Interim / Quarterly Report • Sep 26, 2019
Interim / Quarterly Report
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Key financial figures
| 01.01. – | 01.01. – | |
|---|---|---|
| in EUR thousand | 30.06.2019 | 30.06.2018 |
| Revenues | 19,632 | 5,632 |
| Gross profit | 56,317 | 37,106 |
| EBIT adjusted | 22,661 | 26,476 |
| Consolidated profit | 1,761 | 11,840 |
| Earnings per share | 0.01 | 0.53 |
| 30.06.2019 | 31.12.2018 | |
| Balance sheet total | 841,682 | 798,616 |
| Equity | 216,521 | 148,425 |
| Equity ratio | 25.7% | 18.6% |
| Cash and cash equivalents | 34,719 | 73,931 |
Gateway Real Estate with its subsidiaries is one of the leading listed developers of commercial and residential real estate. It is specialized in the development and the subsequent sale of commercial and residential properties, as well as the acquisition and long-term leasing of commercial properties as yield investments. In particular, we focus on the development of office properties and inner-city commercial buildings in Germany's top 7 cities and selected high-growth regions.
In terms of development, Gateway Real Estate AG and its subsidiaries cover the entire value chain from the acquisition of land and projects through development and construction to the sale of the properties. In addition, we have an excellent network and established partnerships. This enables us to generate attractive returns for our shareholders.
in the first half of 2019, we successfully advanced the strategic positioning of Gateway Real Estate AG as one of the leading exchange-listed developer of commercial and residential properties. In this context, we have focused primarily on the development of office properties and inner-city commercial buildings in the top 7 cities of Germany and in selected highgrowth regions. In addition, the existing business of portfolio management of commercial real estate will be continued.
Gateway Real Estate AG was admitted to the quality segment "Prime Standard" of the regulated market of the Frankfurt Stock Exchange in April 2019. Within this framework, a successful capital increase was made, with nearly 16.9 million shares being placed at institutional investors in connection with an international private placement at a placement price of EUR 4.00 per share. Afterwards further 82,610 shares were offered for subscription to existing shareholders. This strengthened the Company's equity position, while the proceeds were used for the repayment of high-yield loans as well as for new acquisitions.
In operating terms, we were able to implement essential measures in the first six months of 2019 and thereafter.
Our development pipeline was expanded by new purchases of land; the gross development volume (GDV) currently amounts to around EUR 5 billion. In the first half of 2019, for example, we acquired a plot of land of 69,000 square meters in Ehingen, near Stuttgart, where we are constructing the new IBM technology campus until 2021 as well as a project in Berlin. In addition, after the reporting date, the Group purchased another site of 38,900 square meters in Munich-Aschheim as well as three additional projects in Berlin. Currently, we are in negotiations for additional promising acquisitions.
In the first half year, we were also successful on the sell side as we signed contracts for the sale of a residential property project in Erfurt as well as a commercial property project in Wiesbaden. Parallel, we pressed ahead with the successful sale of properties from our standing asset portfolio, thus generating new funds that we reinvest for future growth. In the first half of 2019, we completed the sale of standing assets in Dusseldorf, Bochum, and Siegen. Moreover, on August 19, 2019, we announced the disposal of a standing asset portfolio consisting of 21 commercial and retail properties in good inner-city locations for a purchase price of approximately EUR 242 million; we expect that the full transfer of the properties will occur by the end of the current year. This marks another important step in our transformation process. Going forward, we will continue purchasing leased commercial properties in order to sell them profitably after a successful value creation.
Our project developments are on schedule. At the end of March 2019, our wholly-owned subsidiary Development Partner, together with project partner B&L Gruppe, celebrated the topping-out ceremony for our hotel and commercial building in Hamburg Barmbek. After the reporting date, in August 2019, we announced that Gateway will undertake rebuilding measures for the Leipzig University of Applied Sciences as regards an existing building that will be converted into new premises for the University's operations and further 196 student accommodations. The rental space for University operations has already been leased for ten years to Staatsbetrieb Sächsisches Immobilien- und Baumanagement (SIB), the property and construction management agency of the Free State of Saxony. The development volume for this project amounts to around EUR 47 million.
The first six months of 2019 reflect the strategic positioning of Gateway, where contributions to earnings from leasing, from the sale of standing assets and, increasingly in future, from the sale of development projects are key elements.
The adjusted EBIT, which is the operating profit plus the result from investments accounted for using the equity method, amounted to EUR 22.7 million in the first half of 2019.
For the fiscal year 2019, we now expect a significant increase in the adjusted EBIT compared to the fiscal year 2018.
We are looking forward to continuing our journey together with you.
Frankfurt am Main, in September 2019
Manfred Hillenbrand Tobias Meibom
In the first half of 2019, the stock markets in the USA and Europe coped well the global uncertainties (see chapter "Market environment/macroeconomic situation") triggered by the trade dispute between the USA and China. As a result of, among other things, the positive impact from the interest rate signs set by the central banks and the low inflation rates, there were a positive development and a recovery of the global capital markets and, in some cases, even historically strong developments of major indices. In Germany, the DAX performed well with a growth of more than 17 per cent, thus exhibiting one of the best half years of the last 12 years according to Deka. The MDAX rose by around 18 per cent and the SDAX grew by more than 19 per cent in the first six months of 2019. The shares of European real estate companies also largely developed favourably between January and the end of June 2019, with the FTSE EPRA/NAREIT Europe Index growing by almost 7 per cent in the first six months of 2019.
German real estate stocks, primarily owners of residential housing with a rental portfolio in Berlin, were partially faced with stock price declines and a deceleration of the stock price growth at the beginning of June 2019 after the Berlin senate had announced it would freeze rents in Berlin for a period of five years by introducing a so-called "rental cap" (see chapter "Report on expected developments, risks, and opportunities). The resulting uncertainties partially had a spill-over effect to the entire sector and tainted the otherwise largely very positive development of leading German real estate stocks in the last month of the first half of 2019. The EPRA Germany Index closed the first half of 2019 with a loss of 1.1 per cent.
The performance of the Gateway shares in the first half of 2019 has to be viewed against the backdrop of the relevant changes that were made by Gateway Real Estate AG (in the following: "Gateway", "Company", "Association" or "Group") as a result of the successful capital increase, the issuance of new shares and the change from the over-the-counter (OTC) market of the Stuttgart Stock Exchange to the quality segment "Prime Standard" of the Frankfurt Stock Exchange. Until the successful admission to the Prime Standard of the Frankfurt Stock Exchange on April 12, 2019, the Gateway shares were exclusively listed on the OTC market of the Stuttgart Stock Exchange. Gateway is now an exchange-listed, publicly-traded company within the meaning of stock corporation and commercial law. The change of Gateway into the Prime Standard has been the first successful German IPO in the year 2019.
In the reporting period, the price range of the Gateway shares on all stock exchanges was between EUR 3.22 and EUR 5.36. Trading on the Prime Standard of the Frankfurt Stock Exchange commenced at an opening price of EUR 4.195 and a closing price of EUR 4.00 on April 12, 2019, while the price of the Gateway shares closed the first half of 2019 at EUR 4.02 (Xetra closing price on June 28, 2019). The market capitalization of Gateway at the end of the first half amounted to approximately EUR 750 million.
After the reporting date, the first Ordinary Annual General Meeting of Gateway Real Estate AG since the Company's change from the Stuttgart Stock Exchange to the Prime Standard of the Frankfurt Stock Exchange was held on August 21, 2019. For the first time in the corporate history of Gateway Real Estate AG, a resolution was passed to distribute a dividend of EUR 0.10 per qualifying no-par value share (a total of EUR 18,676,404.00). It is the declared objective of Gateway for the future to grant the Company's shareholders an appropriate participation in its business performance.
Further important resolutions made by the Annual General Meeting were the election of Jan Hendrik Hedding and Marcellino Graf von und zu Hoensbroech to the Supervisory Board of Gateway Real Estate AG as well as the creation of a new Authorized Capital, the authorization to issue convertible bonds and/or bonds with warrants, and the signing of a profit transfer agreement between Gateway Real Estate AG and Development Partner AG.
These and all other resolution proposals made by the Management Board and the Supervisory Board were approved by a large majority of the Annual General Meeting. Further information and details to the voting results of the Ordinary Annual General Meeting 2019 can be found on the Company's website under: https://gateway-re.de/en/investor-relations/annual-generalmeeting/information-on-the-annual-general-meeting/
The first half of 2019 was characterized by a substantial broadening of Gateway's shareholder base due to a significant increase in free float. In the context of a successful capital increase, on April 10, 2019, Gateway placed 16,895,939 million new shares to institutional investors by means of an international private placement at a placement price of EUR 4.00 per share, while subsequently another 82,610 shares were offered to the existing shareholders for subscription. The number of no-par value shares issued thus increased by around 10 per cent to 186,764,040 (December 31, 2018: 169,785,491 no-par value shares in issue). In addition, Gateway shares held by the main shareholder in the amount of around 15% of the share capital following the capital increase were sold to institutional investors. The free float increased significantly as a result of these measures and amounted to 24.57 per cent as of June 30, 2019 (December 31, 2018: 0.5 per cent). The largest shareholder as of the reporting date (June 30, 2019) is SN Beteiligungen Holding AG with a holding of 65.75 per cent (December 31, 2018: 87.5 per cent).
As a result of the admission of the Gateway Real Estate share to the regulated market of the Frankfurt Stock Exchange (Prime Standard), both the visibility of the Gateway share and the transparency requirements applicable to the Company increased. The significant expansion of the group of shareholders (see chapter "Shareholder structure") also required intensifying Gateway's Investor Relations activities. Prior to the initial public offering for the admission to the Prime Standard and in connection with the capital increase, Gateway's management team expanded its roadshow activities and held meetings with national, European and U.S. investors, including a roadshow in New York. Additional IR activities are scheduled for the second half of 2019.
After the reporting date, Sven Annutsch became Head of Investor Relations and Corporate Finance at Gateway Real Estate AG as of August 1, 2019.
Sven Annutsch The Squaire No. 13, Am Flughafen 60549 Frankfurt am Main T +49 (0) 69 78808800 0 F +49 (0) 69 78 80 88 00-99 E-mail: [email protected]
Information on the Gateway share, dates and documents concerning important company activities can be found in the Investor Relations section on the Company's website: https://gateway-re.de/en/investor-relations/
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Gateway Real Estate AG (in the following referred to as "GATEWAY", "Association", "Company" or "Group" – always referring to the entire Gateway-Group) is one of the leading exchange-listed developers of commercial and residential properties in Germany. In this context, Gateway and its subsidiaries focus on the top 7 locations in Germany (Berlin, Dusseldorf, Frankfurt, Hamburg, Cologne, Munich, and Stuttgart) as well as selected high-growth regions. In addition, the existing business of portfolio management of commercial real estate will be continued.
Gateway was able to massively expand not only its size, but also the geographical scope of its operations due to the acquisition of Development Partner AG in 2018, while the focus of its business activities was already switched from standing asset business to the development of properties for the commercial sector, in particular office properties and inner-city commercial buildings, in the first six months.
This strategic focus of the Company has been highlighted above all by the sale of a standing asset portfolio for a price of around EUR 242 million which was announced in August 2019.
Gateway Real Estate follows a holistic approach for property development which covers the most important steps in the value creation chain of a development project. These steps are:
As of June 30, 2019, Gateway has a diversified development pipeline with a total project development volume of around EUR 5 billion (including companies accounted for using the equity method).
The ongoing conflict between the major economies USA and China continues to cause unease among globally operating companies. As an export-based economy, Germany is also affected by the unease. While exports rose by 0.5 per cent compared to the comparable prior-year period to EUR 666.1 billion in the first half of 2019, according to the German Federal Statistical Office the figure in June 2019 was down a full 8 per cent over June 2018.
According to the International Monetary Fund IMF, Germany's economic growth in the first quarter of 2019 amounted to 0.8 per cent year-on-year, which was below the EU average of 1.6 per cent (EU28). According to its forecast from May 2019, the German Federal Statistical Office predicts another decease of the German economy in the second quarter of 2019 by 0.1 per cent compared to the previous quarter.
As a result of the various uncertainties, a recession cannot be ruled out completely. The unpredictable Brexit development also causes uncertainty; in case of a no-deal, so-called "hard", Brexit, the potential introduction of tariffs would have a strong impact on the German economy. According to the Federal Statistical Office, the German-British trade has been declining considerably since the beginning of the year.
