Annual Report Petrol 2017
ANNUAL REPORT 2017
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Petrol, Slovenska energetska družba, d.d., Ljubljana Dunajska cesta 50, 1000 Ljubljana Registration number: 5025796000 Companies Register entry: District Court of Ljubljana, entry number: 1/05773/00 Share capital: EUR 52,240,977.04 VAT ID: SI80267432 Telephone: +386 1 47 14 232 www.petrol.eu, www.petrol.si
Published by: Petrol d.d., Ljubljana Content and graphic design: SM Studio Marketing Editing and production: SM Studio Marketing Photos: Tomo Jeseničnik, Primož Korošec, Shutterstock and archive of Petrol d.d., Ljubljana
March 2018 ANNUAL REPORT OF THE PETROL GROUP AND PETROL D.D., LJUBLJANA 2017
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4 Annual Report Petrol 2017
STATEMENT OF THE MANAGEMENT BOARD
Pursuant to Article 60a of the Companies Act, members of the Management Board and the Supervisory Board of Petrol d.d., Ljubljana represent that the Annual Report of the Petrol Group and Petrol d.d., Ljubljana for the year 2017, including the corporate governance statement and the non-financial statement, has been prepared and published in accordance with the Companies Act, the Financial Instruments Market Act and International Financial Reporting Standards.
As provided in Article 110 of the Financial Instruments Market Act, members of the Management Board of Pet- rol d.d., Ljubljana, which comprises Tomaž Berločnik, President of the Management Board, Rok Vodnik, Mem- ber of the Management Board, Igor Stebernak, Member of the Management Board, and Ika Krevzel-Panić, Member of the Management Board and Worker Director, declare that to the best of their knowledge and belief:
∙∙ the financial report of the Petrol Group and Petrol d.d., Ljubljana for the year 2017 has been drawn up in ac- cordance with International Financial Reporting Standards and gives a true and fair view of the assets and liabilities, financial position, financial performance and comprehensive income of the company Petrol d.d., Ljubljana and other consolidated companies as a whole; ∙∙ the business report of the Petrol Group and Petrol d.d., Ljubljana for the year 2017 gives a fair view of the development and results of the Company’s operations and its financial position, including the description of material risks that the company Petrol d.d., Ljubljana and other consolidated companies are exposed to as a whole.
Ljubljana, 21 February 2018
Tomaž Berločnik Rok Vodnik Igor Stebernak Ika Krevzel Panić President of the Management Member of the Management Member of the Management Member of the Management Board Board Board Board and Worker Director
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TOMAŽ BERLOČNIK President of the Management Board
IKA KREVZEL PANIĆ Member of the Management Board and Worker Director
6 IGOR STEBERNAK Member of the Management Board
ROK VODNIK Member of the Management Board
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SEEING MORE
Identifying opportunities even before they appear. Finding solutions when the problem has only just arisen. Seeing the potential in the self-evident. Always being on the lookout, for the future only reveals itself to those who eye it with courage and joyful anticipation.
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CONTENTS
·· Statement ofw the Management Board ...... 5 BUSINESS REPORT 2017 ...... 11 ·· Business highlights of 2017 ...... 12 ·· Letter from the President of the Management Board . 14 BUSINESS PERFORMANCE IN 2017 . 19 ·· Strategic orientations . 20 ·· The Petrol Group in its region ...... 23 ·· Corporate Governance Statement and Statement of compliance with the Code . 24 ·· Non-financial statement ...... 36 ·· Analysis of business performance in 2017 ...... 42 ·· Events after the end of the accounting period ...... 46 ·· Petrol’s shares ...... 47 ·· Risk management ...... 51 BUSINESS ACTIVITIES. 59 ·· SALES ...... 60 ·· Sales of petroleum products...... 60 ·· Sales of merchandise ...... 64 ·· Sales of liquefied petroleum gas...... 66 ·· Sales of natural gas ...... 66 ·· Sales of electricity to end users ...... 67 ·· ENERGY AND ENVIRONMENTAL SYSTEMS . 68 ·· Distribution of natural gas. 68 ·· District heating...... 68 ·· Environmental solutions ...... 69 ·· Energy solutions ...... 69 ·· Electricity generation...... 70 ·· TRADING ...... 71 SUSTAINABLE DEVELOPMENT . 73 ·· Sustainable development ...... 74 ·· Employees ...... 76 ·· Customer satisfaction ...... 84 ·· Quality control ...... 86 ·· Investments ...... 89 ·· Information technology . 90 ·· Protection of the environment ...... 92 ·· Social responsibility ...... 94 THE PETROL GROUP ...... 97 ·· Companies in the Petrol Group . 98 ·· The Parent Company . 99 ·· Subsidiaries ...... 101 ·· Jointly Controlled Entities . 106 ·· Associates ...... 107 REPORT OF THE SUPERVISORY BOARD ...... 109 ·· Report of the Supervisory Board . 110 FINANCIAL REPORT 2017 . 115
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GLOBAL DEVELOPMENT DICTATES OUR DEVELOPMENT. AND VICE VERSA.
