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Instone Real Estate Group AG

Quarterly Report Nov 26, 2020

226_10-q_2020-11-26_5ed02a67-b67c-4226-8273-660031b676cd.pdf

Quarterly Report

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Q3 quarterly report Instone Real Estate Group AG 30 September 2020

KEY INDICATORS TABLE 001

In millions of euros

9M 2020 9M 2019 Q3 2020 Q3 2019
Performance indicators
Volume of sales contracts 218.4 314.9 94.9 183.1
Volume of new approvals 296.2 654.9 109.3 384.3
Revenues adjusted 291.3 302.4 111.7 128.2
Key earnings figures
Gross profit adjusted 94.1 98.9 36.3 40.4
Gross profit margin adjusted In % 32.3 32.7 32.5 31.5
EBIT adjusted 50.0 56.7 21.8 24.8
EBIT margin adjusted In % 17.1 18.8 19.5 19.3
EBT adjusted 34.4 46.1 15.7 17.7
EBT margin adjusted In % 11.8 15.3 14.1 13.8
EAT adjusted 24.9 43.4 11.2 16.4
EAT margin adjusted In % 8.5 14.4 10.0 12.8
Key liquidity figures
Cash flow from operations 26.4 – 32.0
Cash flow from operations without new
investments
98.6 68.8
Free cash flow 26.5 – 65.7
Cash and cash equivalents and term
deposits1
241.5 162.8

KEY INDICATORS TABLE 001

In millions of euros

30/09/2020 31/12/2019
Performance indicators
Project portfolio 5,937.5 5,845.7
Key balance sheet figures
Total assets 1,255.1 1,123.4
Equity 508.4 310.2
Net financial debt1 306.6 478.4
Leverage 2.4 3.6
Loan-to-Cost2 In % 32.2 50.3
ROCE3
adjusted
In % 15.2 22.8
Employees
Quantity 408 375
FTE4 333.7 307.7

1 Net financial debt = Financial liabilities less cash and cash equivalents and term deposits.

2 Loan-to-Cost = Net financial debt / (Inventories + Contract assets).

3 Return on capital employed = LTM EBIT adjusted/(four-quarter average equity + net financial debt).

4 Full-time employees.

1 The term deposits are comprised of cash investments of more than three months.

OVERVIEW Q3 2020

Sales recover again to pre-Corona level

ADJUSTED REVENUE (9M) of

Previous year: €302.4 million

PROJECT PORTFOLIO of

ADJUSTED EBIT (9M) is

€ 50.0 MILLION 32.3%

Previous year: € 56.7 million

ADJUSTED GROSS PROFIT MARGIN (9M) of 

Previous year: 32.7%

LEVERAGE is at 

2.4

Previous year: 3.6

BUSINESS MODEL AND ORGANISATIONAL STRUCTURE

Instone Real Estate is one of the leading residential property developers in Germany. The share is listed on the SDAX of the Frankfurt Stock Exchange. The company develops attractive residential buildings and apartment complexes and also operates in the publicly subsidised residential construction sector. It also works on contemporary urban planning and the refurbishment of listed buildings. These are marketed to owner-occupiers, private investors with the intention of leasing and institutional investors. Over the past 29 years, we have thus realised more than one million square metres. The company employs 408 employees across nine locations in Germany. As at 30 September 2020, the project portfolio of Instone Real Estate included 53 development projects with an anticipated overall sales volume of approximately €5.9 billion and more than 13,374 units.

As at 30 September 2020, approximately 88% of our portfolio (based on anticipated sales volume after completion of development) was located in the most important conurbations and metropolitan areas in Germany (Berlin, Bonn, Dusseldorf, Frankfurt am Main, Hamburg, Cologne, Leipzig, Munich, Nuremberg and Stuttgart) and approximately 12% in other prosperous medium-sized cities. Well-connected suburbs and medium-sized cities in the metropolitan regions are becoming increasingly attractive and can thus help to meet the generally high demand for residential space.

LEVERAGING THE ENTIRE VALUE CHAIN

Instone Real Estate is the only listed property developer in Germany that exclusively develops residential real estate and also covers the entire value chain. The Company offers a fully integrated platform across Germany which covers land acquisition, land development, concept planning and construction management through to marketing and sales.

CORPORATE GOVERNANCE KEY PERFORMANCE INDICATORS

FINANCIAL AND REAL ESTATE BUSINESS KEY PERFORMANCE INDICATORS

Important corporate governance key performance indicators

In order to manage our sustainable economic success, we use profit-based key performance indicators (KPIs), adjusted revenue, adjusted gross profit margin and adjusted earnings after tax as a financial performance indicator and the real estate business key indicators – volume of sales contracts as a non-financial performance indicator.

Compared with 31 December 2019, the corporate governance key indicator, adjusted earnings before interest and tax, was replaced by the adjusted earnings after tax. This change was made due to a change in the management perspective of the Management Board, as its intention is to pay dividends in the future. Furthermore, by harmonising the income tax effects through the formation of an income tax group1 in 2019, the tax rate can more reliably be taken into account, at around 30%. Against this background, adjusted earnings after tax is regarded as a more appropriate key performance indicator.

1 Tax group = Two or more legally independent companies are combined into one unit for tax purposes.

Other important key indicators

The management of Instone Real Estate also uses the following key figures for analysis and reporting: current offers for sale, project portfolio, volume of new approvals, project gross profit and gross project profit margin.

Further information on corporate governance key indicators, in particular regarding their calculation, can be found on pages 39 – 40 in the Annual Report 2019.

RESULTS OF OPERATIONS, NET ASSETS AND FINANCIAL POSITION

CUMULATIVE KEY FINANCIAL PERFORMANCE INDICATORS TABLE 002

In millions of euros
9M 2020 9M 2019 Change Q3 2020 Q3 2019 Change
Revenue adjusted1 291.3 302.4 – 3.7% 111.7 128.2 – 12.9%
Gross profit adjusted 94.1 98.9 – 4.9% 36.3 40.4 – 10.1%
Gross profit margin adjusted1 32.3% 32.7% 0.0% 32.5% 31.5% 0.0%
EBIT adjusted 50.0 56.7 – 11.8% 21.8 24.8 – 12.1%
EBT adjusted 34.4 46.1 – 25.4% 15.7 19.6 – 19.9%
EAT adjusted1 24.9 43.4 – 42.6% 11.2 18.3 – 38.8%

1 Financial performance indicators.

CORONAVIRUS PANDEMIC

General economic situation

Since the end of February 2020, the coronavirus pandemic has spread rapidly throughout Germany. At the end of March 2020, the German Federal Government and the "Länder" finally agreed to a comprehensive restriction of social contact and a restriction of business activities in many industries, including the closure of shops. This caused a strong slump in economic performance in the first quarter and particularly in the second quarter of 2020, although an economic recovery started gaining when the restrictions were loosened during the course of the second quarter.

