Goodwill
Selected accounting policies
Goodwill from acquisition is the difference between the purchase price and the fair value of the acquired assets, liabilities
and identifiable contingent commitments. After initial recognition, goodwill is disclosed at cost of purchase net of accumulated
impairment losses. Goodwill is tested against potential impairment annually or more frequently in case of events or changes
indicating potential impairment.
For impairment testing purposes, goodwill is allocated to cash generating units which are expected to benefit from the
transaction responsible for the creation of goodwill.
Impairment losses on goodwill are not subject to reversal.
Selected judgments and estimates
A cash flow generating unit, to which goodwill has been allocated, is subject to annual impairment tests.
Goodwill impairment tests are conducted using the discounted cash flows method based on financial forecasts or estimated
fair value less cost of sale. Forecasts of future financial results of cash flow generating units are based on a number of
assumptions, of which some (among others those relating to observable market data such as macroeconomic conditions)
are beyond control of the Group.
The goodwill from taking control of the TGE Group was tested for impairment as at 31 December 2020 by estimating the
value in use under the discounted cash flows (DCF) method according to the financial assumptions for 2021-2025 defined
for the test based among others on the projected turnover in electricity, gas and property rights, taking into account expected
market changes in those segments, price changes, operating expenses and capital expenditure. The main assumptions of
the impairment test are presented in the table below. The Management Board identified no key assumptions whose change
in a reasonably expected degree would cause impairment.
Following the analysis, the Exchange Management Board identified no circumstances indicating impairment of the goodwill
of the TGE Group as at 31 December 2020.
The goodwill from taking control of BondSpot was tested for impairment as at 31 December 2020 by estimating the value
in use under the discounted cash flows (DCF) method according to the financial assumptions for 2021-2025 defined for the
test based among others on the expected growth of the Treasury debt market and the company’s market share, operating
expenses and capital expenditure. The main assumptions of the impairment test are presented in the table below.
In the latter half of February and in the following months of 2020, the key driver of BondSpot’s financial position was the
outbreak of the SARS-CoV-2 pandemic and its economic impact. Initially, volatility and market risk increased sharply,
investors pulled out from bond funds, while the Monetary Policy Council and the National Bank of Poland took measures
aiming to mitigate the adverse impact of the pandemic. The Monetary Policy Council decisions and the National Bank of
Poland operations resulted in a sharp reduction of market interest rates, including yields across the Treasury curve, which
curbed transactional activity of market participants. However, the key driver which reduced their activity were regular
redemptions of Treasury bonds and instruments issued by PF and BGK, carried out by the National Bank of Poland. On the
one hand, they were an effective tool supporting liquidity in the banking system (as banks do not need to source liquidity by
selling Treasury bonds); on the other hand, they reduced the value of outstanding Treasury bonds in trading. Those drivers
caused a reduction of the turnover on Treasury BondSpot Poland, a decrease of BondSpot revenues and a downgrade of
BondSpot’s revenue guidance for 2021 and beyond.
The deterioration of the financial position of BondSpot was a criterion that required a new impairment test as at 30 June
2020 of goodwill generated by the acquisition of BondSpot by GPW, previously carried out as at 31 December 2019. The
value in use of a cash generating unit, which was considered to be the entire company, i.e., BondSpot, was carried out as a
DCF valuation on the basis of a forecast of BondSpot’s results for 2020-2024. The forecast was reduced as compared to the
forecast used in the impairment test of the investment in BondSpot as at 31 December 2019.
Following the analysis, goodwill impairment charges were recognised at PLN 3,524 thousand in other expenses of the Group
as at 30 June 2020.
The impairment test of goodwill of BondSpot as at 31 December 2020 identified no indication of further impairment.
As a result, the goodwill generated by the acquisition of BondSpot stood at PLN 19,462 thousand in the consolidated
statement of financial position of the Group as at 31 December 2020 (PLN 22,986 thousand as at 31 December 2019).
The value in use of the cash-generating unit, i.e., BondSpot, was measured using the DCF method based on BondSpot’s
projection for 2021-2025. The projection was downgraded as compared to the projection used in the impairment test of
BondSpot’s goodwill as at 31 December 2019.