The future will change our perception of travel. THIS IS EVIDENT EVEN TODAY. As are the solutions governing this development. Filling with autogas is already available at 212 service stations across the region.
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BUSINESS HIGHLIGHTS OF 2017
RESULTS Index THE PETROL GROUP UoM 2017 2016 2017/2016 Sales revenue EUR million 4,496.7 3,856.7 117 Adjusted gross profit1 EUR million 432.7 382.0 113 Operating profit EUR million 112.2 99.6 113 Net profit EUR million 81.1 72.7 112 Equity EUR million 701.9 595.7 118 Total assets EUR million 1,656.3 1,502.8 110 EBITDA2 EUR million 159.6 143.8 111 EBITDA/Adjusted gross profit % 36.9 37.7 98 Operating costs/Adjusted gross profit % 75.1 75.2 100 Net debt/Equity3 0.5 0.6 84 Net debt/EBITDA 2.3 2.6 89 ROE4 % 12.4 12.2 102 Added value per employee5 EUR thousand 62.5 58.8 106 Earnings per share6 EUR 39.5 35.2 112 Share price as at last trading day of the year EUR 349.5 325.0 108 Volume of petroleum products sold million tons 3.4 3.2 105 Volume of liquefied petroleum gas sold thousand tons 151.0 141.6 107 Volume of natural gas sold TWh 1.26 1.33 95 Electricity sold TWh 21.0 17.6 119 Revenue from the sale of merchandise EUR million 538.3 505.2 107 Number of service stations as at last day of the year 495 487 102 Number of employees (including third-party managed service stations) as at 4,508 4,166 108 last day of the year
¹ Adjusted gross profit = Sales revenue - Cost of goods sold (this item is not defined in International Financial Reporting Standards) 2 EBITDA = Operating profit + Depreciation and amortisation net of depreciation of environmental fixed assets 3 Net debt / Equity = (Non-current and current financial liabilities – Cash and cash equivalents) / Equity 4 Effect of the acquisition and initial consolidation of Geoplin is eliminated. 5 Added value per employee = (EBITDA + integral labour costs) / Average number of employees. The average number of employees for 2017 does not include the employees of the Geoplin Group as the latter has not yet been fully consolidated in the Petrol Group. 6 Earnings per share = Net profit for the year attributable to owners of the controlling company / Weighted average number of ordinary shares issued, excluding own shares
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NUMBER OF SERVICE STATIONS VOLUME OF PETROLEUM PRODUCTS SOLD
527 500 487 487 495 3.5 3.4 479 3.2 3.0 2.9 2.9 400 2.7 2.5
300 2.0
1.5
200 million tons 3.4
495 1.0 100 0.5
0 0 2014 2015 2016 2017 2020 2014 2015 2016 2017 2020 strategy strategy
REVENUE FROM MERCHANDISE SALES EBITDA
800 200 718.8 190.1 180 700 159.6 160 600 143.8 538.3 140 138.1 135.4 505.2 500 476.1 486.6 120 400 100
EUR million 80 300 EUR million 60 200 40 100 20 159.6 538.3 0 0 2014 2015 2016 2017 2020 2014 2015 2016 2017 2020 strategy strategy
NET PROFIT BREAKDOWN OF THE PETROL GROUP’S INVESTMENTS IN 2017 40% 100 96.9 Energy and environmental 90 systems 81.1 80 72.7 70 65.3 27% 60.7 Sales - Slovenian market 60 50 40 EUR million 30 17%
20 81.1 Other 10 0 16% 2014 2015 2016 2017 2020 Sales - SE Europe market strategy
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LETTER FROM THE PRESIDENT OF THE MANAGEMENT BOARD
In the letter in the 2016 Annual Report I promised, on behalf of the Petrol Group, that we would work towards even better business results. I am proud to be able to tell you that we succeeded. The financial year 2017 was very successful.