In the third quarter, the German economy recovered significantly again, and the gross domestic product grew by 8.2% in comparison to the second quarter. However, it remained 4.3% behind the previous-year period. https://www.destatis.de/DE/Presse/Pressemitteilungen/2020/10/ PD20\_432\_811.html The overall economic development for Germany will be burdened with a decline for 2020, in comparison with the previous year. However, the decline will presumably be less in Germany than in other countries in the European Union. https://ec.europa.eu/ info/business-economy-euro/economic-performance-and-forecasts/economic-forecasts/ summer-2020-economic-forecast-deeper-recession-wider-divergences\_de In its autumn forecast, the Institut für Weltwirtschaft (IfW) assumes that Germany's gross domestic product in 2020 will decline by slightly more than 5%. The German economy has recovered more quickly than expected. https://www.ifw-kiel.de/de/media-pages/news-extlinks/2020/wirtschaftsleistung-noch-gut-4-prozent-unter-vorkrisenniveau/

Effects on the Instone Group's situation

After the considerable negative influences on the situation of the Instone Group due to the coronavirus pandemic in the second quarter, an improvement of the business performance also emerged for our Company in the third quarter. The sales of apartments to owner-occupiers and private investors were increased again in comparison to the previous quarter; the initiation of sales of new projects was performed successfully again in the third quarter. The sales activities with institutional investors were resumed again after the partly interrupted ongoing negotiations. The positive developments in relation to all of the sales areas in the third quarter led to a significant increase of revenue compared to the second quarter, however, the sale level of the previous-year quarter could not be reached. This declining trend essentially results from delays in sales starts and institutional sales negotiations, as well as downturns in individual sales in the first half-year, which could no longer be made up for in the third quarter. As in the first quarter, the construction activity for running projects was also essentially continued uninfluenced in the third quarter. In this respect, planned milestones relating to project progress and completion of these projects can be expected to be met within the scheduled time frame.

In spite of the significant implications of coronavirus pandemic for the global financial markets, Instone Real Estate was able to improve its financing structure considerably in the third quarter. With the first-time conclusion of a promissory note loan with pension funds, it succeeded in replacing an expensive term loan that was maturing in the short term. Furthermore, with a successful capital increase, we have again secured the financing of raised, ambitious growth targets, particularly on the basis of accelerated implementation of our new valuehome product.

RESULTS OF OPERATIONS

The presentation of the results of operations in the consolidated financial statements of Instone Real Estate Group AG for the first nine months of 2020 reflects this business which is largely impacted by the project developments of the Instone Group. The calculation of the individual adjusted items results from the following items in the income statement:

  • → Adjusted revenue is revenues adjusted for the effects from purchase price allocations and including effects from share deal agreements.
  • → Adjusted project costs include the cost of materials less changes in inventories, indirect selling expenses and capitalised interest. It thus reflects the external costs allocated to the project developments, not including project financing costs.

ADJUSTED RESULTS OF OPERATIONS TABLE 003

In millions of euros

  • → Adjusted gross profit is the result of adjusted revenues less adjusted project costs.
  • → Adjusted platform costs are the total of staff costs, other operating income, other operating expenses and depreciation and amortisation less indirect sales expenses allocated to project costs, adjusted for non-recurring effects.
9M 2020 9M 2019 Change Q3 2020 Q3 2019 Change
291.3 302.4 – 3.7% 111.7 128.2 – 12.9%
– 197.2 – 203.5 – 3.1% – 75.4 – 87.8 – 14.1%
94.1 98.9 – 4.9% 36.3 40.4 – 10.1%
32.3% 32.7% 32.5% 31.5%
– 44.8 – 42.2 6.2% – 14.9 – 16.0 – 6.9%
0.7 0.0 0.4 0.4 – 0.0
50.0 56.7 – 11.8% 21.8 24.8 – 12.1%
17.2% 18.8% 19.5% 19.3%
– 1.2 – 3.3 63.6% – 0.6 – 0.9 33.3%
– 14.3 – 7.3 – 95.9% – 5.4 – 4.2 – 28.6%
34.4 46.1 – 25.4% 15.7 19.6 – 19.9%
11.8% 15.2% 14.1% 15.3%
– 9.6 – 2.7 n/a – 4.7 – 1.3 n/a
24.9 43.4 – 42.6% 11.2 18.3 – 38.8%
8.5% 14.4% 10.0% 14.3%
  • → Earnings of associate companies are the pro rata earnings contributions of subsidiaries included in the consolidated financial statements using the equity method.
  • → Adjusted earnings before interest and tax are the adjusted gross profit reduced by the adjusted platform costs, plus the earnings of associates.
  • → Adjusted investment and financial result is the total of other results from investments, finance income, finance costs and depreciation and amortisation on securities classified as financial assets less capitalised interest.
  • → Adjusted earnings before tax results from adjusted earnings before interest and tax less the adjusted investment and financial result.
  • → Adjusted income taxes correspond to income taxes adjusted for the tax effects of purchase price allocations as well as non-recurring effects.
  • → Adjusted earnings after tax are the adjusted earnings before tax less the adjusted income taxes.

Revenue

The business performance of the Instone Group improved again in the third quarter of 2020 due to the easing of coronavirus measures in comparison to the previous quarter. Adjusted revenue grew in the third quarter to €111.7 million (3rd quarter 2019: €128.2 million) in comparison to the second quarter, but remained below the level of the previous-year period. In total, the adjusted revenue in the first nine months of 2020 fell slightly by 3.7% to €291.3 million (previous-year period: €302.4 million). The decline in sales is mainly due to the lower sales in the second quarter, particularly also due to delayed marketing starts, which will not be made up for and therefore cannot make any contribution to further significant increases in revenue.

The amortisation of the effects from purchase price allocations resulted in a charge of €0.7 million (previous-year period: €6.0 million) on the reported revenue. The separate valuation of share deals (project Westville) reduced the adjusted revenue by €14.8 million (previous-year period: €0.0 million).

REVENUE
In millions of euros
TABLE 004
9M 2020 9M 2019 Change
Revenue 275.9 296.4 – 6.9%
+ Effects from purchase
price allocations
0.7 6.0 – 88.3%
+ Effects from
share deals
14.8 0.0 0.0%
Revenues adjusted 291.3 302.4 – 3.7%

The adjusted revenue of the Instone Group is almost exclusively generated in Germany and spread across the following regions:

ADJUSTED REVENUE BY REGIONS

1 Includes Wiesbaden (€9.4 million), Mannheim (€12.3 million), among others.

Project costs

The adjusted project costs, significantly influenced by cost of materials and the changes in inventories, also fell slightly in the nine-month period to €197.2 million (previous-year period: €203.5 million). In the third quarter, the adjusted project costs were also below the previous-year quarter, at €75.4 million (3rd quarter 2019: €87.8 million).

The reduced purchases of land plots and only equal continuation of construction activities led to a reduction of the cost of materials to €251.4 million (previous-year period: €286.1 million). The changes in inventories essentially fell for the same reasons to €73.3 million (previous-year period: €86.8 million).

Indirect sales expenses allocated to the project costs amounted to €1.8 million as at 30 September 2020 (previous-year period: €1.8 million). The adjustment of the capitalised interest in the changes in inventories of €3.8 million (previous-year period: €2.8 million) also added to the project costs. Effects from the amortisation of purchase price allocations reduced adjusted project costs by €0.3 million (previous-year period: €0.4 million). Due to the separate valuation of the share deals, project costs were again increased by €13.9 million (previous-year period: €0.0 million).

PROJECT COSTS TABLE 005
In millions of euros 9M 2020 9M 2019 Change
Project costs 178.1 199.3 – 10.6%
+ Effects from purchase
price allocations
– 0.3 – 0.5 – 40.0%
+ Effects from
reclassifications
5.6 4.6 21.7%
+ Effects from share
deals
13.9 0.0 0.0%
Project expenses
adjusted
197.2 203.5 – 3.1%

Gross profit

The adjusted gross profit fell due to the decline in revenue in the third quarter to €36.3 million (3rd quarter 2019: €40.4 million) and also remained behind the previous year in the in the nine-month period at €94.1 million (previous-year period: €98.9 million).

