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Prodea R.E.I.C. S.A.

Quarterly Report Nov 30, 2020

2663_10-q_2020-11-30_5a5044c0-6d6f-4975-91e6-ca1d85fb04fa.pdf

Quarterly Report

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Prodea Real Estate Investment Company Société Anonyme

Interim Condensed Consolidated and Separate Financial Information for the period from January 1 to September 30, 2020

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.

November 2020

Statement of Financial Position 3
Income Statement - 9 month period 4
Statement of Comprehensive Income - 9 month period 5
Income Statement - 3 month period 6
Statement of Comprehensive Income - 3 month period 7
Statement of Changes in Equity - Group 8
Statement of Changes in Equity - Company 9
Cash Flow Statement - Group 10
Cash Flow Statement - Company 11
NOTE 1: General Information 12
NOTE 2: Summary of Significant Accounting Policies 13
2.1. Basis of Preparation 13
2.2. Going concern 13
2.3. Adoption of International Financial Reporting Standards (IFRSs) 14
NOTE 3: Critical Accounting Estimates and Judgments 15
NOTE 4: Financial Risk Management 16
4.1. Financial Risk Management 16
4.2. Fair Value Estimation of Financial Assets and Liabilities 16
NOTE 5:
Segment Reporting 17
NOTE 6:
Investment Property 22
NOTE 7:
Property and Equipment 32
NOTE 8:
Goodwill, Software and Other Intangible Assets 34
NOTE 9:
Investment in Subsidiaries 35
NOTE 10: Equity method investments & Investment in Joint Ventures 37
NOTE 11: Trade and Other Assets 38
NOTE 12: Inventories 39
NOTE 13: Cash and Cash Equivalents 39
NOTE 14: Share Capital & Share Premium 40
NOTE 15: Reserves 40
NOTE 16: Borrowings 40
NOTE 17: Trade and Other payables 43
NOTE 18: Deferred tax assets and liabilities 44
NOTE 19: Dividends per Share 45
NOTE 20: Revenue 45
NOTE 21: Finance Costs 45
NOTE 22: Taxes 46
NOTE 23: Earnings per share 46
NOTE 24: Contingent Liabilities and Commitments 47
NOTE 25: Related party transactions 48
NOTE 26: Events after the Date of the Interim Financial Statements 52

Group Company
Note 30.09.2020 31.12.2019 30.09.2020 31.12.2019
ASSETS
Non-current assets
Investment property 6 2,110,003 2,090,040 1,461,999 1,437,264
Investment in subsidiaries 9 - - 440,352 428,316
Equity method investments 10 459 421 - -
Investment in joint venture 10 14,240 10,585 11,334 10,416
Property and equipment 7 109,624 110,035 10,160 2,633
Goodwill, Software and other Intangible assets 8 13,654 14,473 50 72
Other long-term assets 14,546 13,917 41,444 39,430
2,262,526 2,239,471 1,965,339 1,918,131
Current assets
Trade and other assets 11 32,967 83,536 23,213 78,810
Inventories 12 29,678 33,380 - -
Cash and cash equivalents 13 171,481 71,174 130,057 31,825
234,126 188,090 153,270 110,635
Total assets 2,496,652 2,427,561 2,118,609 2,028,766
SHAREHOLDERS' EQUITY
Share capital 14 766,484 766,484 766,484 766,484
Share premium 14 15,890 15,890 15,970 15,970
Reserves 15 355,500 347,531 354,278 345,845
Other equity (7,403) (8,869) - -
Retained Earnings
Equity attributable to equity holders of the parent
244,811 297,408 177,482 217,029
1,375,282 1,418,444 1,314,214 1,345,328
Non-controlling interests 37,536 42,465 - -
Total equity 1,412,818 1,460,909 1,314,214 1,345,328
LIABILITIES
Long-term liabilities
Borrowings 16 818,658 840,244 717,396 646,433
Retirement benefit obligations 300 276 300 276
Deferred tax liability 18 28,218 28,592 - -
Other long-term liabilities 15,372 15,959 3,847 3,726
862,548 885,071 721,543 650,435
Short-term liabilities
Trade and other payables 17 57,118 44,327 30,106 18,570
Borrowings 16 163,446 36,036 52,226 13,460
Derivative financial instruments - 4 - -
Current tax liabilities 722 1,214 520 973
221,286 81,581 82,852 33,003
Total liabilities 1,083,834 966,652 804,395 683,438
Total equity and liabilities 2,496,652 2,427,561 2,118,609 2,028,766
Athens, November 30, 2020
The Vice-Chairman 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 30.09.2020 30.09.2019 30.09.2020 30.09.2019
Revenue 20 119,636 131,061 77,530 81,016
119,636 131,061 77,530 81,016
Net gain / (loss) from the fair value adjustment 6 (9,618) 71,802 170 46,219
of investment property
Gain from disposal of investment property 6 133 - 133 -
Direct property related expenses (6,191) (4,547) (2,910) (3,265)
Property taxes-levies (7,407) (7,159) (5,695) (5,746)
Personnel expenses – Investment Property (10,049) (4,588) (9,949) (4,522)
Personnel expenses – Hospitality and ancillary (5,993) (7,776) - -
services
Consumables used (962) (2,860) - -
Net change in real estate inventories (5,117) (4,416) - -
Depreciation of property and equipment and
amortisation of intangible assets
7,8 (3,641) (863) (306) (102)
Net change in fair value of financial
instruments at fair value through profit or loss 4 56 - -
Net impairment loss on financial assets (2,010) (1,950) (437) (1,914)
Net impairment loss on non-financial assets 7,12 (5,444) (4,143) - -
Other income 617 322 8,916 7,621
Other expenses – Investment Property (4,825) (3,085) (3,571) (2,257)
Other expenses –
Hospitality and ancillary
services
(7,516) (10,718) - -
Corporate Responsibility (414) (125) (414) (125)
Operating Profit 51,203 151,011 63,467 116,925
Share of profit of associates and joint ventures 10 2,789 (3) - -
Negative
goodwill
from
acquisition
of
subsidiaries - 13,550 - -
Interest income 97 12 1,672 1,119
Finance costs 21 (25,723) (22,883) (19,501) (17,260)
Profit before tax 28,366 141,687 45,638 100,784
Taxes 22 (1,346) (14,151) (1,525) (10,251)
Profit for the period 27,020 127,536 44,113 90,533
Attributable to:
Non-controlling interests (4,368) 4,597 - -
Company's equity shareholders 31,388 122,939 44,113 90,533
Earnings per share (expressed in
€ per share) - Basic and diluted 23 0.12 0.48 0.17 0.35
Athens, November 30, 2020
The Vice-Chairman of the BoD and The CFO / COO The Deputy CFO
CEO
Aristotelis Karytinos Thiresia Messari Anna Chalkiadaki

Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
Profit for the period 27,020 127,536 44,113 90,533
Other comprehensive income / (loss):
Items that may not be reclassified subsequently to
profit or loss:
Revaluation reserve (1,318) 101 144 -
Total of items that may not be reclassified
subsequently to profit or loss
(1,318) 101 144 -
Items that may be reclassified subsequently
to profit or loss:
Currency translation differences 88 100 - -
Cash flow hedges - 83 - -
Total of items that may be reclassified subsequently
to profit or loss
88 183 - -
Other comprehensive income / (loss) for the period (1,230) 284 144 -
Total comprehensive income for the period 25,790 127,820 44,257 90,533
Attributable to:
Non-controlling interests (4,953) 4,597 - -
Company's equity shareholders 30,743 123,223 44,257 90,533
Athens, November 30, 2020
The Vice-Chairman of the BoD and
CEO
The CFO / COO The Deputy CFO
Aristotelis Karytinos Thiresia Messari Anna Chalkiadaki

Revenue From 01.07. to
30.09.2020
38,454
30.09.2019 From 01.07. to
30.09.2020 30.09.2019
51,610 25,748 26,810
38,454 51,610 25,748 26,810
Net gain / (loss) from the fair value adjustment
of investment property (3,082) (2,082) (1,139) (1,325)
Gain from disposal of investment property 133 - 133 -
Direct property related expenses (1,827) (1,681) (840) (1,007)
Property taxes-levies (2,457) (2,420) (1,820) (1,916)
Personnel expenses – Investment Property (1,502) (1,046) (1,469) (982)
Personnel expenses – Hospitality and ancillary
services (1,602) (3,933) - -
Consumables used (430) (905) - -
Net change in real estate inventories (362) (2,555) - -
Depreciation of property and equipment and
amortisation of intangible assets (1,233) (235) (121) (51)
Net change in fair value of financial
instruments at fair value through profit or loss 2 8 - -
Net impairment loss on financial assets (1,167) (1,744) (333) (1,810)
Net impairment loss on non-financial assets (364) (1,191) - -
Other income 168 143 3,815 4,994
Other expenses – Investment Property (854) (1,062) (769) (799)
Other expenses –
Hospitality and ancillary
services (2,551) (6,111) - -
Corporate Responsibility (60) (48) (60) (48)
Operating Profit 21,266 26,748 23,145 23,866
Share of profit of associates and joint ventures (891) (82) - -
Negative
goodwill
from
acquisition
of
subsidiaries - 195 - -
Interest income 44 2 581 503
Finance costs (9,195) (8,300) (7,253) (6,345)
Profit before tax 11,224 18,563 16,473 18,024
Taxes (695) (3,891) (519) (3,609)
Profit for the period 10,529 14,672 15,954 14,415
Attributable to:
Non-controlling interests (933) 326 - -
Company's equity shareholders 11,462 14,346 15,954 14,415
Earnings per share (expressed in
€ per share) - Basic and diluted 0.04 0.06 0.06 0.06
Athens, November 30, 2020
The Vice-Chairman of the BoD and
CEO
The CFO / COO The Deputy CFO
Aristotelis Karytinos Thiresia Messari Anna Chalkiadaki

Group
From 01.07. to
Company
From 01.07. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
Profit for the period 10,529 14,672 15,954 14,415
Other comprehensive income / (expense):
Items that may not be reclassified subsequently to
profit or loss:
Revaluation reserve - 16 - -
Total of items that may not be reclassified
subsequently to profit or loss
- 16 - -
Items that may be reclassified subsequently
to profit or loss:
Currency translation differences 28 18 - -
Cash flow hedges - - - -
Total of items that may be reclassified subsequently
to profit or loss
28 18 - -
Other comprehensive income for the period 28 34 - -
Total comprehensive income for the period 10,557 14,706 15,954 14,415
Attributable to:
Non-controlling interests (933) 326 - -
Company's equity shareholders 11,490 14,380 15,954 14,415
Athens, November 30, 2020
The Vice-Chairman of the BoD and
CEO
The CFO / COO The Deputy CFO
Aristotelis Karytinos Thiresia Messari Anna Chalkiadaki

Statement of Changes in Equity - Group for the period ended September 30, 2020

Attributable to Company's shareholders
Note Share
capital
Share
premium
Reserves Other
equity
Retained
Earnings
/
(Losses)
Total Non
controlling
interests
Total
Balance January 1, 2019 766,484 15,890 342,176 - 162,132 1,286,682 - 1,286,682
Other comprehensive income for the period - - 284 - - 284 - 284
Profit for the period - - - - 122,939 122,939 4,597 127,536
Total comprehensive income after tax - - 284 - 122,939 123,223 4,597 127,820
Transfer to reserves - - 4,277 - (4,277) - - -
Dividend distribution 2018 19 - - - - (73,071) (73,071) - (73,071)
Put option held by non-controlling interests - - - (8,869) - (8,869) - (8,869)
Acquisition of subsidiaries - - - - - - 38,403 38,043
Acquisition of non-controlling interests - - - - (23) (23) (1,035) (1,058)
Balance September 30,
2019
766,484 15,890 346,737 (8,869) 207,700 1,327,942 41,965 1,369,907
Movements
to
December 31, 2019
- - 794 - 89,708 90,502 500 91,002
Balance December 31, 2019 766,484 15,890 347,531 (8,869) 297,408 1,418,444 42,465 1,460,909
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 / (loss) for the period - - (645) - - (645) (585) (1,230)
Profit for the period - - - - 31,388 31,388 (4,368) 27,020
Total comprehensive income
/ (loss)
after tax
- - (645) - 31,388 30,743 (4,953) 25,790
Transfer to reserves - - 8,614 - (8,614) - - -
Dividend distribution 2019 19 - - - - (75,371) (75,371) - (75,371)
Amortization of put option held by non-controlling
interests
- - - 1,466 - 1,466 - 1,466
Share capital increase of Non-controlling interests - - - - - - 24 24
Balance September 30, 2020 766,484 15,890 355,500 (7,403) 244,811 1,375,282 37,536 1,412,818