The operations of the Petrol Group involve and are intertwined with two very demanding industries – energy and trade. Energy is one of the most challenging branches and is the basis of industry and transport. The performance of energy companies is greatly influenced by both the global economic situation reflected in energy prices and the economic trends on sales markets. Trade has been developing at a fast pace in recent years. Traditional sales in shops have been complemented and, to a certain degree, replaced by online sales. Consumers are extremely well informed and their purchases are increasingly less restricted to their country of residence. The development of the internet and the accessibility of vari- ous smart devices will result in a huge increase in the volume of data available to the trade sector. The economic situation on the markets where the Petrol Group operates improved in 2017, however, the effects of economic growth have not yet been fully passed on to the population’s purchasing power.
In 2017 the Petrol Group generated EUR 4.5 billion in sales revenue, up 17 percent from 2016. Adjusted gross profit stood at EUR 432.7 million, which was 13 percent more than in the previous year. EBITDA totalled EUR 159.6 million and reached a new milestone as far as the operations of the Petrol Group are concerned. Net profit stood at EUR 81.1 million and was up 12 percent from 2016. At EUR 14.0 per share, the 2016 dividends, paid in 2017, were the highest to date. A stable dividend policy and good business performance are a guarantee to maximise shareholders’ return, which is the cornerstone of Petrol’s share- holder policy.
The good performance was reflected in the petroleum product sales of 3.4 million tons or 5 percent more than in 2016. Merchandise sales constitute an important part of Petrol’s op- erations and generated EUR 538.3 million in sales revenue in 2017, an increase of 7 percent compared to 2016. In 2017 Petrol was also successful in ensuring a comprehensive supply of all energy products and in providing energy and environmental services. Good results were also achieved in natural gas sales, liquefied petroleum gas sales and in the sales of heat and electricity.
Petrol’s sales network consists of 495 retail outlets in Slovenia and in the markets of SE Europe, with online sales becoming increasingly important. You, the customers are at the heart of our business and through the omnichannel sales approach we try to ensure that our products and services are always at your disposal when this suits you best. On this occasion, I would like to thank our customers for allowing us to be a part of their everyday life: in their homes, on their travels, and in their workplaces. We are happy to make sure that
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your homes are warm and that electricity powers your appliances. We realise that today time is the asset that we most often lack, which is why our efforts are directed at allowing you to run as many errands as possible at our retail points of sale – besides fuelling up, you can buy food, pay your bills, place a bet on your favourite sports team to win, buy tickets for a concert for your children, collect goods that you have ordered online or other parcels, bring a smile to the faces of your family or colleagues as you treat them with the delicacies from our Fresh range and meet your friends or business partners in any of a number of well- equipped bars at our service stations. We can also provide energy and energy optimisation for your workplace in the framework of business and public buildings energy management.
Good business results are reflected in a set of indicators and figures, but behind them are employees, who each in their own field try their best to contribute. There are already 4,508 of us at the Petrol Group. The growth of business and new activities has led to an increase in the number of employees. We strive to combine experience with new ideas, where the mentoring programme plays an important role. Petrol is a family-friendly enterprise, which in 2017 organised several activities for employees and their families. I was particularly pleased by the visit by the employees’ children which took place during the autumn school holidays.
At Petrol, we are aware that our business significantly depends on the environment in which we work – both natural and social. Care for the environment is integrated in all levels of our operations. In the course of our work we strictly follow all environmental regulations. In ac- cordance with the sustainable development strategy, we have taken the lead in a gradual transition to low carbon mobility. Petrol is becoming a partner in smart, energy-efficient management of towns and urbanised settled areas.
The responsibility to the social environment in which we operate and live is one of our core values. At Petrol, we strive for being tightly integrated into the social environment, and thus by investing in it we strengthen good relationships in the long term. We support sports and cultural events and cooperate with athletes. As early as 2011, we started actively support- ing blood donation as part of the “Give Energy for Life” project. “Our Energy Connects” is a charity project with which we help where we feel at home. This project receives funds that would otherwise be spent on the purchase of business gifts, and we also like to help as volunteers.
In 2017 we made a number of strategic development moves, which will have a significant impact on the operations of the Petrol Group in the future. By merging Petrol Plin d.o.o. with Petrol d.o.o. in the Croatian market we consolidated operations to achieve even better busi- ness results on that market. In 2017 the Petrol Group acquired a majority interest in Geoplin, which primarily deals with the sale of natural gas on the Slovene and foreign markets, and that will significantly strengthen the Group’s position in the natural gas market.
By strategically partnering with the company Mbills, we pursue the strategy for the period 2016 – 2020 which envisages the launch of customer-focused digitalisation projects. In Slo- venia, a mobile payments standard was thus set which is completely independent, supports paperless and cashless payments, and is open to all users, companies, traders and banks as well. The Petrol mBills mobile app (mBills.si) is an open mobile payment platform based on the mobile wallet. It can be used for paying bills in shops, monthly bills, online shopping and money transfer.
