Interim / Quarterly Report • Aug 6, 2021
Interim / Quarterly Report
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Interim Condensed Consolidated and Separate Financial Information for the period from January 1 to March 31, 2021
This financial report has been translated from the original report that has been prepared in the Greek language. Reasonable care has been taken to ensure that this report represents an accurate translation of the original text. In the event that differences exist between this translation and the original Greek language financial report, the Greek language financial report will prevail over this document.
August 2021
| Statement of Financial Position 3 | |
|---|---|
| Income Statement – 3 month period 4 | |
| Statement of Total Comprehensive Income – 3 month period 5 | |
| Statement of Changes in Equity - Group 6 | |
| Statement of Changes in Equity - Company 7 | |
| Cash Flow Statement - Group 8 | |
| Cash Flow Statement - Company 9 | |
| NOTE 1: General Information 10 | |
| NOTE 2: Summary of Significant Accounting Policies 11 | |
| 2.1. Basis of Preparation 11 |
|
| 2.2. Qualitative and quantitative information on the impacts of COVID-19 – Going concern11 |
|
| 2.3. Adoption of IFRSs 14 |
|
| NOTE 3: Financial Risks Management 15 | |
| 3.1. Financial Risk Management 15 |
|
| 3.2. Fair Value Estimation of Financial Assets and Liabilities 15 |
|
| NOTE 4: Critical Accounting Estimates and Judgments 16 | |
| NOTE 5: Segment Reporting 16 | |
| NOTE 6: Investment Property 21 | |
| NOTE 7: Property and Equipment 31 | |
| NOTE 8: Acquisition of Subsidiaries (business combinations and asset acquisitions) 32 | |
| NOTE 9: Investments in Subsidiaries 33 |
|
| NOTE 10: Equity method investments & Investments in Joint Ventures 36 | |
| NOTE 11: Trade and Other Assets 36 | |
| NOTE 12: Cash and Cash Equivalents 37 | |
| NOTE 13: Restricted cash 37 | |
| NOTE 14: Assets and liabilities held for sale and discontinued operations38 | |
| NOTE 15: Share Capital 41 | |
| NOTE 16: Reserves 41 | |
| NOTE 17: Non-controlling interests 41 | |
| NOTE 18: Borrowings 43 | |
| NOTE 19: Trade and Other payables 46 | |
| NOTE 20: Deferred Tax Assets and Liabilities 46 | |
| NOTE 21: Dividends per share 47 | |
| NOTE 22: Revenue 48 | |
| NOTE 23: Finance costs 48 | |
| NOTE 24: Taxes 48 | |
| NOTE 25: Earnings per share 49 | |
| NOTE 26: Contingent Liabilities and Commitments 49 | |
| NOTE 27: Related Party Transactions 51 | |
| NOTE 28: Events after the Date of Financial Statements 53 |
| Group | Company | ||||
|---|---|---|---|---|---|
| Note | 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |
| ASSETS | |||||
| Non-current assets | |||||
| Investment property | 6 | 2,052,437 | 1,918,015 | 1,337,181 | 1,332,779 |
| Investments in subsidiaries | 9 | - | - | 363,961 | 378,716 |
| Investments in joint venture | 10 | 15,472 | 15,995 | 11,924 | 11,924 |
| Property and equipment | 7 | 10,821 | 10,929 | 10,637 | 10,740 |
| Intangible assets | 43 | 51 | 43 | 51 | |
| Other long-term assets | 20,450 | 20,519 | 48,381 | 47,997 | |
| Total non-current assets | 2,099,223 | 1,965,509 | 1,772,127 | 1,782,207 | |
| Current assets | |||||
| Trade and other assets | 11 | 114,184 | 76,182 | 102,621 | 68,614 |
| Cash and cash equivalents | 12 | 143,126 | 104,842 | 104,092 | 73,243 |
| Restricted cash | 13 | 74 | 81,069 | 74 | 81,069 |
| 257,384 | 262,093 | 206,787 | 222,926 | ||
| Assets held for sale | 14 | 217,517 | 221,800 | 63,906 | 63,906 |
| Total current assets | 474,901 | 483,893 | 270,693 | 286,832 | |
| Total assets | 2,574,124 | 2,449,402 | 2,042,820 | 2,069,039 | |
| SHAREHOLDERS' EQUITY | |||||
| Share capital | 15 | 766,484 | 766,484 | 766,484 | 766,484 |
| Share premium | 15 | 15,890 | 15,890 | 15,970 | 15,970 |
| Reserves | 16 | 355,539 | 355,484 | 354,263 | 354,263 |
| Other equity | (7,403) | (7,403) | - | - | |
| Retained Earnings | 259,139 | 235,232 | 188,275 | 161,683 | |
| Equity attributable to equity holders of the parent | 1,389,649 | 1,365,687 | 1,324,992 | 1,298,400 | |
| Non-controlling interests | 17 | 140,165 | 37,612 | - | - |
| Total equity | 1,529,814 | 1,403,299 | 1,324,992 | 1,298,400 | |
| LIABILITIES | |||||
| Long-term liabilities | |||||
| Borrowings | 18 | 694,797 | 299,017 | 612,164 | 249,780 |
| Retirement benefit obligations | 332 | 323 | 332 | 323 | |
| Deferred tax liability | 20 | 13,401 | 13,349 | - | - |
| Other long-term liabilities | 6,813 | 6,134 | 3,881 | 3,911 | |
| Total long-term liabilities | 715,343 | 318,823 | 616,377 | 254,014 | |
| Short-term liabilities | |||||
| Trade and other payables | 19 | 52,281 | 29,505 | 23,879 | 19,901 |
| Borrowings | 18 | 186,197 | 602,838 | 77,103 | 495,729 |
| Current tax liabilities | 599 | 1,072 | 469 | 995 | |
| 239,077 | 633,415 | 101,451 | 516,625 | ||
| Liabilities directly associated with assets held for sale | 14 | 89,890 | 93,865 | - | - |
| Total short-term liabilities | 328,967 | 727,280 | 101,451 | 516,625 | |
| Total liabilities | 1,044,310 | 1,046,103 | 717,828 | 770,639 | |
| Total equity and liabilities | 2,574,124 | 2,449,402 | 2,042,820 | 2,069,039 | |
| Athens, August 6, 2021 | |||||
| The Vice-Chairman B' of the BoD | |||||
| and CEO | The CFO / COO | The Deputy CFO | |||
| Aristotelis Karytinos | Thiresia Messari | Anna Chalkiadaki |
| Group | Company | ||||
|---|---|---|---|---|---|
| From 01.01. to | From 01.01. to | ||||
| Note | 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Continuing operations Revenue |
22 | 31,268 | 34,796 | 23,316 | 26,476 |
| 31,268 | 34,796 | 23,316 | 26,476 | ||
| Net gain / (loss) from the fair value adjustment of | |||||
| investment property | 6 | 2,634 | (804) | 445 | (223) |
| Direct property related expenses | (4,037) | (1,396) | (3,309) | (877) | |
| Property taxes-levies | (2,180) | (2,327) | (1,666) | (1,850) | |
| Personnel expenses | (1,262) | (1,377) | (1,229) | (1,344) | |
| Depreciation of property and equipment and | |||||
| amortisation of intangible assets | 7 | (139) | (67) | (133) | (62) |
| Net change in fair value of financial instruments at | |||||
| fair value through profit or loss | - | (5) | - | - | |
| Net impairment loss on financial assets | (291) | (358) | (128) | (33) | |
| Gain from disposal of subsidiaries | 9 | - | - | 16,277 | - |
| Other income | 122 | 135 | - | 3,101 | |
| Other expenses | (2,824) | (1,526) | (784) | (1,066) | |
| Corporate Responsibility | (12) | (46) | (12) | (46) | |
| Operating Profit | 23,279 | 27,025 | 32,777 | 24,076 | |
| Share of profit of associates and joint ventures | 11 | (523) | (410) | - | - |
| Negative goodwill from acquisition of subsidiaries | 8 | 8,824 | - | - | - |
| Interest income | 2 | 10 | 553 | 521 | |
| Finance costs | 23 | (7,605) | (6,871) | (6,269) | (5,518) |
| Profit before tax | 23,977 | 19,754 | 27,061 | 19,079 | |
| Taxes | 24 | (585) | (640) | (469) | (506) |
| Profit for period from continuing operations | 23,392 | 19,114 | 26,592 | 18,573 | |
| Discontinued operations | |||||
| Loss from discontinued operations | 14 | (297) | (4,716) | - | - |
| Profit for the period | 23,095 | 14,398 | 26,592 | 18,573 | |
| Attributable to: | |||||
| Non-controlling interests | (121) | (1,372) | - | - | |
| Company's equity shareholders | 23,216 | 15,770 | 26,592 | 18,573 | |
| 23,095 | 14,398 | 26,592 | 18,573 | ||
| Earnings per share (expressed in | |||||
| € per share) - Basic and diluted from continuing | 25 | 0.09 | 0.07 | 0.10 | 0.07 |
| operations | |||||
| Earnings per share (expressed in | |||||
| € per share) - Basic and diluted from continuing and discontinued operations |
25 | 0.09 | 0.06 | 0.10 | 0.07 |
| Athens, August 6, 2021 | |||||
| The Vice-Chairman Β' of the BoD | The CFO / COO | The Deputy CFO | |||
| and CEO | |||||
| Aristotelis Karytinos | Thiresia Messari | Anna Chalkiadaki |
| 31.03.2021 | Group From 01.01. to 31.03.2020 |
31.03.2021 | Company From 01.01. to 31.03.2020 |
|
|---|---|---|---|---|
| Profit for the period | 23,095 | 14,398 | 26,592 | 18,573 |
| Other comprehensive income / (expense): Items that may not be reclassified subsequently to profit or loss: |
||||
| Revaluation reserve | - | 144 | - | 144 |
| Total of items that may not be reclassified subsequently to profit or loss |
- | 144 | - | 144 |
| Items that may be reclassified subsequently to profit or loss: |
||||
| Currency translation differences | 55 | 49 | - | - |
| Total of items that may be reclassified subsequently to profit or loss |
55 | 49 | - | - |
| Other comprehensive income/(expense) for the period | 55 | 193 | - | 144 |
| Total comprehensive income for the period | 23,150 | 14,591 | 26,592 | 18,717 |
| Attributable to: | ||||
| Non-controlling interests | (121) | (1,372) | - | - |
| Company's equity shareholders | 23,271 | 15,963 | 26,592 | 18,717 |
| 23,150 | 14,591 | 26,592 | 18,717 | |
| Total comprehensive income / (expense) for the period attributable to Company's equity shareholders arises from: |
||||
| Continuing operations | 23,313 | 19,130 | 26,592 | 18,717 |
| Discontinued operations | (42) | (3,167) | - | - |
| 23,271 | 15,963 | 26,592 | 18,717 | |
| Athens, August 6, 2021 | ||||
| The Vice-Chairman B' of the BoD and CEO |
The CFO / COO | The Deputy CFO | ||
| Aristotelis Karytinos | Thiresia Messari | Anna Chalkiadaki |
| Attributable to Company's shareholders | ||||||||
|---|---|---|---|---|---|---|---|---|
| Share capital |
Share premium |
Reserves | Other equity |
Retained Earnings / (Losses) |
Total | Non-controlling interests |
Total | |
| Balance January 1, 2020 | 766,484 | 15,890 | 347,531 | (8,869) | 297,408 | 1,418,444 | 42,465 | 1,460,909 |
| Other comprehensive income for the year | - | - | 193 | - | - | 193 | - | 193 |
| Profit / (Loss) for the period | - | - | - | - | 15,770 | 15,770 | (1,372) | 14,398 |
| Total comprehensive income / (expense) after tax |
- | - | 193 | - | 15,770 | 15,963 | (1,372) | 14,591 |
| Share capital increase of non-controlling interests | - | - | - | - | - | - | 24 | 24 |
| Balance March 31, 2020 |
766,484 | 15,890 | 347,724 | (8,869) | 313,178 | 1,434,407 | 41,117 | 1,475,524 |
| Movements to December 31, 2020 | - | - | 7,760 | 1,466 | (77,946) | (68,720) | (3,505) | (72,225) |
| Balance December 31, 2020 |
766,484 | 15,890 | 355,484 | (7,403) | 235,232 | 1,365,687 | 37,612 | 1,403,299 |
| Balance January 1, 2021 | 766,484 | 15,890 | 355,484 | (7,403) | 235,232 | 1,365,687 | 37,612 | 1,403,299 |
| Other comprehensive income for the period |
- | - | 55 | - | - | 55 | - | 55 |
| Profit for the period | - | - | - | - | 23,216 | 23,216 | (121) | 23,095 |
| Total comprehensive income/ (expenses) after tax |
- | - | 55 | - | 23,216 | 23,271 | (121) | 23,150 |
| Disposal of shareholding in subsidiaries | - | - | - | - | 691 | 691 | 63,927 | 64,618 |
| Acquisition of Non-controlling interests | - | - | - | - | - | - | 38,735 | 38,735 |
| Share capital increase of non-controlling interests | - | - | - | - | - | - | 12 | 12 |
| Balance March 31, 2021 |
766,484 | 15,890 | 355,539 | (7,403) | 259,139 | 1,389,649 | 140,165 | 1,529,814 |
| Share capital | Share premium | Reserves | Retained Earnings / (Losses) |
Total | |
|---|---|---|---|---|---|
| Balance January 1, 2020 | 766,484 | 15,970 | 345,845 | 217,029 | 1,345,328 |
| Other comprehensive income for the period |
- | - | 144 | - | 144 |
| Profit for the period | - | - | - | 18,573 | 18,573 |
| Total comprehensive income after tax | - | - | 144 | 18,573 | 18,717 |
| Balance March 31, 2020 |
766,484 | 15,970 | 345,989 | 235,602 | 1,364,045 |
| Movements to December 31, 2020 | - | - | 8,274 | (73,919) | (65,645) |
| Balance December 31, 2020 |
766,484 | 15,970 | 354,263 | 161,683 | 1,298,400 |
| Balance January 1, 2021 | 766,484 | 15,970 | 354,263 | 161,683 | 1,298,400 |
| Profit for the period | - | - | - | 26,592 | 26,592 |
| Total comprehensive income after tax | - | - | - | 26,592 | 26,592 |
| Balance March 31, 2021 |
766,484 | 15,970 | 354,263 | 188,275 | 1,324,992 |
| From 01.01. to | |||
|---|---|---|---|
| Note | 31.03.2021 | 31.03.2020 | |
| Cash flows from operating activities | |||
| Profit before tax from continuing operations | 23,977 | 19,754 | |
| Profit before tax from discontinued operations | (471) | (3,722) | |
| Adjustments for: | |||
| - Provisions for employee benefits |
9 | 8 | |
| - Depreciation of property and equipment & amortisation of |
7 | ||
| intangible assets | 139 | 1,166 | |
| - Net (gain) / loss from the fair value adjustment of investment |
6 | (2,634) | 804 |
| property | |||
| - Interest income |
(2) | (10) | |
| - Finance costs |
14,23 | 8,269 | 7,481 |
| - Net change in fair value of financial instruments at fair value |
- | 5 | |
| through profit or loss | |||
| - Net impairment loss on financial assets |
283 | 368 | |
| - Net impairment loss on non-financial assets |
788 | 439 | |
| - Negative goodwill from acquisition of subsidiaries |
(8,824) | - | |
| - Other |
512 | 405 | |
| Changes in working capital: | |||
| - Decrease in receivables |
(6,823) | (5,467) | |
| - Decrease of inventories |
2,353 | 1,702 | |
| - Increase / (Decrease) in payables |
1,913 | 5,095 | |
| Cash flows from operating activities | 19,489 | 28,028 | |
| Interest paid | (6,027) | (6,057) | |
| Tax paid | (1,184) | (1,050) | |
| Net cash flows from operating activities | 12,278 | 20,921 | |
| Cash flows from investing activities | |||
| Acquisition of investment property | 6 | (11,760) | (3,975) |
| Subsequent capital expenditure on investment property | 6 | (3,194) | (1,697) |
| Proceeds from disposal of investment property | |||
| - | 60,450 | ||
| Purchases of property and equipment and intangible assets | 7 | (75) | (1,145) |
| Disposal of property and equipment | - | 13 | |
| Prepayments and expenses related to future acquisition of | (19) | (13) | |
| investment property | |||
| Proceeds from disposal of subsidiaries | 9 | 10,329 | - |
| Acquisitions of subsidiaries (net of cash acquired) | 8 | 5,363 | - |
| Acquisition of investment in joint ventures | - | (870) | |
| Dividends received from equity method investments | 36 | - | |
| Interest received | 2 | 9 | |
| Net cash flows from / (used in) investing activities | 682 | 52,772 | |
| Cash flows from financing activities | |||
| Decrease of restricted cash | 13 | 80,995 | - |
| Proceeds from share capital increase of subsidiaries | 12 | 24 | |
| Proceeds from the issuance of bond loans and other borrowed funds |
18 | 25,000 | 132,840 |
| Expenses related to the issuance of bond loans and | |||
| other borrowed funds | - | (296) | |
| Repayment of borrowings | (82,342) | (63,645) | |
| Dividends paid | (471) | (520) | |
| Net cash flows from / (used in) financing activities | 23,194 | 68,403 | |
| Net increase in cash and cash equivalents | 36,154 | 142,096 | |
| Cash and cash equivalents at the beginning of the period | 108,973 | 71,174 | |
| Effect of foreign exchange currency differences on cash and | |||
| cash equivalents | (59) | 7 | |
| Cash and cash equivalents at the end of the period | 145,068 | 213,277 | |
| From 01.01. to | |||
|---|---|---|---|
| Note | 31.03.2021 | 31.03.2020 | |
| Cash flows from operating activities | |||
| Profit before tax | 27,060 | 19,097 | |
| Adjustments for: | |||
| - Provisions for employee benefits |
9 | 8 | |
| - Depreciation of property and equipment & amortisation of intangible assets |
7 | 133 | 62 |
| - Net (gain) / loss from the fair value adjustment of investment property |
6 | (445) | 223 |
| - Interest income |
(553) | (521) | |
| - Finance costs |
23 | 6.269 | 5.518 |
| Net impairment loss on financial assets | |||
| 128 | 33 | ||
| - Gain from disposal of investment in subsidiaries - Other |
9 | (16,277) | - |
| Changes in working capital: | |||
| - (Increase) / Decrease in receivables |
(4,181) | (5,247) | |
| - Increase / (Decrease) in payables |
3,898 | 1,543 | |
| Cash flows from operating activities | 16,041 | 20,698 | |
| Interest paid | (5,232) | (5,262) | |
| Tax paid | (996) | (978) | |
| Net cash flows from operating activities | 9,813 | 14,458 | |
| Cash flows from investing activities | |||
| Acquisition of investment property | 6 | (3,540) | (3,975) |
| Subsequent capital expenditure on investment property | 6 | (417) | (1,117) |
| Proceeds from disposal of investment property | - | 60,450 | |
| Purchases of property and equipment and intangible assets | 7 | (22) | (811) |
| Prepayments and expenses related to future acquisition of investment property |
(19) | (13) | |
| Proceeds from disposal of subsidiaries | 9 | 10,329 | - |
| Acquisition of investment in joint ventures | - | (870) | |
| Participation in subsidiaries' capital increase and Investment in | 9 | ||
| joint ventures | (9,148) | (11,656) | |
| Interest received | 2 | 3 | |
| Net cash flows from / (used in) investing activities | (2,815) | 46,555 | |
| Cash flows from financing activities | |||
| Decrease of restricted cash | 13 | 80,995 | - |
| Proceeds from the issuance of bond loans and other borrowed funds |
18 | 25,000 | 131,700 |
| Expenses related to the issuance of bond loans and other borrowed funds |
- | (296) | |
| Repayment of borrowings | (82,144) | (59,888) | |
| Net cash flows from / (used in) financing activities | 23,851 | 71,516 | |
| Net increase / (decrease) in cash and cash equivalents | 30,849 | 132,529 | |
| Cash and cash equivalents at the beginning of the period | 73,243 | 31,825 | |
| Cash and cash equivalents at the end of the period | 104,092 | 164,354 |
"Prodea Real Estate Investment Company Société Anonyme" (hereinafter "Company") (former "NBG Pangaea Real Estate Investment Company") operates in the real estate investment market under the provisions of Article 22 of L. 2778/1999, as in force. As a Real Estate Investment Company (REIC), the Company is supervised by the Hellenic Capital Market Commission. It is also noted that the Company is licensed as an internally managed alternative investment fund according to Law 4209/2013.