GROSS PROFIT TABLE 006
In millions of euros 9M 2020 9M 2019 Change
Gross profit 97.8 97.1 0.7%
+ Effects from purchase
price allocations
1.0 6.4 – 84.4%
+ Effects from
reclassifications
– 5.6 – 4.6 21.7%
+ Effects from share
deals
0.9 0.0 0.0%
Gross profit adjusted 94.1 98.9 – 4.9%
Gross profit margin
adjusted
32.3% 32.7%

The adjusted gross profit margin – calculated from the adjusted gross profit relating to the adjusted revenue – amounted to 32.3% (previous-year period: 32.7%).

Platform costs

Adjusted platform costs increased to €44.8 million in the first nine months of 2020 (previous-year period: €42.2 million). This includes gains from the reclassification of indirect distribution costs of €1.8 million to project costs.

TABLE 007
9M 2020 9M 2019 Change
46.6 47.9 – 2.7%
– 1.8 – 1.8 0.0%
0.0 – 4.0 – 100.0%
44.8 42.2 6.2%

At €30.8 million as at 30 September 2020 (previous-year period: €25.4 million), staff costs rose compared with the previous year's level. This is mainly due to the higher number of employees, which currently stands at 408 (previous-year period: 362) and the corresponding increase in the FTE figure of 333.7 (previous-year period: 293.0). This increase in staff represents an investment in the anticipated future growth of the company. Other operating income rose to €5.6 million due to the increase in the reversal of provisions (previous-year period: €2.4 million). Other operating expenses fell in the period under review to €18.4 million (previous-year period: €22.0 million) due to expenses from subsequent acquisition costs for company acquisitions recorded in the previous year. This effect has not been repeated in the period under review. Depreciation and amortisation was €3.0 million (previous-year period: €3.0 million), the same as last year.

Share of results of joint ventures

The adjusted shares of results of joint ventures of €0.7 million (previous-year period: €0.0 million) are attributable to subsidiaries with projects completed in previous years.

Earnings before interest and tax (EBIT)

Adjusted earnings before interest and tax fell to €50.0 million in the first nine months of 2020 (previous-year period: €56.7 million) due to the lack of revenue resulting from the coronavirus and to investments already made in the further scheduled development of the platform. A decline to €21.8 million (3rd quarter 2019: €24.8 million) was also shown in the third quarter.

EBIT TABLE 008
In millions of euros 9M 2020 9M 2019 Change
EBIT 51.8 49.1 5.5%
+ Effects from purchase
price allocations
1.0 6.4 – 84.4%
+ Effects from
reclassifications
– 3.8 – 2.8 35.7%
+ Non-recurring effects 0.0 4.0 – 100.0%
+ Effects from share deals 0.9 0.0 0.0%
EBIT adjusted 50.0 56.7 – 11.8%
EBIT margin adjusted 17.2% 18.8%

Investment and financial result

The negative adjusted result from investments in the nine-month period of €1.2 million (previous-year period: €3.3 million) results from a change to the minority interests with project limited partnerships.

The financial result decreased in the period under review to €–18.1 million (previous-year period: €– 10.1 million). The expected increase in interest expenses is essentially attributable to the increase in debt to finance investments in land since the second half of the previous year.

The financial result, adjusted for the interest from project financing capitalised in the changes in inventories before the start of sales in the amount of €3.8 million (previous-year period: €2.8 million), decreased to €– 14.3 million (previous-year period: €– 7.3 million).

Earnings before tax (EBT)

At €34.4 million (previous-year period: €46.1 million), adjusted earnings before tax were significantly down compared to the same period of the previous year, due to a decline in demand resulting from the coronavirus and to the increase in financing expenses for new investments. The adjusted earnings before tax were also below the value of the comparative period at €15.7 million (3rd quarter 2019: €19.6 million).

TABLE 009
9M 2020 9M 2019 Change
32.5 35.7 – 9.0%
1.0 6.4 – 84.4%
0.0 4.0 – 100.0%
0.9 0.0 0.0%
34.4 46.1 – 25.4%
11.8% 15.2%

Income taxes

The tax rate in the adjusted results of operations in the first nine months of 2020 was approximately 28% (previous-year period: approximately 6%). Tax expenses could be harmonised to a tax rate of around 30%, compared with strong fluctuations in previous years, as a result of the conclusion of the control and profit transfer agreement in the second half of 2019. Non-recurring tax effects from previous periods led to a reduction in the period under review. In the previous-year period, the tax rate was positively influenced by a non-recurring effect from the first-time use of loss carryforwards.

Income taxes in the reported result, due to the effects mentioned above, amounted to €9.6 million (previous-year period: €0.6 million).

Earnings after tax (EAT)

The adjusted earnings after tax of the Instone Group totalled €24.9 million (previous-year period: €43.4 million). Before adjustment for effects from purchase price allocations as well as effects from share deal agreements, reported earnings after tax were €23.3 million (previous-year period: €35.2 million). In the third quarter, the adjusted earnings after tax amounted to €11.2 million (3rd quarter 2019: €18.3 million).

EAT TABLE 010
In millions of euros 9M 2020 9M 2019 Change
EAT 23.3 35.2 – 33.8%
+ Effects from purchase
price allocations
0.7 4.5 – 84.4%
+ Non-recurring effects 0.0 3.9 – 100.0%
+ Effects from share deals 0.9 0.0 0.0%
EAT adjusted 24.9 43.4 – 42.6%
EAT margin adjusted 8.5% 14.4%

Earnings after tax and after minority interests

Non-controlling interests in the earnings after tax amount to €0 million (previous-year period: €–0.7 million). Noncontrolling interests in the adjusted earnings after tax amount to €0 million (previous-year period: €–0.5 million).

MINORITY INTERESTS TABLE 011
In millions of euros 9M 2020 9M 2019 Change
EAT after minority
interests
23.3 35.9 – 35.1%
+ Effects from purchase
price allocations
0.7 4.1 – 82.9%
+ Effects from
reclassifications
0.0 0.0 0.0%
+ Non-recurring effects 0.0 3.9 – 100%
+ Effects from share deals 0.9 0.0 0.0%
EAT adjusted after
minority interests
24.9 43.9 – 43.3%

Earnings per share

At €0.63 (previous-year period: €1.12), adjusted earnings per share in the first half of 2020 remained significantly lower than in the previous-year period.

EARNINGS PER SHARE TABLE 012
millions of euros 9M 2020 9M 2019 Change
Shares (in thousand units)1 39,727 39,300 1.1 %
Owners of the Company 23.3 35.9 n/a
Earnings per share (in €) 0.59 0.91 n/a
Owners of the Company
adjusted
24.9 43.9 n/a
Earnings per share
adjusted (in euros)
0.63 1.12 n/a

NET ASSETS

FINANCIAL POSITION
In millions of euros
TABLE 013
30/09/2020 31/12/2019 Change
Non-current assets 18.9 20.4 – 7.4%
Inventories 805.4 732.1 10.0%
Contract assets 145.8 219.0 – 33.4%
Other receivables and
assets
43.5 34.7 25.4%
Cash and cash
equivalents
241.5 117.1 106.2%
Assets 1,255.1 1,123.4 11.7%
Equity 508.4 310.2 63.9%
Liabilities from
corporate finance
215.3 180.8 19.1%
Liabilities from project
related financing
332.8 414.7 – 19.7%
Provisions and other
liabilities
198.6 217.8 – 8.8%
Equity and liabilities 1,255.1 1,123.4 11.7%

At €1,255.1 million as at 30 September 2020, the total assets of the Instone Group were virtually unchanged compared to the end of the previous year (31 December 2019: €1,123.4 million).