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Corporate integrity, reflected in ethical and transparent operations, is our guide. We wish to excel in doing it right. We do business and plan transparently and openly. We have set ambi- tious business goals for 2018. We respond to the challenges of the business environment with well-though-out business decisions resulting from careful planning and fast response to changes, which is made possible also by an efficient risk management system.
The financial position of the Petrol Group is very stable and enables the growth and devel- opment of the Petrol Group as set out in the Strategic Business Plan 2016 – 2020, since our aim is to achieve good results in the long run. This is our commitment.
The future is bright.
Tomaž Berločnik President of the Management Board
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BUSINESS PERFORMANCE IN 2017
WE HAVE DEVOTED ATTENTION TO IMPECCABLE SERVICE.
Lighting in the non-residential sector consumes a lot of energy. Therefore we SEE THE CHANGES where others do not and we focus our efforts on introducing efficient lighting to reduce energy consumption and decrease the environmental burden.
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STRATEGIC ORIENTATIONS
Mission Strategic business plan 2016–2020
Through a comprehensive range of modern energy and en- The strategic business plan is a fundamental corpo- vironmental solutions we ensure reliable, economical and rate document defining the business future of the environmentally friendly supply and help build a low-carbon Petrol Group in the period 2016–2020 based on its society in co-operation with our partners. Our broad net- mission, vision, values, goals and strategies. work of traditional and digital points of sale enables us to meet the changing needs of our customers for a safe and Through a comprehensive range of modern energy and comfortable life, journey and business. Our actions serve to environmental solutions the Petrol Group will continue to demonstrate our social responsibility and commitment to ensure reliable, economical and environmentally friendly sustainable development on a daily basis. supply and help build a low-carbon society in co-operation with its partners. Our broad network of traditional and digi- tal points of sale will enable us to meet the changing needs Vision of our customers for a safe and comfortable life, journey and business. Our actions will serve to demonstrate our so- We are a leading regional player in energy and energy-re- cial responsibility and commitment to sustainable develop- lated services in terms of revenue. We are recognised as a ment on a daily basis. The implementation of our mission, major provider of smart solutions for homes, mobility and which is summed up in our corporate signature Energy for business. Through innovation and digital solutions we have Life, reflects our values and core capabilities and also our developed successful new business models and partner- competitive advantages. ships. We provide an excellent user experience and, in an omni-channel environment, increase the number of items Petrol’s vision for the year 2020 commits us to become a sold per customer. leading regional player in energy and energy-related servic- es in terms of revenue. We shall be recognised as a major provider of smart solutions for homes, mobility and busi- Values ness. Through innovation and digital solutions we will de- velop successful new business models and partnerships. ∙∙ Respect: We respect fellow human beings and the We will provide an excellent user experience and increase environment. the number of items sold per customer. ∙∙ Trust: We build partnerships through fairness. ∙∙ Excellence: We want to be the best at all we do. Our business model is built on innovativeness and cost ef- ∙∙ Creativity: We use our own ideas to make progress. fectiveness, and our customers are offered simple, com- ∙∙ Courage: We work with enthusiasm and heart. prehensive, modern and reliable solutions. Risk manage- ment is integrated into all aspects of our business, making At Petrol, we feel a strong sense of responsibility towards it possible to create additional value for shareholders and our employees, customers, suppliers, business partners, maintain our investment-grade credit rating. shareholders and the society as a whole. We meet their expectations with the help of motivated and business-ori- The Petrol Group operates in Central Europe, and in South ented staff, we adhere to the fundamental legal and moral Eastern Europe in particular. In addition to a number of big- standards of the Slovene society and broader European ger and smaller companies with innovative business mod- standards, and we protect the environment. els already operating there, new and even global players are now joining energy and trade activities in these mar- kets. Globally and locally, we are faced with significant so- cietal and technological changes which can be captured concisely by the notion of “digital globalisation”. All of this increases risks while providing new opportunities at the same time. 20 Annual Report Petrol 2017
