Raport bieżący nr 17/2021
Art. 17 ust. 1 MAR - informacje poufne.
The Management Board of Work Service S.A. ("Issuer"), with reference to the current report No. 109/2020 of December 31, 2020 regarding the assessment of events taking place in the subsidiary Prohumán 2004 Munkaerő Szolgáltató és Tanácsadó Kft. With its seat in Budapest, in which the Issuer holds shares in the number representing the majority (80.22%) of votes to the Shareholders' Meeting ("Prohumán"), informs that the continuing - as a result of the ongoing corporate dispute in Prohumán, caused by the unfavorable attitude of Profólió Projekt Tanácsadó Kft. with its seat in Budapest, which is a minority shareholder of Prohumán ( "Profólió") and the related three (out of four) Managing Directors in Prohumán - difficulties in the possibility of effective ownership and management influence on Prohumán, as well as on the capital group it creates ("Prohumán Group"), The Issuer is convinced that there has been an actual loss of control over Prohumán in accordance with the International Financial Reporting Standards ("IFRS").
To date, the Issuer has carried out a number of activities, including in the course of appropriate proceedings, described in the current report No. 109/2020, aimed at restoring, in the manner prescribed by law, full rights related to having the status of a majority shareholder in Prohumán. Despite the utmost diligence, the actions taken by the Issuer did not bring the expected results, therefore the conditions of IFRS 10, which determined the loss of the Issuer's control over Prohuman, were fulfilled.
Pursuant to IFRS 10, the discussed loss of control will result in the fact that, starting from the consolidated financial statements of the Work Service group for the financial year 2020, until the situation changes, i.e. regaining control, the Issuer:
1) Exclude from the consolidated balance sheet the assets (including goodwill related to the Prohuman group) and liabilities of the Prohumán group (as a former subsidiary) that were consolidated until September 30, 2020, together with minority interests and the result on exchange differences related to the translation of the Prohuman group statements;
2) Recognize the value of the Prohuman group in the consolidated balance sheet in the amount corresponding to the fair value of this group;
3) Recognizes receivables and liabilities towards the Prohuman group;
4) Included in the annual consolidated income statement for 2020, revenues and costs of the Prohuman group for the 9-month period ended September 30, 2020;
5) Valuation of shares in the Prohuman group using the equity method, i.e. the consolidated financial result of the Prohuman group for the fourth quarter of 2020 will be included in the annual consolidated profit and loss account, provided that such data is obtained in a form that will enable the inclusion of these data in the annual consolidated profit and loss account Work Service SA Group
6) Present all the data and adjustments described in items 1-5 above in the financial statements in the part relating to continuing operations, together with financial data of other entities that do not constitute discontinued operations.
The Issuer will continue to take all possible measures to restore the operation of Prohumán in accordance with the law and the Articles of Association of Prohumán.
The Issuer also points out that the described situation does not affect the financial situation, including the Issuer's liquidity, or the individual data of Work Service S.A. The Issuer shows the value of shares in Prohuman in the amount of PLN 144 million in its accounting books and on the date of publication of this current report there are no reasons to make a write-off of this value.
The impact of the loss of control in accordance with IFRS 10 on the consolidated financial results is estimated and will be presented by the Issuer in a separate current report.
As a result of the analysis, the Issuer decided that it is justified to classify the information referred to above as confidential information within the meaning of Art. 17.1 of the MAR, to be published in the form of this report.
Art. 17.1 of MAR (Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC).
Iwona Szmitkowska - President of the Management Board
Nicola Dell'Edera - Vice-President of the Management Board
|PODPISY OSÓB REPREZENTUJĄCYCH SPÓŁKĘ|
|Data||Imię i Nazwisko||Stanowisko/Funkcja||Podpis|
|2021-03-31||Iwona Szmitkowska||President of the Management Board|
|2021-03-31||Nicola Dell'Edera||Vice-President of the Management Board|