The headquarters are located at 9, Chrisospiliotissis street, Athens, Greece. The Company is registered with the No. 3546201000 in the General Commercial Companies Registry (G.E.MI.) and its duration expires on December 31, 2110.
The Company together with its subsidiaries (hereinafter the "Group") operates in real estate investments both in Greece and abroad, such as Cyprus, Italy, Bulgaria and Romania.
As of March 31, 2021, the Group's and the Company's number of employees was 553 and 39, respectively (March 31, 2020: 656 employees for the Group and 34 employees for the Company). The Group's number of employees as of March 31, 2021 includes 513 employees from the companies Aphrodite Hills Resort Limited and The Cyprus Tourism Development Company Limited (March 31, 2020: 621). As of March 31, 2021 these companies have been classified as held for sale (Note 14).
The current Board of Directors has a term of three years which expires on June 7, 2024 with an extension until the first Annual General Meeting of Shareholders, which will take place after the end of the term. The Board of Directors was elected by the Annual General Meeting of Shareholders held on June 8, 2021 and was constituted as a body in its same day meeting. The Board of Directors has the following composition:
| Christophoros N. Papachristophorou | Chairman, Businessman | Executive Member |
|---|---|---|
| Spyridon G. Makridakis | Professor at University of Nicosia & Emeritus Professor at INSEAD Business School |
Vice-Chairman A' - Independent - Non Executive Member |
| Aristotelis D. Karytinos | Vice-Chairman, CEO | Vice-Chairman B' - Executive Member |
| Thiresia G. Messari | CFO / COO | Executive Member |
| Athanasios D. Karagiannis | Investment Advisor | Executive Member |
| Nikolaos M. Iatrou | Economist | Non Executive Member |
| Ioannis P. Kyriakopoulos | General Manager of NBG Group | Non Executive Member |
| Georgios E. Kountouris | Economist | Non Executive Member |
| Assistant Professor at University of | Independent - Non Executive | |
| Prodromos G. Vlamis | Piraeus | Member |
| Group Tax Director of Coca-Cola | Independent - Non Executive | |
| Garifallia V. Spiriouni | HBC Group | Member |
These consolidated and separate Financial Statements have been approved for issue by the Company's Board of Directors on August 6, 2021, are available on the website address https://prodea.gr/.
Τhe interim condensed financial information of the Group and the Company for the three-month period ended March 31, 2021 (the "Interim Financial Statements") have been prepared in accordance with the International Accounting Standard 34 "Interim Financial Reporting".
These Interim Financial Statements include selected explanatory notes and do not include all the information required for full annual financial statements. Therefore, the Interim Financial Statements should be read in conjunction with the annual consolidated and separate financial statements of the Company as at and for the year ended December 31, 2020, which have been prepared in accordance with International Financial Reporting Standards ("IFRSs") as endorsed by the European Union (the "EU").
The accounting policies adopted are consistent with those of the previous financial year and the corresponding interim period, except for the adoption of new and amended standards as set out below (Note 2.3.1).
The amounts are stated in Euro, rounded to the nearest thousand (unless otherwise stated) for ease of presentation.
It is mentioned that where necessary, comparative figures have been adjusted to conform to changes in the current period's presentation. Management believes that such adjustments do not have a material impact in the presentation of financial information.
In the first quarter of 2020 the World Health Organization declared the outbreak of the Coronavirus pandemic (COVID-19). The COVID-19 pandemic and the subsequent lockdowns have affected the economic activity globally. Governments, including those of countries in which the Group operates, announced several measures in order to support business activity and the economy.
The Group's source of revenues is mainly through investment property (i.e. rental income) and to a lesser extent through the hospitality and ancillary services of the subsidiaries Aphrodite Hills (hereinafter "AH") and The Cyprus Tourism Development Company (hereinafter "CTDC") in Cyprus. The Company during 2020 announced the strategic collaboration with Invel Real Estate and YODA Group of Mr's Ioannis Papalekas, in the hospitality sector. AH and CTDC will be set under common control and consequently these entities has been presented as Held for Sale as of March 31, 2021 and the results of these entities has been presented as discontinued operations.
The main sectors that were affected by COVID-19 were high street retail (excluding hypermarkets) and hospitality. The above sectors represent approximately 11% of the Group's annualized rents as of March 31, 2021. Additionally, the Group's revenue from its five largest tenants, i.e. National Bank of Greece, Sklavenitis, Hellenic Republic, Cosmote and Italian Republic, representing about the 68% of the Group's annualized rents as of March 31, 2021 have not been affected by COVID-19.
From January 2021 Greek government, in the context of the support to the affected businesses, imposed a mandatory reduction amounts to 40% of the monthly rent for the affected businesses, while for businesses that remain closed by state order, the mandatory reduction amounts to 100% of the monthly rent. However, it is noted that the Greek government will compensate the legal entities-lessors by paying 60% of the monthly rent for months January to March 2021. In the other countries in which the Group operates, there were no government decisions for mandatory reductions on rents, however the Group, in some cases, proceeded to voluntary rent reductions to support its tenants.
Taking into account the above, the reduction in rental income for the three-month period ended March 31, 2021 amounted to €925 for the Group and €711 for the Company, including the compensation from the Greek government of the 60% of the monthly rent for businesses that remain closed by state order for the tree-month period ended March 31, 2021 amounted to €744 for the Group and €681 for the Company (Note 22).
Prodea's presence in the hospitality sector is in Cyprus through the Landmark Nicosia (CTDC) and Aphrodite Hills (AH). This is the business sector and jurisdiction in which the Group operates that was mostly affected by the pandemic and the hotels continued to be underperformed during 2021. In order to support the affected companies, the Cypriot government announced a subsidy plan for the employees' salaries of those companies and a state sponsorship to cover the operating expenses of those companies. During 2021 the above companies received a state sponsorship of a total amount of €1,100.
As mentioned above, in the Interim Financial Statements for the tree-month period ended March 31, 2021, the above companies have been classified as held for sale, and their results have been presented as discontinued operations, due to the strategic collaboration in the hospitality sector between the Company, Invel Real Estate and the Cypriot group of companies YODA Group of Mr. Ioannis Papalekas.
According to the current legislation for REICs, the valuations of the properties are performed by independent valuers. The last valuation of the Group's properties was performed at December 31, 2021. The valuations of December 31, 2020 were performed by the company "Proprius Commercial Property Consultants ΕPE" (representative of Cushman & Wakefield) and jointly the companies "P. Danos & Associates" (representative of BNP Paribas) and "Athinaiki Oikonomiki EPE" (representative of Jones Lang LaSalle) and the company "Axies S.A." for the properties outside Italy and Bulgaria, the company "DRP Consult LTD" for the properties in Bulgaria and the company "Jones Lang LaSalle S.p.A." for the properties in Italy.
Regarding the effect of COVID-19 in the value of the properties, in some cases, limited liquidity and a lower volume of transactions is noted, which resulted in the lack of sufficient comparative data. In several countries numerous measures have been imposed as an effort to limit the spread and impact of COVID-19, such as travel restrictions and travel bans to the extent necessary. While the process of vaccinating the population is in progress and restrictive measures have been lifted in several of them, the local lockdown may continue if necessary, as outbreaks are possible. The pandemic and the measures taken to deal with it continue to affect the economy and the real estate market worldwide.
Given the above and the uncertainty from the evolution of COVID-19 pandemic and the possible future impact on the real estate market in our country and internationally and due to lack of sufficient comparative information, it is noted that the valuations have been prepared on the basis of "material valuation uncertainty", as defined in the RICS Valuation - Global Standards and International Valuation Standards. For this reason, real estate values go through a period in which they are monitored with a higher degree of attention. Independent valuers have confirmed that the statement of "substantial appraisal uncertainty" does not mean that no one can't rely on real estate valuations. On the contrary, the above statement is used to provide clarity and transparency to all parties, in a professional manner, that in the current emergency situation, less certainty is given to the valuations than would otherwise be the case.
The valuation methods from last year have not been modified and at the date of the valuation take into account the impact of COVID-19 in the properties.
• In general, the operation of the retail stores was negatively affected, due to restrictions on operation and movement. Regarding the portfolio, the relative effect was significantly mitigated by the fact that a large part of the portfolio stores were not forced to suspend their operation as part of the measures against COVID-19, while on the contrary the effect on supermarkets was positive.
The financial year ended December 31, 2020 resulted in a loss from the fair value adjustment of investment property €7,573 for the Group, which also incorporates the effect of COVID-19.
Management will monitor the trends that will be demonstrated in the investment real estate market in the upcoming months because the full outcome of the consequences of the financial situation in Greece may affect the values of the Group's investment properties in the future. In this context, Management also closely monitors the developments regarding the spread of COVID-19 as the short-term effects on the values of the Group's investment properties that are directly related to the net asset value of the Group remain unknown.
The available cash balances and credit limits offer the Group strong liquidity. As part of a prudent financial management policy, the Company's Management seeks to manage its borrowing (short-term and long-term) utilizing a variety of financial sources and in accordance with its business planning and strategic objectives. The Company assesses its financing needs and the available sources of financing in the international and domestic financial markets and investigates any opportunities to raise additional funds by issuing loans in these markets. The company is also in discussions with banks regarding the provision of additional funds to secure the cash in order to carry out its short-term / medium-term investment plan.
No significant losses are expected as lease agreements are agreed with clients - tenants with sufficient creditworthiness. As mentioned above, 68% of the annual leases come from the following tenants: National Bank, Sklavenitis, Greek State, Cosmote and Italian State and the reduction in rental income for the three-month period ended March 31, 2021, due to the pandemic, amounted to €925 for the Group and €711 for the Company, including the compensation from the Greek government of the 60% of the monthly rent for businesses that remain closed by state order for the tree-month period ended March 31, 2021 of an amount to €744 for the Group and €681 for the Company. In addition, the Group receives from tenants, in the framework of lease agreements, securities, such as guarantees, to mitigate credit risk.
The Management, taking into consideration the above as well as:
concluded that the Company and the Group have sufficient resources in order to continue the business activity and the implementation of the Group's short to medium term business plan. Therefore, the Annual Financial Statements of the Group and the Company have been prepared based on the going concern principle.
Management will continue to monitor and evaluate the situation closely.
Annual Improvements to IFRS Standards 2018 – 2020 Cycle (effective for annual periods beginning on January 1, 2022, as issued by the IASB). The amendments have not yet been endorsed by the EU. The amendments applicable to the Group are:
IFRS 9 Financial Instruments: The amendment addresses which fees should be included in the 10% test for derecognition of financial liabilities. Costs or fees could be paid to either third parties or the lender. Under the amendment, costs or fees paid to third parties will not be included in the 10% test.
The Group is exposed to a variety of financial risks such as market risk, credit risk and liquidity risk. The financial risks relate to the following financial instruments: trade and other assets, restricted cash, cash and cash equivalents, trade and other payables and borrowings. The risk management policy, followed by the Group, focuses on minimizing the impact of unexpected market changes.
The Interim Financial Statements do not include all information regarding the financial risk management and the relevant disclosures required in the annual Financial Statements and should be read in conjunction with the published consolidated and separate Financial Statements for the year ended December 31, 2020.
The Group measures the fair value of financial instruments based on a framework for measuring fair value that categorises financial instruments based on three-level hierarchy in accordance with the hierarchy of the inputs used to the valuation technique, as described below:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. More specifically, the fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
Level 3: Inputs for the asset or liability that are not based on observable market data. More specifically if one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.