Main strategic orientations underpinning ∙∙ Net debt to EBITDA ratio of 2.2 the Petrol Group’s development ∙∙ Investments in fixed assets of EUR 350 million in the pe- riod 2016–2020 Key strategic orientations to be pursued by the Petrol ∙∙ Retail network consisting of 527 service stations Group up to 2020 are as follows: ∙∙ 2.9 million tons of petroleum products sold1 ∙∙ balance between stable operations and development ∙∙ 236 thousand tons of liquefied petroleum gas sold for addressing new challenges (the setting up of a flex- ∙∙ Revenue from merchandise sales of EUR 719 million ible and agile organisation which provides suitable and ∙∙ 413 million m3 of natural gas sold (supply and trading) risk-adjusted returns and takes into account sustainable ∙∙ 15 TWh of electricity sold (supply and trading) development and social responsibility), ∙∙ 139 thousand MWh of heat sold ∙∙ higher sales and transition to new business models (de- velopment of existing and acquisition of new markets and customers through innovative business models; 1 Petroleum product sales do not include liquefied petroleum gas sales, which are presented separately. focus on a comprehensive and personal treatment as well as on excellent customer experience throughout the EBITDA broken down by activity in 2020 user journey), ∙∙ process efficiency and risk management (dynamic or- ganisational structure management, efficiency of opera- 70% Petroleum product and tions in line with the principle of good management, ad- merchandise sales vance risk management systems). 20% Energy and environmental The Petrol Group’s main targets for 2020 systems are as follows: 7% LPG sales ∙∙ Sales revenue of EUR 4.3 billion 3% Natural gas and electricity ∙∙ EBITDA of EUR 190 million sales and trading ∙∙ Net profit of EUR 97 million
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Achieving these goals strengthens the long-term financial is shaped by the economic situation (economic growth, the stability of the Petrol Group. Through a stable dividend rate of inflation, increase in consumption and production) policy, we will ensure a balanced dividend yield for share- and measures taken by the Government to regulate prices holders and the use of free cash flows to finance the Pet- and the energy market. rol Group’s investment plans. This will allow for long-term growth and development of the Petrol Group, maximising The Petrol Group’s operations go beyond energy opera- its value for the owners. tions alone, with the sales of merchandise and services making up an important part of its revenue. The Group is actively involved in the rapid development of trade which is Petrol as the ambassador of corporate changing purchasing habits of consumers and distribution integrity channels through the digitisation of business.
Petrol will meet its targets while complying with applicable The Petrol Group has set ambitious goals for 2018. To regulations and the Corporate Integrity Guidelines. In the achieve them, it will pay particular attention to the stream- P pursuit of our work, we will abide by high standards of busi- lining of operational and supporting business processes in ness ethics and build corporate culture promoting lawful, 2018. transparent and ethical conduct and decision-making by all staff. We will raise and consolidate the awareness of how important compliance is among employees and business The Petrol Group’s main business targets partners. We will apply the zero tolerance principle to un- for 2018: lawful and unethical conduct of employees and business partners. ∙∙ Net sales revenue of EUR 4.5 billion ∙∙ Adjusted gross profit of EUR 440.5 million ∙∙ EBITDA of EUR 170.1 million ∙∙ Net profit of EUR 86.9 million Plans for 2018 ∙∙ Net debt to equity ratio of 0.4 The Petrol Group operates in one of the most important ∙∙ Net debt to EBITDA ratio of 2.0 industries – the energy sector. This sector is rapidly mov- ∙∙ 3.1 million tons of petroleum products sold ing towards energy efficiency, novel use of existing energy ∙∙ 178.4 thousand tons of liquefied petroleum gas sold products and development of new energy products. Being ∙∙ Revenue from merchandise sales of EUR 550.4 million mindful of climate change, which is linked also to the use ∙∙ Retail network consisting of 498 service stations of fossil fuels, is an important part of this process. Global ∙∙ Investments in fixed assets of EUR 99 million efforts are centred on mitigating climate change risks, and solutions are sought to ensure affordable and reliable ener- gy supply. As technology develops, less energy is needed EBITDA broken down by activity in 2018 for a bigger output. In the case of transport, this means that although there are more cars on the road, they can 55% Sale of petroleum now travel further on less fuel. Thanks to energy-efficient construction and insulated buildings, less energy is also re- 19% quired for heating and cooling. Sale of merchandise
Besides energy trends, the Petrol Group’s operations are subject to several other and often interdependent factors, 14% the most important of which are price movements in the oil Energy and environmental systems market, changes in the US dollar exchange rate and over- all global economic conditions. The most relevant factors 8% Sale of LPG influencing the Group’s operations in the international busi- ness environment include price fluctuations in the oil market 4% and the market for other energy products as well as the US Sale of natural gas, electricity dollar exchange rate, which all reflect global economic de- and trading velopments. Petrol’s local business environment, however,
22 Annual Report Petrol 2017 THE PETROL GROUP IN ITS REGION