As at 30 September 2020, inventories rose to €805.4 million (31 December 2019: €732.1 million). This increase in inventories is mainly due to the purchase of already secured land plots.

TABLE 014
30/09/2020 31/12/2019 Change
488.6 479.4 1.9%
– 346.8 – 266.9 29.9%
141.8 212.5 – 33.3%
4.0 6.5 – 38.5%
145.8 219.0 – 33.4%

Financial receivables from customers for work-in-progress already sold (contract assets), valued at the current completion level of development, rose to €488.6 million as at 30 September 2020 (31 December 2019: €479.4 million). This is due to the progressing construction of the sold residential units. Payments received from customers amounted to €346.8 million as at 30 September 2020 (31 December 2019: €266.9 million). The capitalised direct distribution costs decreased to €4.0 million (31 December 2019: €6.5 million). The balance of these items results in a decrease in the contract assets to €145.8 million (31 December 2019: €219.0 million). This is due to the fact that payments received rose more sharply in relation to construction progress.

Cash and cash equivalents and term deposits of €241.5 million (31 December 2019: €117.1 million) increased mainly as a result of the inflow from the capital increase. Financing arrangements were also repaid in the period under review and a loan was extended to a minority shareholder of a Group company. For more information, please refer to the Group's condensed consolidated statement of cash flows.    Page 25 f.

1 Average weighted number of shares as at 30 September 2020, previous year adjusted. As at the reporting date, the term deposits amounted to a total of €100 million (31 December 2019: €0 million) and have a term of more than three months.

Non-current financial liabilities decreased to €297.7 million as at 30 September 2020 (31 December 2019: €451.6 million). In the same period, current financial liabilities rose to €250.4 million (31 December 2019: €143.9 million). As at 30 September 2020, we have repaid short-term corporate financing of €75.0 million and acquired new long-term corporate financing of €100 million at improved conditions. Furthermore, project financing in the amount of €150.0 million, reported as non-current as at 31 December 2019, was reclassified as at 30 September 2020 as current financial liabilities, as these will be repaid within one year with the scheduled completion of the projects.

Trade payables fell during the first nine months of 2020 to €79.0 million (31 December 2019: €87.6 million) and essentially comprise the services provided by contractors.

The equity ratio as of 30 September 2020 was 40.5% (31 December 2019: 27.6%).

Leverage has decreased compared with 31 December 2019. The proportionally stronger decline in net debt due to income from the capital increase and the lower result have reduced the leverage to 2.4 times the EBITDA.

NET FINANCIAL DEBT AND
DEBT-TO-EQUITY RATIO
TABLE 015
In millions of euros
30/09/2020 31/12/2019 Change
Non-current financial
liabilities
297.7 451.6 – 34.1%
Current financial liabilities 250.4 143.9 74.0%
Financial liabilities 548.1 595.5 – 8.0%
– Cash and cash equivalents – 241.5 – 117.1 106.2%
Net financial debt (NFD) 306.6 478.4 – 35.9%
Inventories and contract
assets
951.2 951.1 0.0%
Loan-to-Cost1 32.2 50.3
EBIT adjusted (LTM2
)
122.9 129.6 – 5.2%
Depreciation and
amortisation (LTM2
)
4.1 4.1 0.0%
EBITDA adjusted (LTM2) 127.0 133.7 – 5.0%
Leverage (NFS / EBITDA
adjusted (LTM2
))
2.4 3.6

1 Loan-to-Cost = Net financial debt / (Inventories + Contract assets).

2 LTM = Last twelve months.

FINANCIAL POSITION

In the first nine months of 2020, liabilities from corporate finance increased to €215.3 million (31 December 2019: €180.8 million). Project financing decreased to €332.8 million (31 December 2019: €414.7 million). The total available financing framework now amounts to €900.9 million (31 December 2019: €994.7 million) and was increased during the nine-month period through the conclusion of classic project financing and through additional corporate finance. As at 30 September 2020, there were credit lines available amounting to €575.9 million (31 December 2019: €667.2 million) from project financing and €325.0 million (31 December 2019: €327.5 million) from corporate finance. The agreements of these corporate finance arrangements contain financial covenants that are described on page 143 of the Annual Report 2019.

The balance sheet liabilities resulting from these financing arrangements thus increased as at the reporting date to €547.9 million (previous-year period: €594.9 million). As at 30 September 2020, €250.4 million is reported as current financial liabilities with a residual term of less than one year. The current project financing included in this are comprised of option agreements for extension.

The maturities of the non-discounted repayment amounts are as follows:

FINANCIAL LIABILITIES TABLE 016

In millions of euros

Due by Credit line Utilisation
30 September 2020
Interest rate
conditions
Corporate finance
Promissory note loan 31/08/2022 78.0 78.0 2.50% to 3.10%
Promissory note loan 31/08/2024 28.0 28.0 3.00%
Term loans 31/08/2025 100.0 100.0 4.00%
Syndicated loan 31/12/2022 94.0 10.0 2.85%
Current account loans < 1 year 30/09/2021 5.0 0.0 2.00% to 2.00%
Current account loans > 2 and < 3 years 31/03/2023 20.0 0.0 2.85%
325.0 216.0
Project financing
Term < 1 year 30/09/2021 301.8 250.9 1.45% to 3.00%
Term > 1 and < 2 years 30/09/2022 147.1 61.2 1.75% to 2.25%
Term > 2 and < 3 years 30/09/2023 127.0 22.6 1.90% to 4.40%
Term > 3 years 30/09/2023 0.0 0.0
575.9 334.6
9M 2020
26.4
– 111.0
– 84.6
9M 2019
– 32.0
– 33.7
– 65.7
Change
n/a
229.4%
– 28.8%
109.0 140.5 – 22.5%
24.4 74.8 – 67.4%
117.1 88.0 33.1%
0.0 0.0 0.0%
141.5 162.8 – 13.1%

Cash flow from operations of the Instone Group in the amount of €26.4 million in the first nine months of 2020 (previous-year period: €–32.0 million) was essentially due to the increased payment flows from customer payments for current projects with simultaneous purchase price payments and land acquisition taxes for land plots in a total value of €72.2 million (previous-year period: €100.8 million). This mainly related to the "Eslarner Straße", Nuremberg, "Philipp-Reis-Straße", Heusenstamm, "Aukamm", Wiesbaden, "Büntekamp", Hanover, "Neckar.Au Viertel", Rottenburg, and "Westville", Frankfurt am Main projects.

The operating cash flow, adjusted for payments for land in the period under review was distinctly positive at €98.6 million (previous-year period: €68.8 million). This underlines the sustainably positive return flows of liquidity to the Instone Group from the current residential property developments, in spite of the restrictions due to the coronavirus crisis in the second and third quarter of 2020.