However, the forecast for the German economy for the years to come is positive despite all the uncertainties. After a projected growth of the price-adjusted gross domestic product by 0.5 per cent for 2019, the German Ministry of Economic Affairs expects growth to amount to 1.5 per cent for 2020.
Economic researchers also consider the global economy's development to be positive. In April 2019, the IMF projected a growth of 3.6 per cent per year on average until 2024.
At the end of 2018, around 83 million people lived in the Federal Republic of Germany; the population thus has grown for the seventh consecutive year. The growth of approximately 0.3 per cent is solely based on a migration surplus, i. e. more people move to Germany than from Germany to foreign countries. This migration surplus of 386,000 people also significantly offsets the birth deficit of 147,000. These were the conclusions of the German Federal Statistical Office at the end of June 2019.
However, the population has not developed homogeneously, but has been characterized by a significant west-east gap. While the population in the states of former West Germany (excluding Berlin) grew by 0.3 per cent in 2019 over 2018, it declined by 0.2 per cent in the new German states in the same period. Brandenburg is currently benefiting strongly from people moving from Berlin and, consequently, is the only Eastern German state exhibiting a growth in population.
According to the current mean forecast variant, Germany's population is expected to grow by almost 300,000 to 83.3 million people by 2030. According to Destatis data, this corresponds to a growth of approximately 0.3 per cent. In contrast, the seven largest cities of Germany (top 7 cities: Berlin, Hamburg, Munich, Stuttgart, Frankfurt am Main, Cologne, Dusseldorf), with an expected growth of 6.1 per cent or around 620,000 people until the year 2030, according to their respective statistical offices, have significantly higher growth projections than the average for Germany. This is due to the continuing megatrend of urbanization. In 2018, already 77 per cent of the German population lived in cities or urban agglomerations; according to the forecast by the German Foundation for World Population (May 2018), this percentage will rise to approximately 84 per cent in the year 2050.
Apart from the population figure, the development of the number of households in particular is a key relevant measure for the residential property market. In addition to the megatrend of urbanization, other developments within the society – such as higher life expectancy and an increasing number of one-person households (especially in major cities) – contributes to a larger demand of residential units. This also becomes apparent in the changes of these figures in Germany: While, according to Destatis, the population increased only by 1.2 per cent between 2008 and 2018, the number of households was up 3.2 per cent in the same period.
The German economy's fundamentals remain positive, despite the possibility of a recession. Although growth has slowed down in recent months, the German GDP has been increasing for years. After a subdued fourth quarter of 2018 (+/- 0.0 per cent compared to the previous quarter), the German GDP grew by 0.4 per cent in the first quarter of 2019, the Federal Statistical Office reported at the end of May 2019. According to the forecast of the German Ministry of Economic Affairs in February, economic growth for 2019 is expected to be 0.5 per cent. The low projection for 2019 is influenced by the weak fourth quarter of 2018 and the low statistical overhang associated therewith. The growth rate expected for 2020 is 1.5 per cent.
At the end of May 2019, the number of people in employment subject to social security contributions was at around 33.4 million, thus nearly 550,000 people more than in the previous year.
The top 7 cities were characterised by an even higher growth in employment: The average growth in the number of employees between 2017 and 2018 was 2.9 per cent, whereas the number of people in employment in Germany as a whole rose only by 2.0 per cent in the same period, as the German Federal Employment Agency noted.
Parallel to this growth in employment figures, the unemployment rate is declining in Germany. In July 2019, the unemployment rate was 5.0 per cent, thus 0.1 percentage points below the previous year's figure. A decade ago, the rate had been 8.2 per cent. The average unemployment rate of the top 7 cities was 5.9 per cent in July 2019, which is slightly above the figure for Germany as a whole. Berlin and Cologne have the highest unemployment rate (8.0 per cent), while Munich with a rate of 3.4 per cent has the lowest rate.
Germany's inflation rate in July 2019 was 1.7 per cent (Federal Statistical Office) and is slowly getting closer to the ECB's 2.0 per cent target that is deemed appropriate for a sound economic development. In the eurozone, however, the inflation rate
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continues to decline and, according to Eurostat, reached a historical low of 1.0 per cent in July 2019, after 2.2 per cent a year earlier.
The economic conditions continue to have a positive effect on the German office property markets. Owing to the substantial economic growth and the increasing employment numbers, the demand for office space has been increasing steadily in the past years.
In 2018, the office property market again was the segment with the highest demand for investments (around 47.1 per cent) in the commercial real estate market, according to the German Property Federation's (ZIA) spring report. In terms of space takeup, the lettable area amounted to a total of 6.1 million square metres in 2018, which is roughly the same figure as in the record year 2017. The top 7 cities amounted to approximately 60 per cent of take-up.
The vacancy rate was also down for the eighth time in a row, averaging 4.2 per cent for the largest office markets in Germany (127 cities) in 2018. In around one third of these markets, the vacancy rate has slipped below 3.0 per cent in the meantime, which corresponds to a full rental less a fluctuation reserve.
The office market in the top 8 office markets (including Berlin, Frankfurt am Main, Hamburg, Munich, Cologne, Dusseldorf, Leipzig, Essen, as defined by BNPPRE), as the office market for Germany as a whole, is characterised by declining vacancy rates, in spite of increasing construction activities. While at the end of the first half of 2017, approximately 5.4 million square metres of office floor space was vacant, that number fell by around 1.5 million square metres to almost 3.9 million within two years; the vacancy rate amounts to 4.1 per cent at the end of the first half of 2019, thus slightly below the average for Germany as a whole for 2018.
The take-up in the first half of 2019 reached a new record level of nearly 2.0 million square metres in the top 8 office markets, which underlines the continued high demand for office space. According to a study conducted by BNP Paribas Real Estate in July 2019, the highest take-up was recorded in Munich (428,000 square metres) and Berlin (418,000 square metres); both cities also have the lowest vacancy rates across Germany (2.2 per cent and 1.7 per cent, respectively). Frankfurt am Main has the top rent of the top 8 office markets, amounting to EUR 44.00 per square metre.
The volume of the office space under construction in the top 8 office markets between the first half of 2017 and the first half of 2019 increased by 88 per cent to almost 3.9 million square metres as a result of strong demand.
Despite the increasing construction activity, the continued high demand will hardly be met in 2019 as well. New space that can be made ready for occupancy in the very short term is scarce and therefore much more in demand.
Due to the continued good situation on the employment market and an income expectancy that continues to be viewed positively by consumers as well as the persisting low interest rate environment which does not encourage savings, the framework for the German retail market remains sound. However, the share of the retail sector in private consumption in 2018 was declining – like in previous years. Areas that record steadily increasing shares are, for example, out-of-home consumption, living, mobility and holiday trips, the ZIA reported in its spring report 2019.
Nevertheless, according to BNP Paribas Real Estate (August 2019), the sum total of retail space rose slightly by 0.6 percent year-on-year and amounted to around 119.8 million square metres at the end of 2018. According to the ZIA report, this growth is primarily due to modernisations and relocations in food retailing and the hardware store market as well as the expansion in the areas of pharmacies, organic retailing and hardware stores.
Despite this moderate revenue growth, the momentum on the rental market remains unchanged. In this context, the momentum of the rental market is increasingly focused on city centres and city district centres.
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Beside the slight increase in the total retail space in 2018, revenue of the brick-and-mortar retail trade grew also in nominal terms by around 1.0 per cent to EUR 419.7 billion. However, the main driver for the German retail sector in 2018 was ecommerce which recorded a growth of 9.0 per cent according to the German Property Federation's (ZIA) spring report.
The rents for new contracts in the German retail sector increased by approximately 9.5 per cent between 2003 and 2018 according to research firm vdp Research. Since then however, the average figure has decreased and, in the second quarter of 2019, was 0.2 per cent below the 2018 figure.
While the prime rents in the top 7 cities also remain on a high level in the first half of 2019, the first marginal declines can be observed here. Munich, the leading city, remains unchanged at a peak of EUR 370 per square metre, while the top rent in Berlin, according to a study conducted by BNP Paribas Real Estate (August 2019) decreased from EUR 320 per square metre in the first half of 2018 to EUR 300 in the first half of 2019.
For the year 2019, the German Property Foundation expects total revenue of the German retail sector (both brick-and-mortar business and distance selling) to amount to around EUR 489.4 billion, equating to a nominal growth of 1.8 per cent.
Despite this overall positive forecast for the German retail market, a radical transformation is emerging which is advanced by the continued digitization and the further changing consumer behaviour and which will present massive challenges for the brick-and-mortar business.
In the first half of 2019, according to the German Federal Statistical Office, the construction of approximately 165,000 apartments was granted approval in Germany (new buildings as well as construction activities in existing buildings), corresponding to a decline of 2.3 per cent compared to the prior-year period.
An analysis of only the apartments in newly constructed residential properties shows that the number of building permits even has decreased by 3.1 per cent to around 142,000 apartments.
In contrast, the number of completed construction projects (new buildings as well as construction activities in existing buildings) has been increasing continuously. In 2018, a new record high of 287,000 apartments was achieved, which is approximately 57 per cent higher than the figure achieved in 2011, the statistical offices of the federal and state governments reported.
Despite the increasing number of completed construction projects, the demand for residential space remains on a high level. This is corroborated by the active-market vacancy rate in Germany which has been declining for 11 years. According to the vacancy index 2018 published by CBRE-empirica, the vacancy rate at year-end 2017 was 2.9 per cent for Germany as a whole, which represents a new record low. The lowest rates are recorded in Munich (0.2 per cent) as well as Münster, Frankfurt am Main and Freiburg (0.4 per cent each).
According to the index of the Association of German Pfandbrief Banks (Verband Deutscher Pfandbriefbanken, vdp), the price for owner-occupied residential properties in Germany increased by 41.5 per cent between 2010 and 2018. In the top 7 cities, growth was almost twice as high (80.7 per cent).
Between 2008 and 2017, the annual growth rate of the top 7 cities was, on average, 3.5 per cent higher than that of Germany as a whole; in 2018, the rate was only 0.3 percentage points higher. In the first two quarters of 2019, the growth rate across Germany even exceeded the figures recorded for the top 7 cities. This suggests that large price increases in the major German cities are coming to an end. The strongest price development can be witnessed in Berlin where growth rates in the first two quarters of 2019 exceeded the 5 per cent threshold, followed by Frankfurt am Main and Munich.
The development of rental prices for new tenancies show a similar picture. The strong performance of the top 7 cities is gradually weakening and was topped by the overall price increase in Germany in the first two quarters of 2019. The German capital again holds the pole position regarding growth rates in the first two quarters 2019, followed by Cologne.
According to the housing demand model designed by the German Economic Institute (Institut der deutschen Wirtschaft, IW),
published in July 2019, approximately 342,000 new apartments will be needed in the years 2019 and 2020. While construction activities have steadily increased in recent years, the increase is not sufficient to meet the equally higher demand. Between 2016 and 2018, only 83 per cent of the demand was satisfied, and only 71 per cent in the top 7 cities. Due to the high capacity utilization within the construction industry, the lack of skilled professionals in the construction industry and the lengthy planning processes, a turnaround cannot be expected in the coming years.
The described economic, sociodemographic and industry-specific developments and projections are seen by Gateway Real Estate AG as a confirmation to continue on its current path. The new construction activity, which exceeds the space requirements in the German metropolitan areas, at the same time low vacancy rates in the existing portfolios and a growing population are positive factors for Gateway's strategic positioning towards the development of properties for the commercial sector, with a focus on Germany's growing top 7 cities.
The presentation of the financial performance and the period-based performance indicators within the scope of these interim consolidated financial statements as of June 30, 2019, does not include a comparison with the corresponding prior-year period since such a comparison would not provide meaningful information due to the acquisition of Development Partner AG in the second half of 2019 and the related fundamental change in the company structure. As a result of the so-called reverse acquisition as of October 5, 2018, the transaction can be classified as an acquisition of Gateway by Development Partner AG in economic terms. Therefore, the figures for the first half of 2018 only include the subgroup of Development Partner AG.