Statement of Changes in Equity - Company for the period ended September 30, 2020

Note Share capital Share premium Reserves Retained Earnings Total
Balance January 1, 2019 766,484 15,970 341,748 143,331 1,267,533
Profit for the period - - - 90,533 90,533
Total comprehensive income after tax - - - 90,533 90,533
Transfer to reserves - - 4,130 (4,130) -
Dividend distribution 2018 - - - (73,071) (73,071)
Balance
September 30,
2019
766,484 15,970 345,878 156,663 1,284,995
Movements
to
December 31, 2019
- - (33) 60,366 60,333
Balance December 31, 2019 766,484 15,970 345,845 217,029 1,345,328
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 - - - 44,113 44,113
Total comprehensive income after tax - - 144 44,113 44,257
Transfer to reserves - - 8,289 (8,289) -
Dividend distribution 2018 - - - (75,371) (75,371)
Balance
September 30, 2020
766,484 15,970 354,278 177,482 1,314,214

From 01.01. to
Note 30.09.2020 30.09.2019
Cash flows from operating activities
Profit before tax 28,366 141,687
Adjustments for:
-
Provisions for employee benefits
24 19
-
Depreciation of property and equipment & Amortization of intangible assets
7,8 3,641 863
-
Net (gain) / loss from the fair value adjustment of investment property
6 9,618 (71,802)
-
Interest income
(97) (12)
-
Finance costs
21 25,723 22,883
-
Net change in fair value of financial instruments at fair value through profit
or loss
(4) (56)
-
Net impairment loss on financial assets
2,010 1,980
-
Net impairment loss on non-financial assets
7,12 5,444 4,144
-
Negative goodwill from acquisition of subsidiaries
- (13,550)
-
Gain from disposal of investment property
(133) -
-
Other
(2,797) 286
Changes in working capital:
-
(Increase) / Decrease in receivables
(8,048) (37)
-
(Increase) / Decrease of inventories
2,687 1,762
-
Increase / (Decrease) in payables
17,943 (723)
Cash flows from operating activities 84,377 87,444
Interest paid (20,250) (21,596)
Tax paid (2,339) (13,071)
Net cash flows from operating activities 61,788 52,777
Cash flows from investing activities
Acquisition of investment property 6 (31,518) -
Subsequent capital expenditure on investment property 6 (5,933) (3,318)
Proceeds from disposal of investment property 63,390 -
Purchases of property and equipment 7 (1,939) (1,346)
Disposals of property and equipment 7 13 -
Prepayments and expenses related to future acquisition of investment property (7,033) (2,629)
Acquisitions of subsidiaries (net of cash acquired) - (187,466)
Acquisition of investment in joint ventures 10 (918) (9,107)
Dividends received from equity method investments 13 40
Interest received 95 12
Net cash flows from / (used in) investing activities 16,170 (203,814)
Cash flows from financing activities
Proceeds from share capital increase of subsidiaries 24 5,735
Proceeds from the issuance of bond loans and other
borrowed funds
174,290 614,499
Expenses related to share capital increase - (76)
Expenses related to the issuance of bond loans and
other borrowed funds (304) (6,499)
Repayment of borrowings (73,192) (384,126)
Dividends paid (78,477) (50,077)
Net cash flows from financing activities 22,341 179,456
Net increase in cash and cash equivalents 100,299 28,419
Cash and cash equivalents at the beginning of the period 71,174 45,788
Effect of foreign exchange currency differences on cash and 8 (15)
cash equivalents
Cash and cash equivalents at the end of the period
171,481 74,192

Note
30.09.2020
30.09.2019
Cash flows from operating activities
Profit before tax
45,637
100,784
Adjustments for:
-
Provisions for employee benefits
24
19
-
Depreciation of property and equipment & Amortization
7,8
306
102
of intangible assets
-
Net (gain) / loss from the fair value adjustment of
6
(170)
(46,219)
investment property
-
Interest income
(1,672)
(1,119)
-
Finance costs
21
19,501
17,260
-
Net impairment loss on financial assets
437
1,914
-
Gain from disposal of investment property
(133)
-
-
Other
-
264
Changes in working capital:
-
(Increase) / Decrease in receivables
640
66
-
Increase / (Decrease) in payables
11,522
3,863
Cash flows from operating activities
76,092
76,934
Interest paid
(17,064)
(17,760)
Tax paid
(1,977)
(12,629)
Net cash flows from operating activities
57,051
46,545
Cash flows from investing activities
Acquisition of investment property
6
(31,518)
-
Subsequent capital expenditure on investment property
6
(1,717)
(2,239)
Proceeds from disposal of investment property
63,390
-
Prepayments and expenses related to future acquisition of
(7,033)
(2,629)
investment property
Purchases of property and equipment
7
(1,084)
(37)
Acquisition of subsidiaries
-
(146,536)
Participation in subsidiaries' capital increase and Investment in
9
(12,036)
(56,604)
joint ventures
Acquisition of investment in joint ventures
10
(918)
(9,107)
Loans granted to foreign subsidiaries
-
(17,080)
Interest received
76
7
Net cash flows from / (used in) investing activities
9,160
(234,225)
Cash flows from financing activities
Proceeds from the issuance of bond loans and
173,150
599,500
other borrowed funds
Expenses related to the issuance of bond loans and
(296)
(6,189)
other borrowed funds
Repayment of borrowings
(65,462)
(350,740)
Dividends paid
19
(75,371)
(50,077)
Net cash flows from financing activities
32,021
192,494
Net increase in cash and cash equivalents
98,232
4,814
Cash and cash equivalents at the beginning of the period
31,825
33,216
From 01.01. to
Cash and cash equivalents at the end of the period 130,057 38,030

NOTE 1: General Information

"Prodea Real Estate Investment Company Société Anonyme" with the distinctive name "Prodea Investments" (hereinafter the "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 September 30, 2020, the Group's and the Company's number of employees was 638 and 38, respectively (September 30, 2019: 674 employees for the Group and 34 employees for the Company).