CASHFLOW FROM OPERATIONS TABLE 018
9M 2020 9M 2019 Change
53.0 59.7 – 11.2%
– 5.5 – 14.0 60.7%
– 13.3 – 10.2 – 30.4%
– 7.8 – 67.5 88.4%
26.4 – 32.0 n/a
72.2 100.8 – 28.4%
98.6 68.8 43.3%

At €– 111.0 million (previous-year period: €33.7 million), cash flow from investing activities in the period under review was mainly influenced by the short-term financial assets free liquidity in the amount of €100.0 million, extension of a loan to the minority shareholder of a Group company in the amount of €9.9 million and by the scheduled purchase of additional shares in an investment company in the amount of €1.1 million.

The cash flow from financing activities as at 30 September 2020 was at €109.0 million (comparative period: €140.5 million). It was essentially influenced by the net inflow from the capital increase of €174.7 million and the repayment of loans in the amount of €60.0 million. This includes payments received from new loans taken out in the amount of €686.2 million and repayments for terminated loans in the amount of €746.3 million.

As at 30 September 2020, financial resources increased to €141.5 million (31 December 2019: €117.1 million). This includes free funds amounting to €132.8 million (31 December 2019: €109.0 million) which were not used to secure existing project financing.

In addition to cash loans from banks, as at 30 September 2020, the Instone Group also had access to guarantee facilities from credit insurers of €254.6 million (31 December 2019: €275.5 million) to secure its business activities.

PROJECT BUSINESS AT A GLANCE

VOLUME OF SALES CONTRACTS

In the third quarter of 2020, marketing received a push due to very good individual sales and two envisaged property sales within the urban district developments. In total, volume of sales contracts of €94.9 million and 128 residential units was generated. The expected complete recovery of speed of sales in the second half of the year of the project that is in unit sales, took place in the third quarter of 2020. With the nine projects that are in individual sales, around 125 units are sold with a volume of about €74 million. In spite of the positive development, the volume of sales contracts for the first nine months is below the previous-year value (previous year: €314.9 million) at €218.4 million. This is particularly due to the development of the sales activities in the first half of the year. The uncertainty due to the pandemic and the restrictions of the first lockdown temporarily slowed down the speed of sales Furthermore, there were delays to sales starts and investor sales due to the restricted opportunities to access the market.

REAL ESTATE BUSINESS KEY PERFORMANCE INDICATORS TABLE 019

In millions of euros
9M 2020 9M 2019 Q3 2020 Q3 2019
Volume of sales contracts 218.4 314.9 94.9 183.1
Volume of sales contracts In units 584 670 128 380
Project portfolio (existing projects) 5,937.5 5,384.1 5,937.5 5,384.1
of which already sold 2,108.6 1,261.1 2,108.6 1,261.1
Project portfolio (existing projects) In units 13,374 12,233 13,374 12,233
of which already sold In units 4,770 2,944 4,770 2,944

The volume of sales contracts realised as at 30 September 2020 is concentrated almost exclusively in the most important metropolitan regions in Germany, accounting for approximately 91% of the total. Around 9% is located in other prosperous medium-class cities.    Graphic

MARKETING IN 9M 2020 BY REGION

Mainly includes Wiesbaden.

The following projects essentially contributed to successful marketing in the 2020 period under review:

REAL ESTATE BUSINESS KEY PERFORMANCE INDICATORS –

VOLUME OF SALES CONTRACTS TABLE 020

In millions of euros

Volume Units
St. Marienkrankenhaus Frankfurt a. M. 32.5 28
Schulterblatt "Amanda" Hamburg 29.1 41
Westville1 Frankfurt a. M. 24.3 303
Schumanns Höhe Bonn 19.3 50
"Carlina Park",
Schopenhauerstraße
Nuremberg 19.2 39
Schwarzwaldstraße Herrenberg 16.7 37
Wiesbaden-Delkenheim,
Lange Seegewann
Wiesbaden 15.9 2
Neckar.Au Viertel Rottenburg 14.6 40
"Wohnen im Hochfeld"
Unterbach
Dusseldorf 12.5 18
Quartier Stallschreiber
straße – Luisenpark
Berlin 10.6 12

1 Contractually agreed extra revenues from the additional spaces during the course of planning substantiation.

The offer currently on the sales market as at 30 September 2020 totalled 259 units with an anticipated revenue volume of around €202 million. This means that the offer on the market has increased overall compared with 30 June 2020 (€279 million and 385 units). This is due to the constant sales at a high level with the projects in unit sales. At that same time, no project started unit sales in the third quarter, as expected.

As at 30 September 2020, Instone Real Estate's project portfolio comprised 53 projects, from which we currently anticipate total revenue volume of €5,937.5 million, slightly above the figure as at 30 June 2020 (€5,701.3 million). The increase is due to two successful acquisitions in the third quarter with an expected revenue volume of about €109 million. At the same time, prospective revenue increases of about €130 million result from planning substantiations and changes to sales concepts. The successful completion and removal of the "Fregestraße" project in Leipzig led to a minor reduction of about €3 million.    See "Development of the project portfolio as at 9M 2020"

DEVELOPMENT OF THE PROJECT PORTFOLIO FOR 9M 2020

In millions of euros

Taking into account an assumed price development for projects not yet in distribution – of 1.5% per annum on the revenue side and 3.5% per annum on the construction cost side – this results in an anticipated project gross profit margin on the project portfolio of about 25%1 as at the reporting date, exclusive of the large "Westville" project in Frankfurt.

1 If the large "Westville" project is taken into consideration, the expected project gross profit margin for the project portfolio is about 24%.

The majority – approximately 88% – of anticipated overall volume of revenue from the project portfolio as at 30 September 2020 is located in the most important metropolitan regions of Germany: Berlin, Bonn, Dusseldorf, Frankfurt am Main, Hamburg, Cologne, Leipzig, Munich, Nuremberg and Stuttgart. Around 12% is attributable to other prosperous medium-class cities.    Graphic

PROJECT PORTFOLIO BY GROUPS; BASIS: EXPECTED SALES REVENUE in %

Includes Wiesbaden, Mannheim, Hanover, Potsdam, Bamberg.

Based on the continuous growth of our project portfolio in recent years, the majority of our ongoing projects are in the "pre-sale" stage of development. In comparison to 30 June 2020, the "preconstruction" 15.6% (20.2%) and "under construction" 24.1% (20.6%) categories reflect the successful start of construction realisation with four projects. The "pre-sale" category is at a comparable level with 60.3% (59.2%).

PROJECT PORTFOLIO BY GROUPS; BASIS: EXPECTED SALES REVENUE

In %

Internal sector:

Sold Unsold

1 4.8% of the project portfolio has already been transferred.

In addition, the preceding diagram shows that, as at 30 September 2020, we have already sold approximately 36% of the anticipated overall revenue volume of the project portfolio. In terms of the anticipated revenue volume, approximately 89% of the "under construction" and "pre-construction" projects were sold as at 30 September 2020.