Revenues generated by Gateway Real Estate AG in the first half of 2019 amounted to a total of EUR 19.6 million. The two major components of revenue are rental revenues in the amount of EUR 11.1 million (approx. 57%) as well as revenues from the sale of inventory properties in the amount of EUR 4.9 million (approx. 25%). Total operating revenue, including changes in inventory in the amount of EUR 34.9 million as well as other operating income of EUR 1.8 million, amounted to EUR 56.3 million.
The cost of materials amounted to EUR 24.9 million in the reporting period and comprises mainly production costs of inventory properties (EUR 13.0 million), acquisition costs for the Stuttgart technology campus (EUR 6.9 million) as well as management costs for the leased properties (EUR 4.6 million). Personnel costs amounted to EUR 5.6 million. The result from the fair value adjustment of investment properties amounted to EUR 9.1 million and referred to an external measurement of all standing assets as of June 30, 2019. Other operating expenses totaled EUR 12.3 million and were primarily attributable to higher legal and consulting costs as well as accounting, closing and auditing expenses that were incurred, among other things, in the context of the initial public offering. In addition, a tenant brokerage commission of EUR 2.9 million was incurred for letting the Stuttgart technology campus. This resulted in an operating profit for the first half of EUR 22.3 million.
The financial result of the reporting period amounted to EUR –17.4 million and includes interest expenses in the amount of EUR –18.2 million that are mainly the result of borrowings raised to finance development projects as well as standing assets. The interest expenses are offset by results from associates and interest income of EUR 0.4 million each.
The profit (loss) before income taxes (EBT) amounted to EUR 4.9 million. After deducting income taxes of EUR 3.1 million, consolidated profit (loss) amounted to approximately EUR 1.8 million in the first half of 2019. This corresponds to earnings per share of EUR 0.01 (basic and diluted).
The assets of the Gateway Group totaled EUR 841.7 million as of June 30, 2019, which corresponds to an increase by 5.4% compared to the reporting date of the previous fiscal year (EUR 798.6 million). The sum total of non-current assets of EUR 111.9 million was significantly below the figure reported as of December 31, 2018 (EUR 328.6 million), primarily due to the planned sale of the standing asset portfolio of 21 commercial properties. In contrast, the sum total of current assets of EUR 729.7 million was considerably higher than on the prior year's reporting date (December 31, 2018: EUR 470.0 million).
These changes are largely attributable to the reduction of investment properties as well as the increase in non-current assets held for sale and in inventories which reflects the Group's strategic orientation and its focus on real estate project development.
Accordingly, the value of the investment properties held by the Group as of the reporting date amounted to only EUR 8.3 million, after EUR 238.2 million as of December 31, 2018. In turn, the value of assets held for sale, which was EUR 35.6 million as of the end of the previous fiscal year, amounted to EUR 276.2 million.
The value of inventories increased from EUR 342.7 million as of December 31, 2018, to EUR 377.6 million, primarily due to the real estate project development activities.
The balance of cash and cash equivalents amounted to EUR 34.7 million as of June 30, 2019, with the decline compared to the reporting date of the previous year (December 31, 2018: EUR 73.9 million) largely being attributable to the repayment of loans as well as purchases.
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The Group's non-current liabilities amounted to EUR 287.8 million as of the reporting date (December 31, 2018: EUR 421.9 million); the major portion of that amount is attributable to non-current financial liabilities of EUR 270.7 million (December 31, 2018: EUR 398.4 million).
Current liabilities totaled EUR 337.4 million as of June 30, 2019 (December 31, 2018: EUR 228.3 million). Of that amount, EUR 170.8 million was attributable to current financial liabilities (December 31, 2018: EUR 191.7 million) and EUR 139.5 million to liabilities directly connected with non-current assets held for sale. The latter item is attributable to the reclassification of financial liabilities of the sold standing asset portfolio and, accordingly, did not exist as of the end of the previous year.
These changes on the liability side reflect the decision taken by the Group in the context of the strategic positioning to currently reduce its holdings of investment properties and to focus on its project development business.
The Gateway Group's equity as of June 30, 2019 amounted to EUR 216.5 million (December 31, 2018: EUR 148.4 million). This increase is largely the result of the capital increase in the first half. Accordingly, the Group's equity ratio rose significantly from 18.6% at the end of the prior year to now 25.7%.
The cash flow statement shows a net decrease in cash and cash equivalents by EUR 29.2 million in the first half of 2019. Cash and cash equivalents declined from EUR 73.9 million as of December 31, 2018 by EUR 39.2 million to EUR 34.7 million as of June 30, 2019; of that decline, an amount of EUR 10.0 million is attributable to changes in the consolidation group.
The material cash outflows primarily include the repayment of borrowings (EUR 79.9 million) recorded in the cash flows from financing activities as well as the costs for the purchase of project developments (EUR 11.3 million) and the assumption of loans in connection with purchases (EUR 11.4 million), both reported in the cash flows from financing activities. The cash flows from operating activities are dominated by capitalized project development costs (EUR 34.1 million), prepayments for purchases (EUR 10.7 million), and interest payments (EUR 6.3 million).
This is offset by material cash inflows such as the capital increase (EUR 67.6 million), new borrowings (EUR 38.9 million) as well as purchase price payments for standing assets (EUR 12.4 million).
In connection with its business activities, Gateway Real Estate AG is exposed to a number of general and specific risks that could hamper the implementation of its strategy and jeopardize the achievement of its corporate goals. These risks arise to a large degree from potential changes in the social, political, legal, economic, and technical framework. However, within the context of risk and opportunity management, changes may also present the possibility to identify new business opportunities and to generate additional economic success.
In order to early identify, monitor and evaluate risks that are common for the industry, Gateway Real Estate AG is currently expanding its risk management system which takes into account the changes introduced to its Group structure and the realignment of its business model following the acquisition of Development Partner AG in the second half of the fiscal year 2018 and complies with the applicable legal requirements set out in the German Stock Corporation Act (Aktiengesetz – "AktG") and the Law on Control and Transparency in Business (Gesetz zur Kontrolle und Transparenz im Unternehmensbereich – "KonTraG") as well as, at the turn of the year 2019/2020, the provisions of the German Corporate Governance Code.
The risk management system provides for a continuous assessment and analysis of all risks relevant for Gateway to be able to respond to any potentially harmful risks in a timely and appropriate manner.
The risks that Gateway is exposed to in its business activities can be allocated on the one hand to the area of general economic and cyclical developments and on the other hand to industry-specific trends within the real estate sector. Such risks cannot be influenced by the Company itself, but are rather attributable to political and economic developments on a global and national scale which might have an impact on key influencing factors for the business performance of Gateway. These influencing factors include, for example the development of inflation and interest rates, and of income and purchasing power of the population as well as changes in the legal and tax framework and in the balance between supply and demand on the real estate markets that are relevant for Gateway.
In the following, we present individual risks that may have an impact on the group's financial position and performance, with a distinction being made between property-specific and company-specific risks.
As a developer of commercial and residential properties operating across Germany focusing on the top 7 locations and selected high-growth regions, the acquisition of new plots of land and development projects as well as the sale of completed projects are integral parts of Gateway's business activities. The Company generates the major part of its revenues from the sale of development projects. If planned sales transactions do not materialize, the Company might incur, on the one hand, additional management and marketing costs as well as unplanned subsequent costs and, on the other hand, there might be a loss of budgeted income. If planned purchases of land plots or development projects do not materialize, the Company's earnings potential could also be reduced.
Risks might arise in connection with purchase contracts if contractual obligations are not complied with or if bad debts arise, which in turn may result in costs for the rescission of the relevant contracts as well as interest charges due to the later inflow of liquidity. Moreover, risks may arise in connection with the purchase of land plots and development projects if hidden defects related to the acquired properties are not identified prior to purchase, resulting in unforeseen additional expenses, or when the purchase does not materialize and the Company has to bear the costs already arisen during the acquisition process.
In order to avoid or minimize transaction risks, Gateway has determined internal rules for the conduct of due diligence processes in the course of property acquisitions and is managed by an experienced management team.
The risk of loss of rental income is the risk that the actual rental income is lower than the contractually agreed rents. Gateway seeks to minimize the risk of loss of rental income through a prudent selection of contracting parties. In addition, the usual
hedging instruments are used, such as rent deposits or guarantees. Potential bad debt is addressed through a structured receivables management process.
The letting risk is the risk that space cannot be rented out initially or subsequently or not at an appropriate price. Rental prices are subject to economic volatility and market cycles that have an impact on the demand for lettable space as well as the market rent levels. Such a development may have a negative impact on the letting situation and thus on the development of rental revenues. Gateway Management Board sees no heightened risk for the Gateway Group's current rental portfolio.
Within the context of the acquisition of properties, the Group is exposed to the risk that, based on applicable regulations, expenses may arise to prevent any threats to public safety and order when contaminated sites were not or not sufficiently known upon the acquisition of properties or when unforeseen adverse effects on the environment or potential threats to public safety and order arise in connection with project developments.
If environmental risks or risks from contaminated sites should materialize, this could have material effects on Gateway's assets, financial position and performance. The intensive tests for contamination and other hazards carried out by external experts at Gateway's development projects and acquired properties do not currently indicate any increased environmental or contaminated site risks.
A number of specific risks arise in connection with the project developments realized by Gateway. Firstly, these risks refer to the situation that the Company depends on external suppliers, service providers, and other contracting parties in the realization of its projects. As a result of a strong demand for construction services, the corresponding capacities may become scarce with the consequence that planning and construction services cannot be provided as scheduled. Secondly, the required approval procedures may be subject to delays or requirements or the required approval may be denied altogether, which in turn may delay or challenge the realization of a project and may cause additional costs or even the loss of planned income from the project. In addition, the start or completion of construction activities in the context of the realization of a project might be postponed and the construction costs might increase to an extent that cannot be compensated via the selling price.
Project development risks may have a significant impact on Gateway's asset, financial position and performance. In light of this, Gateway regularly carries out sensitivity analyses in connection with the calculation and supervision of projects, in which the effects of potential increases in construction costs are examined and suitable countermeasures taken to offset them. In the acquisition process, all development projects are evaluated and analysed on an individual basis. The Management Board is closely involved in the supervision of costs and scheduling of each individual development project over the entire project period. On the basis of this close supervision, the Management Board sees no heightened development project risk in Gateway's current project portfolio.
In order to finance the acquisition of new plots of land and the realization of its project developments, Gateway uses debt funding in a way that is usual in the industry and in a significant volume. The availability of borrowings and the terms at which such borrowings can be taken out depends to a large degree on the development of the capital market environment, in particular on the development of interest rate levels, but also on the situation in the banking sector and its regulatory requirements.
In addition, risks might arise in connection with debt financing when arrangements agreed upon in financing contracts cannot be complied with.
Financing risks may have a significant impact on the Gateway Group's asset, financial position and performance and, under an extreme scenario, could jeopardize the continued existence of the Company.
Gateway meets these risks by continuing to diversify its instruments and sources of financing.
16
If the Company cannot meet its payment obligations when due owing to a lack of liquidity, this could have a substantial negative impact on the business activities and the economic situation of the Company. Monitoring liquidity development and liquidity management is therefore a major focus of the overall corporate management.
Tax risks may result from tax-relevant matters that are not taken into consideration or from the filing of incorrect tax documents, but they may also be the result of changes in tax legislation. This can lead to higher tax burdens for the Company and hence additional outflows of liquidity. In addition, changes in the tax framework for the Company or its potential customers may exacerbate the Company's operating activities or make them less viable in economic terms.
The business activities of Gateway are influenced by changes in the legal framework and applicable laws and regulations. These may lead to higher expenses, lower income, or financial risks.
The economic success of Gateway largely depends on the availability of a sufficient number of appropriately qualified specialists and executives. To that extent, there is the risk that corporate goals cannot be achieved when employees are off sick for a longer period or staff turnover or that young professionals cannot be acquired to a sufficient extent and that existing vacancies cannot be filled.
There is the general risk that Gateway has to enter into legal disputes within the scope of its business activities. In this context, the Company may incur additional expenses for legal advice, court costs, or settlements.
Gateway is faced with expectations and requirements of various stakeholder groups within the context of its business activities. In this connection, it may be the case that the Company is presented in a negative way in the media or the public which may do harm to its brand and may have a negative influence on its business activities.