The current Board of Directors has a term of three years which expires on June 18, 2022 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 18, 2019 and was constituted as a body in its same day meeting. The Board of Directors has the following composition:

The current Board of Directors has the following composition:

Christophoros N. Papachristophorou Chairman, Businessman Executive Member
Aristotelis D. Karytinos Vice-Chairman, CEO Executive Member
Thiresia G. Messari CFO / COO Executive Member
Nikolaos M. Iatrou Business Executive Non Executive Member
Athanasios D. Karagiannis Investment Advisor Non Executive Member
Ioannis P. Kyriakopoulos General Manager of NBG Group Non Executive Member
Georgios E. Kountouris Economist Non Executive Member
Prodromos G. Vlamis Assistant Professor at University of
Piraeus & Associate at the
University of Cambridge
Independent - Non
Executive Member
Spyridon G. Makridakis Professor at University of Nicosia &
Emeritus Professor at INSEAD
Business School
Independent - Non
Executive Member

These interim condensed Financial Statements have been approved for issue by the Company's Board of Directors on November 30, 2020, and are available on the website address http://www.prodea.gr.

NOTE 2: Summary of Significant Accounting Policies

2.1 Basis of Preparation

Τhe interim condensed financial information of the Group and the Company for the nine-month period ended September 30, 2020 (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, 2019, 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 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.

2.2 Going concern

The COVID-19 pandemic and the subsequent lockdowns have affected the economic activity globally. The impact on the global economy and overall business activities cannot be assessed with reasonable certainty at this stage due to the inability to reliably predict the spread and duration of the pandemic. Many 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 και The Cyprus Tourism Development Company Limited (hereinafter "CTDC") in Cyprus.

Impact on rental income

The main sectors that were affected by COVID-19 were high street retail (excluding hypermarkets) and hospitality. The above sectors represent approximately 10% of Group's annualized rents as of September 30, 2020. Additionally, the Group's revenue from its five largest tenants, i.e. National Bank of Greece, Sklavenitis, Hellenic Republic, Cosmote and Italian Republic, representing 75% of the Group's annualized rents as of September 30, 2020 have not been affected by COVID-19. Taking into consideration the government measures in the countries where the Group operates, the reduction in rental income for 2020 is estimated to be c. 2.5% - 3.0% of annualized rents.

Impact on revenue from hospitality and ancillary services

Prodea's presence in the hospitality sector is in Cyprus through the Landmark Nicosia (CTDC) and Aphrodite Hills. This is the business sector and jurisdiction in which the Group operates that was mostly affected by the pandemic as hotel operations in Cyprus were under mandatory suspension from 16.03.2020 until 14.06.2020, therefore the abovementioned subsidiaries ceased their operation. It is noted that the contribution of these subsidiaries at the Group's operating profits is below 10.0%.

The Management taking into consideration the above as well as:

    1. The current financial position of the Company and the Group,
    1. The diversification of the Group's real estate portfolio,
    1. The fact that even if COVID-19 negatively affects the revenue and the operating results of the Group in the short term, the Group's business plan has a long-term perspective,
    1. The fact that the necessary funds for the realization of the Group's short to medium term business plan have been already secured,

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 Interim Financial Statements of the Group and the Company have been prepared based on the going concern principle.

The Management will continue to monitor and evaluate the situation closely.

2.3 Adoption of International Financial Reporting Standards (IFRSs)

2.3.1. New standards, amendments and interpretations to existing standards applied from 1 January 2020:

  • Definition of a business - Amendment to IFRS 3 (effective for annual periods beginning on or after January 1, 2020, as issued by the IASB). The IASB issued amendments to the definition of a business in IFRS 3 "Business Combination" to help entities to determine whether an acquired set of activities and assets is a business or not. The amendments clarify the minimum requirements for a business, remove the assessment of whether market participants are capable of replacing any missing elements or processes and continuing to produce outputs, add guidance to help entities assess whether an acquired process is substantive, narrow the definitions of a business and of outputs, and introduce an optional fair value concentration test. The amendments must be applied to transactions that are either business combinations or asset acquisitions for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2020. Consequently, entities do not have to revisit such transactions that occurred in prior periods. The adoption of the amendments did not have a material impact on the Interim Financial Statements.
  • Definition of materiality - Amendments to IAS 1 and IAS 8 (effective for the Group as of January 1, 2020). In October 2018, the IASB issued amendments to IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors, to align the definition of "material" across the standards and to clarify certain aspects of the definition. The new definition states that 'information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purposes financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity. The amendments clarify that materiality will depend on the nature or magnitude of the information or both. An entity will need to assess whether information, either individually or in combination with other information, is material in the context of the financial statements. The adoption of the amendments did not have a material impact on the Interim Financial Statements.
  • IFRS 9, IAS 39 and IFRS. 7 - Amendments to "Restatement of Interest Rates" (effective for annual periods beginning on or after 1 January 2020). The amendments change certain requirements for hedge accounting to provide facilitation on the potential effects of uncertainty caused by the change in interest rates. In addition, the amendments require companies to provide additional information to investors about their hedging that are directly affected by these uncertainties.
  • Conceptual framework. In March 2018, the IASB issued a revised version of the Conceptual Framework for Financial Reporting ("the Framework"), which will be effective for annual periods beginning on January 1, 2020. The Framework sets out the fundamental concepts of financial reporting that guide the IASB in developing IFRS Standards. The Framework underpins existing IFRS Standards but does not overrides them. Preparers of the financial statements use the Framework as a point of reference to develop accounting policies in the rare instances where a particular business transaction is not covered by existing IFRS Standards. The IASB and the IFRS Interpretations Committee will begin to use the new Framework immediately in developing new, or amending existing, financial reporting standards and interpretations. The adoption of the revised conceptual framework did not have a material impact on the Interim Financial Statements.