The tables below analyse financial assets and liabilities of the Group not carried at fair value as at March 31, 2021 and December 31, 2020, respectively:
| March 31, 2021 | Valuation hierarchy | |||||
|---|---|---|---|---|---|---|
| Liabilities | Level 1 | Level 2 | Level 3 | Total | ||
| Borrowings | - | - | 880,994 | 880,994 | ||
| December 31, 2020 | Valuation hierarchy | |||||
| Liabilities | Level 1 | Level 2 | Level 3 | Total | ||
| Borrowings | - | - | 901,855 | 901,855 |
The liabilities included in the tables above are carried at amortized cost and their carrying value approximates their fair value.
As at March 31, 2021 and December 31, 2020, the carrying value of cash and cash equivalents, trade and other assets as well as trade and other payables approximates their fair value.
In preparing these Interim Financial Statements, the significant estimates, judgments and assumptions made by Management in applying the Group's accounting policies and the key sources of estimation uncertainty were similar to those applied to the consolidated and separate Financial Statements for the year ended December 31, 2020.
The Group's Management estimates and judgments in relation to investment property and the property and equipment which include land and buildings relating to hotel and other facilities, were similar to those applied to the consolidated and separate Financial Statements for the year ended December 31, 2020. The last valuation of the Group's properties was performed at December 31, 2020, by independent valuers, as stipulated by the relevant provisions of L.2778/1999, as in force. The valuations of investment properties as of December 31, 2020 have been prepared on the basis of "material valuation uncertainty", as defined in the RICS Valuation - Global Standards and International Valuation Standards given the uncertainty from the evolution of COVID-19 pandemic and the possible future impact on the real estate market in our country and internationally and due to lack of sufficient comparative information, as analysed in Note 2.2.
The Group has recognized the following operational segments:
Information per business segment and geographical segment for the three-month period ended March 31, 2021 and March 31, 2020 is presented below:
1 In segment Other Countries are included Romania and Bulgaria.
| A) Business Segments of Group |
|||||
|---|---|---|---|---|---|
| Retail big boxes & high street |
Bank | ||||
| Period ended March 31, 2021 |
retail | Branches | Offices | Other | Total |
| Continuing operations | |||||
| Rental Income | 4,885 | 8,898 | 15,269 | 1,472 | 30,524 |
| Other | 474 | - | 63 | 207 | 744 |
| Total Segment Revenue | 5,359 | 8,898 | 15,332 | 1,679 | 31,268 |
| Net gain / (loss) from the fair value adjustment of investment property |
(155) | (3) | 2,898 | (106) | 2,634 |
| Direct property related expenses & Property taxes-levies | (1,365) | (719) | (3,495) | (638) | (6,217) |
| Net impairment gain / (loss) on financial assets |
(75) | - | 43 | (259) | (291) |
| Other income | 5 | - | 9 | - | 14 |
| Total Segment Operating profit | 3,769 | 8,176 | 14,787 | 676 | 27,408 |
| Unallocated operating income | 108 | ||||
| Unallocated operating expenses | (4,237) | ||||
| Operating Profit | 23,279 | ||||
| Unallocated interest income | 2 | ||||
| Unallocated finance costs | (6,095) | ||||
| Allocated finance costs | (391) | - | (559) | (560) | (1,510) |
| Unallocated income | 8,301 | ||||
| Profit before tax | 23,977 | ||||
| Deferred taxes | - | 1 | (55) | - | (54) |
| Unallocated taxes | (531) | ||||
| Profit for the period from continuing operations |
23,392 | ||||
| Allocated gain/(loss) from discontinued operations | 23 | - | (5) | 3,201 | 3,219 |
| Unallocated loss from discontinued operations | (3,516) | ||||
| Profit for the period | 23,095 | ||||
| Segment Assets as at March 31, 2021 |
|||||
| Assets | 469,444 | 463,916 | 1,043,830 | 388,262 | 2,365,452 |
| Unallocated Assets | 208,672 | ||||
| Total Assets | 2,574,124 | ||||
| Segment Liabilities as at March 31, 2021 |
|||||
| Liabilities | 46,927 | 2,258 | 94,821 | 132,370 | 276,376 |
| Unallocated Liabilities | 767,934 | ||||
| Total Liabilities | 1,044,310 | ||||
| Non-current assets additions as at March 31, 2021 |
59,645 | 3 | 62,036 | 10,104 | 131,788 |
| Retail big boxes & high street |
Bank | ||||
|---|---|---|---|---|---|
| Period ended March 31, 2020 |
retail | Branches | Offices | Other | Total |
| Continuing operations | |||||
| Rental Income | 5,258 | 9,689 | 17,295 | 2,554 | 34,796 |
| Total Segment Revenue | 5,258 | 9,689 | 17,295 | 2,554 | 34,796 |
| Net gain / (loss) from the fair value adjustment of investment property |
8 | - | (694) | (118) | (804) |
| Direct property related expenses & Property taxes-levies |
(696) | (561) | (1,990) | (476) | (3,723) |
| Net impairment loss on financial assets | (209) | - | (128) | (21) | (358) |
| Total Segment Operating profit | 4,361 | 9,128 | 14,483 | 1,939 | 29,911 |
| Unallocated operating income | 135 | ||||
| Unallocated operating expenses | (3,021) | ||||
| Operating Profit | 27,025 | ||||
| Unallocated interest income | 10 | ||||
| Unallocated finance costs | (4,399) | ||||
| Allocated finance costs | (367) | - | (590) | (1,515) | (2,472) |
| Unallocated income | (410) | ||||
| Profit before tax | 19,754 | ||||
| Deferred taxes | (52) | ||||
| Unallocated taxes | (588) | ||||
| Profit for the period from continuing operations | 19,114 | ||||
| Allocated gain from discontinued operations | 3 | - | - | 1,583 | 1,586 |
| Unallocated loss from discontinued operations | (6,302) | ||||
| Profit for the period | 14,398 | ||||
| Segment Assets as at December 31, 2020 |
|||||
| Assets | 409,332 | 463,918 | 971,997 | 379,455 | 2,224,702 |
| Unallocated Assets | 224,700 | ||||
| Total Assets | 2,449,402 | ||||
| Segment Liabilities as at December 31, 2020 |
|||||
| Liabilities | 45,106 | 1,609 | 76,168 | 136,009 | 258,892 |
| Unallocated Liabilities | 787,211 | ||||
| Total Liabilities | 1,046,103 | ||||
| Non-current assets additions as at December 31, 2020 |
6,190 | - | 25,680 | 11,455 | 43,325 |
| B) Geographical Segments of Group |
|||||
|---|---|---|---|---|---|
| Period ended March 31, 2021 |
Greece | Italy | Cyprus | Other Countries |
Total |
| Continuing operations | |||||
| Rental Income | 22,945 | 3,175 | 2,612 | 1,792 | 30,524 |
| Other | 744 | - | - | - | 744 |
| Total Segment Revenue | 23,689 | 3,175 | 2,612 | 1,792 | 31,268 |
| Net gain from the fair value adjustment of investment property |
445 | 2,189 | - | - | 2,634 |
| Direct property related expenses & Property taxes-levies | (5,026) | (603) | (559) | (29) | (6,217) |
| Net impairment gain / (loss) on financial assets |
(114) | 61 | (238) | - | (291) |
| Other income | - | - | 14 | - | 14 |
| Total Segment Operating profit | 18,994 | 4,822 | 1,829 | 1,763 | 27,408 |
| Unallocated operating income | 108 | ||||
| Unallocated operating expenses | (4,237) | ||||
| Operating Profit | 23,279 | ||||
| Unallocated interest income | 2 | ||||
| Unallocated finance costs | (6,095) | ||||
| Allocated finance costs | (1,186) | - | - | (324) | (1,510) |
| Unallocated income | 8,301 | ||||
| Profit before tax | 23,977 | ||||
| Deferred taxes | - | - | - | (54) | (54) |
| Unallocated taxes | (531) | ||||
| Profit for the period from continuing operations |
23,392 | ||||
| Allocated gain from discontinued operations | - | - | 3,219 | - | 3,219 |
| Unallocated loss from discontinued operations | (3,516) | ||||
| Profit for the period | 23,095 | ||||
| Segment Assets as at March 31, 2021 |
|||||
| Assets | 1,470,371 | 387,839 | 403,886 | 103,356 | 2,365,452 |
| Unallocated Assets | 208,672 | ||||
| Total Assets | 2,574,124 | ||||
| Segment Liabilities as at March 31, 2021 |
|||||
| Liabilities | 143,673 | 22,101 | 71,489 | 39,113 | 276,376 |
| Unallocated Liabilities | 767,934 | ||||
| Total Liabilities | 1,044,310 | ||||
| Non-current assets additions as at March 31, 2021 |
5,769 | 125,421 | 598 | - | 131,788 |
| Period ended March 31, 2020 |
Greece | Italy | Cyprus | Other Countries |
Total |
|---|---|---|---|---|---|
| Continuing operations | |||||
| Rental Income | 27,061 | 3,173 | 2,807 | 1,755 | 34,796 |
| Total Segment Revenue | 27,061 | 3,173 | 2,807 | 1,755 | 34,796 |
| Net gain from the fair value adjustment of investment property | (694) | (105) | (5) | - | (804) |
| Direct property related expenses & Property taxes-levies | (2,765) | (582) | (347) | (29) | (3,723) |
| Net impairment loss on financial assets | (32) | (107) | (219) | - | (358) |
| Total Segment Operating profit/(loss) | 23,570 | 2,379 | 2,236 | 1,726 | 29,911 |
| Unallocated operating income | 130 | ||||
| Unallocated operating expenses | (3,016) | ||||
| Operating Profit | 27,025 | ||||
| Unallocated interest income | 10 | ||||
| Unallocated finance costs | (4,399) | ||||
| Allocated finance costs | (1,213) | - | (908) | (351) | (2,472) |
| Unallocated income | (410) | ||||
| Profit before tax | 19,754 | ||||
| Deferred taxes | - | - | - | (52) | (52) |
| Unallocated taxes | (588) | ||||
| Profit for the period from continuing operations |
19,114 | ||||
| Allocated gain from discontinued operations | - | - | 1,586 | - | 1,586 |
| Unallocated loss from discontinued operations | (6,302) | ||||
| Profit for the period | 14,398 | ||||
| Segment Assets as at December 31, 2020 |
|||||
| Assets Unallocated Assets |
1,459,191 | 257,087 | 405,023 | 103,401 | 2,224,701 224,701 |
| Total Assets | 2,449,402 | ||||
| Segment Liabilities as at December 31, 2020 |
|||||
| Liabilities | 138,045 | 5,396 | 75,803 | 39,648 | 258,892 |
| Unallocated Liabilities | 787,211 | ||||
| Total Liabilities | 1,046,103 | ||||
| Non-current assets additions as at December 31, 2020 |
41.015 | 1.639 | 671 | - | 43.325 |
In relation to the above segment analysis we state that:
NBG and Sklavenitis, lessees of the Group, represent, each one individually, more than 10% of Group's rental income. Rental income from NBG for the three-month period ended March 31, 2021 amounted to €13,556, i.e. 44.4% (three-month period ended March 31, 2020: €15,232, i.e. 43.8%) and rental income from Sklavenitis for the three-month period ended March 31, 2021 amounted to €3,088, i.e. 10.1% (three-month period ended March 31, 2020: €3,088, i.e. 8.9%).
| Group | Company | ||||
|---|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | ||
| Balance at the beginning of the period | 1,918,015 | 1,779,481 | 1,332,779 | 1,359,579 | |
| Additions: | |||||
| - Direct acquisition of investment property | 23,160 | 32,208 | 3,540 | 32,208 | |
| - Acquisitions through business combinations | 105,610 | - | - | - | |
| - Acquisitions of subsidiaries other than through business combinations (Note 8) |
- | 1,550 | - | - | |
| - Subsequent capital expenditure on investment property |
3,018 | 9,567 | 417 | 1,945 | |
| - Transfer from property and equipment (Note 7) | - | 3,063 | - | 2,263 | |
| - Transfer to property and equipment (Note 7) | - | (8,771) | - | (8,771) | |
| - Transfer to inventories | - | (4,120) | - | - | |
| - Disposal of investment property | - | (132,429) | - | (132,429) | |
| - Transfer to Assets held for sale (Note 14) | - | (67,826) | - | - | |
| Net gain / (loss) from the fair value adjustment of investment property |
2,634 | (5,267) | 445 | 299 | |
| Balance at the end of the period | 2,052,437 | 1,918,015 | 1,337,181 | 1,332,779 |
On January 22, 2021, the Company concluded the acquisition of 47 parking spaces with a total area of 507.6 sq.m located at 44 Kifisias Anenue, Maroussi, Attica. The consideration for the acquisition of the property amounted to €367 (not including direct acquisition expenses of €19) while the fair value of the property at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €402.
On February 19, 2021, the Company concluded the acquisition of a property located at 377 Syggrou Avenue, Athens, with a total area of 2.4 thousand sq.m. The consideration for the acquisition of the property amounted to €3,100 (not including direct acquisition expenses of €54) while the fair value of the property at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €3,790. From the total consideration, an amount of €775 was paid on the same day while the remaining amount was paid on April 1, 2021.
All amounts expressed in € thousand, unless otherwise stated
On February 25, 2021, the company Picasso Fund acquired a property used as offices and parking spaces in Milan, Italy, of a total area of 11.1 thousand sq.m. The greatest part of the property is already leased to creditworthy tenants. The consideration for the acquisition of the property amounted to €19,000 (not including direct acquisition expenses of €620) while the fair value of the property at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €22,000. From the total consideration, an amount of €7,600 was paid on the same day and the remaining amount will be paid within 12 months from the date of the acquisition. To secure the deferred payment, Picasso Fund submitted to the seller an irrevocable letter of guarantee issued by Intesa Sanpaolo S.p.A.
On March 26, 2021, the Company proceeded with the acquisition of a majority stake of 80% of the shares of the company CI Global RE S.a.r.l. SICAF-RAIF (hereinafter "CI Global") in Luxembourg (representing 46.2% of the CI Global's economic rights). CI Global owns the units of Fondo Tarvos - Fondo Comune di Investimento Alternativo Immobiliare di Tipo Chiuso Riservato (hereinafter ''Tarvos Fund'') which owns 11 commercial properties in Italy. The fair value of the properties at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €105,610 (Note 8).
Management always evaluates the optimization of the performance of the Group's real estate portfolio, including a possible sale if market conditions are appropriate. In this context, on June 18, 2021, the Company concluded the disposal of two properties in Greece (Note 28).
The Group's borrowings which are secured on investment property are stated in Note 18.
All amounts expressed in € thousand, unless otherwise stated
The Group's investment property is measured at fair value. The table below presents the Group's investment property per business segment and geographical area as at March 31, 2021 and December 31, 2020. The Group's policy is to recognize transfers into and out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer. During the period, there were no transfers into and out of Level 3.
| Greece | Italy | Romania | Cyprus | Bulgaria | 31.03.2021 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Segments | Retail | Office | Other1 | Retail | Office | Other2 | Retail | Office | Retail | Office | Other3 | Retail | Office | Total |
| Level | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | |
| Fair value at 01.01.2021 | 719,972 | 584,159 | 71,081 | 9,620 | 143,140 | 51,740 | 1,230 | 5,490 | 99,050 | 46,305 | 89,708 | 9,600 | 86,920 | 1,918,025 |
| Additions: | ||||||||||||||
| Direct Acquisition of investment property |
- | 3,540 | - | - | 19,620 | - | - | - | - | - | - | - | - | 23,160 |
| Acquisitions through business combinations |
- | - | - | 59,490 | 36,720 | 9,400 | - | - | - | - | - | - | - | 105,610 |
| Subsequent capital expenditure on investment property |
151 | 2,077 | 1 | 7 | 79 | 105 | - | - | - | - | 598 | - | - | 3,018 |
| Net gain / (loss) from the fair value adjustment of investment property |
(151) | 597 | (1) | (7) | 2,301 | (105) | - | - | - | - | - | - | - | 2,634 |
| Fair value at 31.03.2021 | 719,972 | 590,373 | 71,081 | 69,110 | 201,860 | 61,140 | 1,230 | 5,490 | 99,050 | 46,305 | 90,306 | 9,600 | 86,920 | 2,052,437 |
1 The segment "Other" in Greece includes hotels, student housing, commercial warehouses, storage spaces, archives, petrol stations and parking spaces.