This risk may entail political responses and later legislative risks, as is currently observed in Berlin. Following a broad public debate on affordable housing and rising rents, the Social Democrat-Left Party-Green Senate is discussing a rental law for Berlin that would cap rents and therefore suspend increases in rent for five years. At present, this is a draft bill that is under discussion and not yet a concrete law. In the current draft, new housing is excluded from the "Berlin rent cap"; it does not apply to office, commercial or retail areas. The socio-demographic developments, strong dynamics of growth and the continuing demand for space in the face of insufficient new construction and low vacancy rates in existing properties (see chapter on the market environment/macroeconomic situation) do not currently give the Gateway Management Board any reason to reconsider its investment decisions in Berlin. Nor does the share of residential projects in Berlin play a significant role within the Gateway project portfolio, thus the Management Board does not see any uptick in the risk for its business activities due to the developments in Berlin.
As part of its business activities and the corporate management of Gateway, the use of IT systems and the processing of data play a central role. There is the risk that data may be corrupted or are lost due to application errors or external interventions and that IT systems cannot be used as intended.
The Management Board of Gateway has not identified any material influences arising from the above-mentioned risks (either individually or in their entirety), that may be a threat to the Company's continued existence or its business activities and considers the risk situation as being stable in comparison with the previous fiscal year.
Gateway is one of the leading developers of commercial and residential properties and focuses its business activities across Germany on the top 7 locations and high-growth regions with a strong demand for high-quality properties. The parallel activities in the two property asset classes "Commercial" and "Residential" as well as the regional presence in various locations
within Germany present the opportunity to react to changes in the demand at specific locations and cyclical market developments within individual asset classes with more flexibility than would be possible if there was a stronger regional concentration or a restriction on a particular asset class.
The strong dynamic of socio-demographics and economic growth in Germany's top seven cities provides an opportunity for a further increase in demand for the property types developed by Gateway in these cities. On the other hand, according to their respective statistical offices, with growth of 6.1% or around 620,000 persons by 2030, the top seven cities in Germany (Berlin, Hamburg, Munich, Stuttgart, Frankfurt am Main, Cologne, Düsseldorf) have significantly higher forecasts for growth than the national average. In terms of employment growth, the top seven cities are also developing well above the national average (more details in the chapter on the market environment/macroeconomic situation).
In the financing area, there are additional opportunities resulting from the low-interest environment that is set to continue and that raises the expectation of continued very favorable debt financing options. As an exchange-listed company, Gateway Real Estate AG may benefit from opportunities for equity and/or debt financing via the capital market.
For the fiscal year 2019, the Management Board expects a significant increase in the adjusted EBIT compared to the fiscal year 2018. Adjusted EBIT is an important indicator for Gateway and includes the operating result plus the result from associated companies.
The sales already completed successfully in the first half of 2019 as well as the contracts concluded after the reporting date confirm the view of Gateway's Management Board. A turnaround is not expected due to the positive economic and industryspecific framework.
| Assets | 06/30/2019 | 12/31/2018 | |
|---|---|---|---|
| (Note) | in EUR thousand | in EUR thousand | |
| Non-current assets | |||
| Intangible assets | 6.1 | 39.895 | 39.900 |
| Property, plant and equipment | 2.651 | 469 | |
| Investment properties | 6.2 | 8.310 | 238.197 |
| Investments accounted for using the equity method | 6.3 | 45.872 | 35.668 |
| Other non-current financial assets | 13.478 | 9.570 | |
| Deferred tax assets | 1.740 | 4.826 | |
| 111.946 | 328.630 | ||
| Current assets | |||
| Inventories | 6.4 | 377.568 | 342.736 |
| Trade receivables | 1.113 | 1.810 | |
| Current income tax receivables | 703 | 652 | |
| Other financial assets | 24.654 | 11.740 | |
| Other non-financial assets | 14.762 | 3.527 | |
| Cash and cash equivalents | 6.5 | 34.719 | 73.931 |
| Assets held for sale | 6.6 | 276.217 | 35.590 |
| 729.736 | 469.986 | ||
| 841.682 | 798.616 |
841.682 798.616
| Equity and liabilities | 06/30/2019 | 12/31/2018 | |
|---|---|---|---|
| (Note) | in EUR thousand | in EUR thousand | |
| Equity | |||
| Subscribed capital | 6.7 | 186.764 | 169.785 |
| Additional paid-in capital | 6.7 | -22.894 | -73.266 |
| Accumulated comprehensive income | 6.7 | 49.922 | 49.313 |
| Non-controlling interests | 6.7 | 2.729 | 2.593 |
| 216.521 | 148.425 | ||
| Non-current liabilities | |||
| Other non-current provisions | 565 | 639 | |
| Non-current financial liabilities | 6.8 | 270.714 | 398.449 |
| Deferred tax liabilities | 14.292 | 22.831 | |
| Other non-current financial liabilities | 2.209 | - | |
| Other non-current non-financial liabilities | - | 5 | |
| 287.780 | 421.924 | ||
|---|---|---|---|
| Current liabilities | |||
| Other current provisions | 9.539 | 3.619 | |
| Current financial liabilities | 6.8 | 170.792 | 191.663 |
| Current income tax liabilities | 4.532 | 4.263 | |
| Trade payables | 7.833 | 10.587 | |
| Other financial liabilities | 2.366 | 3.137 | |
| Other non-financial liabilities | 2.862 | 14.998 | |
| Liabilities directly connected with assets held for sale | 6.9 | 139.457 | - |
| 337.381 | 228.267 | ||
| 01/01- | 01/01- | 04/01- | 04/01- | ||
|---|---|---|---|---|---|
| 06/30/2019 | 06/30/2018 | 06/30/2019 | 06/30/2018 | ||
| in EUR | in EUR | in EUR | in EUR | ||
| (Note) | thousand | thousand | thousand | thousand | |
| Revenues | 6.10 | 19.632 | 5.632 | 8.021 | 2.604 |
| Changes in inventory | 6.11 | 34.894 | 17.557 | 26.628 | 10.659 |
| Other operating income | 6.13 | 1.791 | 13.917 | 835 | 13.859 |
| Gross profit | 56.317 | 37.106 | 35.484 | 27.122 | |
| Cost of materials | 6.12 | -24.949 | -5.024 | -16.704 | -3.156 |
| Personnel costs | -5.637 | -3.482 | -3.137 | -1.632 | |
| Result from the fair value adjustment of investment properties Amortization of intangible assets and depreciation of property, |
9.147 | - | 7.377 | - | |
| plant and equipment | -287 | -383 | -137 | -368 | |
| Other operating expenses | 6.13 | -12.296 | -1.705 | -7.585 | -725 |
| Operating profit | 22.295 | 26.512 | 15.298 | 21.241 | |
| Share in the profit (loss) of investments accounted for using the | |||||
| equity method, after taxes | 366 | -36 | 342 | -36 | |
| Interest income | 446 | 263 | 234 | 156 | |
| Interest expenses | -18.237 | -13.188 | -8.671 | -6.582 | |
| Financial result | 6.14 | -17.425 | -12.961 | -8.095 | -6.462 |
| Profit (loss) before income taxes | 4.870 | 13.551 | 7.203 | 14.779 | |
| Income taxes | 6.15 | -3.109 | -1.711 | -2.611 | -1.693 |
| Consolidated profit (loss) | 1.761 | 11.840 | 4.592 | 13.086 | |
| Total comprehensive income | 1.761 | 11.840 | 4.592 | 13.086 | |
| thereof attributable to shareholders of the parent company | 1.787 | 11.281 | 4.623 | 12.882 | |
| thereof attributable to non-controlling interests | -26 | 559 | -31 | 204 | |
| Earnings per share (basic) | 6.16 | 0,01 | 0,53 | 0,03 | 0,61 |
| Earnings per share (diluted) | 6.16 | 0,01 | 0,53 | 0,03 | 0,61 |
21
| Subscribed capital | Additional paid-in capital | Accumulated comprehensive income | Total | Non- controlling interests Total equity |
||||
|---|---|---|---|---|---|---|---|---|
| (Note) | in EUR thousand | in EUR thousand | in EUR thousand in EUR thousand |
in EUR thousand | in EUR thousand | |||
| Balance as of December 31, 2017 | 21.175 | -20.601 | 16.173 | 16.747 | 405 | 17.152 | ||
| Profit/loss | - | - | 11.281 | 11.281 | 559 | 11.840 | ||
| Changes in the scope of consolidation | - | - | -516 | -516 | -26 | -542 | ||
| Other | - | -14 | - | -14 | - | -14 | ||
| Balance as of June 30, 2018 | 21.175 | -20.615 | 26.938 | 27.498 | 938 | 28.436 | ||
| Balance as of December 31, 2018 | 169.785 | -73.266 | 49.313 | 145.832 | 2.593 | 148.425 | ||
| Profit/loss | - | - | 1.787 | 1.787 | -26 | 1.761 | ||
| Capital increase | 6.7 | 16.979 | 50.935 | - | 67.914 | - | 67.914 | |
| Issue costs | 6.7 | - | -563 | - | -563 | - | -563 | |
| Changes in the scope of consolidation | - | - | -947 | -947 | - | -947 | ||
| Other | - | - | -231 | -231 | 162 | -69 | ||
| Balance as of June 30, 2019 | 186.764 | -22.894 | 49.922 | 213.792 | 2.729 | 216.521 |
| 01/01- 06/30/2019 in EUR |
01/01- 06/30/2018 in EUR |
||
|---|---|---|---|
| Cash flows from operating activities | (Note) | thousand | thousand |
| Total comprehensive income | 1.761 | 11.840 | |
| Adjustments for: | |||
| – Depreciation of property, plant and equipment | 280 | 35 | |
| – Amortization of intangible assets | 7 | - | |
| – Impairment of trade receivables | 41 | -17 | |
| – Changes in fair value of investment properties | 6.2 | 120 | - |
| – Changes in fair value of non-current assets held for sale (properties) | 6.6 | -9.267 | - |
| – Share in the profit (loss) of investments accounted for using the equity method, after taxes |
6.3 | -366 | 13 |
| – Other non-cash expenses/income | 366 | - | |
| – Net financing expense | 6.14 | 17.791 | 12.925 |
| – Dividends received | |||
| – Profit (loss) from the sale of investments accounted for using the equity method | -465 | -13.723 | |
| – Profit (loss) from the sale of subsidiaries | -832 | 854 | |
| – Tax expenses | 3.109 | 1.711 | |
| Changes in: | |||
| – Inventories | -34.098 | -60.325 | |
| – Trade receivables and other receivables | 3.990 | -75 | |
| – Non-financial assets | -14.960 | -151 | |
| – Trade payables and other payables | 534 | 3.657 | |
| – Non-financial liabilities | -8.759 | -454 | |
| – Other provisions as well as assets and provisions for employee benefits | 5.846 | 269 | |
| Cash inflow from operating activities | -34.902 | -43.441 | |
| Interest paid | -6.360 | -4.676 | |
| Income taxes received | 333 | - | |
| Income taxes paid | -673 | -12 | |
| Cash flows from operating activities | -41.602 | -48.129 | |
| Cash flows from investing activities |
| Interest received | 736 | 263 |
|---|---|---|
| Dividends received |
| Cash inflows from the sale of subsidiaries | |||
|---|---|---|---|
| Cash inflows from the sale of financial assets | |||
| Cash inflows from the sale of investments accounted for using the equity method | 400 | 13.746 | |
| Cash inflows from the sale of non-current assets held for sale (properties) | 12.420 | ||
| Purchase of property, plant and equipment | -241 | -16 | |
| Purchase of intangible assets | -2 | - | |
| Purchase of other financial assets | -15.741 | -3.372 | |
| Purchase of associates accounted for using the equity method | -11.503 | - | |
| Cash flows from investing activities | -13.931 | 10.621 | |
| Cash flows from financing activities | |||
| Cash inflows from sales of non-controlled companies | |||
| Cash inflows from other financial liabilities | 38.941 | 144.146 | |
| Cash inflows from capital increase | 67.914 | - | |
| Transaction costs in connection with the capital increase | -563 | - | |
| Transaction costs for loans and borrowings | -2.216 | ||
| Fees for financial liabilities not utilized | -64 | -618 | |
| Repayment of borrowings | -79.896 | -88.015 | |
| Cash flows from financing activities | 26.332 | 53.297 | |
| Net decrease in cash and cash equivalents | -29.201 | 15.789 | |
| Change in cash and cash equivalents due to consolidation group | -10.011 | - | |
| Cash and cash equivalents as of January 1 | 73.931 | 14.504 | |
| 6.5 | |||
| Cash and cash equivalents as of June 30 | 6.5 | 34.719 | 30.293 |
Gateway Real Estate AG (also referred to hereinafter as "GATEWAY", the "Company" or the "Enterprise") and its subsidiaries specialize in the development of commercial and residential properties for sale as well as the acquisition and long-term rental of commercial properties as investment properties.