Adjusted revenue

Adjusted revenue was at €291.3 million as at 30 September 2020 (previous-year period: €302.4 million). The following projects carried out contributed in particular to the adjusted revenue in the period under review:

KEY PROJECTS REVENUE REALISATION
(ADJUSTED) 9M 2020
In millions of euros
TABLE 021
Revenue volume
(adjusted)
St. Marienkrankenhaus Frankfurt a. M. 43.9
Grundstück Bonn,
Schumanns Höhe
Bonn 30.5
west.side Bonn 28.2
Quartier Stallschreiberstraße –
Luisenpark
Berlin 22.8
Schulterblatt "Amanda" Hamburg 18.7
Westville Frankfurt a. M. 14.8
City-Prag – Wohnen
im Theaterviertel
Stuttgart 13.7
Schwarzwaldstraße Herrenberg 12.8
Franklin Mannheim 12.3
S'LEDERER Schorndorf 9.6

Two projects entered the construction phase during the period under review: In Dusseldorf, the start of construction for the "Niederkasseler Lohweg" project already sold in 2019 took place on schedule. In the residential district, 221 units are being built for diverse user groups. A children's day-care centre, approx. 150 underground parking spaces and green plaza round off the offer for the future residents of the rental apartments. With the "Neckar. Au Viertel" project in Rottenburg, the first construction phase with 66 apartments also started realisation. Since the start of sales, more than 50% of the apartments have already been sold here. In total, a diverse mixture of apartments is being created in the urban district with 400 units for owner-occupiers and capital investors. The further construction progress is also becoming clear in the "west.side Areal" in Bonn. The structural work was already completed by the middle of the year on a building site with 118 residential units. In August, the excavation works were started in a further construction phase with 139 privately financed rental apartments. As a fourth project, "Carlina Park" started construction in Nuremberg. For the inner-city urban district development, four residential buildings are planned with about 100 apartments and 100 underground parking spaces, as well as an office building.

The projects already in the construction phase are developing on schedule. Due to sufficient staffing on the construction sites, the continuous production process was able to be ensured. The handover processes for the projects already completed also ran according to plan.

At completion, Instone Real Estate projects have reported a 100% sales ratio in almost all cases. In the case of fully completed projects, our portfolio does not contain any more than 1% of unsold units.

RISK AND OPPORTUNITIES REPORT

ASSESSMENTS OF OPPORTUNITIES AND RISKS CHANGED BY THE CORONAVIRUS PANDEMIC

At Instone Real Estate, risk and opportunities management is an integral part of the group-wide system of corporate governance. For a detailed overview of our risk and opportunities management processes and the risk and opportunities situation, please refer to the Annual Report 2019, pages 71–82, "Risk and opportunities report".

As previously explained in the Q1 2020 consolidated quarterly report and in the 2020 half-year report, due to the coronavirus pandemic, the risk and opportunities situation has changed significantly compared with our presentation in the Annual Report 2019.

However, from today's perspective, the changed opportunity and risk position resulting from the coronavirus pandemic does not pose a threat to the continued existence of the Instone Group.

The main changes in risks are discussed below. All other risks have not changed significantly compared with the presentation in the 2019 Annual Report.

General business risks

Market development

The coronavirus pandemic has had a significant impact on the market environment of Instone Real Estate starting with the second quarter of 2020 at the latest. Although the situation at this time seems to be stabilising generally, it cannot be ruled out that the environment for residential real estate will deteriorate once again. Instone Real Estate is currently working on the assumption that the dynamic sales price increases of recent years will not continue over the next 15 months. We are closely monitoring market developments so we can react to any changes that may occur.

Project risks

Marketing/sales

Due to the coronavirus pandemic, there has been a noticeable decline in the number of prospective customers and sales since the end of March 2020. Following recent political decisions to ease pandemic-related restrictions, the demand situation has improved significantly since the end of the second quarter and is now around pre-pandemic levels. Nevertheless, we cannot rule out the possibility that the tendency by private and institutional investors to refrain from buying could become even more pronounced if the pandemic persists. For example, some of our potentially interested parties may refrain from making major investments in real estate due to the uncertainties of the economic situation, including on the labour market (lack of income for the self-employed, short-time work and lay-offs). On the sales side, we have responded to the decline in the number of interested parties and the restrictions related to contact by intensifying our digital communications with potential buyers.

Project implementation/construction

As at 30 September 2020, there were no significant restrictions on our construction sites. However, there is a risk that new decrees issued by the German Federal Government or by the individual state governments could tighten restrictions again. This would restrict Instone Real Estate's ability to complete construction and thus to receive payments linked to construction activity. To protect the employees and contractors, we have again reinforced appropriate hygiene ad protective measures on our construction sites. At the same time, these measures allow us to react to possible infections on our construction sites.

Another possible risk is that our contractors could get into difficulties. For Instone Real Estate, this would mean delays at our construction sites. So far, this is not foreseeable. For this, we are staying in close contact with our contractors, who we principally subject to a creditworthiness check prior to commissioning.

Approval process

Due to reduced capacity at government agencies due to the pandemic and changes in local government committee meetings, there is a risk that processes such as obtaining building rights and building permits may not be completed on time. This can lead to delays in construction starts for our projects. For major projects, we stay in close contact with the authorities. So far, our experience has been that the authorities are trying hard to avoid time delays. Instone Real Estate has not shown any significant negative consequences so far from the delay to approval processes from the pandemic. However, depending on the development of the pandemic, this cannot be ruled out for the future.

Opportunities

The coronavirus pandemic has also resulted in changes compared to the discussion of opportunities in the 2019 Annual Report. We do still basically see the opportunities described in the 2019 Annual Report.

There is also a window of opportunity in the trend in construction costs. A recession-related decline in construction demand and a reduction in capacity utilisation for our contractors could result in a drop in project costs for individual projects.

Furthermore, we see an opportunity in the area of land acquisitions due to the effects of the coronavirus pandemic. There is a chance that new plots of land will come onto the market at attractive prices. This could be the case, for example, if the previously planned usage of the land (e.g. commercial) is no longer attractive and the land then becomes available for residential construction development. This situation may also result in lower competition for plots of land. Through the successfully implemented capital increase in the third quarter of 2020, Instone Real Estate has additional financial resources available, in order to take advantage of these opportunities to an even greater extent.

EVENTS AFTER THE BALANCE SHEET DATE

The Management Board intends to convert Instone Real Estate Group AG into a European stock corporation (Societas Europea – SE). In light of the above, the Management Board decided in October 2020, with the consent of the Supervisory Board, that the shareholders' consent should be obtained regarding the implementation of the change of form at the ordinary Annual General Meeting in 2021 and the prescribed employee involvement procedure is already initiated.

There were no other material reportable events after the quarterly reporting date.

OUTLOOK

We presented our estimates of the expected performance of the Company in the current 2020 financial year in detail in the outlook report on page 22 of the half-year financial report.

The statements that we made there about our expectations have not changed overall during the period under review. In spite of the current intensification of the coronavirus pandemic, the targets for the 2020 financial year can be confirmed unchanged. For the 2020 financial year, we therefore continue to expect the following performance:

FORECAST TABLE 022
In millions of euros 2020
Revenues (adjusted) 470 to 500
Gross profit margin (adjusted) greater 28%
Earnings after tax (adjusted) 30 to 35
Volume of sales contracts greater 450

CONSOLIDATED INCOME STATEMENT

CONDENSED CONSOLIDATED INCOME STATEMENT
In thousands of euros
TABLE 023
01/01 – 30/09/2020 01/01–30/09/2019
Revenue 275,897 296,382
Changes in inventories 73,265 86,836
349,162 383,218
Other operating income 5,575 2,388
Cost of materials – 251,386 – 286,134
Staff costs – 30,761 – 25,412
Other operating expenses – 18,407 – 21,962
Depreciation and amortisation – 3,024 – 2,956
Consolidated earnings from operating activities 51,159 49,142
Share of results of joint ventures 678 – 2
Other results from investments – 1,184 – 3,270
Finance income 46 1,429
Finance costs – 18,223 – 11,816
Other financial result 57 262
Consolidated earnings before tax (EBT) 32,533 35,745
Income taxes – 9,269 – 574
Consolidated earnings after tax (EAT) 23,264 35,171
Attributable to:
Owners of the Company 23,254 35,898
Non-controlling interests 10 – 727