The amendments to existing standards and the conceptual framework effective from January 1, 2020 have been endorsed by the EU.

2.3.2. New standards and amendments to existing standards effective after 2020:

  • Concessions in rents related to COVID-19 - Amendment to IFRS 16 (effective for annual periods beginning on 1 June 2020 and effective for consolidated and separate financial statements from 1 January 2021). The amendment provides tenants (but not landlords) with an optional exemption from assessing whether the COVID-19-related lease is a leas modification. Tenants can choose to account for rental concessions in the same way they would for non-lease modifications. The amendment has not yet been adopted by the European Union.
  • Reference to the Conceptual Framework – Amendments to IFRS 3 Business Combinations(effective for annual periods beginning on January 1, 2022, as issued by the IASB). The amendments update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting without changing the accounting requirements for business combinations.
  • Property, Plant and Equipment: Proceeds before Intended Use – Amendments to IAS 16 (effective for annual periods beginning on January 1, 2022, as issued by the IASB). The amendments prohibit a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company will recognise such sales proceeds and related costs in profit or loss.
  • Onerous Contracts: Cost of Fulfilling a Contract – Amendment to IAS 37 (effective for annual periods beginning on January 1, 2022, as issued by the IASB). The amendments specify which costs a company includes when assessing whether a contract will be loss-making.
  • Classification of liabilities as short-term or long-term - Amendment to IAS 1 (effective for annual periods beginning on or after 1 January 2023). The amendment clarifies that liabilities are classified as short-term or long-term based on the entitlements in force at the end of the reporting period. The classification is not affected by the entity's expectations or events after the reporting date. In addition, the amendment clarifies the meaning of the term "settlement" of an obligation in IAS 1. The amendment has not yet been adopted by the European Union.
  • Annual Improvements to IFRS Standards 2018 – 2020 Cycle (effective for annual periods beginning on January 1, 2022, as issued by the IASB). The amendments applicable to the Group are:
    • IFRS 9 Financial Instruments: Feed in "10 per cent" test for derecognition of financial liabilities. The amendment clarifies which fees an entity included when it applies the "10 per cent" test in assessing whether to derecognize a financial liability. Only fees paid or received between the entity (the borrower) and the lender are included, including fees paid or received by either the entity or the lender on the other's behalf.
    • IFRS 16: Lease Incentives. The amendment to Illustrative Example 13 accompanying IFRS 16 removes from the example the illustration of the reimbursement of leasehold improvements by the lessor, in order to resolve any potential confusion regarding the treatment of lease incentives that might arise because of how lease incentives are illustrated in that example.

The amendments to existing standards effective after 2020 have not been endorsed by the EU.

NOTE 3: Critical Accounting Estimates and Judgments

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, 2019.

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, 2019. Despite the fact that investment activity dropped significantly during the first semester of 2020 due to COVID-19, demand from both domestic and international investors is still existent. The lack of transactions is due to the fact that investors seem to have placed on hold any plans until they acquire a better perspective of where the global market is heading. In any case, the real estate market is generally less liquid in nature compared to other assets, since any change in demand and particularly supply take significantly more time to realize. This is the reason why any effect that the change of external factors may have on the real estate market is demonstrated gradually and with a time lag compared to the change itself.

NOTE 4: Financial Risk Management

4.1. Financial Risk Management

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, 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, 2019.

4.2 Fair Value Estimation of Financial Assets and Liabilities

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.

Financial instruments carried at fair value

The table below analyses financial liabilities of the Group carried at fair value, by valuation method, as at September 30, 2020 and December 31, 2019, respectively.

September 30, 2020 Valuation hierarchy
Liabilities Level 1 Level 2 Level 3 Total
Derivative financial instruments - - - -
December 31, 2019 Valuation hierarchy
Liabilities Level 1 Level 2 Level 3 Total

The derivative financial instruments presented above relate to interest rate caps. The fair value of interest rate caps is calculated, using Bloomberg, as the present value of the estimated future cash flows based on observable yield curves. As a result, the derivative financial instruments are included in Level 2.

There were no transfers between Levels 1 and 2, nor any transfers in and out of Level 3 during the period.

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 that transfer.

Financial instruments not carried at fair value

The tables below analyse financial liabilities of the Group not carried at fair value as at September 30, 2020 and December 31, 2019, respectively:

September 30, 2020 Valuation hierarchy
Liabilities Level 1 Level 2 Level 3 Total
Borrowings - - 982,104 982,104
December 31, 2019 Valuation hierarchy
Liabilities Level 1 Level 2 Level 3 Total
Borrowings - - 876,280 876,280

The liabilities included in the tables above are carried at amortized cost and their carrying value approximates their fair value.

As at September 30, 2020 and December 31, 2019, the carrying value of cash and cash equivalents, trade and other assets as well as trade and other payables approximates their fair value.

NOTE 5: Segment Reporting

The Group has recognized the following operational segments:

Business Segments:

  • Retail big boxes & high street retail,
  • Bank Branches
  • Offices
  • Hotels
  • Other (include student housing, storage space, archives, petrol stations, parking spaces, land plots and other properties with special use),

Geographical Segments:

  • Greece
  • Italy
  • Cyprus
  • Other countries1

Information per business segment and geographical area for the nine-month period ended September 30, 2020 and September 30, 2019 is presented below:

1 As of September 30, 2020, September 30, 2019 and December 31, 2019 the segment "Other countries" includes Romania and Bulgaria.