GATEWAY, which is registered in the commercial register of the Frankfurt am Main local court under the number HRB 93304, has its registered head office and business address at The Squaire, Zugang 13, Am Flughafen, 60549 Frankfurt am Main.
The GATEWAY shares are listed on the Prime Standard of the Frankfurt Stock Exchange. In this respect, GATEWAY is a publicly-traded capital-market orientated company within the meaning of stock corporation and commercial law. The interim consolidated financial statements as of June 30, 2019 were prepared by the Management Board on September 26, 2019 and released for publication.
The significant accounting policies applied in preparing the present financial statements are described in the following.
The present condensed interim consolidated financial statements were prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting.
The Company's interim consolidated financial statements were prepared in accordance with the International Financial Reporting Standards (IFRS) applicable as of June 30, 2019 (including the interpretations of the IFRS Interpretations Committee), as they have been endorsed by the European Union.
The requirements of IFRS were completely fulfilled and lead to the presentation of a true and fair view of the Group's financial position, cash flows and financial performance. The statement of comprehensive income is structured on the basis of the cost of sales method. In accordance with the accrual principle, expenses and income are attributed to the respective periods regardless of when they were paid or received.
The financial statements were generally prepared on the basis of historical cost, except for investment properties and derivatives which are measured at fair value.
The estimates and assumptions applied in the preparation of the financial statements according to IFRS influence the measurement of assets and liabilities and the disclosure of contingent assets and liabilities as of the respective reporting dates, as well as the amount of income and expenses in the reporting period. Although these assumptions and estimates were based on the best knowledge of the Company's management, based on current events and measures, actual results could ultimately differ from these estimates.
GATEWAY prepares its interim consolidated financial statements in euro (EUR). Since the euro is the currency of the primary economic environment in which GATEWAY and its subsidiaries operate, the euro is their functional currency. Amounts are always stated in thousands of euros (EUR thousand). The presentation in thousands of euros may result in rounding differences, both in the tables presented in the notes to the financial statements and in the comparison of values in the notes to the financial statements with other elements of the financial statements.
The interim consolidated financial statements are to be read in conjunction with the audited and published IFRS consolidated financial
statements as of December 31, 2018 and the notes included therein. The accounting policies used by the Group for the present interim consolidated financial statements generally correspond to the policies applied in the 2018 consolidated financial statements.
In the financial year 2019, IFRS 16 Leases, which was issued by the IASB in January 2016, is applied for the first time. IFRS 16 supersedes the previous standards on leases, including IAS 17 Leases, IFRIC 4 Determining Whether an Arrangement Contains a Lease, SIC-15 Operating Leases: Incentives, and SIC-27 Evaluating the Substance of Transactions in the Legal Form of a Lease.
IFRS 16 introduces a uniform financial reporting model under which leases are to be recognized in the lessee's statement of financial position. The previous distinction between operating and finance leases under IAS 17 no longer applies for lessees. A lessee recognizes a Right-Of-Use Asset representing its right to use the underlying asset and a financial liability representing its obligation to make lease payments.
The right-of-use assets are reported in the items of the statement of financial position in which the assets underlying the lease agreement would have been reported if they had been owned by GATEWAY. Therefore, the right-of-use assets are reported mainly in the item "Land and buildings." The right-of-use asset generally corresponds to the present value of all outstanding lease payments, including any lease payments made at or before the provision of the asset, initial direct costs as well as any potential costs for dismantling and replacing the asset. Any lease incentives have to be deducted from the calculated right-of-use asset. Upon the date of first-time application, there is no knowledge as regards any potential future costs for dismantling and replacing the asset, and the direct costs are not taken into account as of the date of first-time application (IFRS 16 C10(d)). The capitalized right-of-use asset is depreciated over the lease term, less any potential impairment losses.
The initial measurement of the lease liability is based on the present value of the lease payments not yet made as of the date of first-time application in relation to leases that were classified as operating leases in accordance with IAS 17. The lease payments are discounted using the incremental borrowing rate applicable as of the date of first-time application, with such incremental borrowing rate taking into account the term of the individual asset classes as well as the risks associated with the business model.
The accounting treatment at the lessor largely corresponds to the former rules set out in IAS 17. As previously, lessors continue to classify leases in finance and operating leases on the basis of the allocation of risks and rewards. The introduction of IFRS 16 did not lead to an adjustment of the original classification.
GATEWAY accounts for leases for the first time as of January 1, 2019 using the modified retrospective method. In this context, prior-year figures are not adjusted in line with the transitional provisions.
GATEWAY applies the following elections and judgements provided by IFRS 16 upon the transition to the new standard:
Upon the transition to IFRS 16, the Group recognized additional right-of-use assets in property, plant and equipment and additional lease liabilities. All the effects from the first-time application of IFRS 16 are summarized as follows:
| 01/01/2019 | |
|---|---|
| in EUR thousand | |
| Right-of-use assets in property, plant and equipment | 2,848 |
| Lease liabilities | 2,816 |
Based on the operating lease obligations as of December 31, 2018, the reconciliation to the opening balance of the lease liabilities as of January 1, 2019, is as follows:
| 01/01/2019 | |
|---|---|
| in EUR thousand | |
| Operating lease obligations as of December 31, 2018 (undiscounted) | 3,021 |
| Adjustment for short-term leases | 26 |
| Effect from discounting | 179 |
| Total lease liabilities as of January 1, 2019 | 2,816 |
Within the context of the first-time application of IFRS 16 as of January 1, 2019, right-of-use assets were capitalized in the amount of the lease liability, in accordance with the applicable option.
The following table shows the carrying amounts of the right-of-use assets as of June 30, 2019:
| 01/01/2019 | 06/30/2019 | ||
|---|---|---|---|
| in EUR thousand | in EUR thousand | ||
| Right-of-use assets in land (heritable building right) | 98 | 90 | |
| Right-of-use assets in buildings and leasehold improvements | 2,593 | 1,987 | |
| Right-of-use assets in motor vehicles and multi-mode devices | 156 | 167 | |
| Right-of-use assets from leases | 2,848 | 2,244 |
Upon the introduction of IFRS 16, any lease payments previously recognized as expenses at the lessee are capitalized as right-of-use assets, leading to a reduction of operating expenses and an increase in depreciation and interest expenses. This results in an immaterial effect on EBIT adjusted in the first half.
In the first half of 2019, the scope of consolidation in the Commercial Properties Development segment was expanded by Projektentwicklung Mediaspree in Berlin GmbH and Projektentwicklung Technologiecampus Großraum Stuttgart GmbH in which GATEWAY indirectly holds a stake of 94.9% each.
In addition, the scope of consolidation in the Residential Properties Development segment was expanded by S1 Rialto Quartier GmbH in which GATEWAY indirectly holds a stake of 90%.
Moreover, Casa Nova 2 GmbH and Casa Nova 3 GmbH are recognized as investments accounted for using the equity method for the first time in these interim financial statements.
There were no material disposals from the scope of consolidation in the first half of 2019.
In the following tables, the carrying amounts of the financial instruments are reconciled to the IFRS 9 measurement categories and the fair values of the financial instruments are disclosed.
| 06/30/2019 | Carrying amount in EUR thousand | Fair value in EUR thousand | |||
|---|---|---|---|---|---|
| Mandatorily at FVtPL |
FVtOCI equity instruments |
Financial assets – AmC | Other financial liabilities – AmC |
||
| Financial assets measured at fair value | |||||
| Equity investments | - | 552 | - | - | 552 |
| Embedded derivatives | 953 | - | - | - | 953 |
| Financial assets not measured at fair value | |||||
| Trade receivables | - | - | 1,113 | - | 1,113 |
| Loans | - | - | 24,370 | - | 24,370 |
| Security deposits for leased office space | - | - | 82 | - | 82 |
| Miscellaneous other financial assets | - | - | 12,176 | - | 12,176 |
| Cash and cash equivalents | - | - | 34,719 | - | 34,719 |
| Financial liabilities measured at fair value | |||||
| Limited partners' share, non-controlling interests | 151 | - | - | - | 151 |
| 06/30/2019 | Carrying amount in EUR thousand | Fair value in EUR thousand | |||
|---|---|---|---|---|---|
| Mandatorily at FVtPL |
FVtOCI equity instruments |
Financial assets – AmC | Other financial liabilities – AmC |
||
| Financial liabilities not measured at fair value | |||||
| Liabilities to banks | - | - | - | 169,834 | 170,026 |
| Liabilities to related companies | - | - | - | 154,002 | 154,002 |
| Liabilities under corporate bonds to related parties | - | - | - | 70,789 | 72,419 |
| Liabilities to third parties from corporate bonds | - | - | - | 33,815 | 34,252 |
| Loan liabilities to third parties | - | - | - | 12,914 | 12,914 |
| Trade payables | - | - | - | 7,833 | 7,833 |
| Other financial liabilities | - | - | - | 4,575 | 4,575 |
| 12/31/2018 | Carrying amount in EUR thousand | ||||
|---|---|---|---|---|---|
| Mandatorily at FVtPL |
FVtOCI equity instruments |
Financial assets – AmC | Other financial liabilities – AmC |
||
| Financial assets measured at fair value | |||||
| Equity investments | - | 433 | - | - | 433 |
| Embedded derivatives | 4,071 | - | - | - | 4,071 |
| Financial assets not measured at fair value | |||||
| Trade receivables | - | - | 1,810 | - | 1,810 |
| Loans | - | - | 7,550 | - | 7,550 |
| Security deposits for leased office space | - | - | 82 | - | 82 |
| Miscellaneous other financial assets | - | - | 9,174 | - | 9,174 |
| Cash and cash equivalents | - | - | 73,931 | - | 73,931 |
| Financial liabilities measured at fair value | |||||
| Limited partners' share, non-controlling interests | 151 | - | - | - | 151 |
| 12/31/2018 | Carrying amount in EUR thousand | Fair value in EUR thousand | |||
|---|---|---|---|---|---|
| Mandatorily at FVtPL |
FVtOCI equity instruments |
Financial assets – AmC | Other financial liabilities – AmC |
||
| Financial liabilities not measured at fair value | |||||
| Liabilities to banks | - | - | - | 294,137 | 294,505 |
| Liabilities to related companies | - | - | - | 135,624 | 135,624 |
| Liabilities under corporate bonds to related parties | - | - | - | 110,101 | 110,101 |
| Liabilities to third parties from corporate bonds | - | - | - | 33,810 | 33,810 |
| Loan liabilities to third parties | - | - | - | 16,288 | 16,288 |
| Trade payables | - | - | - | 10,587 | 10,587 |
| Other financial liabilities | - | - | - | 3,137 | 3,137 |
Financial instruments measured at fair value are assigned to (measurement) levels depending on the importance of the factors and information considered for measuring them.
The assignment of a financial instrument to a level depends on the importance of the input factors considered for its overall measurement; the lowest level for which the measurement as a whole is significant or determining is chosen. The measurement levels are sub-divided hierarchically according to their input factors:
The derivative financial instruments recognized in the consolidated statement of financial position are measured on the basis of the Level 2 and Level 3 information and inputs described above. The fair value at which derivative financial instruments are measured is a Level 3 fair value. Such financial instruments are embedded derivatives that have been separated from the bonds.
Measurement is performed by way of an option price model recognized for this type of transaction, in the form of a binomial model. There was no change of measurement method in the reporting period. Model inputs include the relevant contractual terms such as the term, interest rate, relevant exit fees where applicable, the notional volume, etc. Volatilities that are observable and are therefore assigned to Level 2 as described above are considered as well. In addition, the measurement includes an anticipated refinancing rate that is assignable to Level 3 because it was derived from a peer group comparison Financial liabilities with a carrying amount that does not approximate fair value are measured on the basis of information and input factors of Level 2 described above.
Since the Group's equity investments are not exchange-listed and the latest available information is not sufficient for determining the fair value, the Group's equity investments are measured alternatively at cost.