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME TABLE 024
In thousands of euros
01/01 – 30/09/2020 01/01–30/09/2019
Consolidated earnings after tax 23,264 35,171
Items which are not reclassified into the consolidated earnings in future periods
Actuarial gains and losses 490 – 1,974
Income tax effects – 150 644
Income and expenses after tax recognised directly in equity 340 – 1,330
Total comprehensive income for the financial year after tax 23,604 33,841
Attributable to:
Owners of the Company 23,594 34,568
Non-controlling interests 10 – 727
23,604 33,841
Basic and diluted earnings per share (in €) 0.59 0.91

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
In thousands of euros
TABLE 025
30/09/2020 31/12/2019
ASSETS
Non-current assets
Goodwill 6,056 6,056
Intangible assets 89 115
Right of use assets 7,575 9,675
Property, plant and equipment 2,001 2,126
Interests in joint ventures 914 678
Other investments 2,245 1,145
Financial receivables 0 450
Deferred tax 34 161
18,914 20,406
Current assets
Inventories 805,392 732,127
Financial receivables 109,900 5
Contract assets 145,805 219,019
Trade receivables 7,192 8,278
Other receivables and other assets 11,688 12,473
Income tax assets 14,749 13,956
Cash and cash equivalents 141,498 117,090
1,236,224 1,102,948
TOTAL ASSETS 1,255,138 1,123,354

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
In thousands of euros
TABLE 025
30/09/2020 31/12/2019
EQUITY AND LIABILITIES
Equity
Share capital 46,988 36,988
Capital reserves 371,785 198,899
Consolidated equity generated 89,731 74,713
Accumulated reserves recognised in other comprehensive income – 1,024 – 1,364
Equity attributable to shareholders 507,480 309,236
Non-controlling interests 934 924
508,414 310,161
Non-current liabilities
Provisions for pensions and similar obligations 3,939 3,940
Other provisions 6,472 6,329
Financial liabilities 297,684 451,586
Liabilities from net assets attributable to non-controlling interests 10,306 9,504
Leasing liabilities 5,452 6,836
Deferred tax 14,333 11,965
338,186 490,161
Current liabilities
Other provisions 21,665 22,967
Financial liabilities 250,443 143,927
Leasing liabilities 2,557 3,004
Contract liabilities 27,890 23,292
Trade payables 78,991 87,592
Other liabilities 7,590 13,127
Income tax liabilities 19,401 29,123
408,538 323,033
TOTAL EQUITY AND LIABILITIES 1,255,138 1,123,354

CONSOLIDATED STATEMENT OF CASH FLOWS

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS TABLE 026

In thousands of euros

01/01 – 30/09/2020 01/01–30/09/2019
Consolidated earnings after tax 23,264 35,171
(+) Depreciation and amortisation/(–) reversal of impairments of non-current assests 682 612
(+) Loss / (–) profit on disposals of property, plant and equipment 4 0
(+) Increase / (–) decrease in provisions – 1,162 – 158
(+) Increase / (–) decrease in deferred tax 2,494 – 1,453
(+) Decrease / (–) increase in equity carrying amounts – 236 – 448
(+) Loss / (–) profit results from investments in minority interests 1,193 3,287
(+) Interest expense / (–) interest income 18,083 10,228
(+) Income tax expense / (–) income tax income 2,815 4,544
(+) Other non-cash Expenses / (–) income 267 – 6,139
(+/–) Change in right of use assets / leasing liabilities 120 35
(+/–) Change in net working capital1 – 7,791 – 67,496
(+) Income tax payments / (–) income tax reimbursements – 13,330 – 10,201
= Cash flow from operations 26,404 – 32,016
(–) Outflows for investments in intangible non-current assets 0 – 43
(+) Proceeds from disposals of property, plant and equipment 0 2
(–) Outflows for investments in property, plant and equipment – 534 – 626
(+) Proceeds from disposals of investments 450 0
(–) Outflows for investments in financial assets – 1,100 – 1,150
(–) Disbursements due to financial investments within the scope of short-term financial planning – 109,895 0
(+) Interest received 118 0
= Cash flow from investing activities – 110,961 – 33,664

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS TABLE 026
In thousands of euros
01/01 – 30/09/2020 01/01–30/09/2019
(+) Proceeds from additions to issued capital 182,885 0
(–) Payments to minority shareholders – 390 0
(+) Increase / (–) decrease from non-cash equity injections and other neutral changes in equity – 8,163 0
(+) Proceeds from loans and borrowings 686,205 392,730
(–) Repayments of loans and borrowings – 746,254 – 246,374
(–) Interest paid – 5,317 – 5,861
= Cash flow from financing activities 108,966 140,495
Cash and cash equivalents at the beginning of the period 117,090 87,966
(+/–) Cash change in cash and cash equivalents 24,408 74,815
(+/–) Exchange rate, scope of consolidation and valuation-related changes in cash and cash equivalents 0 0
= Cash and cash equivalents at the end of the period 141,498 162,781

1 Net Working Capital is composed of inventories, contract assets and trade receivables less contract liabilities and trade payables.

SEGMENT REPORTING

Segment reporting in accordance with IFRS 8 is based on the management approach and thus corresponds to the management and reporting system that Instone Real Estate uses for its segments. Instone Real Estate operates in only one business segment and one geographical segment and generates revenue and holds assets mainly in Germany.

However, the internal reporting for the single business segment differs from the figures in IFRS accounting. In its internal reporting, Instone Real Estate focuses in particular on the development of housing projects. Presentation of the adjusted results largely reflects the business affected by project developments of the Instone Group. For this reason, Instone Real Estate conducts segment reporting for this one business segment.

Internal corporate governance for this segment is based in particular on the internal reporting system for the presentation of key developments relating to real estate and financial key performance indicators, supplemented by an examination of key project milestones and liquidity development.

Instone Real Estate manages its segment through the adjusted results of operations using key performance indicators, adjusted revenue, adjusted gross profit and adjusted earnings after tax.

Adjusted revenue

The performance of the business segment is reported via adjusted revenue on the basis of revenue recognition over time. Adjusted revenue is calculated by adding revenue recognition from share deals in the same way as from asset deals and without the effects from purchase price allocations.

Adjusted gross profit

Adjusted gross profit is used to analyse project-based company performance and is determined on the basis of adjusted revenue less cost of materials, changes in inventories, indirect distribution costs and capitalised interest, but excluding effects from purchase price allocations and adjusted for share deal effects.

Adjusted earnings after tax

Adjusted earnings after tax is calculated on the basis of adjusted gross profit less platform costs, consisting of staff costs, other operating income and expenses, depreciation and amortisation, income from investments and other earnings, financial result and income taxes, but is also adjusted for the effects from purchase price allocations and share deals, as well as any non-recurring effects, where applicable. From the 2020 financial year onwards, the results of associated companies are included in adjusted earnings before interest and taxes, as future results of project companies to be recorded under this item are to be allocated to operating earnings.