A)
Business Segments of Group
Period
Ended 30 September
2020
Retail
big
boxes &
high street retail
Bank
Branches
Offices Hotel Other Total
Rental Income 16,437 29,044 50,847 2,720 3,130 102,178
Revenue from hospitality & ancillary services - - - 5,148 5,211 10,359
Sale of development properties - - - - 7,099 7,099
Total Segment Revenue 16,437 29,044 50,847 7,868 15,440 119,636
Net gain
/ (loss) from the fair value adjustment of investment property
(1,866) 719 (7,012) (662) (797) (9,618)
Gain from disposal of investment property - 133 - - - 133
Consumables used & Net change in real estate inventories - - - (962) (5,117) (6,079)
Direct property related expenses
& Property taxes-levies
(2,955) (1,832) (6,359) (961) (1,491) (13,598)
Depreciation of property and equipment - - - (2,095) (1,200) (3,295)
Net impairment loss on financial assets (698) - (428) (868) (16) (2,010)
Net impairment loss on non-financial assets - - - (4,439) (1,005) (5,444)
Total Segment Operating profit
/
(loss)
10,918 28,064 37,048 (2,119) 5,814 79,725
Unallocated operating income 621
Unallocated operating expenses (29,143)
Operating Profit 51,203
Unallocated interest income 97
Unallocated finance costs (17,976)
Allocated finance costs (1,249) - (1,801) (3,776) (921) (7,747)
Unallocated non-operating income 2,789
Profit before tax 28,366
Deferred taxes 64 (6) (189) (488) 994 375
Unallocated taxes (1,721)
Profit for the period 27,020
Segment Assets as at 30 September
2020
Assets 406,528 487,130 1,011,920 166,915 216,687 2,289,180
Unallocated Assets 207,472
Total Assets 2,496,652
Segment Liabilities as at 30
September
2020
Liabilities 44,448 4,059 83,808 92,039 54,424 278,778
Unallocated Liabilities 805,056
Total Liabilities 1,083,834
Non-current assets additions as at 30 September
2020
4,699 - 22,893 25 10,479 38,096

Period Ended 30 September
2019
Retail
big
boxes
& high street
retail
Bank
Branches
Offices Hotel Other Total
Rental Income 14,569 31,269 51,631 1,582 1,734 100,785
Revenue from hospitality & ancillary services - - - 25,583 20 25,603
Sale of development properties - - - - 4,673 4,673
Total Segment Revenue 14,569 31,269 51,631 27,165 6,427 131,061
Net gain from the fair value adjustment of investment property 7,792 12,663 33,992 1,726 15,629 71,802
Consumables used & Net change in real estate inventories - - - (2,860) (4,416) (7,276)
Direct property related expenses
& Property taxes-levies
(2,164) (1,853) (5,909) (960) (820) (11,706)
Depreciation of property and equipment - - - (625) - (625)
Net impairment gain / (loss)
on financial assets
(1,805) (1) (146) (4) 6 (1,950)
Net impairment loss on non-financial assets - - - (403) (3,740) (4,143)
Total Segment Operating profit 18,392 42,078 79,568 24,039 13,086 177,163
Unallocated operating income 378
Unallocated operating expenses (26,530)
Operating Profit 151,011
Unallocated interest income 12
Unallocated finance costs (19,412)
Allocated finance costs (385) - (1,293) (1,379) (414) (3,471)
Unallocated non-operating income 13,547
Profit before tax 141,687
Deferred taxes (112) (4) (176) (399) (2,760) (3,451)
Unallocated taxes (10,700)
Profit for the period 127,536
Segment Assets as at 31 December 2019
Assets 405,144 503,053 1,036,792 178,579 204,138 2,327,706
Unallocated Assets 99,855
Total Assets 2,427,561
Segment Liabilities as at 31 December 2019
Liabilities
42,386 1,633 80,173 90,938 55,781 270,911
Unallocated Liabilities 695,741
Total Liabilities 966,652
Non-current assets additions as at 31 December 2019 72,013 7 52,363 29,365 50,872 204,620

B)
Geographical Segments of Group
Period
Ended 30
September
2020
Greece Italy Cyprus Other
Countries
Total
Rental Income 79,000 9,629 8,262 5,287 102,178
Revenue from hospitality & ancillary services - - 10,359 - 10,359
Sale of development properties - - 7,099 - 7,099
Total Segment Revenue 79,000 9,629 25,720 5,287 119,636
Net gain / (loss) from the fair value adjustment of investment property 2,236 (9,237) (1,920) (697) (9,618)
Gain from disposal of investment property 133 - - - 133
Consumables used & Net change in real estate inventories - - (6,079) - (6,079)
Direct property related expenses
& Property taxes-levies
(8,752) (1,772) (2,968) (106) (13,598)
Depreciation of property and equipment (8) - (3,287) - (3,295)
Net impairment loss on financial assets (496) (225) (1,289) - (2,010)
Net impairment loss on non-financial assets - - (5,444) - (5,444)
Total Segment Operating profit
/ (loss)
72,113 (1,605) 4,733 4,484 79,725
Unallocated operating income 621
Unallocated operating expenses (29,143)
Operating Profit 51,203
Unallocated interest income 97
Unallocated finance costs (17,976)
Allocated finance costs (5,435) - (1,349) (963) (7,747)
Unallocated non-operating income 2,789
Profit before tax 28,366
Deferred taxes - - 454 (79) 375
Unallocated taxes (1,721)
Profit for the period 27,020
Segment Assets as at 30 September
2020
Assets 1,523,154 261,981 400,509 103,536 2,289,180
Unallocated Assets 207,472
Total Assets 2,496,652
Segment Liabilities as at 30 September
2020
Liabilities 147,033 6,629 84,950 40,166 278,778
Unallocated Liabilities 805,056
Total Liabilities 1,083,834
Non-current assets additions as at 30 September
2020
36,582 1,487 27 - 38,096