2 The segment "Other" in Italy relates to land plot, storage spaces and parking spaces.
3 The segment "Other" in Cyprus relates to hotels, land plot, storage space and other properties with special use.
All amounts expressed in € thousand, unless otherwise stated
| Country | Greece | Italy | Romania | Cyprus | Bulgaria | 31.03.2021 | ||
|---|---|---|---|---|---|---|---|---|
| Segment | Retail big boxes & high street retail |
Bank Branches |
Retail big boxes & high street retail |
Bank Branches |
Bank Branches |
Retail big boxes & high street retail |
Retail big boxes & high street retail |
Total |
| Level | 3 | 3 | 3 | 3 | 3 | 3 | 3 | |
| Fair value at 01.01.2021 | 276,960 | 443,012 | 6,070 | 3,550 | 1,230 | 99,050 | 9,600 | 839,472 |
| Additions: | ||||||||
| Acquisitions through business combinations |
- | - | 59,490 | - | - | - | - | 59,490 |
| Subsequent capital expenditure on investment property |
148 | 3 | 7 | - | - | - | - | 158 |
| Net gain / (loss) from the fair value adjustment of investment property |
(148) | (3) | (7) | - | - | - | - | (158) |
| Fair value at 31.03.2021 | 276,960 | 443,012 | 65,560 | 3,550 | 1,230 | 99,050 | 9,600 | 898,962 |
All amounts expressed in € thousand, unless otherwise stated
| Greece | Italy | Romania | Cyprus | Bulgaria | 31.12.2020 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Segments | Retail | Office | Other1 | Retail | Office | Other2 | Retail | Office | Retail | Office | Other3 | Retail | Office | Total |
| Level | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | 3 | |
| Fair value at 01.01.2020 | 756,155 | 645,108 | 65.436 | 13,976 | 198,944 | 52,890 | 1,204 | 5,426 | 99,832 | 48,704 | 104.978 | 10,401 | 86,986 | 2,090,040 |
| Additions: | ||||||||||||||
| Direct Acquisition of investment property |
4,620 | 17,382 | 10,206 | - | - | - | - | - | - | - | - | - | - | 32,208 |
| Acquisitions other than through business combinations |
1.443 | - | 107 | - | - | - | - | - | - | - | - | - | - | 1,550 |
| Subsequent capital expenditure on investment property |
64 | 7,169 | 24 | 59 | 1,129 | 451 | - | - | 4 | 226 | 441 | - | - | 9,567 |
| Disposal of Investment Property | (42,476) | (89,953) | - | - | - | - | - | - | - | - | - | - | - | (132,429) |
| Transfers among segments | 145 | 6,155 | (6,300) | - | - | - | - | - | 2,360 | 8,420 | (10,780) | - | - | - |
| Transfer from property and equipment |
- | 2,263 | - | - | - | - | - | - | - | - | 800 | - | - | 3,063 |
| Transfer to property and equipment |
- | (8,771) | - | - | - | - | - | - | - | - | - | - | - | (8,771) |
| Transfer to inventories | - | - | - | - | - | - | - | - | - | - | (4,120) | - | - | (4,120) |
| Transfer to Assets held for sale | - | - | - | (4,090) | (45,820) | - | - | - | (2,290) | (14,796) | (830) | - | - | (67,826) |
| Net gain / (loss) from the fair value adjustment of investment property |
21 | 4,806 | 1,608 | (325) | (11,113) | (1,601) | 26 | 64 | (856) | 3,751 | (781) | (801) | (66) | (5,267) |
| Fair value at 31.12.2020 | 719,972 | 584,159 | 71,081 | 9,620 | 143,140 | 51,740 | 1,230 | 5,490 | 99,050 | 46,305 | 89,708 | 9,600 | 86,920 | 1,918,015 |
1 The segment "Other" in Greece includes hotels, student housing, commercial warehouses, storage spaces, archives, petrol stations and parking spaces.
2 The segment "Other" in Italy relates to land plot and storage space.
3 The segment "Other" in Cyprus relates to hotels, land plot, storage space and other properties with special use.
| The segment "Retail" is further analysed as below: | ||||
|---|---|---|---|---|
| ---------------------------------------------------- | -- | -- | -- | -- |
| Country | Greece | Italy | Romania | Cyprus | Bulgaria | 31.12.2020 | ||
|---|---|---|---|---|---|---|---|---|
| Segment | Retail big boxes & high street retail |
Bank Branches |
Retail big boxes & high street retail |
Bank Branches |
Bank Branches |
Retail big boxes & high street retail |
Retail big boxes & high street retail |
Total |
| Level | 3 | 3 | 3 | 3 | 3 | 3 | 3 | |
| Fair value at 01.01.2020 | 271,834 | 484,321 | 10,396 | 3,580 | 1,204 | 99,832 | 10,401 | 881,568 |
| Additions: | ||||||||
| Direct acquisition of investment property |
4,620 | - | - | - | - | - | - | 4,620 |
| Acquisitions other than through business combinations |
1,443 | - | - | - | - | - | - | 1,443 |
| Subsequent capital expenditure on investment property |
64 | - | 59 | - | - | 4 | - | 127 |
| Disposal of Investment Property | (384) | (42,092) | - | - | - | - | - | (42,476) |
| Transfers among segments | (1,488) | 1,633 | - | - | - | (2,360) | 2,505 | |
| Transfer to Held for sale | - | - | (4,090) | - | - | (2,290) | - | (6,380) |
| Net gain / (loss) from the fair | ||||||||
| value adjustment of investment property |
871 | (850) | (295) | (30) | 26 | (856) | (801) | (1,935) |
| Fair value at 31.12.2020 | 276,960 | 443,012 | 6,070 | 3,550 | 1,230 | 99,050 | 9,600 | 839,472 |
All amounts expressed in € thousand, unless otherwise stated
Information about fair value measurements of investment property per business segment and geographical area for March 31, 2021:
| Country | Segment | Fair Value | Valuation Method | Monthly market rent |
Discount rate (%) | Capitalization rate (%) |
|---|---|---|---|---|---|---|
| 15%-20% market approach and |
||||||
| Greece | Retail big boxes & high street retail |
276,960 | 80%-85% discounted cash flows (DCF) |
1,540 | 6.78% - 11.23% |
5.50% - 10.00% |
| Greece | Bank Branches | 443,012 | 15%-20% market approach and 80%-85% DCF | 1,987 | 6.83% - 9.89% |
5.75% - 8.50% |
| Greece | Offices | 590,373 | 15%-20% market approach and 80%-85% DCF | 3,210 | 6.95% - 11.56% |
6.25% - 9.00% |
| Greece | Other1 | 71,081 | 0%-15%-20% market approach and 80%-85%-100% DCF | 301 | 8.32% - 10.33% |
7.25% - 9.00% |
| Italy | Retail big boxes & high street retail |
65,560 | 0% market approach and 100% DCF | 467 | 5.70% - 10.00% |
5.40% - 8.50% |
| Italy | Bank Branches | 3,550 | 0% market approach and 100% DCF | 18 | 6.05% | 5.15% |
| Italy | Offices | 201,860 | 0% market approach and 100% DCF | 1.382 | 5.45% - 10.00% |
5.25% - 7.50% |
| Italy | Other2 | 51,300 | 0% market approach and 100% residual method | - | 6.45 | - |
| 0% market approach and 100% | ||||||
| Italy | Other3 | 440 | direct capitalization method | 2 | - | 4.60% |
| Italy | Other4 | 9,400 | 0% market approach and 100% DCF | 52 | 4.00% - 9.00% |
7.30% |
| Romania | Bank Branches | 1,230 | 0% market approach and 100% DCF | 10 | 9.55% - 10.35% |
7.75% - 8.75% |
| Romania | Offices | 5,490 | 0% market approach and 100% DCF | 39 | 9.55% | 7.75% |
| Cyprus | Retail big boxes & high street retail |
99,050 | 20% market approach and 80% DCF |
473 | 5.75% - 8.25% |
5.25% - 7.00% |
| Cyprus | Offices | 46,305 | 20% market approach and 80% DCF | 241 | 4.97% - 7.99% |
5.00% - 6.75% |
| 0% -20% market approach and 80%-100% DCF or 0% market |
||||||
| Cyprus | Other5 | 90,306 | approach and 100% residual method | 143 | 5.00% - 11.06% |
4.85% - 10.00% |
| Bulgaria | Retail big boxes & high street retail |
9,600 | 0% depreciated replacement cost method and 100% DCF | 179 | 9.25% | 8.00% |
| Bulgaria | Offices | 86,920 | 0% market approach and 100% DCF | 557 | 8.50% | 7.25% |
| 2,052,437 |
1 The segment "Other" in Greece include hotels, student housing, storage spaces, archives, petrol stations and parking spaces.
2 The segment "Other" in Italy relates to land plot.
3 The segment "Other" in Italy relates to storage space.
4 The segment "Other" in Italy relates to logistics and parking space.
5 The segment "Other" in Cyprus relates to hotels, land plot, storage spaces and other properties with special use.
Information about fair value measurements of investment property per business segment and geographical area for December 31, 2020:
| Country | Segment | Fair Value | Valuation Method | Monthly market rent |
Discount rate (%) | Capitalization rate (%) |
|---|---|---|---|---|---|---|
| Greece | Retail big boxes & high street retail |
276,960 | 15%-20% market approach and 80%-85% discounted cash flows (DCF) |
1,540 | 6.78% - 11.23% |
5.50% - 10.00% |
| Greece | Bank Branches | 443,012 | 15%-20% market approach and 80%-85% DCF | 1,987 | 6.83% - 9.89% |
5.75% - 8.50% |
| Greece | Offices | 584,159 | 15%-20% market approach and 80%-85% DCF | 3,182 | 6.95% - 11.56% |
6.25% - 9.00% |
| Greece | Other1 | 71,081 | 0%-15%-20% market approach and 80%-85%-100% DCF | 301 | 8.32% - 10.33% |
7.25% - 9.00% |
| Italy | Retail big boxes & high street retail |
6,070 | 0% market approach and 100% DCF | 35 | 5.70% - 7.70% |
5.40% - 6.65% |
| Italy | Bank Branches | 3,550 | 0% market approach and 100% DCF | 18 | 6.05% | 5.15% |
| Italy | Offices | 143,140 | 0% market approach and 100% DCF | 807 | 5.45% - 9.40% |
5.25% - 6.90% |
| Italy | Other2 | 51,300 | 0% market approach and 100% residual method | - | 6.45 | - |
| Italy | Other3 | 440 | 0% market approach and 100% direct capitalization method |
2 | - | 4.60% |
| Romania | Bank Branches | 1,230 | 0% market approach and 100% DCF | 10 | 9.55% - 10.35% |
7.75% - 8.75% |
| Romania | Offices | 5,490 | 0% market approach and 100% DCF | 39 | 9.55% | 7.75% |
| Cyprus | Retail big boxes & high street retail |
99,050 | 20% market approach and 80% DCF |
473 | 5.75% - 8.25% |
5.25% - 7.00% |
| Cyprus | Offices | 46,305 | 20% market approach and 80% DCF | 241 | 4.97% - 7.99% |
5.00% - 6.75% |
| Cyprus | Other4 | 89,708 | 0% -20% market approach and 80%-100% DCF or 0% market approach and 100% residual method |
143 | 5.00% - 11.06% |
4.85% - 10.00% |
| Bulgaria | Retail big boxes & high street retail |
9,600 | 0% depreciated replacement cost method and 100% DCF | 179 | 9.25% | 8.00% |
| Bulgaria | Offices | 86,920 | 0% market approach and 100% DCF | 557 | 8.50% | 7.25% |
| 1,918,015 |
1 The segment "Other" in Greece include hotels, student housing, storage spaces, archives, petrol stations and parking spaces.
2 The segment "Other" in Italy relates to land plot.
3 The segment "Other" in Italy relates to storage space.
4 The segment "Other" in Cyprus relates to hotels, land plot, storage spaces and other properties with special use.
In accordance with existing Greek REIC legislation, property valuations are supported by appraisals performed by independent professionally qualified valuers who prepare their reports twice a year as at June 30 and December 31. The investment property valuation for the consideration of the fair value is performed taking into consideration the high and best use of each property given the legal status, technical characteristics and the allowed uses for each property. In accordance with existing Greek REIC legislation JMD 26294/B1425/19.7.2000, valuations are based on at least two methods. As at March 31 and September 30 each year, the Management estimates, based on the market conditions and any real events in relation to the properties portfolio, if there is a change in these values. If there is a significant change it is taken into consideration for the determination of the fair value of investment property. Management considers that there were no events or circumstances that could cause a significant diversification in the fair value of investment property portfolio as of March 31, 2021 from the fair value as of December 31, 2020.
The last valuation of the Group's properties was performed at December 31, 2020 by independent valuers, as stipulated by the relevant provisions of L.2778/1999, as in force, i.e. the company "Proprius Commercial Property Consultants ΕPE" (representative of Cushman & Wakefield), jointly the companies "P. Danos & Associates" (representative of BNP Paribas) and "Athinaiki Oikonomiki EPE" (representative of Jones Lang LaSalle) and the company "Axies S.A." for the properties outside Italy and Bulgaria and the company "DRP Consult LTD" for the properties in Bulgaria and the company "Jones Lang LaSalle S.p.A." for the properties in Italy. The valuations provided by the Independent Valuers to the Company as above, must not be relied upon by and do not confer any rights or remedies upon, any employee, creditor, shareholder or other equity holder of or any other third party to the Company. The impact of COVID-19 in the investment property valuations as of December 31, 2020 is analysed in Note 2.2.
For the Group's portfolio the market approach and the discounted cash flow (DCF) method were used, for the majority of the valuations. For the valuation of the Group's properties, except for three (3) properties, the DCF method was assessed by the independent valuers to be the most appropriate.
For the valuation of Group's properties in Greece, Cyprus and Romania, the DCF method was used in all properties, except for two properties in Cyprus as mentioned below, and in the most properties the market approach. For the weighing of the two methods (DCF and market approach), the rates 80%, 85% or 100% for the DCF method and 20%, 15% or 0%, respectively, for the market approach have been applied, as shown in the table above. The increased weighting for the DCF method is due to the fact that this method reflects more effectively the manner in which investment properties, such as the properties of our portfolio, transact in the market.
For the retail property in Bulgaria, two methods were used, the DCF method and the depreciated replacement cost method. For the weighing of the two methods the rates 100% for the DCF method and 0% for the depreciated replacement cost method have been applied, as shown in the table above. The increased weighting for the DCF method is due to the fact that this method reflects more effectively the manner in which investment properties, as the appraised one, transact in the market, while the property is under development thus the other methods are considered as less appropriate.
For the office property in Bulgaria, two methods were used, the DCF method and the market approach. For the weighing of the two methods (DCF and market approach), the rates 100% for the DCF method and 0% for the market approach have been applied, as shown in the table above. The increased weighting for the DCF method is due to the fact that this method reflects more effectively the manner in which investment properties, as the appraised one, transact in the market.
For the properties in Italy, which constitute commercial properties (offices and retail) and storage spaces, the independent valuers used two methods, the DCF method and the market approach, except for the property located at Via Vittoria12, in Ferrara, for which the direct capitalization method and the market approach were used, as shown in the table above. For the weighing of the two methods the rates 100% for the DCF and direct capitalisation methods and 0% for the market approach have been applied. The increased weighting for the DCF and direct capitalisation methods is due to the fact that these methods reflect more effectively the manner in which investment properties, as the appraised ones, transact in the market and represents the common appraisal practice, while the value derived by using the market approach is very close to the one derived by using the DCF and direct capitalisation methods.