The effects of the adjusted results of operations are derived from the following:

Share deal effects

The project companies Westville 2 GmbH, Westville 3 GmbH, Westville 4 GmbH and Westville 5 GmbH are commercially conceived as asset management companies and constitute a major project in Frankfurt am Main. Instone Real Estate has already sold these project companies in the form of a share deal with the obligation to build a residential complex. In the adjusted results of operations, the overall "Westville" project is managed in the same way as the other projects in the Instone Group, with revenue recognition over time per IFRS 15. These companies are valued and included in the consolidated financial statements in accordance with IAS 2. The effects from this different valuation are reflected in revenues €–14.751 thousand (previous-year period: €0 thousand) and the changes in inventories with €13.853 thousand (previous-year period: €0 thousand).

Effects from purchase price allocations

Due to the first-time consolidation of Instone Real Estate Development GmbH in 2014 and Instone Real Estate Leipzig GmbH in 2015 as well as the business activities of S&P Stadtbau GmbH in the 2019 financial year, as of 30 September 2020 inventories and contract assets still included write-ups of €44.902 thousand (31 December 2019: €46,127 thousand) from purchase price allocations. The ongoing amortisation of these purchase price allocations on the basis of the progressive implementation of the projects included in these initial consolidations is adjusted for internal reporting. The adjustment for the amortisation of purchase price allocations was attributable follows: €–679 thousand (previous-year period: €– 6.007 thousand) to revenue, with €222 thousand (previous-year period: €117 thousand) to cost of materials, with €– 546 thousand (previous-year period: €– 507 thousand) to changes in inventories and with €303 thousand (previous-year period: €2.042 thousand) to income taxes. Based on current estimates, the Instone Group expects these effects to expire in 2024.

Reclassifications and non-recurring effects

Indirect sales expenses allocated to the project costs amounted to €1.799 thousand as at 30 September 2020 (previous-year period: €1.778 thousand). The adjustment of the capitalised interest in the changes in inventories of €3.787 thousand (previous year: €2.804 thousand) burdened the project costs.

In the following table, the differences arising from the valuation of the individual data are carried over from the adjusted results of operations to the consolidated reporting:

RECONCILIATION OF ADJUSTED RESULTS OF OPERATIONS 1 JANUARY – 30 SEPTEMBER 2020 TABLE 027

In thousands of euros

Adjusted results of operations Share deal effects Non-recurring effects Reclassifications PPA Reported results of operations
Revenue 291,326 – 14,751 – 679 275,897
Project costs – 197,236 13,853 5,587 – 324 – 178,121
Cost of materials – 253,407 0 0 1,799 222 – 251,386
Changes in inventories 56,171 13,853 0 3,787 – 546 73,265
Gross profit 94,090 – 898 5,587 – 1,003 97,776
Platform costs – 44,818 – 1,799 – 46,617
Staff costs – 30,761 0 0 0 0 – 30,761
Other operating income 5,575 0 0 0 0 5,575
Other operating expenses – 16,608 0 0 – 1,799 0 – 18,407
Depreciation and amortisation – 3,024 0 0 0 0 – 3,024
Share of results of joint ventures 678 0 0 0 0 678
EBIT 49,950 – 898 3,787 – 1,003 51,837
Other results from investments – 1,184 – 1,184
Financial result – 14,332 0 0 – 3,787 0 – 18,119
EBT 34,434 – 898 – 1,003 32,533
Taxes – 9,572 303 – 9,269
EAT 24,862 – 898 – 700 23,264

RECONCILIATION OF ADJUSTED RESULTS OF OPERATIONS 1 JANUARY – 30 SEPTEMBER 2019 TABLE 027

In thousands of euros

Adjusted results of operations Share deal effects Non-recurring effects Reclassifications PPA Reported results of operations
Revenue 302,388 – 6,007 296,382
Project costs – 203,490 4,582 – 390 – 199,298
Cost of materials – 288,030 0 0 1,778 117 – 286,134
Changes in inventories 84,539 0 0 2,804 – 507 86,836
Gross profit 98,898 4,582 – 6,397 97,084
Platform costs – 42,188 – 3,976 – 1,778 – 47,942
Staff costs – 25,412 0 0 0 0 – 25,412
Other operating income 2,388 0 0 0 0 2,388
Other operating expenses – 20,184 0 0 – 1,778 0 – 21,962
Depreciation and amortisation – 2,956 0 0 0 0 – 2,956
subsequent expenses
from company acquisition
3,976 0 – 3,976 0 0 0
Share of results of joint ventures – 2 0 0 0 0 – 2
EBIT 56,708 0 – 3,976 2,804 – 6,397 49,140
Other results from investments – 3,270 0 0 0 0 – 3,270
Financial result – 7,320 0 0 – 2,804 0 – 10,124
EBT 46,118 0 – 3,976 0 – 6,397 35,745
Taxes – 2,675 0 58 0 2,042 – 574
EAT 43,443 0 – 3,917 0 – 4,354 35,171

DISCLAIMER

Forward-looking statements

This interim group report contains forward-looking statements that are based on current management plans, goals and forecasts. However, these statements relate only to findings that are available as at the date this condensed consolidated interim report was prepared. Management does not guarantee that these forward-looking statements will necessarily materialise. Actual future development and the results actually achieved are subject to various risks and can therefore deviate significantly from the forward-looking statements. Several risk factors cannot be influenced by Instone Real Estate and therefore cannot be conclusively assessed in advance. These include changes in the economic and competitive environment, legislation, fluctuations in interest or exchange rates, legal disputes and investigative proceedings and the availability of financial resources. These and other risks are listed in the 2019 consolidated report, which includes a summary of the management report, as well as in this condensed consolidated interim report. Furthermore, business development and economic results may also be encumbered by other factors. Following publication of this interim consolidated report, there is no intention to in any way update the forward-looking statements made herein or to adjust them to events and developments.

Rounding

Some figures in this condensed consolidated interim report have been commercially rounded. As a result, there may be minor deviations between figures in tables and the respective analyses of them in the text of the condensed consolidated interim report, as well as between individual amount totals in tables and the total values indicated in the text. All the key figures and percentage changes shown are based on the underlying data in the unit "thousand euros".

CONTACT

Business Development & Communication

Burkhard Sawazki

Instone Real Estate Group AG Grugaplatz 2– 4, 45131 Essen, Germany

Telephone: +49 201 45355-137 Fax: +49 201 45355-904 Email: [email protected]

ABOUT US

Instone Real Estate Group AG

Grugaplatz 2– 4 45131 Essen Germany

Telephone: +49 201 45355-0 Fax: +49 201 45355-934 Email: [email protected]

Management Board

Kruno Crepulja (Chairman/CEO), Dr Foruhar Madjlessi, Andreas Gräf

Chairman of the Supervisory Board

Stefan Brendgen

Commercial Register

Registered in the Commercial Register of the Essen Local Court under HRB 29362

Sales tax ID number DE 300512686

Concept, design and implementation

MPM Corporate Communication Solutions, Mainz, Germany mpm.de

FINANCIAL CALENDAR

24/02/2021 Preliminary publication of financial figures
as at 31 December 2020
18/03/2021 Publication of financial report
for year ended 31 December 2020
20/05/2021 Publication of quarterly report
as at 31 March 2021
09/06/2021 Annual General Meeting
26/08/2021 Publication of half-year report
as at 30 June 2021
18/11/2021 Publication of quarterly report
as at 30 September 2021

Instone Real Estate Group AG

Grugaplatz 2 – 4 45131 Essen Germany

Email: [email protected] www.instone.de

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