Period
Ended 30 September
2019
Greece Italy Cyprus Other
Countries
Total
Rental Income 82,176 9,628 3,596 5,385 100,785
Revenue from hospitality & ancillary services - - 25,603 - 25,603
Sale of development properties - - 4,673 - 4,673
Total Segment Revenue 82,176 9,628 33,872 5,385 131,061
Net gain from the fair value adjustment of investment property 47,744 5,284 18,240 534 71,802
Consumables used & Net change in real estate inventories - - (7,276) - (7,276)
Direct property related expenses
& Property taxes-levies
(9,110) (1,842) (621) (133) (11,706)
Depreciation of property and equipment - - (625) - (625)
Net impairment gain / (loss)
on financial assets
(1,883) (109) 42 - (1,950)
Net impairment loss on non-financial assets - - (4,143) - (4,143)
Total Segment Operating profit 118,927 12,961 39,489 5,786 177,163
Unallocated operating income 378
Unallocated operating expenses (26,530)
Operating Profit 151,011
Unallocated interest income 12
Unallocated finance costs (19,412)
Allocated finance costs (1,540) - (901) (1,030) (3,471)
Unallocated non-operating income 13,547
Profit before tax 141,687
Deferred taxes - - (3,283) (168) (3,451)
Unallocated taxes (10,700)
Profit for the period 127,536
Segment Assets as at 31 December 2019
Assets 1,542,662 268,725 412,087 104,232 2,327,706
Unallocated Assets 99,855
Total Assets 2,427,561
Segment Liabilities as at 31 December 2019
Liabilities 139,092 5,433 84,549 41,837 270,911
Unallocated Liabilities 695,741
Total Liabilities 966,652
Non-current assets additions as at 31 December 2019 17,622 800 186,194 4 204,620

In relation to the above segment analysis we state that:

  • (a) There are no transactions between business segments.
  • (b) Segment assets include investment property, inventories, property and equipment, other intangible assets (customer contracts) and trade & other assets.
  • (c) Unallocated assets include property and equipment, Goodwill, software, equity method investments, investment in joint ventures, cash and cash equivalents, other long-term and current assets.
  • (d) Unallocated liabilities as of September 30, 2020 and December 31, 2019 mainly include borrowings amounted to €784,685 and €675,801 respectively.

Concentration of customers

NBG, lessee of the Group, represent more than 10% of Group's rental income. Rental income from NBG for the nine-month period ended September 30, 2020 amounted to €45,657, i.e. 44.7% (nine-month period ended September 30, 2019: €50,224 i.e. 49.9%).

NOTE 6: Investment Property

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Balance at the beginning of the period 2,090,040 1,779,481 1,437,264 1,359,579
Additions:
- Direct acquisition of investment property 32,163 7,587 32,163 7,587
- Acquisitions through business combinations - 176,921 -
- Acquisitions of subsidiaries other than through
business combinations
- 10,865 -
- Subsequent capital expenditure on investment
property
5,933 9,247 1,717 6,805
- Transfer from property and equipment 3,063 - 2,263 -
- Transfer to property and equipment (8,771) - (8,771) -
- Disposal of investment property (2,807) (73,880) (2,807) (73,880)
Net gain / (loss) from the fair value adjustment of
investment property
(9,618) 179,819 170 137,173
Balance at the end of the period 2,110,003 2,090,040 1,461,999 1,437,264

On September 18, 2020, the Company concluded on the acquisition of a property located at Markopoulo, Attica, of a total area of 12.4 thousand sq.m.. The property is leased to a creditworthy tenant and is used as Logistics center. The consideration for the acquisition of the property amounted to €9,900. The fair value of the property at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €9,986.

On July 17, 2020 the Company concluded on the acquisition of an office complex with a total area of approximately 7.1 thousand sq.m. located at 72, Ethnikis Antistaseos and Agamemnonos str., in Chalandri and a mixed use building, consisting of offices and retail units, with a total area of approximately 1.9 thousand sq.m. located at 44- 46, Amphiaraou str. near the center of Athens, for a total consideration of €15,400 and €1,500 respectively. Their fair value at the date of the acquisition, according to the valuation performed by the independent statutory valuer, amounted to €15,407 and €1,600 respectively.

On June 1, 2020 the Company proceeded with the signing of a preliminary agreement for the acquisition of 100% of the shares of a company, owner of a land plot on which a building is currently being developed that will be used as a commercial warehouse with modern specifications. The final consideration will be determined at the date of transfer of the company's shares taking into account the financial position of the company at that date. In the context of this preliminary agreement, on the same day the Company paid an amount of €5,000 as a prepayment. On August 4, 2020 the Company paid an additional amount of €2,030 as a prepayment.

On March 1, 2020, part of the property which is located at 6, Karageorgi Servias str., Athens, of a total area of approximately 789.3 sq.m. (2nd and 3rd floor), which was included in owneroccupied property, was transferred from property and equipment to investment property. The value of the property at the date of the transfer amounted to €2,263.

On March 1, 2020, the property which is located at 9, Chrisospiliotissis str., Athens, of a total area of approximately 2.9 thousand sq.m., was transferred from investment property to property and equipment. The value of the property at the date of the transfer amounted to €8,771.

On January 28, 2020, the Company concluded on the acquisition of a commercial property located at 19-20 Filikis Etaireias Square street in Athens, of a total area of approximately 496.5 sq.m. for a total consideration of €2,300 out of which an amount of €629 had been paid as an advance payment. The fair value of the property at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €2,334.

On January 27, 2020, the Company concluded on the acquisition of a commercial property located in 7 Aggelou Metaxa Avenue in Glyfada, Attica, of a total area of approximately 415 sq.m. for a total consideration of €2,100. The fair value of the property at the date of the acquisition, according to the valuation performed by the independent statutory valuers, amounted to €2,307.

Management always evaluates the optimal management of the Group's portfolio property, including a possible sale if market conditions are appropriate. In this context, on August 6, 2020, the Company concluded on the disposal of one investment property in Corinth. The total consideration for the sale amounted to €2,940, while its book value at the date of disposal amounted to €2,807. The gain from the disposal of the investment property amounted to €133. In addition, Management examines the possibility of the disposal of the whole or part of its investment in the subsidiary Picasso Fund.

The Group's borrowings which are secured on investment property are stated in Note 16.