Specifically, for the property in Torvaianica area, in the municipality of Pomezia, Rome, and the property owned by the company Aphrodite Springs Public Limited, in Paphos, Cyprus which are land plots with development potential, two methods were used, the residual method and the market approach, as shown in the table above. For the weighing of the two methods the rates 100% for the residual method and 0% for the market approach have been applied. The increased weighting for the residual method is due to the fact that the valuers take into consideration the current development plan, which is difficult to be considered by using another method, and that the value derived by using the market approach is very close to the one derived by using the residual method.
All amounts expressed in € thousand, unless otherwise stated
| Group | Land and buildings (Administrative Use) |
Land and buildings (Hotel & Other Facilities) |
Motor vehicles |
Fixtures and equipment |
Leasehold improvements |
Assets under construction & Advances |
Right-of use Asset |
Total |
|---|---|---|---|---|---|---|---|---|
| Cost or Fair value | ||||||||
| Balance at January 1, 2020 | 2,435 | 104,114 | 9 | 8,307 | 66 | 1 | 1,631 | 116,563 |
| Additions | 605 | 544 | - | 2,063 | - | - | 943 | 4,155 |
| Transfer to investment property (Note 6) |
(2,436) | (800) | - | - | - | - | - | (3,236) |
| Transfer from investment property (Note 6) |
8,771 | - | - | - | - | - | - | 8,771 |
| Disposals | - | - | - | (23) | - | - | - | (23) |
| Other | - | - | - | - | - | - | (56) | (56) |
| Transfer to assets held for sale (Note 14) |
- | (103,858) | - | (8,643) | - | - | (1,921) | (114,422) |
| Balance at December 31, 2020 | 9,375 | - | 9 | 1,704 | 66 | 1 | 597 | 11,752 |
| ccumulated depreciation | ||||||||
| Balance at January 1, 2020 | (314) | (4,166) | (9) | (1,567) | (4) | - | (468) | (6,528) |
| Depreciation charge | (114) | (1.241) | - | (1.649) | (10) | - | (726) | (3,740) |
| Transfer to investment property (Note 6) |
317 | - | - | - | - | - | - | 317 |
| Impairment | - | (6,650) | - | - | - | - | - | (6,650) |
| Disposals | - | - | - | 18 | - | - | - | 18 |
| Other | - | - | - | - | - | - | 21 | 21 |
| Transfer to assets held for sale | - | 12,057 | - | 2,646 | - | - | 1,036 | 15.739 |
| Balance at December 31, 2020 | (111) | - | (9) | (552) | (14) | - | (137) | (823) |
| Net book value at December 31, 2020 | 9,264 | - | - | 1,152 | 52 | 1 | 460 | 10,929 |
| Cost or Fair value | ||||||||
| Balance at January 1, 2021 |
9,375 | - | 9 | 1,704 | 66 | 1 | 597 | 11,752 |
| Additions | 14 | - | - | 8 | - | - | - | 22 |
| Additions through acquisition of subsidiary (Note 8) | - | - | - | 1 | - | - | - | 1 |
| Balance at March 31, 2021 | 9,389 | - | 9 | 1,713 | 66 | 1 | 597 | 11,775 |
| Accumulated depreciation | ||||||||
| Balance at January 1, 2021 |
(111) | - | (9) | (552) | (14) | - | (137) | (823) |
| Depreciation charge | (33) | - | - | (72) | (3) | - | (23) | (131) |
| Balance at March 31, 2021 | (144) | - | (9) | (624) | (17) | - | (160) | (954) |
| Net book value at March 31, 2021 | 9,245 | - | - | 1,089 | 49 | 1 | 437 | 10,821 |
All amounts expressed in € thousand, unless otherwise stated
The category "Land and buildings - Hotel & Other Facilities" comprises of the properties of Aphrodite Hills Resort Limited and The Cyprus Tourism Development Company Limited. Aphrodite Hills has the only certified PGA National Cyprus golf course in Cyprus, as well as hotel facilities and other properties related to the use, operation and exploitation of the resort. CTDC is the owner of the 5* hotel "The Landmark Nicosia" in Cyprus. These companies have been classified as held for sale (Note 14).
| Company | Land and buildings (Administrative use) |
Motor vehicles |
Fixtures and equipment |
Right-of use Asset |
Total |
|---|---|---|---|---|---|
| Cost | |||||
| Balance at January 1, 2020 | 2,435 | 9 | 657 | 247 | 3,348 |
| Additions | 605 | - | 1,037 | 255 | 1,897 |
| Transfer to investment property (Note 6) | (2,436) | - | - | - | (2,436) |
| Transfer from investment property (Note 6) | 8,771 | - | - | - | 8,771 |
| Other | - | - | - | (54) | (54) |
| Balance at December 31, 2020 | 9,375 | 9 | 1,694 | 448 | 11,526 |
| Accumulated depreciation | |||||
| Balance at January 1, 2020 | (314) | (9) | (325) | (67) | (715) |
| Depreciation charge | (114) | - | (221) | (74) | (409) |
| Transfer to investment property (Note 6) | 317 | - | - | - | 317 |
| Other | - | - | - | 21 | 21 |
| Balance at December 31, 2020 | (111) | (9) | (546) | (120) | (786) |
| Net book value at December 31, 2020 | 9,264 | - | 1,148 | 328 | 10,740 |
| Cost | |||||
| Balance at January 1, 2021 | 9,375 | 9 | 1,694 | 448 | 11,526 |
| Προσθήκες | 14 | - | 8 | - | 22 |
| Balance at March 31 2021 | 9,389 | 9 | 1,702 | 448 | 11,548 |
| Accumulated depreciation | |||||
| Balance at January 1, 2021 | (111) | (9) | (546) | (120) | (786) |
| Depreciation charge | (33) | - | (71) | (21) | (125) |
| Balance at March 31 2021 | (144) | (9) | (617) | (141) | (911) |
| Net book value at March 31, 2021 | 9,245 | - | 1,085 | 307 | 10,637 |
Land and buildings comprise the owner-occupied property of the Company located at 9, Chrisospiliotissis Street, Athens, used for administration purposes.
The borrowings of the Group and the Company are secured on land and buildings of the Company and the Group (Note 18).
On March 26, 2021, the Company proceeded with the acquisition of a majority stake of 80% of the shares of the company CI Global RE S.a.r.l. SICAF-RAIF (hereinafter "CI Global") in Luxembourg (representing 46.2% of the CI Global's economic rights). CI Global owns the units of Fondo Tarvos - Fondo Comune di Investimento Alternativo Immobiliare di Tipo Chiuso Riservato (hereinafter ''Tarvos Fund'') which owns 11 commercial properties in Italy. The acquisition was accounted for as a business combination. Therefore, all transferred assets and liabilities of CI Global were valued at fair value. Until the date of the approval of the Interim Financial Statements the fair values of assets and liabilities as of the date of acquisition are not final.
The following table summarizes the provisional fair values of assets and liabilities of CI Global as of the date of acquisition, which is March 26, 2021:
| 26.03.2021 | |
|---|---|
| ASSETS | |
| Investment Property | 105,610 |
| Cash and cash equivalents | 5,363 |
| Other assets | 1,417 |
| Total assets | 112,390 |
| LIABILITIES | |
| Borrowings | (35,823) |
| Other liabilities | (4,570) |
| Total liabilities | (40,393) |
| Fair value of acquired interest in net assets | 71,997 |
| Fair value of acquired interest in net assets attributable to non-controlling interests | (38,735) |
| Negative Goodwill | (8,824) |
| Total purchase consideration | 24,438 |
Source: Unaudited financial information
The consideration for the acquisition of CI Global amounted to €24,438. The consideration was lower than the fair value of the net assets acquired and the gain (negative goodwill) amounted to €8,824 was recognized directly in the Income Statement for three-month period ended March 31, 2021 in line "Negative goodwill from acquisition of subsidiaries".
The acquired subsidiary contributed, from the day of their acquisition until March 31, 2021, Nil in the revenue and the profit of the period. If the above acquisition had occurred on January 1, 2021, with all other variables held constant, Group's revenue for the three-month period ended March 31, 2021 would have been €33,097 and Group's profit for the three-month period ended March 31, 2021 would have been €23,165.
| Group | Company | |||||
|---|---|---|---|---|---|---|
| Subsidiaries | Country of incorporation |
Unaudited tax years |
31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| Karolou Touristiki S.A. | Greece | 2015-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| Anaptixi Fragokklisia Real Estate S.A. | Greece | 2018-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| Irinna Ktimatiki S.A. | Greece | 2017-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| ILDIM M. IKE | Greece | 2018-2020 | 100% | 100% | 100% | 100% |
| MILORA M.IKE | Greece | 2019-2020 | 100% | 100% | 100% | 100% |
| Egnatia Properties S.A. | Romania | 2015-2020 | 99.96% | 99.96% | 99.96% | 99.96% |
| PNG Properties EAD | Bulgaria | 2017-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| I&B Real Estate EAD | Bulgaria | 2016-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| Quadratix Ltd. | Cyprus | 2016-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| Lasmane Properties Ltd. | Cyprus | 2016-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| Aphrodite Hills Resort Limited (1) | Cyprus | 2016-2020 | 60.00% | 60.00% | 60.00% | 60.00% |
| Aphrodite Hotels Limited (1) | Cyprus | 2016-2020 | 60.00% | 60.00% | - | - |
| Aphrodite Hills Property Management Limited (1) | Cyprus | 2016-2020 | 60.00% | 60.00% | - | - |
| The Aphrodite Tennis and Spa Limited (1) | Cyprus | 2016-2020 | 60.00% | 60.00% | - | - |
| Aphrodite Hills Services Limited (1) | Cyprus | 2016-2020 | 60.00% | 60.00% | - | - |
| Aphrodite Springs Public Limited | Cyprus | 2015-2020 | 60.00% | 60.00% | 60.00% | 60.00% |
| MHV Mediterranean Hospitality Venture Limited (1) | Cyprus | 2018- 2020 | 90.00% | 90.00% | 90.00% | 90.00% |
| The Cyprus Tourism Development Company Limited (1) | Cyprus | 2015-2020 | 90.00% | 90.00% | - | - |
| CYREIT AIF Variable Investment Company Plc | Cyprus | 2018-2020 | 88.23% | 88.23% | 88.23% | 88.23% |
| Letimo Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Elizano Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Artozaco Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Consoly Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Smooland Properties Ltd. | Cyprus | 2013-2020 | 88.23% | 88.23% | - | - |
| Group | Company | |||||
|---|---|---|---|---|---|---|
| Subsidiaries | Country of incorporation |
Unaudited tax years |
31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| Threefield Properties Ltd. | Cyprus | 2015-2020 | 88.23% | 88.23% | - | - |
| Bascot Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Nuca Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Vanemar Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Alomnia Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Kuvena Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Azemo Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Ravenica Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Wiceco Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Lancast Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Rouena Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Allodica Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Vameron Properties Ltd. | Cyprus | 2015-2020 | 88.23% | 88.23% | - | - |
| Orleania Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Primaco Properties Ltd. | Cyprus | 2016-2020 | 88.23% | 88.23% | - | - |
| Arleta Properties Ltd. | Cyprus | 2017-2020 | 88.23% | 88.23% | - | - |
| Nash S.r.L. | Italy | 2015-2020 | 100.00% | 100.00% | 100.00% | 100.00% |
| Prodea Immobiliare SrL | Italy | - | 80.00% | 80.00% | 80.00% | 80.00% |
| Picasso Lux S.a.r.l. SICAF-RAIF(2) | Luxembourg | - | 80.00% | - | 80.00% | - |
| Picasso Fund | Italy | 2015-2020 | 80.00% | 100.00% | - | 100.00% |
| CI Global RE S.a.r.l. SICAF-RAIF(2) | Luxembourg | - | 80.00% | - | 80.00% | - |
| Tarvos Fund | Italy | 2015-2020 | 80.00% | - | - | - |
| Euclide S.r.l. | Italy | 2015-2020 | 80.00% | - | - | - |
(1) The company Aphrodite Hills Resort Limited and its subsidiaries, MHV Mediterranean Hospitality Venture Limited and The Cyprus Tourism Development Company Limited, have been classified as "Assets held for sale" (Note 14).
(2) The Company owns 80% of the share capital of the companies Picasso Lux S.a.r.l. SICAF-RAIF and CI Global RE S.a.r.l. SICAF-RAIF representing 46.2% of the economic rights of those companies.
The subsidiaries are consolidated with the full consolidation method.
The financial years 2015 up to 2019 of Karolou Touristiki S.A. have been audited by the elected under L. 4548/2018 statutory auditor, in accordance with article 82 of L. 2238/1994 and the article 65Α of L. 4174/2013 and the relevant tax audit certificates were issued with no qualification. Until the date of approval of the Interim Financial Statements, the tax audit by the statutory auditor for the year 2020 has not been completed.
The financial years 2018 up to 2019 for the companies Irina Ktimatiki S.A. and Anaptixi Fragokklisia Real Estate S.A. has been audited by the elected under L. 4548/2018 statutory auditor, in accordance with article 82 of L. 2238/1994 and the article 65Α of L. 4174/2013 and the relevant tax audit certificates were issued with no qualification. The financial year 2018 of ILDIM M.IKE has not been audited for tax purposes from the Greek tax authorities and consequently the tax obligations for this year are not considered as final. However, the Management estimates that the results of future tax audits may conducted by the tax authorities, will not have a material effect on the financial position of the Company. The financial year 2019 has been audited by the elected under L. 4548/2018 statutory auditor, in accordance with article 82 of L. 2238/1994 and the article 65Α of L. 4174/2013 and the relevant tax audit certificate was issued with no qualification. Until the date of approval of the Interim Financial Statements, the tax audit by the statutory auditor for the year 2020 has not been completed.
According to POL. 1006/05.01.2016, the companies for which a tax audit certificate with no qualifications is issued, are not exempted from tax audit for offenses of tax legislation by the tax authorities. Therefore, the tax authorities may come back and conduct their own tax audit. However, the Management estimates that the results of future tax audits may conducted by the tax authorities, will not have a material effect on the financial position of the companies.
Below is presented an analysis of the cost of investments in subsidiaries as it is presented in the Company's statement of financial position as of March 31, 2021 and December 31, 2020:
| Cost of Investment | 31.03.2021 | 31.12.2020 |
|---|---|---|
| Nash S.r.L. | 52,510 | 52,510 |
| Picasso Fund | - | 80,753 |
| Egnatia Properties S.A. | 20 | 20 |
| Quadratix Ltd. | 10,802 | 10,802 |
| Karolou Touristiki S.A. | 4,147 | 4,147 |
| PNG Properties EAD | 151 | 151 |
| Lasmane Properties Ltd. | 13,210 | 13,210 |
| Anaptixi Fragokklisia Real Estate S.A. | 17,400 | 17,400 |
| Irina Ktimatiki S.A. | 11,174 | 11,174 |
| I & B Real Estate EAD | 40,142 | 40,142 |
| Aphrodite Springs Public Limited | 2,400 | 2,400 |
| CYREIT AIF Variable Investment Company Plc | 140,437 | 140,437 |
| ILDIM M. IKE | 3,012 | 3,012 |
| Prodea Immobiliare SrL | 1,048 | 1,000 |
| MILORA M.IKE | 1,558 | 1,558 |
| Picasso Lux S.a.r.l. SICAF-RAIF | 41,512 | - |
| CI Global RE S.a.r.l. SICAF-RAIF | 24,438 | - |
| Total | 363,961 | 378,716 |
On February 9, 2021 the Company contributed an amount of €8,500 as capital contribution in the company Picasso Fund.
On March 17, 2021 the Company contributed an amount of €48 as capital contribution in the subsidiary Prodea Immobiliare SrL.
