ca. PLN 5,9 bn in the 3 quarter 2022.

The currently recognized values of identifiable assets and liabilities under the provisional settlement of the transaction (net assets) correspond to their book values as of the merger date, with the exception of financial assets measured at fair value through profit or loss relating to investments in companies subject to remedies in connection with the need to meet the requirements specified in the European Commission's decision of July 14, 2020, the provisional fair value of which has been estimated based on the price formulas for determining the sale prices set forth in the preliminary sale agreements of these companies, which consist of a fixed component and a variable component depending on the amount of debt and working capital, which, for the purposes of estimating fair value, was determined based on the available financial data of the individual companies as of December 31, 2021. The value of the profit on bargain purchase may change within 12 months from the merger date as part of the final settlement of the merger transaction with Grupa LOTOS S.A.


PKN ORLEN will publish consolidated financial report of ORLEN Group for the 3 quarters 2022 on 29 November 2022.