There were no transfers between the levels in the reporting period.
The reconciliation of the opening balances to the closing balances of Level 3 fair values is presented in the table below.
| Derivative financial instruments |
|
|---|---|
| in EUR thousand | |
| Balance as of January 1, 2018 | 4,361 |
| Losses recognized in interest expenses | -2,917 |
| Additions | 2,627 |
| Balance as of December 31, 2018 | 4,071 |
| Losses recognized in interest expenses | -3,118 |
| Additions | - |
| Balance as of June 30, 2019 | 953 |
Any change considered possible in one of the principal, unobservable input factors, while retaining the other input factors, would have the following effects on the fair values of derivative financial instruments.
For accounting purposes, the Company makes estimates and assumptions regarding expected future developments. All assumptions and estimates are made based on the circumstances and assessments at the reporting date and influence the presentation of the Group's financial position, cash flows and financial performance, as well as the understanding of the underlying risks of financial reporting. The estimates derived from these factors may differ from actual later events. Critical estimates and assumptions are applied for accounting purposes particularly in the following areas:
With respect to the properties held by the Group, the Management Board must decide at every reporting date whether they should be held on a long-term basis to earn rentals or for capital appreciation or both or for sale. Depending on this decision, the properties are accounted for as land with unfinished and finished buildings intended for sale (inventories) or as non-current assets intended for sale, in accordance with the principles for investment properties, and measured at (amortized) cost or fair value, depending on the classification. We refer to Notes 6.2 and 6.6.
The market values of investment properties are based on the results of independent experts engaged for this purpose. The appraisals are conducted in accordance with the discounted cash flow method based on expected future revenue surpluses (procedure of Measurement Level 3). Accordingly, factors such as future rental income and the valuation interest rate to be applied, which have a direct effect on the fair values of the investment properties, are estimated by GATEWAY in collaboration with the appraiser. We refer to Note 6.2.
In accordance with IAS 34 in conjunction with IAS 12, the income tax expense is determined as of the end of the quarter on the basis of the best estimate of the weighted average income tax rate expected for the full fiscal year 2019. The tax rate projected for the full year is determined on the basis of the currently applicable corporate planning, taking into account various assumptions and estimates. Accordingly, there are uncertainties related to the interpretation of tax regulations. In addition, the utilization of deferred tax assets requires future tax results, unless deferred tax liabilities of at least the same amount are also attributable to a tax unit. Therefore, differences between the actual results and our assumptions as well as future changes in our estimates can occur, which may lead to changes of the taxable profit in future periods. We refer to Note 6.15.
There is scope for discretion in determining the time and amount of revenue recognition in accordance with the principles of IFRS 15. If a binding sales contract already exists for a property under development, revenue recognition based on a time period in accordance with the estimated stage of completion can also be considered in addition to revenue recognition based on a specific point in time. This applies accordingly to revenue recognition for undertakings included in the financial statements using the equity method. We refer to Notes 6.3 and 6.10.
The fair value of derivative financial instruments is estimated on the basis of an option price model recognized for this type of transaction, in the form of a binomial model. We refer to Note 3.
The segment report is prepared in accordance with IFRS 8 based on the management approach. This means that the segment report is linked to the reporting to the chief operating decision makers and reflects the information regularly presented to the chief operating decision makers with respect to decisions on the allocation of resources to the segments and the assessment of profitability. Profitability is assessed and managed on the basis of adjusted EBIT. The adjusted EBIT is defined by the Group as the operating profit plus the result from investments accounted for using the equity method.
There is no reporting of results on the basis of geographical regions because all of the Group's activities are conducted in Germany. The individual segments are described in the following:
Standing Assets: This segment covers a profitable and diverse portfolio of existing properties. This portfolio comprises properties acquired prior to the acquisition of Development Partner AG in October 2018. The segment revenues consist primarily of rental income from the investment properties.
Commercial Properties Development: The development activities for commercial properties are combined in the Commercial Properties segment. The objective of this segment is to develop attractive and high-quality office buildings with modern architecture and flexible usage formats. Geographically, these activities are concentrated on the top 7 cities in Germany (i.e. Berlin, Cologne, Düsseldorf, Frankfurt, Hamburg, Munich and Stuttgart) and selected metropolitan areas such as Nuremberg.
Residential Properties Development: In the Residential Development segment, the Group concentrates on development activities in selected metropolitan regions in Germany, mainly cities with a population of at least 100,000, such as Dresden, Berlin, Erfurt, Frankfurt am Main, Leipzig and Munich. The focus here is on the new construction of medium-sized apartment buildings for modern living and mixed-use properties and real estate. Joint ventures with local project developers and general contractors are regularly established in this segment. In future, however, the Group aims to develop the majority of its assets on its own. Although the size of the segment does not require any separate reporting, it has been included because it is considered a potential growth segment which is supposed to make considerable contributions to the Group's revenues in future.
The segment information is determined based on the accounting policies used in the consolidated financial statements. Segment assets as well as revenues and expenses resulting from intersegmental transactions are eliminated in the column "consolidation."
Approximately 56% of revenues with third parties (external revenues) originate from rental revenues from investment properties or IFRS 5 properties (Standing Assets segment) and rental revenues from inventory properties (Commercial Properties Development segment). As a result of the so-called reverse acquisition as of October 5, 2018, the transaction can be classified as an acquisition of Gateway by Development Partner AG in economic terms. Projects in the area of residential property development have been largely made only since the beginning of the second half of 2018. Therefore, the statement of profit or loss for the first half of 2018 only includes the Commercial Properties Development segment.
| 06/30/2019 | Standing Assets |
Commercial Properties Developmen t |
Residential Properties Developmen t |
Consolidatio n |
Group |
|---|---|---|---|---|---|
| in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
|
| Revenues with third parties (external revenues) |
15,365 | 4,267 | - | - | 19,632 |
| Intersegment revenues (internal revenues) |
- | - | - | - | - |
| Revenues | 15,365 | 4,267 | - | - | 19,632 |
| Segment result (operating profit) | 10,229 | 10,348 | 2,112 | 64 | 22,753 |
| Financial result | -3,453 | -12,117 | -1,855 | - | -17,425 |
| Profit (loss) before income taxes | 6,776 | -1,768 | 257 | 64 | 5,328 |
| 06/30/2018 | Standing Assets |
Commercial Properties Developmen t |
Residential Properties Developmen t |
Consolidatio n |
Group |
|---|---|---|---|---|---|
| in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
|
| Revenues with third parties (external revenues) |
- | 5,632 | - | - | 5,632 |
| Intersegment revenues (internal revenues) |
- | - | - | - | - |
| Revenues | - | 5,632 | - | - | 5,632 |
| Segment result (operating profit) | - | 26,497 | 16 | - | 26,513 |
| Financial result | - | -12,906 | -55 | - | -12,962 |
| Profit (loss) before income taxes | - | 13,562 | -10 | - | 13,552 |
The goodwill acquired under the reverse acquisition of GATEWAY by Development Partner AG in the amount of EUR39,881 thousand could not yet be allocated and is therefore reported in the column "Assets not allocated."
| 06/30/2019 | Standing Assets |
Commercial Properties Developmen t |
Residential Properties Developmen t |
Assets not allocated |
Consolidatio n |
Group |
|---|---|---|---|---|---|---|
| in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
|
| Segment assets | 385,765 | 394,266 | 104,605 | 39,881 | -82,835 | 841,682 |
| Segment liabilities | 243,057 | 357,518 | 102,426 | - | -77,840 | 625,161 |
| 12/31/2018 | Standing Assets |
Commercial Properties Developmen t |
Residential Properties Developmen t |
Assets not allocated |
Consolidatio n |
Group |
| in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
|
| Segment assets | 354,443 | 345,711 | 69,624 | 39,881 | -11,043 | 798,616 |
| Segment liabilities | 282,958 | 306,481 | 66,820 | - | -6,070 | 650,189 |
Intangible assets can be broken down as follows:
| 06/30/2019 | 12/31/2018 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Goodwill | 39,881 | 39,881 |
| Other intangible assets | 14 | 19 |
| 39,895 | 39,900 |
By way of an agreement dated July 9, 2018 and taking effect as of October 5, 2018, SN Beteiligungen Holding AG contributed the shares held in Development Partner AG into GATEWAY and, as consideration, received 148,610,491 shares in the Company. This reverse acquisition resulted in the goodwill reported under intangible assets.
The goodwill acquired within the scope of the reverse acquisition of GATEWAY by Development Partner (EUR 39,881 thousand) could not yet be allocated. This corresponds to the still provisional purchase price allocation, which is not deemed finalized but provisional within the meaning of IFRS 3.45 et seqq. since the investment properties (especially the April portfolio that was acquired only shortly before the reverse acquisition) were measured using provisional amounts. The reason for this is that, on the one hand, not all information relevant for an appropriate fair value measurement as of the acquisition date are available and, on the other hand, that measures to integrate the companies have not been completed.
The development of investment properties is presented in the following table:
| in EUR thousand | |
|---|---|
| Balance as of December 31, 2018 | 238,197 |
| Reclassifications to assets held for sale | -229,767 |
| Changes in market value | -120 |
| Balance as of June 30, 2019 | 8,310 |
The reclassification to the item "Non-current assets held for sale" refers to properties of the following companies:
CE Bad Honnef S.à r.l., Luxembourg (formerly Gateway Sechste GmbH, Frankfurt am Main1 )
CE Wilhelmshaven S.à r.l., Luxembourg (formerly Gateway Zwölfte GmbH, Frankfurt am Main1 )
CE Abendsberg S.à r.l., Luxembourg (formerly Gateway Vierzehnte GmbH, Frankfurt am Main1 )
GTY 1te Siegen GmbH & Co. KG, Eschborn
GTY 1te Düsseldorf GmbH & Co. KG, Eschborn
CE April 1 S.à r.l., Luxembourg (formerly Gateway Erste GmbH, Frankfurt am Main1 )
GTY 1te Bünde GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Dresden GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Duisburg GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Hagen GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Hildesheim GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Kassel GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Lübeck GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Lüdenscheid GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Lünen GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Minden GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Oberhausen GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Pfronten GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Rosenheim GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Stralsund GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) GTY 1te Wupertal GmbH & Co. KG, Eschborn (accrued to Gateway Erste GmbH, Frankfurt am Main, as of August 19, 2019) CE April 2 S.à r.l., Luxembourg (formerly Gateway Fünfzehnte GmbH, Frankfurt am Main1 )
GTY 15te Hamm GmbH & Co. KG, Eschborn (accrued to Gateway Fünfzehnte GmbH, Frankfurt am Main, as of August 19, 2019) GTY 15te Kassel GmbH & Co. KG, Eschborn (accrued to Gateway Fünfzehnte GmbH, Frankfurt am Main, as of August 19, 2019) GTY 15te Dresden GmbH & Co. KG, Eschborn (accrued to Gateway Fünfzehnte GmbH, Frankfurt am Main, as of August 19, 2019)
1 The companies were transformed into an S.à r.l. under the laws of the Grand Duchy of Luxembourg by means of a cross-border change in legal form while retaining legal identity.
For these properties, a sale within 12 months is deemed highly probable or sales contracts exist. These properties are already being actively marketed, which is very promising due to the specific market situation for these properties. The selling price was used for properties where the transaction and the selling price already are reasonably certain. The fair values determined in the context of the appraisal as of June 30, 2019 were used for the remaining properties. Overall, this procedure led to a fair value adjustment of EUR -120 thousand for the remaining property.
In order to better estimate the effects from the future disposal of held-for-sale assets on income and expenses from operating activities arising, significant amounts recognized in the statement of profit or loss for the investment properties remaining as of June 30, 2019 are presented as follows:
| Q1-Q2 2019 | Q2 2019 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Rental revenues | 1,534 | 144 |
| Revenues from operating costs, building-cost subsidies and cost charges to others | 460 | 44 |
| Administration costs (operating costs, maintenance, administration, etc.) | -813 | -101 |
| 1,181 | 77 |
The operating expenses were incurred primarily for leased properties. The expenses allocable to vacant properties are of subordinate importance.
The determination of the fair value was generally based on Level 3 input factors, i. e., factors not based on observable market data (unobservable input factors). Accordingly, the agreed selling prices are used for properties where the transaction and the selling price already are reasonably certain. In such cases, the fair value is calculated on the basis of Level 2 input factors that can be observed for the asset directly (i. e. as the price).