In March 2021, the Company signed a framework agreement with an international investment vehicle with a view to form a collaboration in the Italian commercial real estate market. In this context, on March 23, 2021, the Company proceeded with the establishment of the company Picasso Lux S.a.r.l. SICAF-RAIF (hereinafter "Picasso Lux") in Luxembourg, by the contribution in kind of all of the shares of Picasso Fund and a cash contribution of €600. On March 26, 2021, the Company proceeded with the disposal of 20% of the shares of Picasso Lux (representing 53.8% of the Picasso Lux's economic rights) for a total consideration of €64,618 and at the same time, the Company proceeded with the acquisition of a majority stake of 80% of the shares of the company CI Global RE S.a.r.l. SICAF-RAIF (hereinafter "CI Global") in Luxembourg (representing 46.2% of the CI Global's economic rights) for a consideration of €24,438. The purpose of the cooperation is to increase the value of the properties owned by Picasso Fund and Tarvos Fund and to maximize the returns of the Company and its shareholders, through the merger of Picasso Lux and GI Global in Luxembourg on one hand and of Picasso Fund and Tarvos Fund in Italy on the other hand. In this context, the Company received an amount of €10,329 while the remaining net amount of €29,851 is included in trade receivables in the Statement of Financial Position of the Group and the Company as of March 31, 2021 (Note 11). The gain for the Company from the disposal of 20% of the shares of Picasso Fund amounted to €16,277 and is included in the item "Gain form disposal of subsidiaries" in the Income Statement for the three-month period ended March 31, 2021.
It is noted that the annual financial statements of the consolidated non-listed subsidiaries of the Group are available on the Company's website address (https://prodea.gr/).
| Group | Company | |||||
|---|---|---|---|---|---|---|
| Investments in joint ventures | Country | Unaudited tax years |
31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| EP Chanion S.A. | Greece | 2015 - 2020 | 40% | 40% | 40% | 40% |
| Panterra S.A. | Greece | 2019 - 2020 | 49% | 49% | 49% | 49% |
| RINASCITA S.A. | Greece | 2018 - 2020 | 35% | 35% | 35% | 35% |
| PIRAEUS TOWER S.A. | Greece | 2020 | 30% | 30% | 30% | 30% |
| Equity method investments | ||||||
| Aphrodite Hills Pantopoleion Ltd. (1) | Cyprus | 2016-2020 | 27% | 27% | - | - |
(1) The investment in the company Aphrodite Hills Pantopoleion Ltd. has been classified as "Assets held for sale" (Note 14).
| Cost of Investments | Group | Company | |||
|---|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | ||
| Investments in joint ventures | |||||
| EP Chanion S.A. | 3,531 | 3,533 | 3,920 | 3,920 | |
| Panterra S.A. | 10,139 | 10,182 | 5,733 | 5,733 | |
| RINASCITA S.A. | 1,031 | 1,356 | 1,401 | 1,401 | |
| PIRAEUS TOWER S.A | 771 | 924 | 870 | 870 | |
| Total | 15,472 | 15,995 | 11,924 | 11,924 |
As of March 31, 2021, the Group's share of loss of joint ventures amounted to €523 as analysed below:
| Group | Company | |||
|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |
| Trade receivables | 101,026 | 65,790 | 91,370 | 59,489 |
| Trade receivables from related parties (Note 27) | 11 | 9 | 11 | 9 |
| Receivables from Greek State | 4,749 | 3,491 | 2,756 | 2,083 |
| Prepaid expenses | 2,253 | 584 | 633 | 383 |
| Other receivables | 9,116 | 8,969 | 7,509 | 7,560 |
| Other receivables from related parties (Note 27) | 1,340 | - | 1,340 | - |
| Less: Provisions for expected credit loss | (4,311) | (2,661) | (1,037) | (910) |
| Total | 114,184 | 76,182 | 102,621 | 68,614 |
As of March 31, 2021 and December 31, 2020, the trade receivables of the Group and the Company includes an amount of €54,237 relating to the remaining consideration from the disposal of eighteen properties in December 2020. The amount was received on April 27, 2021. Additionally, as of March 31, 2021 the trade receivables of the Group and the Company includes an amount of €29,851 relating to the remaining consideration from the disposal of the 20% of the shares of Picasso Fund (Note 9).
The Group's and the Company's trade receivables as of March 31, 2021 include an amount of €612 and €573, respectively, (December 31, 2020: €207 for the Group and €165 for the Company, respectively) relating to lease incentives under certain lease agreements. The accounting treatment of these incentives, according to the relevant accounting standards, provides for their partial amortisation over the life of each lease.
Company's receivables from Greek State mainly relate to capital accumulation tax of €1,752 paid by the Company at September 16, 2014 and September 17, 2014. Upon payment of this tax, the Company expressed its reservation on the obligation to pay the tax and at the same time it requested the refund of this amount as a result of paragraph 1, article 31 of L.2778/1999, which states that "the shares issued by a REIC and the transfer of properties to a REIC are exempt of any tax, fee, stamp duty, levies, duties or any other charge in favor of the State, public entities and third parties in general". Regarding the payment of the aforementioned tax, because of the lack of response of the relevant authority after a three-month period, the Company filed an appeal. The Company's Management, based on the opinion of its legal counsels and the fact that on May 27, 2020 the Company received the amount of €5,900 related to capital accumulation tax paid by the Company on April 14, 2010 considers that the reimbursement of the remaining amount is virtual certain.
The analysis of other receivables is as follows:
| Group | Company | ||||
|---|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | ||
| Prepayments for the acquisition of companies | 7,030 | 7,030 | 7,030 | 7,030 | |
| Other | 2,086 | 1,939 | 479 | 530 | |
| Total | 9,116 | 8,969 | 7,509 | 7,560 |
| Group | Company | |||||
|---|---|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |||
| Cash in hand | 1 | 2 | 1 | 1 | ||
| Sight and time deposits | 143,125 104,840 |
104,091 | 73,242 | |||
| Total | 143,126 104,842 |
104,092 | 73,243 |
The fair value of the Group's cash and cash equivalents is estimated to approximate their carrying value.
As of March 31, 2021, sight and time deposits of the Group and the Company include pledged deposits amounted to €5,236 and €1,199, respectively (December 31, 2020: €6,362 for the Group and €2,546 for the Company, respectively), in accordance with the provisions of the loan agreements.
| Reconciliation to cash flow statement | Group | Company | |||
|---|---|---|---|---|---|
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | ||
| Cash in hand | 1 | 13 | 1 | 3 | |
| Sight and time deposits | 143,125 | 213,264 | 104,091 | 164,351 | |
| Cash and cash equivalents associated with assets held for sale (Note 14) |
1,942 | - | - | - | |
| Total | 145,068 | 213,277 | 104,092 | 164,354 |
As of December 31, 2020, the restricted cash of the Group and the Company includes an amount of €80,995 which has been pledged in accordance with the terms of a Company's bond loan and relates to the prepayment of the bond loan due to the disposal of the eighteen properties on December 24, 2020, as a prenotation of mortgage has been established on six of these properties in favour of the financial institution. The Company had given irrevocable instructions to the financial institution to proceed with the prepayment of the bond loan and the financial institution's actions were completed on January 4, 2021.
Assets held for sale as of March 31, 2021 comprise of Aphrodite Hills Resort Limited and its subsidiaries, as well as MHV Mediterranean Hospitality Venture Limited and its 100% subsidiary The Cyprus Tourism Development Company Limited, and the property located at 5 Cavour Street, in Rome, Italy of the subsidiary Picasso Fund. The profit or losses from discontinued operations for the three-month period ended March 31, 2021 comprise of the company Aphrodite Hills Resort Limited and its subsidiaries, as well as the companies MHV Mediterranean Hospitality Venture Limited and The Cyprus Tourism Development Company Limited. The comparative profit or losses from discontinued operations has been restated to include the abovementioned companies.
Within December 2020, the Company's competent bodies resolved on the strategic collaboration between the Company, Invel Real Estate and the Cypriot based YODA Group of Mr. Ioannis Papalekas in the hospitality and tourism sector in the Mediterranean region. In this context, on April 1, 2021 the Company transferred 45% of its interest in MHV Mediterranean Hospitality Venture Limited, formerly Vibrana Holdings Ltd (hereinafter "MHV") to a company owned by YODA Group, according to the sale and purchase agreement dated December 30, 2020 as amended on March 31, 2021 (Note 28). Upon the completion of the sale, MHV will be an investment in joint venture. At the same time, the parties extended their cooperation in Aphrodite Hills Resort Limited with the signing of a sale and purchase agreement on April 7, 2021 (Note 28) for the transfer of 15% of the Company's participation in Aphrodite Hills Resort Limited to Papabull Investments Limited (company of YODA Group). The approval by the Commission for the Protection of Competition of the Republic of Cyprus was received on June 23, 2021 and the transaction is expected to be completed within the third quarter of 2021 (Note 28). Upon the completion of the sale, Aphrodite Hills Resort Limited will be an investment in joint venture.
MHV owns 100% of the share capital of The Cyprus Tourism Development Company Limited (hereinafter "CTDC"), owner of the 5 * hotel "The Landmark Nicosia" in Cyprus. In addition, CTDC owns land plots for development of offices (investment property) and development of residences for future sale (inventories). The allocated items of the Statement of Financial Position and Income Statement of the above companies are included in the businesssegments "Offices" and "Other" and in the geographical segment "Cyprus".
Aphrodite Hills Resort has the only certified PGA National Cyprus golf course in Cyprus as well as a hotel unit and other properties related to the use, operation and exploitation of the resort. In addition, the company has real estate inventories that include residences and land plots for the development of residences for their future sale. The allocated items of the Statement of Financial Position and Income Statement of the company are included in the business segments "Retail big boxes & high street retail", "Offices" and "Other" and in the geographical segment "Cyprus".
Within December 2020, the Company's competent bodies resolved on the initiation of the process for the sale of a property owned by the subsidiary Picasso Fund located at 5 Cavour Street, in Rome, Italy. The fair value of the property as of March 31, 2021 amounted to €49,910. The disposal of the property is expected to be completed during 2021. The investment property is included in the business segments "Retail big boxes & high street retail" and "Offices" and in the geographical segment "Italy".
| Analysis of assets held for sale and liabilities directly associated with assets held for sale: | ||||
|---|---|---|---|---|
| Group (1) | Company (2) | |||
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |
| ASSETS | ||||
| Non-current assets | ||||
| Investment property | 18,092 | 17,916 | - | - |
| Investments in subsidiaries | - | - | 63,906 | 63,906 |
| Equity method investments | 450 | 481 | - | - |
| Property and equipment | 99,013 | 98,683 | - | - |
| Intangible assets | 11,549 | 11,549 | - | - |
| Deferred tax asset | 463 | - | - | - |
| Total non-current assets | 129,567 | 128,629 | 63,906 | 63,906 |
| Current assets | ||||
| Trade and other assets | 3,594 | 3,485 | - | - |
| Inventories | 32,504 | 35,645 | - | - |
| Cash and cash equivalents | 1,942 | 4,131 | - | - |
| Total current assets | 38,040 | 43,261 | - | - |
| Total assets | 167,607 | 171,890 | 63,906 | 63,906 |
| LIABILITIES | ||||
| Long-term liabilities | ||||
| Borrowings | 51,692 | 14,457 | - | - |
| Deferred tax liabilities | 10,047 | 9,758 | - | - |
| Other long-term liabilities | 9,386 | 9,321 | - | - |
| Total long-term liabilities | 71,125 | 33,536 | - | - |
| Short-term liabilities | ||||
| Trade and other payables | 14,719 | 20,342 | - | - |
| Borrowings | 3,976 | 39,917 | - | - |
| Current tax liabilities | 70 | 70 | - | - |
| Total short-term liabilities | 18,765 | 60,329 | - | - |
| Total liabilities | 89,890 | 93,865 | - | - |
| Equity | 77,717 | 78,025 | 63,906 | 63,906 |
(1)Includes the companies Aphrodite Hills Resort Limited, MHV Mediterranean Hospitality Venture Limited and The Cyprus Tourism Development Company Limited.
(2)Includes the companies Aphrodite Hills Resort Limited and MHV Mediterranean Hospitality Venture Limited.
It is noted that borrowings of Aphrodite Hills Resort Limited amounted to €36,997 as of December 31, 2020 are included in short-term borrowings due to non-compliance of two financial covenants as a result of the significant impact of the COVID-19 pandemic on the hospitality sector. The company sent a waiver request requesting to waive the requirements to test the financial covenants up to June 30, 2022, which was accepted by the competent financial institution in March 2021. Consequently the balance of these borrowings as of March 31, 2021 are included in longterm borrowings.
| Group | ||||
|---|---|---|---|---|
| From 01.01. to | ||||
| 31.03.2021 | 31.03.2020 | |||
| Revenue | 7,753 | 7,268 | ||
| 7,753 | 7,268 | |||
| Direct property related expenses | (89) | (33) | ||
| Property taxes-levies | (2) | (1) | ||
| Personnel expenses | (1,352) | (3,256) | ||
| Depreciation of property and equipment and amortisation of | - | (1,099) | ||
| intangible assets | ||||
| Consumables used | (48) | (485) | ||
| Net change in real estate inventories | (3,327) | (2,228) | ||
| Net impairment gain / (loss) on financial assets | 8 | (10) | ||
| Net impairment loss on non-financial assets | (788) | (439) | ||
| Other income | 300 | 1 | ||
| Other expenses | (2,268) | (2,826) | ||
| Operating Profit / (Loss) | 187 | (3,108) | ||
| Share of profit / (loss) of associates and joint ventures | 6 | (4) | ||
| Finance costs | (664) | (610) | ||
| Loss before tax | (471) | (3,722) | ||
| Taxes | 174 | (994) | ||
| Loss for the period from discontinued operations | (297) | (4,716) | ||
| Attributable to: | ||||
| Non-controlling interests | (254) | (1,549) | ||
| Company's equity holders | (43) | (3,167) | ||
| Other comprehensive income / (expense) for the period from | - | - | ||
| discontinued operations | ||||
| Total comprehensive expense for the period from discontinued operations |
(297) | (4.716) |
(1)Includes the companies Aphrodite Hills Resort Limited, MHV Mediterranean Hospitality Venture Limited and The Cyprus Tourism Development Company Limited.
| Cash flows from discontinued operations | Group | ||
|---|---|---|---|
| From 01.01. to | |||
| 31.03.2021 | 31.03.2020 | ||
| Net cash inflows / (outflows) from operating activities | (2,992) | 1,601 | |
| Net cash inflows / (outflows) from investing activities | (193) | (321) | |
| Net cash inflows / (outflows) from financing activities | 995 | (1,785) | |
| Net cash inflows/(outflows) | (2,190) | (505) |
| Group | Company | |||
|---|---|---|---|---|
| No. of shares | Share Capital | Share Premium | ||
| Balance at March 31, 2021 and December 31, 2020 | 255,494,534 | 766,484 | 15,890 | 15,970 |
The total paid up share capital of the Company as of March 31, 2021 and December 31, 2020, amounted to €766,484 divided into 255,494,534 common shares with voting rights with a par value of €3.0 per share.
On July 6, 2021 the Extraordinary General Meeting of the Company's shareholders resolved on the decrease of the share capital of the Company by €74,093 (Note 28).
The Company does not hold own shares.
| Group | Company | |||
|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |
| Statutory reserve | 30,886 | 30,886 | 30,134 | 30,134 |
| Special reserve | 323,987 | 323,987 | 323,987 | 323,987 |
| Other reserves | 666 | 611 | 142 | 142 |
| Total | 355,539 | 355,484 | 354,263 | 354,263 |
According to article 44 of C.L.2190/1920, as in force, the Company is required to withhold from its net profit a percentage of 5% per year as statutory reserve until the total statutory reserve amounts to the 1/3 of the paid share capital. The statutory reserve cannot be distributed throughout the entire life of the Company.
Special reserve amounting to €323,987 relates to the decision of the Extraordinary General Meeting of the Company's Shareholders held on August 3, 2010 to record the difference between the fair value and the tax value of the contributed properties at September 30, 2009 by NBG, established upon the incorporation of the Company.
