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ANNUAL
REPORT
2018

6.2. Liabilities under debt securities issued

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Liabilities under debt securities issued captured in the consolidated statement of financial position:

31.12.2018 31.12.2017
Liabilities under bonds issued 121.0 856.0
TOTAL: 121.0 856.0
including:
long-term 792.6
short-term 121.0 63.4

Liabilities under debt securities issued by currency (after conversion to PLN):

31.12.2018 31.12.2017
– PLN 71.5 523.3
– USD 49.5 332.7
TOTAL 121.0 856.0

An analysis of sensitivity to the risk associated with changes of exchange rates and interest rates is presented in Note 9.5.1.

Bond issue program

In 2018, JSW redeemed debt securities for a total value of PLN 737.3 million (including PLN 446.0 million and USD 80.5 million). Interest and commission of PLN 37.5 million paid in the reporting period in relation to the issue of bonds is presented in the financing activity part of the consolidated cash flow statement.

After the final date of the reporting period, i.e. 18 January 2019, JSW carried out a full early redemption of debt securities for a total value of PLN 121.0 million (including PLN 71.5 million and USD 13.2 million).

As at 31 December 2018, there were 7,151 outstanding bonds with a par value of PLN 10,000 each and 1,317 bonds with a par value of USD 10,000 each. In total, the liabilities under debt securities issued, measured at amortized cost, carried in the consolidated statement of financial position as at 31 December 2018 were PLN 121.0 million (as at 31 December 2017: PLN 856.0 million).

Redemption date

As at 31 December 2018, the final bond redemption date was 30 December 2019. On 16 January 2019, the Management Board of JSW S.A. adopted a resolution on the full redemption of bonds for a total nominal amount of PLN 71.5 million and USD 13.2 million. The redemption of bonds was carried out on 18 January 2019, which resulted in ending the Bond Issue Program. The redemption of the bonds was consistent with the Terms and Conditions of Issue.

Collateral for the bonds

According to the annex of 23 April 2018 to the Bond Issue Program Agreement, the Bondholders agreed to release some security interests, including contractual mortgages and registered pledges established on the movable assets of ZORG Borynia and ZORG Budryk.

As at 31 December 2018, the bonds were secured with:

1.Registered pledges up to the highest collateral amount of PLN 1,500.0 million and USD 245.6 million established in favor of PKO BP as the pledge administrator on the following:

  • personal property assets of ZORG Knurów-Szczygłowice, ZORG Pniówek, ZORG Zofiówka,
  • shares held by JSW in JSW Innowacje (formerly Polski Koks) and JSW KOKS,
  • JSW’s bank accounts,
  • rights under contracts.

2. Joint contractual mortgages established in favor of PKO BP as the mortgage administrator up to PLN 1,500.0 million and up to USD 245.6 million on real properties owned or in perpetual usufruct by JSW, comprising organized parts of JSW’s enterprise in the form of ZORG Knurów-Szczygłowice, ZORG Pniówek, ZORG Zofiówka.

3. Sureties extended to Bondholders by JSW KOKS (up to the equivalent of 100% of equity), where the value of the surety is PLN 2,218.5 million.

4. Assignment of trade receivables or receivables under insurance contracts effected on the basis of the following assignment contracts governed by Polish law:

  • rights assignment agreement of 28 October 2015 (as amended) to secure receivables, entered into by and between JSW as the assignor and PKO BP as the assignee,
  • rights assignment agreement of 11 August 2016 (as amended) to secure receivables, entered into by and between JSW as the assignor and PKO BP as the assignee.

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