The composition of the investments accounted for using the equity method is presented in the following table.
| Associates | Joint ventures | Total | |
|---|---|---|---|
| EUR thousand | EUR thousand | EUR thousand | |
| Balance as of December | 12,787 | 22,881 | 35,668 |
| 31, 2018 | |||
| Additions | - | 11,503 | 11,503 |
| Disposals | - | -1,665 | -1,665 |
| Share in the profit (loss) | |||
| of investments accounted | 622 | -256 | 366 |
| for using the equity |
|||
| method (Q2) | |||
| Balance as of June 30, | 13,409 | 32,463 | 45,872 |
| 2019 |
Upon the acquisition of the shares in LE Quartier 1 GmbH & Co. KG, a variable purchase price component was agreed which was based on the generated margin for certain forward sales agreements and was allocated to the relevant assets within the scope of acquisition accounting on the basis of relative fair values. If revenue is recognized subsequently based on the stage of completion in the consolidated financial statements of LE Quartier 1 GmbH & Co. KG in connection with the margins of the corresponding projects, the subsequent recognition under the equity method results in a reversal of amounts already recognized regarding the purchase price component. As a result, these realized margins are therefore no longer accounted for in full as shares in the profit or loss of investments accounted for using the equity method.
The additions mainly comprise the acquisition of shares in Casa Nova 2 GmbH and Casa Nova 3 GmbH (EUR 11,249 thousand).
The Group's inventories as of the reporting date consisted of the capitalized construction costs (including construction period interest) of inventory properties, which are measured at the lower of amortized cost or net realizable value in accordance with IAS 2. Construction period interest in the amount of EUR 11,531 thousand was capitalized as part of the construction costs in the first half of 2019.
The total carrying amount of all inventory properties as of the March 31, 2019 was EUR 377,568 thousand. Due to its focus on developing properties and the related sale of multiple inventory properties, the Group has further expanded its inventories. The inventory properties mainly consist of Projektentwicklung Breite Gasse GmbH (EUR 86,302 thousand), Immobilienbeteiligungsgesellschaft am Kennedydamm mbH (EUR 72,162 thousand) and Projektentwicklung Michaelkirchstraße GmbH (EUR 42,135 thousand).
The development of inventories is presented in the table below:
| 06/30/2019 | 12/31/2018 | ||
|---|---|---|---|
| in EUR thousand | in EUR thousand | ||
| GTY 1te Bochum GmbH & Co. KG | - | 4,068 | |
| Imm.Bet.Ges. Kennedydamm mbH | 72,162 | 68,678 | |
| PE Breite Gasse GmbH | 86,302 | 81,809 | |
| PE Rudolfplatz GmbH | 35,667 | 30,819 | |
| PE Brotstraße GmbH | 4,200 | 4,078 | |
| PE Uerdinger Str. Office GmbH | 16,561 | 15,283 | |
| PE Uerdinger Str. Residential GmbH | 2,571 | 2,427 | |
| PE Michaelkirchstr. GmbH | 42,135 | 41,188 | |
| PE Michaelkirchstr. Bet.Ges. mbH | 7,916 | 4,754 | |
| PE Himmelgeister Straße I GmbH | 3,407 | 2,377 | |
| PE Himmelgeister Straße II GmbH | 1,775 | 1,606 | |
| MUC Airport Living GmbH | 17,220 | 12,367 | |
| Gew.Park Neufahrn GmbH | 18,071 | 17,732 | |
| Bet.Ges. Berlin-Heinersdorf 18 GmbH | 30,382 | 30,238 | |
| Movingstairs GmbH | 6,963 | 6,884 | |
| PE Taunusstr. 52-60 GmbH | 20,644 | 18,428 | |
| Gateway Residential GmbH | 924 | - | |
| PE Tech Campus Stuttgart | 10,648 | - | |
| PE Mediaspree GmbH | 18 | - | |
| S1 Rialto Quartier GmbH | 3 | - | |
| 377,568 | 342,736 |
Cash and cash equivalents mainly consisted of overnight bank deposits and amounted to EUR 34,719 thousand as of June 30, 2019 (December 31, 2018: EUR 73,931 thousand).
The assets held for sale changed as follows:
| in EUR thousand | |
|---|---|
| Balance as of December 31, 2018 | 35,590 |
| Reclassifications from investment properties | 229,767 |
| Additions | 763 |
| Disposals | -13,548 |
| Changes in market value | 9,267 |
| Other assets included in the disposal group | 14,378 |
| Balance as of June 30, 2019 | 276,217 |
We refer to Note 6.2 regarding reclassifications from investment properties.
The measurement of the properties reported here was based on the procedure used for investment properties. The selling price was used for properties where the transaction and the selling price already are reasonably certain. The fair values determined in the context of the appraisal as of June 30, 2019 were used for the remaining properties. Overall, this procedure led to a fair value adjustment of EUR 9,297 thousand recognized through profit or loss in the reporting period. As of the reporting date, the properties reported here had a fair value of EUR 261,839 thousand.
As of June 30, 2019, other assets also had to be reported in this item since some of them are a disposal group within the meaning of IFRS 5. The following table shows the companies that can be allocated to a corresponding disposal group.
Gateway Vierte GmbH, Frankfurt am Main Gateway Fünfte GmbH, Frankfurt am Main GTY 1te Düsseldorf GmbH & Co. KG, Eschborn GTY 1te Siegen GmbH & Co. KG, Eschborn
CE Bad Honnef S.à r.l., Luxembourg (formerly Gateway Sechste GmbH, Frankfurt am Main)
CE Wilhelmshaven S.à r.l., Luxembourg (formerly Gateway Zwölfte GmbH, Frankfurt am Main)
CE Abendsberg S.à r.l., Luxembourg (formerly Gateway Vierzehnte GmbH, Frankfurt am Main)
CE April 1 S.à r.l., Luxembourg (formerly Gateway Erste GmbH, Frankfurt am Main)
CE April 2 S.à r.l., Luxembourg (formerly Gateway Fünfzehnte GmbH, Frankfurt am Main)
In order to better estimate the effects from the future disposal of held-for-sale assets on income and expenses from operating activities arising, significant amounts recognized in the statement of profit or loss only for the properties shown as assets held for sale are presented as follows:
| Q1-Q2 2019 | Q2 2019 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Rental revenues | 6,727 | 3,961 |
| Revenues from operating costs, building-cost subsidies and cost charges to others |
1,410 | 810 |
| Administration costs (operating costs, maintenance, administration, etc.) | -3,281 | -2,818 |
| 4,856 | 1,953 |
The operating expenses were incurred primarily for leased properties. The expenses allocable to vacant properties are of subordinate importance.
The determination of the fair value was generally based on Level 3 input factors, i. e., factors not based on observable market data (unobservable input factors). Accordingly, the agreed selling prices are used for properties where the transaction and the selling price already are reasonably certain. In such cases, the fair value is calculated on the basis of Level 2 input factors that can be observed for the asset directly (i.e. as the price).
On April 10, 2019, GATEWAY placed 16,895,939 new shares from the capital increase announced on March 20, 2019 at a placement price of EUR 4.00 per share within the context of an international private placement with institutional investors, while another 82,610 new shares were offered for subscription to existing shareholders which led to an increase in the share capital by a total amount of EUR 16,978,549.00 to EUR 186,764,040.00.
In addition, Gateway shares held by the main shareholder in the amount of around 15% of share capital following the capital increase were sold to institutional investors.
Hence, the total issue volume of the private placement amounted to approximately EUR 180 million.
The gross issue proceeds from the private placement received by the Company amount to EUR 67.6 million. In addition, the Company recorded gross issue proceeds in the amount of EUR0.3 million from the sale of the subscription shares to the existing shareholders. The transaction costs of EUR 0.6 million arising in the context of this capital increase were recorded directly in equity under additional paid-in capital. Tax benefits were taken into account.
The placement and the associated increase in free float were a prerequisite for the admission of GATEWAY to the Prime Standard of the Frankfurt Stock Exchange, which means that GATEWAY now is a publicly-traded company.
Please refer to the statement of changes in equity for a presentation of the development of the individual components of equity.
Financial liabilities break down as follows:
| 06/30/2019 | 12/31/2018 | ||
|---|---|---|---|
| in EUR thousand | in EUR thousand | ||
| Current financial liabilities | |||
| Liabilities to banks | 36,102 | 45,797 | |
| Liabilities to related companies | 131,980 | 110,860 | |
| Liabilities to related companies from corporate bonds | - | 28,429 | |
| Liabilities to related companies from corporate bonds (interest) | - | 5,491 | |
| Loans from third parties | 2,710 | 1,085 | |
| 170,792 | 191,663 | ||
| Non-current financial liabilities | |||
| Liabilities to banks | 133,733 | 248,340 | |
| Liabilities to related companies | 22,023 | 24,764 | |
| Liabilities to third parties from corporate bonds | 33,814 | - | |
| Liabilities to third parties from corporate bonds (interest) | - | 33,810 | |
| Liabilities to related companies from corporate bonds | 53,894 | 64,810 | |
| Liabilities to related companies from corporate bonds (interest) | 16,895 | 11,371 | |
| Loans from third parties | 10,204 | 15,203 | |
| Limited partners' share, non-controlling interests | 151 | 151 | |
| 270,714 | 398,449 | ||
| Total | 441,506 | 590,112 |
The current financial liabilities have a remaining term of up to 12 months. They primarily include the current portion of the liabilities in connection with the acquisition of properties or the financing of development projects. The terms of the non-current financial liabilities in the amount of EUR 270,714 thousand are longer than one year.
No payment delays or breaches of contract occurred with respect to financial liabilities in the reporting period.
There were no financial liabilities denominated in foreign currencies as of the reporting date, and neither were there any interest rate swaps or other stand-alone derivative financial instruments as of the reporting date.
The development of the liabilities directly connected with assets held for sale is presented in the following table.
| in EUR thousand | |
|---|---|
| Balance as of December 31, 2018 | - |
| Financial liabilities | 124,702 |
| Other liabilities | 14,755 |
| Balance as of June 30, 2019 | 139,457 |
We refer to Note 6.6 regarding the composition of the disposal group.
The Group generated revenues of EUR 19,632 thousand in the period from January 1 to June 30, 2019. GATEWAY mainly generates revenues from the rental of investment properties and inventory properties, the sale of inventory properties, and the provision of services. Operating cost settlements and building subsidies received are other income sources. Specifically, revenues break down as follows:
| Q1-Q2 2019 | Q1-Q2 2018 | |
|---|---|---|
| Rental revenues in accordance with IFRS 16 | in EUR thousand | in EUR thousand |
| Rental revenues on investment properties | 1,534 | - |
| Rental revenues on IFRS 5 properties | 6,727 | - |
| Rental revenues sub-letting DP AG | 34 | 39 |
| Rental revenues on inventory properties | 2,642 | 4,468 |
| 10,937 | 4,507 | |
| Rental revenues in accordance with IFRS 15 | ||
| Revenues from the sale of inventory properties | 4,900 | - |
| Revenues from operating costs (flat charges, settlements) | 748 | 396 |
| Revenues from operating costs (flat charges, settlements) in accordance with IFRS 5 |
1,410 | - |
| Revenues from cost charges to others and building cost subsidies in accordance with IFRS 5 |
15 | - |
| Revenues from services | 1,570 | 524 |
| Other | 52 | 205 |
| thereof over time | 1,570 | 524 |
| thereof at a point in time | 7,125 | 601 |
| 8,695 | 1,125 | |
| Total | 19,632 | 5,632 |
Of the overall revenues, EUR 8,695 thousand fall under the scope of IFRS 15 and EUR 10,937 thousand fall under the scope of IFRS 16. Revenues under the scope of IFRS 15, with the exception of revenues from services, are recognized at a certain point in time. In contrast, revenues related to associated companies and joint ventures, are mainly recognized over time.