The Group's non‐controlling interests amount to €140,165 as of March 31, 2021 (December 31, 2020: €37,612, arising from the companies MHV Mediterranean Hospitality Venture Limited (MHV), Aphrodite Hills Resort Limited (AHRL), Aphrodite Springs Public Limited (ASPL), CYREIT AIF Variable Investment Company Plc (CYREIT), Prodea Immobiliare, Picasso Lux and CI Global.
They represent 10% of MHV equity, 40% of AHRL and ASPL equity, 11.77% of CYREIT equity, 20% of Prodea Immobiliare equity and 53.8% of Picasso Lux and CI Global equity.
The basic financial data of these companies are presented below. The amounts disclosed for each subsidiary are before inter‐company eliminations:
| Condensed statement of financial position as of March 31, 2021 |
MHV | AHRL | ASPL | CYREIT | Prodea Immobiliare |
Picasso Lux | CI Global | |
|---|---|---|---|---|---|---|---|---|
| Non-current assets | 60,138 | 69,429 | 24,983 | 169,830 | 1,000 | 225,110 | 105,639 | |
| Current assets | 5,439 | 37,600 | 387 | 12,183 | 114 | 13,403 | 6,750 | |
| Long-term liabilities | 3,682 | 81,173 | 3,254 | 4,610 | - | 100 | 35,098 | |
| Short-term liabilities | 2,620 | 16,145 | 5,351 | 955 | 26 | 119,588 | 5,295 | |
| Equity | 59,275 | 9,711 | 16,765 | 176,448 | 1,088 | 118,825 | 71,996 | |
| Equity attributable to non-controlling interests | 5,927 | 3,884 | 6,706 | 20,768 | 218 | 63,928 | 38,734 | 140,165 |
| Condensed statement of financial position as of December 31, 2020 |
MHV | AHRL | ASPL | CYREIT | Prodea Immobiliare |
|
|---|---|---|---|---|---|---|
| Non-current assets | 59,591 | 74,101 | 24,983 | 169,833 | 1,000 | |
| Current assets | 5,826 | 37,348 | 195 | 12,106 | 61 | |
| Long-term liabilities | 3,706 | 80,180 | 8,370 | 4,616 | - | |
| Short-term liabilities | 2,401 | 20,931 | 24 | 2,120 | 7 | |
| Equity | 59,310 | 10,338 | 16,784 | 175,203 | 1,054 | |
| Equity attributable to non-controlling interests | 5,931 | 4,135 | 6,714 | 20,621 | 211 | 37,612 |
All borrowings have variable interest rates. The Group is exposed to fluctuations in interest rates prevailing in the market and which affect its financial position, its income statement and its cash flows. Cost of debt may increase or decrease as a result of such fluctuations.
On March 8, 2021, the Company entered into an agreement for a bridge loan up to the amount of €25,000 with Eurobank S.A., bearing interest of 3-month Euribor plus a margin of 2.60%.
As part of a prudent financial management policy, the Company's Management seeks to manage its borrowing (shortterm and long-term) utilizing a variety of financial sources and in accordance with its business planning and strategic objectives. The Company assesses its financing needs and the available sources of financing in the international and domestic financial markets and investigates any opportunities to raise additional funds by issuing loans in these markets. In this context, on July 2, 2021 the Board of Directors of the Company decided the issuance of a "green" common bond loan for a maximum amount €300,000 and minimum amount €250,000 with a duration of seven (7) years (Note 28).
| Group | Company | ||||
|---|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | ||
| Long-term | |||||
| Bond loans | 612,164 | 249,780 | 612,164 | 249,780 | |
| Other borrowed funds | 82,633 | 49,237 | - | - | |
| Long-term borrowings | 694,797 | 299,017 | 612,164 | 249,780 | |
| Short-term | |||||
| Bond loans | 2,067 | 445,704 | 2,067 | 445,704 | |
| Other borrowed funds | 184,130 | 157,134 | 75,036 | 50,025 | |
| Short-term borrowings | 186,197 | 602,838 | 77,103 | 495,729 | |
| Total | 880,994 | 901,855 | 689,267 | 745,509 |
The decrease of the Group's short-term borrowings as of March 31, 2021 compared to December 31, 2020 is mainly due to:
As of March 31, 2021, short-term borrowings of the Group and the Company include an amount of €698 which relates to accrued interest expense on the bond loans (December 31, 2020: €721 for the Group and the Company) and an amount of €1,508 for the Group and €435 for the Company, which relates to accrued interest expense on other borrowed funds (December 31, 2020: €640 for the Group and €425 for the Company, respectively). The maturity of the Group's borrowings is as follows:
| Group | Company | |||
|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |
| Up to 1 year | 186,197 | 602,838 | 77,103 | 495,729 |
| From 1 to 5 years | 491,290 | 220,279 | 414,053 | 176,472 |
| More than 5 years | 203,507 | 78,738 | 198,111 | 73,308 |
| Total | 880,994 | 901,855 | 689,267 | 745,509 |
The contractual re-pricing dates are limited to a maximum period up to 6 months.
The Group is not exposed to foreign exchange risk in relation to the borrowings, as all borrowings are denominated in the functional currency, except for the loan of I&B Real Estate EAD located in Bulgaria, which is in foreign currency (BGN), the rate of which is fixed according to European Central Bank.
The securities over the Group's loans, including the collaterals on properties, are listed below:
Nine properties owned by the subsidiary Picasso Fund are burdened with first class mortgage in favour of Intesa SanPaolo S.p.A. for an amount of €19,700. Finally, all rights of Picasso Fund arising from the lease agreements have been assigned in favour of the lender.
One property owned by the subsidiary Quadratix Ltd. is burdened with mortgage in favour of Bank of Cyprus Public Company limited for an amount of €16,500. In addition, the entire share capital of Quadratix Ltd. is collateral in favour of Bank of Cyprus Public Company Limited, for all amounts due under the loan agreement, all rights of Quadratix Ltd. arising from the lease agreement with Sklavenitis Cyprus Limited have been assigned in favour of the lender and the assets of the subsidiary are burdened with floating charge in favour of Bank of Cyprus Public Company Limited. It is noted that the Company has given corporate guarantee up to the amount of €5,000 for liabilities of Quadratix Ltd. under the abovementioned loan agreement.
It is noted that the companies Aphrodite Hills Resort Limited and CTDC have been classified as held for sale in the Statement of Financial Position as of March 31, 2021 and December 31, 2020 and as discontinued operations in the Income Statement for the three-month period ended March 31, 2021 and March 31, 2020 (Note 14).
| Group | Company | |||
|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |
| Trade payables | 26,737 | 6,711 | 7,015 | 4,747 |
| Taxes – Levies | 10,548 | 7,991 | 5,984 | 4,195 |
| Deferred revenues | 5,304 | 4,394 | 2,444 | 2,418 |
| Lease liabilities | 91 | 90 | 76 | 76 |
| Other payables and accrued expenses | 4,801 | 5,547 | 3,889 | 4,538 |
| Other payables and accrued expenses due to related parties (Note 27) |
4,800 | 4,772 | 4,471 | 3,927 |
| Total | 52,281 | 29,505 | 23,879 | 19,901 |
The increase in the trade and other payables of the Group as of March 31, 2021 in comparison to December 31, 2020 is mainly due to the remaining consideration of €11,400 for the acquisition of the property from Picasso Fund on February 25, 2021 (Note 6), due to the liabilities of the company CI Global acquired by the Group on March 26, 2021 of €3,845 (Note 8) and due to the liabilities of the company Picasso Lux which was established by the Company on March 23, 2021 of €1,551 (Note 9).
Trade and other payables are short term and do not bare interest.
The Group's deferred revenues relate to deferred income for the period following to March 31, 2021, according to the relevant lease agreements.
The analysis of Taxes – Levies is as follows:
| Group | Company | |||||
|---|---|---|---|---|---|---|
| 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 | |||
| Stamp duty on leases | 2,836 | 2,327 | 2,836 | 2,327 | ||
| Unified Property Tax (ENFIA) | 1,685 | 58 | 1,644 | - | ||
| Foreign real estate tax | 3,846 | 3,183 | - | - | ||
| Other | 2,181 | 2,423 | 1,504 | 1,868 | ||
| Total | 10,548 | 7,991 | 5,984 | 4,195 |
| Group | ||
|---|---|---|
| Deferred tax liabilities | 31.03.2021 | 31.12.2020 |
| Investment property | 13,401 | 13,349 |
| Total | 13,401 | 13,349 |
| Group | ||
| Deferred tax (income) / expense | 31.03.2021 | 31.03.2020 |
| Tax Losses | (2) | 5 |
| Investment property | 47 | 42 |
| Total | 45 | 47 |
| Movement of deferred tax assets: | Group Tax Losses |
|---|---|
| Balance January 1, 2020 | - |
| Credited to the Income Statement | 167 |
| Offset with deferred tax liabilities | (167) |
| Balance December 31, 2020 | - |
| Credited to the Income Statement | 7 |
| Offset with deferred tax liabilities | (7) |
| Balance March 31, 2021 | - |
| Group | ||||
|---|---|---|---|---|
| Investment Property | Other | Total | ||
| Balance January 1, 2020 | 16,782 | 11,810 | 28,592 | |
| Charged to the Income Statement | (3,271) | (2,047) | (5,318) | |
| Offset with deferred tax assets | - | (167) | (167) | |
| Transfer to liabilities directly associated with assets held for sale (Note 14) |
(162) | (9,596) | (9,758) | |
| Balance December 31, 2020 | 13,349 | - | 13,349 | |
| Charged to the Income Statement | 45 | - | 45 | |
| Offset with deferred tax assets | 7 | - | 7 | |
| Balance March 31, 2021 | 13,401 | - | 13,401 |
The tax liability of the Company (and its subsidiaries in Greece) is calculated on the basis of its investments and cash and cash equivalents rather than on its profits, therefore no temporary differences arise and accordingly no deferred tax liabilities and / or assets are recognised. The same applies to the Company's indirect subsidiaries Picasso Fund and Tarvos Fund, in Italy, which are not subject to income tax.
The Company's foreign subsidiaries, Nash S.r.L., Egnatia Properties S.A., CYREIT AIF Variable Investment Company Plc, Quadratix Ltd., Lasmane Properties, PNG Properties EAD, I&B Real Estate EAD, Aphrodite Hills Resort Limited, Aphrodite Springs Public Limited and MHV Mediterranean Hospitality Venture Limited are taxed based on their income (Note 24), therefore temporary differences may arise and accordingly deferred tax liabilities and / or assets may be recognised.
The Group have offset the deferred tax assets and deferred tax liabilities on an entity by entity basis based on the legally enforceable right to set off the recognized amounts i.e. offset current income tax assets against current tax liabilities and when the deferred income taxes relate to the same tax authority.
Dividends are not recorded if they have not been approved by the Annual Shareholders Meeting.
On June 8, 2021 the Annual General Meeting of the Company's Shareholders, approved the distribution of a total amount of €89,934 (i.e. 0.352 per share – amount in €) as dividend to its shareholders for the year 2020. Due to the distribution of interim dividend of a total amount of €35,769 (i.e. €0.14 per share – amount in €), following the relevant decision of the Board of Directors dated November 30, 2020, the remaining dividend to be distributed amounts to €54,165 (i.e. €0.212 per share – amount in €).
On April 13, 2020 the Annual General Meeting of the Company's Shareholders, approved the distribution of a total amount of €156,618 (i.e. 0.613 per share – amount in €) as dividend to its shareholders for the year 2019. Due to the distribution of interim dividend of a total amount of €81,247 (i.e. €0.318 per share – amount in €), following the relevant decision of the Board of Directors dated December 16, 2019, the remaining dividend that was distributed amounted to €75,371 (i.e. €0.295 per share – amount in €).
| Group | Company | |||
|---|---|---|---|---|
| From 01.01 to | From 01.01 to | |||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Rental income | 30,524 | 34,796 | 22,635 | 26,476 |
| Other | 744 | - | 681 | - |
| Total | 31,268 | 34,796 | 23,316 | 26,476 |
Rental income of the Group and the Company is not subject to seasonality.
Other revenue refers to compensation from the Greek government of the 60% of the monthly rent for the months January to March 2021, due to the mandatory reduction of 100% of the monthly rent for businesses that remain closed by state order due to COVID-19 pandemic.
| Group | Company | |||
|---|---|---|---|---|
| From 01.01. to | From 01.01. to | |||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Interest Expense | 6,221 | 6,044 | 5,068 | 4,837 |
| Finance and Bank Charges | 807 | 987 | 710 | 901 |
| Foreign Exchange Differences | 70 | 60 | - | - |
| Other Finance costs | 507 | (220) | 491 | (220) |
| Total | 7,605 | 6,871 | 6,269 | 5,518 |
| Group From 01.01. to |
Company | |||
|---|---|---|---|---|
| From 01.01. to | ||||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| REICs' tax | 481 | 515 | 469 | 506 |
| Other taxes | 59 | 78 | - | - |
| Deferred tax (Note20) | 45 | 47 | - | - |
| Total | 585 | 640 | 469 | 506 |
As a Real Estate Investment Company ("REIC"), in accordance with article 31, par. 3 of L.2778/1999 as in force, the Company is exempted from corporate income tax and is subject to an annual tax based on its investments and cash and cash equivalents. More specifically, the tax is determined by reference to the average fair value of its investments and cash and cash equivalents at current prices at the tax rate of 10% of the aggregate European Central Bank ("ECB") reference rate plus 1%. According to the article 46, par. 2 of L.4389/2016 a floor was set in the REIC tax of 0.375% on the average investments plus cash and cash equivalents, at current prices. Article 53 of Law 4646/2019 abolished the floor. It is noted, that the subsidiaries of the Company in Greece, Karolou Touristiki S.A., Irina Ktimatiki S.A., Anaptixi Fragokklisia S.A., lldim M.IKE and MILORA M.IKE have the same tax treatment. In the current tax liabilities are included the short-term obligations to tax authorities in relation to the abovementioned tax.
The Company's foreign subsidiaries, Nash S.r.L. and Prodea Immobiliare S.r.L. in Italy, Egnatia Properties S.A. in Romania, Quadratix Ltd., Lasmane Properties Ltd., Aphrodite Hills Resort Limited, Aphrodite Springs Public Company, CYREIT AIF Variable Investment Company Plc and MHV Mediterranean Hospitality Venture Limited in Cyprus and PNG Properties EAD and I&B Real Estate EAD in Bulgaria are taxed on their income, based on a tax rate equal to 27.9% in Italy, 16.0% in Romania, 12.5% in Cyprus and 10.0% in Bulgaria, respectively. The Company's subsidiaries Picasso Lux and CI Global, in Luxembourg, and the indirect subsidiaries Picasso Fund and Tarvos Fund, in Italy, are not subject to income tax. In addition, the Company's indirect subsidiary Euclide S.r.l, in Italy is taxed on its income based on a rate equal to 27.9%, No significant foreign income tax expense was incurred for the three-month period ended March 31, 2021 and March 31, 2020.
The unaudited tax years of the subsidiaries and the joint ventures of the Group are described in Notes 9 and 10 above.
Basic Earnings per share ratio is calculated by dividing the profit for the period attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year.
| Group | Company | |||
|---|---|---|---|---|
| Period ended March 31, | 2021 | 2020 | 2021 | 2020 |
| Profit attributable to equity shareholders from continuing operations |
23,258 | 18,937 | 26,592 | 18,573 |
| Loss from discontinued operations | (42) | (3.167) | - | - |
| Profit attributable to equity shareholders from continuing and discontinued operations |
23,216 | 15,770 | 26,592 | 18,573 |
| Weighted average number of ordinary shares in issue (thousands) |
255,495 | 255,495 | 255,495 | 255,495 |
| Earnings per share (expressed in € per share) - basic and diluted from continuing operations |
0.09 | 0.07 | 0.10 | 0.07 |
| Earnings per share (expressed in | ||||
| € per share) - basic and diluted from continuing and discontinued operations |
0.09 | 0.06 | 0.10 | 0.07 |
Τhe dilutive Earnings per share are the same as the basic Earnings per share for the three month period ended March 31, 2021 and 2020, as there were no dilutive potential ordinary shares.
Group companies have not been audited yet for tax purposes for certain financial years and consequently their tax obligations for those years may not be considered final. Additional taxes and penalties may be imposed as a result of such tax audits; however, the amount cannot be determined. As at March 31, 2021 and December 31, 2020 the Group has not accounted for provisions for unaudited tax years. It is estimated that additional taxes and penalties that may be imposed will not have a material effect on the statement of financial position of the Group and the Company.
The financial years 2011 - 2014 of NBG Pangaea REIC, which was absorbed by the Company, have been audited by the elected, under C.L. 2190/1920, statutory auditor, in accordance with article 82 of L. 2238/1994 and article 65A of L. 4174/2013 and the relevant tax audit certificates were issued with no qualifications. Especially for the year 2012, it is noted that within 2018 the tax audit was completed by the competent tax authorities with no findings and therefore no additional taxes were imposed.
The years 2013 – 2019 of the Company have been audited by the elected, under C.L. 2190/1920, statutory auditor, in accordance with article 82 of L. 2238/1994 and article 65A of L. 4174/2013 and the relevant tax audit certificates were issued with no qualifications.
The tax authorities have not audited the books and records of KARELA S.A., which was absorbed by the Company, for the financial years 2010, 2012 and 2012. Therefore, the right of the State to notify and audit and impose tax, fees, contributions and fines for the purpose of tax imposition until the year 2012 has expired on December 31, 2018. Furthermore, the fiscal year 2013 is considered tax terminated, according to decision 320/2020 of the Council of State. The financial years 2014 and 2015 have been audited by the elected, under C.L. 2190/1920, statutory auditor, in accordance with article 82 of L. 2238/1994 and article 65A of L. 4174/2013 and the relevant tax audit certificates were issued with no qualifications.
For the fiscal years 2015 and beyond, it is noted that according to POL. 1006/05.01.2016, the companies for which a tax certificate with no qualifications is issued, are not exempted from tax audit for offenses of tax legislation by the tax authorities. Therefore, the tax authorities may come back and conduct their own tax audit. However, Management estimates that the results of future tax audits may conducted by the tax authorities, will not have a material effect on the financial position of the Group and the Company.
Until the date of approval of the Interim Financial Statements, the tax audit for the year 2020 has not been completed by the statutory auditor of the Company.
As of March 31, 2021, Group's capital expenditure relating to improvements on investment property amounted to €18,846 (excluding VAT). In addition, as of March 31, 2021 the Group has capital commitments for improvements in third parties' properties amounting to €2,000 (excluding VAT). Finally, Group's capital expenditure relating to the development of land plot of Aphrodite Springs Public Limited amounted to €4,330 (excluding VAT) as of March 31, 2021.
There are no pending lawsuits against the Group nor other contingent liabilities resulting from commitments at March 31, 2021, which would affect the Group's financial position.
In the context of the bridge loan of the Company with Alpha Bank S.A., the Company provided special and irrevocable power of attorney, mandate and right to lawyers acting for Alpha Bank S.A. so that they can appear and represent the Company before any competent court for the purpose of registering a consensual mortgage notice on fifty-four (54) properties of the Company in Greece, in favour of Alpha Bank S.A. for an amount of €65,000. The power of attorney expires automatically, either with the full and complete repayment of all the obligations of the Company under the credit agreement.
In the context of the bridge loan of the Company with Eurobank S.A., the Company provided special and irrevocable power of attorney, mandate and right to lawyers acting for Eurobank S.A. so that they can appear and represent the Company before any competent court for the purpose of registering a consensual mortgage notice on ten (10) properties of the Company in Greece, in favour of Eurobank S.A. for an amount of €30,000. The power of attorney expires automatically, either with the full and complete repayment of all the obligations of the Company under the credit agreement.
In the context of the loan agreement of Flowpulse Ltd, shareholder of MHV Mediterranean Hospitality Venture Limited, with Bank of Cyprus Public Company Limited, the properties of the company CTDC are burdened with mortgage for an amount of €4,400 and the assets of CTDC are burdened with floating charge for an amount of €4,800 in favour of Bank of Cyprus Public Company Limited. Finally, CTDC has given a corporate guarantee up to the amount of €4,800 for Flowpulse Ltd liabilities arising from the abovementioned loan agreement.
In the context of the loan agreement signed by the subsidiary Quadratix Ltd. with the Bank of Cyprus Ltd. on January 31, 2018 (Note 18), the Company has given a corporate guarantee up to the amount of €5,000 thousand for liabilities of Quadratix Ltd. under the abovementioned loan agreement.
Moreover, The Company has given corporate guarantee up to the amount of €2,450 and up to the amount of €875 for liabilities of the companies Panterra S.A. and Rinascita S.A., respectively, under their bridge loans. The companies are investments in joint ventures.
Finally, the Company has guaranteed in favor of the company PIRAEUS TOWER A.E., which is an investment in joint venture, for the issuance of a letter of guarantee of good execution of the terms of the concession arrangement up to the amount of €813.
The Company's shareholding structure as of March 31, 2021 is presented below:
| % participation | ||
|---|---|---|
| • | Invel Real Estate (Netherlands) II B.V.: | 63.39% |
| • | Invel Real Estate BV | 29.81% |
| • | CL Hermes Opportunities L.P. | 2.85% |
| • | Anthos Properties S.A. (a subsidiary of Invel Real Estate (Netherlands) II B.V.) |
2.10% |
| • | Other shareholders: | 1.85% |
It should be noted that the above percentages arise in accordance with the disclosures received by the above persons under existing legislation.
In accordance with the TR1 notification of Law 3556/2007 dated 23.05.2019 submitted to the Company, the company Castlelake Opportunities Partners LLC is the ultimate shareholder of the Company owning 98.15%. Castlelake Opportunities Partners LLC is not controlled by any natural or legal person.
There is no natural person that holds more than 10% of the Company's share capital.
All transactions with related parties have been carried out on the basis of the "arm's length" principle, i.e., under normal market conditions for similar transactions with third parties. The transactions with related parties are presented below:
| Group | Company | |||
|---|---|---|---|---|
| Trade receivables from related parties | 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| Anthos Properties S.A. | 2 | 2 | 2 | 2 |
| Companies related to other shareholders | 2 | 2 | 2 | 2 |
| Total | 4 | 4 | 4 | 4 |
| Group | Company | |||
| Other receivables from related parties | 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| Piraeus Tower A.E. (joint venture) | 360 | - | 360 | - |
| Panterra A.E. (joint venture) | 980 | - | 980 | - |
| Total | 1,340 | - | 1,340 | - |
| Group | Company | |||
| Other long-term assets | 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| PNG Properties EAD, Company's subsidiary |
- | - | 11,064 | 10,966 |
| Aphrodite Hills Resort Limited, Company's Subsidiary |
- | - | 20,493 | 20,040 |
| Total | - | - | 31,557 | 31,006 |
| Group | Company | |||
| Other Liabilities | 31.03.2021 | 31.12.2020 | 31.03.2021 | 31.12.2020 |
| Companies related to other shareholders |
1,470 | 2,151 | 1,141 | 931 |
| Group | Company | |||
|---|---|---|---|---|
| Borrowings | 31.03.2021 | 31.12.2020 | 31.03.2021 31.12.2020 |
|
| Companies related to other shareholders |
1,293 | 1,264 | - | - |
| Total | 1,293 | 1,264 | - | - |
| ii. Rental income |
||||
| Group | Company | |||
| From 01.01. to | From 01.01. to | |||
| Anaptixi Fragokklisia S.A., Irinna Ktimatiki S.A., ILDIM M.IKE and MILORA M.IKE Company's subsidiaries |
31.03.2021 - |
31.03.2020 | 31.03.2021 - 1 |
31.03.2020 -- |
| Anthos Properties S.A. | 1 | 1 | 1 | 1 |
| Companies related to other shareholders | 1 | 1 | 1 | 1 |
| Total | 2 | 2 | 3 | 2 |
| iii. Direct property related expenses |
||||
| Group From 01.01. to |
Company From 01.01. to |
|||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Companies related to other shareholders | 2,705 | 479 | 2,363 | 479 |
| Total | 2,705 | 479 | 2,363 | 479 |
| iv. Other income |
||||
| Group | Company | |||
| From 01.01. to | From 01.01. to | |||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Picasso Fund, Company's subsidiary | - | - | - | 3,100 |
| Total | - | - | - | 3,100 |
| v. Other expenses |
||||
| Group | Company | |||
| From 01.01. to | From 01.01. to | |||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Companies related to other shareholders | 118 | 88 | - | - |
| Total | 118 | 88 | - | - |
| vi. Interest income |
||||
| Group From 01.01. to |
Company From 01.01. to |
|||
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| PNG Properties EAD, Company's | ||||
| subsidiary | - | - | 97 | 99 |
| Aphrodite Hills Resort Limited, Company's | - | - | 454 | 419 |
| Subsidiary | ||||
| Total | - | - | 551 | 518 |
| Group | Company | |||
|---|---|---|---|---|
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| Payables to the members of the BoD and the Investment committee |
1,046 | 709 | 1,040 | 703 |
| Other liabilities to members of the BoD, its committees and Senior Management |
2,776 | 2,785 | 2,276 | 2,285 |
| Retirement benefit obligations | 24 | 22 | 24 | 22 |
| Total | 3,846 | 3,516 | 3,340 | 3,010 |
| Group From 01.01. to |
Company From 01.01. to |
|||
|---|---|---|---|---|
| 31.03.2021 | 31.03.2020 | 31.03.2021 | 31.03.2020 | |
| BoD, its committees and Senior Management compensation |
854 | 1.001 | 606 | 817 |
| Total | 854 | 1.001 | 606 | 817 |
In the context of the loan agreement signed by the subsidiary Quadratix Ltd. with the Bank of Cyprus Ltd. on January 31, 2018 (Note 18), the Company has given a corporate guarantee up to the amount of €5,000 thousand for liabilities of Quadratix Ltd. under the abovementioned loan agreement.
Moreover, The Company has given corporate guarantee up to the amount of €2,450 and up to the amount of €875 for liabilities of the companies Panterra S.A. and Rinascita S.A., respectively, under their bridge loans. The companies are investments in joint ventures.
Finally, the Company has guaranteed in favor of the company PIRAEUS TOWER A.E., which is an investment in joint venture, for the issuance of a letter of guarantee of good execution of the terms of the concession arrangement up to the amount of €813.
During the financial year 2020, the company Aphrodite Hills Resort Limited received an amount of €36 as dividend from the company Aphrodite Hills Pantopoleion Ltd. in which participates with 45% (year ended December 31, 2020: €13).
On April 1, 2021 the disposal of of 45% of the Company's participation in MHV was completed. The consideration amounted to €26,803, out of which an amount of €12,037 was received the same day and the remaining amount will be received according to the provisions of the sale and purchase agreement.
On April 7, 2021, the Company signed a sale and purchase agreement with Papabull Investments Limited for the disposal of 15% of its participation in the company Aphrodite Hills Resort Limited. The consideration amounted to €8,000. The approval by the Commission for the Protection of Competition of the Republic of Cyprus was obtained on June 23, 2021 and the transaction is expected to be completed within the third quarter of 2021.
On April 7, 2021, the shareholders of MHV resolved on the share capital increase of the company of a total amount of €143,449 for the implementation of the company's business plan. In the context of the share capital increase of MHV, on the same day the Company paid an amount of €64,552, according to its participation percentage in MHV. Following the share capital increase, on April 9, 2021, MHV acquired 100% of the shares of Parklane Hotels Limited, owner of the luxury hotel complex Parklane, a Luxury Collection Resort & Spa Limassol and Park Tower consisting of 20 luxury apartments in Limassol Cyprus.
On April 7, 2021, the Company acquired an additional shareholding (36.22%) in the subsidiary Aphrodite Springs Public Limited for a consideration of €4,709. Upon completion of the transaction the Company owns 96.22% of the shares of Aphrodite Springs Public Limited. Aphrodite Springs spread over 1,472 thousand sq.m. of land and is licensed to develop a golf course and 125 thousand sq.m. of residential properties and properties of supplementary uses.
On May 6, 2021, the Company signed a Share Purchase Agreement with LAMDA DEVELOPMENT S.A for the acquisition of 100% of the shares of LAMDA ILIDA OFFICE S.M.S.A., 100% subsidiary of LAMDA DEVELOPMENT S.A. and owner of "ILIDA BUSINESS CENTER", an office building in Maroussi. "ILIDA BUSINESS CENTER" is a Class A office building with a total superstructure area of 11,750 sq.m. and 277 parking spaces. The transaction will be concluded upon the completion of certain condition precedents as defined in the aforementioned share purchase agreement. The deadline for such completion is September 30, 2021. The consideration for the acquisition of the shares will be equal to the net asset value (NAV) of LAMDA ILIDA OFFICE S.M.S.A. as this will be determined, based on the provisions of the SPA, at the completion of the transaction.
On June 8, 2021 the Annual General Meeting of the Company's Shareholders, approved the distribution of a total amount of €89,934 (i.e. 0.352 per share – amount in €) as dividend to its shareholders for the year 2020. Due to the distribution of interim dividend of a total amount of €35,769 (i.e. €0.14 per share – amount in €), following the relevant decision of the Board of Directors dated November 30, 2020, the remaining dividend to be distributed amounts to €54,165 (i.e. €0.212 per share – amount in €).
On June 18, 2021 the Company concluded on the disposal of two of its properties in Greece. The consideration of the disposal amounted to €18,778.
On June 30, 2021 the Company acquired a land plot with a total area of 2.6 thousand sq.m. in which luxury residentials with modern specifications is aimed to be developed based on the principles of sustainability. The consideration for the acquisition of the land plot amounted to €4,400 while its fair value at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €4,563.
On July 2, 2021 the Board of Directors of the Company decided the issuance of a "green" common bond loan for a maximum amount €300,000 and minimum amount €250,000, with a duration of seven (7) years, the placement of the bonds through a public offer in Greece and the listing to trading of the bonds in the Fixed Income Segment of the Regulated market of the Athens Exchange. Funds raised from the issuance shall be mainly utilized for the financing of sustainable investments in real-estate as well as for the repayment of an existing lending facility in relation to a sustainable (green) real estate property, pursuant to the evaluation criteria of the Green Bond Framework adopted by the Company, based on the Green Bond Principles of the International Capital Market Association (ICMA) (as of June 2018) and within the context of article 22 of Law 2778/1999, as in force.
On July 5, 2021 the company Picasso Fund received the approval from the competent financial institution for the extension of the maturity date of its loans, which would expire on June 30, 2021, until December 31, 2022. The outstanding capital of these loans as of March 31, 2021 amounted to €99,830 and are included in short-term borrowings of the Group.
On July 6, 2021 the Extraordinary General Meeting of the Company's shareholders resolved on the decrease of the share capital of the Company by €74,093 by means of the decrease of the nominal value of each of the 255,494,534 ordinary, registered, voting shares of the Company, from €3.00 to €2.71 nominal value per share, in order to return capital to shareholders by payment in cash.
On July 15, 2021 the subsidiary company Prodea Immobiliare acquired a 4* hotel in Milan, Italy, of a total area of €16 thousand sq.m. The consideration for the acquisition of the property amounted to €9,500 while its fair value at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €9,110.
On July 23, 2021 the Company acquired the remaining 51% of the shares of Panterra S.A. for a consideration of €15,324. Upon completion of the acquisition, the Company owns 100% of the shares of Panterra.
Following the preliminary agreement dated June 1, 2020, on July 23, 2021 the Company concluded the acquisition of 100% of the units of New Metal Expert Μ.ΙΚΕ. The company owns two leased newly developed logistic centers of a total GLA of 23.8 thousand sq.m. located in Aspropyrgos, Attica. The consideration for the acquisition amounted to €12,449.
There are no other significant events subsequent to the date of the Interim Financial Statements relating to the Group or the Company for which disclosure is required by the IFRSs..
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