| Q2 2019 | Q2 2018 | |
|---|---|---|
| Rental revenues in accordance with IFRS 16 | in EUR thousand | in EUR thousand |
| Rental revenues on investment properties | 144 | - |
| Rental revenues on IFRS 5 properties | 3,961 | - |
| Rental revenues sub-letting DP AG | 17 | 17 |
| Rental revenues on inventory properties | 1,323 | 1,920 |
| 5,445 | 1,937 | |
| Rental revenues in accordance with IFRS 15 | ||
| Revenues from operating costs (flat charges, settlements) | 321 | 198 |
| Revenues from operating costs (flat charges, settlements) in accordance with IFRS 15 |
810 | - |
| Revenues from services | 1,425 | 264 |
| Other | 21 | 205 |
| thereof over time | 1,425 | 264 |
| thereof at a point in time | 1,152 | 403 |
| 2,577 | 667 | |
| Total | 8,022 | 2,604 |
The changes in inventory relate to the capitalized production costs for the inventory properties, which include EUR 11,531 thousand in capitalized interest on borrowed capital (June 30, 2018: EUR 5,333 thousand). The main changes in inventory resulted from the companies PE Tech Campus (EUR 10,595 thousand), MUC Airport Living GmbH (EUR 4,791 thousand), Projektentwicklung Rudolfplatz GmbH (EUR 4,598 thousand), and Projektentwicklung Breite Gasse GmbH (EUR 4,059 thousand). The change in inventory is reduced by the sale of the inventory property Projektentwicklung Bochum. The specific breakdown of changes in inventory is presented in the table below:
| Q1-Q2 2019 | Q1-Q2 2018 | Q2 2019 | Q2 2018 | |
|---|---|---|---|---|
| in EUR thousand |
in EUR thousand |
in EUR thousand |
in EUR thousand |
|
| Increase in inventory due to construction activity and capitalization of interest on borrowed capital |
38,962 | 17,557 | 26,628 | 10,660 |
| Sale of inventory properties | -4,068 | - | - | |
| 34,894 | 17,557 | 26,628 | 10,660 |
The reported cost of materials primarily comprises the production costs of the inventory properties, the acquisition costs for land, and the administration costs for the rented properties. This item breaks down as follows:
| Q1-Q2 2019 | Q1-Q2 2018 | Q2 2019 | Q2 2018 | |
|---|---|---|---|---|
| in EUR | in EUR | in EUR | in EUR | |
| thousand | thousand | thousand | thousand | |
| Acquisition costs of land | 7,354 | - | 6,909 | - |
| Purchased services | 6,813 | 2,751 | 3,841 | 1,965 |
| Professional fees/projects | 2,913 | 1,854 | 1,698 | 806 |
| Other project costs | 63 | 6 | 59 | 6 |
| Administration costs | 4,553 | - | 2,484 | - |
| Other construction costs | 3,253 | 413 | 1,713 | 378 |
| 24,949 | 5,024 | 16,704 | 3,155 |
Other operating income includes the following amounts:
| Q1-Q2 2019 | Q1-Q2 2018 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Proceeds from sale of investments accounted for using the equity method | 465 | 13,783 |
| Income from the reversal of provisions | 838 | 3 |
| Insurance compensation, indemnity | 180 | 1 |
| Costs charged to others | 12 | 54 |
| Other in-kind benefits charged for motor vehicles | 66 | 59 |
| Reimbursement expense compensation | 19 | 17 |
| Income from the reduction of liabilities | 132 | - |
| Other | 79 | - |
| 1,791 | 13,917 |
Revenues in the amount of EUR 465 thousand originates from the sale of Berlin Marienfelde Südmeile Objekt GmbH, which is accounted for using the equity method.
Other operating expenses include the following amounts:
| Q1-Q2 2019 | Q1-Q2 2018 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Legal and consulting expenses | 1,239 | 221 |
| Advertising, travel and motor vehicle expenses | 740 | 430 |
| Accounting, financial statements and auditing expenses | 2,434 | 28 |
| Space costs | 418 | 233 |
| IT, office and communication expenses | 147 | 37 |
| Insurance, premiums and dues | 155 | 104 |
| Costs for termination of a purchase contract | 600 | - |
| Advertising expenses property | 94 | 6 |
| Replacement space for a let property | 75 | - |
| Other project development expenses | 104 | 81 |
| Purchased services | 188 | 165 |
| Tenant brokerage commission | 3,334 | - |
| Continuing education expenses | 48 | 34 |
| Other financing expenses | 1,610 | - |
| Other tax expenses | 13 | - |
| Prior-period expenses | 75 | 3 |
| Other | 1,021 | 363 |
| 12,296 | 1,705 |
Other operating income for the second quarter are comprised of the following:
| Q2 2019 | Q2 2018 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Proceeds from sale of investments accounted for using the equity method |
- | 13,783 |
| Income from the reversal of provisions | 748 | 3 |
| Insurance compensation, indemnity | 12 | - |
| Costs charged to others | - | 54 |
| Other in-kind benefits charged for motor vehicles | 32 | 17 |
| Reimbursement expense compensation | 5 | 2 |
| Other | 37 | - |
| 835 | 13,859 |
Other operating expenses for the second quarter can be broken down as follows:
| Q2 2019 | Q2 2018 | ||
|---|---|---|---|
| in EUR thousand | in EUR thousand | ||
| Legal and consulting expenses | 864 | 166 | |
| Advertising, travel and motor vehicle expenses | 275 | - | |
| Accounting, financial statements and auditing expenses | 979 | 11 | |
| Space costs | 273 | 118 | |
| IT, office and communication expenses | 93 | 24 | |
| Insurance, premiums and dues | 95 | 28 | |
| Purchase price adjustment | -454 | - | |
| Advertising expenses property | 44 | - | |
| Replacement space for a let property | 38 | - | |
| Other project development expenses | 59 | 51 | |
| Purchased services | 89 | 27 | |
| Tenant brokerage commission | 2,994 | - | |
| Continuing education expenses | 27 | 3 | |
| Other financing expenses | 1,608 | - | |
| Other tax expenses | 6 | - | |
| Prior-period expenses | 8 | 3 | |
| Other | 589 | 295 | |
| 7,586 | 725 |
In the first quarter of 2019, a purchase price adjustment of EUR 454 thousand was recognized under other operating expenses for Gateway Verwaltung. This estimate was not confirmed in the second quarter of 2019 as new information has become available. This resulted in the presented balance of EUR 454 thousand.
The financial result can be broken down as follows:
| Q1-Q2 2019 | Q1-Q2 2018 | ||
|---|---|---|---|
| in EUR thousand | in EUR thousand | ||
| Interest income | 446 | 263 | |
| Interest expenses | -18,237 | -13,188 | |
| Profit and loss from companies accounted for using the equity method | 366 | -36 | |
| -17,425 | -12,961 |
| Q2 2019 | Q2 2018 | |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Interest income | 234 | 156 |
| Interest expenses | -8,671 | -6,582 |
| Profit and loss from companies accounted for using the equity method | 342 | -36 |
| -8,095 | -6,462 |
The interest expenses predominantly result from borrowings to finance the development projects as well as standing asset properties. An amount of EUR 11,531 thousand of these interest expenses was capitalized (see Note 6.11). The profit and loss shares in companies accounted for using the equity method are explained in Note 6.3.
The income tax expense for the second quarter of 2019 amounted to EUR 3,109 thousand (Q2 2018: EUR 1,711 thousand). The effective tax rate of 63.84% was mainly influenced by changes in valuation adjustments of deferred tax assets on loss carryforwards as well as non-tax-deductible expenses (particularly interest expenses), offset by tax-exempt income. The tax rate for the second quarter of 2018 was 12.63%.
Basic and diluted earnings per share are as follows:
| Q1-Q2 2019 | Q1-Q2 2019 | Q2 2019 | Q2 2018 | |
|---|---|---|---|---|
| in EUR | in EUR | in EUR | in EUR | |
| Earnings per share | 0.01 | 0.53 | 0.03 | 0.61 |
The basic earnings per share are calculated as the quotient of earnings attributable to the shareholders of the parent company and the average number of shares outstanding during the financial year. In addition to the 169,785,000 shares issued as of March 31, 2019, GATEWAY placed 16,895,939 new shares within the framework of the capital increase announced in March on April 10, 2019, and offered another 82,610 new shares for subscription to the existing shareholders.
The calculation basis for earnings per share is summarized in the following table. Basic earnings per share correspond to diluted earnings per share since there are no dilution effects.
| Attribution of profit to common shareholders | Q1-Q2 2019 | Q1-Q2 2018 |
|---|---|---|
| in EUR thousand | in EUR thousand | |
| Profit attributable to owners of the parent company | 1,761 | 11,281 |
| Profit attributable to holders of common shares | 1,761 | 11,281 |
| Q1-Q2 2019 | Q1-Q2 2018 | |
| in thousands of shares | in thousands of shares | |
| B. Weighted average of common shares | 178,274 | 21,175 |
Earnings per share for the second quarter are presented in the following table:
| Attribution of profit to common shareholders | Q2 2019 | Q2 2018 | |
|---|---|---|---|
| in EUR thousand | in EUR thousand | ||
| Profit attributable to owners of the parent company | 4,623 | 12,882 | |
| Profit attributable to holders of common shares | 4,623 | 12,882 | |
| Q2 2019 | Q2 2018 | ||
| in thousands of shares | in thousands of shares | ||
| B. Weighted average of common shares | 178,274 | 21,175 |
Development Partner AG was acquired by SN Beteiligungen Holding AG by way of a contract dated July 28, 2017. By way of an agreement dated July 9, 2018 and taking effect as of October 5, 2018, SN Beteiligungen Holding AG contributed the shares held in Development Partner AG into GATEWAY and, as consideration, received 148,610,491 shares in the Company.
The majority stake held by SN Beteiligungen Holding AG in GATEWAY currently amounts to 65.75%. SN Beteiligungen Holding AG is controlled by Norbert Ketterer. GATEWAY is therefore also controlled by Norbert Ketterer.
By way of an agreement dated June 26, 2019, SN Beteiligung Holding AG issued a loan in the amount of EUR 6,650 thousand to Gateway Real Estate AG. The loan matures on December 31, 2019 and bears interest at a rate of 4.25%.
In addition, the subsidiary S1 Rialto Quartier GmbH, which was acquired in the second quarter of 2019, has a present loan obligation to Ketom AG in the amount of EUR 8,001 thousand.
By way of an agreement dated August 19, 2019, Gateway Real Estate AG sold a standing asset portfolio consisting of 21 commercial and retail properties for a purchase price of EUR 242 million to a special fund of German pension funds.
After the reporting date (June 30, 2019), one project development in Wiesbaden was sold at a selling price of more than EUR 70 million in connection with an asset deal. Another project in Erfurt was signed for a selling price of more than EUR 110 million.
In August, GATEWAY won a contract for the construction of an ensemble of buildings at the Leipzig University of Applied Sciences. The project development volume amounts to approximately EUR 47 million; a rental agreement was concluded in this context for a term of ten years.
To strengthen the project pipeline, a total of four purchases were made in July and September. The expected project volume amounts to more than EUR 800 million. Closing is expected to occur already in this fiscal year.
Moreover, GATEWAY is in an advanced stage of negotiations regarding a purchase agreement for a larger development project as well as in ongoing contract negotiations for development projects.
On August 21, 2019, the Management Board and the Supervisory Board were discharged for the fiscal year 2018 during the Annual General Meeting. In addition, Jan Hendrik Hedding and Marcellino Graf von und zu Hoensbroech were elected to the Supervisory Board. Furthermore, the Management Board was authorized to increase the Company's share capital on one or more occasions by up to EUR 25,467,824 through the issuance of new no-par value shares. The issuance is generally subject to the statutory subscription rights of existing shareholders.
Frankfurt am Main, September 26, 2019
(The Management Board)
To the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and results of operations of the Group, and the interim management report of the Group includes a fair view of the development and performance of the business and the position of the Group, together with a description of the material opportunities and risks associated with the expected development of the Group in the remainder of the fiscal year.
Frankfurt am Main, September 26, 2019
Manfred Hillenbrand Tobias Meibom
The interim consolidated financial statements and the interim management report of the Group have neither been reviewed nor audited in accordance with Section 317 of the German Commercial Code (Handelsgesetzbuch – HGB).
28.11.2019 Publication of Q3
Gateway Real Estate AG The Squaire No. 13, Am Flughafen 60549 Frankfurt am Main, Germany Phone +49 69 78 80 88 00-0 Fax +49 69 78 80 88 00-99 [email protected] www.gateway-re.de
Text
Gateway Real Estate AG, RUECKERCONSULT Ltd.
Kirchhoff Consult AG, Hamburg, Germany
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