The Group's investment property is measured at fair value. The tables below present the Group's investment property per business segment and geographical area as at September 30, 2020 and December 31, 2019. 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 30.09.2020
Segment Retail Offices Hotels Other1 Retail Offices Other2 Retail Offices Retail Offices Hotels Other3 Retail Offices Total
Level 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3
Fair value at the beginning of
the period
756,155 645,108 32,749 32,687 13,976 198,944 52,890 1,204 5,426 99,832 48,704 35,871 69,107 10,401 86,986 2,090,040
Additions:
Direct acquisition of investment
property
4,621 17,382 - 10,160 - - - - - - - - - - - 32,163
Subsequent capital expenditure
on investment property
22 4,390 2 5 52 1,120 315 - - 4 - 23 - - - 5,933
Disposal of investment property (2,807) - - - - - - - - - - - - - - (2,807)
Transfer from property and
equipment
- 2,263 - - - - - - - - - - 800 - - 3,063
Transfer to
property and
equipment
- (8,771) - - - - - - - - - - - - - (8,771)
Transfer among segments - 6,300 (5,960) (340) - - - - - - - - - - - -
Net gain / (loss) from the fair
value adjustment of investment
property
494 394 (389) 1,737 132 (8,104) (1,265) 26 84 (998) 620 (273) (1,269) (801) (6) (9,618)
Fair value at the end of the
period
758,485 667,066 26,402 44,249 14,160 191,960 51,940 1,230 5,510 98,838 49,324 35,621 68,638 9,600 86,980 2,110,003

1 The segment "Other" in Greece includes 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 land plot, storage spaces and other properties with special use.

All amounts expressed in € thousand, unless otherwise stated

The segment "Retail" is further analyzed as below:

Country Greece Italy Romania Cyprus Bulgaria
Segment Retail big
boxes &
Bank Retail big
boxes &
Bank Bank Retail big
boxes &
Retail big
boxes &
Total
high street retail Branches high street retail Branches Branches high street retail high street retail 30.09.2020
Level 3 3 3 3 3 3 3
Fair value at the beginning of the
period
271,834 484,321 10,396 3,580 1,204 99,832 10,401 881,568
Additions:
Direct acquisition of investment
property
4,621 - - - - - - 4,621
Subsequent capital expenditure on
investment property
22 - 52 - - 4 - 78
Disposal of investment property - (2,807) - - - - - (2,807)
Net gain from the fair value
adjustment of investment property
(109) 603 42 90 26 (998) (801) (1,147)
Fair value at the end of the period 276,368 482,117 10,490 3,670 1,230 98,838 9,600 882,313

Greece
Italy
Romania
Cyprus
Bulgaria 31.12.2019
Segment Retail Offices Hotels Other1 Retail Offices Other2 Retail Offices Retail Offices Hotels Other3 Retail Offices Total
Level 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3
Fair value at the beginning of the
period
725,300 615,941 14,013 26,689 14,321 189,344 55,590 1,226 5,344 23,688 2,115 11,200 - 10,110 84,600 1,779,481
Additions:
Direct acquisition
of investment
property
- - 6,257 1,330 - - - - - - - - - - - 7,587
Acquisitions through business
combinations
- - - - - - - - - 71,391 46,174 22,002 37,354 - - 176,921
Acquisitions
other than through
business combinations
- - - 2,757 - - - - - - - - 8,108 - - 10,865
Subsequent capital expenditure on
investment property
571 6,185 522 - - - 800 - - 58 - 584 523 - 4 9,247
Disposal of Investment Property (24,514) (49,366) - - - - - - - - - - - - - (73,880)
Transfers among segments (11,248) 2,773 8,475 - - - - - - - - - - - - -
Net gain / (loss) from the fair value
adjustment of investment property
66,046 69,575 3,482 1,911 (345) 9,600 (3,500) (22) 82 4,695 415 2,085 23,122 291 2,382 179,819
Fair value at the end of the period 756,155 645,108 32,749 32,687 13,976 198,944 52,890 1,204 5,426 99,832 48,704 35,871 69,107 10,401 86,986 2,090,040

1 The segment "Other" in Greece includes 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 land plot, storage spaces and other properties with special use.

All amounts expressed in € thousand, unless otherwise stated

The segment "Retail" is further analysed as below:

Country Greece Italy Romania Cyprus Bulgaria
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
31.12.2019
Level 3 3 3 3 3 3 3
Fair value at the beginning of the
period
242,403 482,897 10,651 3,670 1,226 23,688 10,110 774,645
Additions:
Acquisitions through business
combinations
- - - - - 71,391 - 71,391
Subsequent capital expenditure on
investment property
564 7 - - - 58 - 629
Disposal
of Investment Property
- (24,514) - - - - - (24,514)
Transfers among segments (5,294) (5,954) - - - - - (11,248)
Net gain / (loss) from the fair value
adjustment of investment property
34,161 31,885 (255) (90) (22) 4,695 291 70,665
Fair value at the end of the period 271,834 484,321 10,396 3,580 1,204 99,832 10,401 881,568

All amounts expressed in € thousand, unless otherwise stated

Information about fair value measurements of investment property per business segment and geographical area for September 30, 2020:

Country Segment Fair Value Valuation Method Monthly market
rent
Discount rate (%) Capitalization
rate (%)
Greece Retail
big
boxes & high street retail
276,368 15%-20% market approach
and
1,545 6.38% -
11.20%
5.50% -
10.00%
80%-85% discounted cash flows
(DCF)
Greece Bank Branches 482,117 15%-20% market approach and 80%-85% DCF 2,173 6.83% -
9.76%
5.75% -
8.50%
Greece Offices 667,066 15%-20% market approach and 80%-85% DCF 3,677 7.02% -
11.49%
6.25% -
9.00%
Greece Hotels 26,402 0%-15%
market approach and 85%-100% DCF
- 8.29% -
10.34%
7.25% -
9.00%
Greece Other1 44,249 15%-20% market approach and 80%-85% DCF 303 8.61%-
10.27%
8.25% -
9.00%
Italy Retail
big
boxes & high street retail
10,490 0% market approach and 100% DCF 60 5.45% -
7.30%
5.10% -
6.35%
Italy Bank Branches 3,670 0% market approach and 100% DCF 19 5.95% 5.00%
Italy Offices 191,960 0% market approach and 100% DCF 1,123 5.60% -
8.20%
5.10% -
6.90%
Italy Other2 51,500 0% market approach and 100% residual method - 6.41% -
0% market approach and 100%
Italy Other3 440 direct capitalization method 2 - 4.60%
Romania Bank Branches 1,230 0% market approach and 100% DCF 10 9.55% -
10.80%
7.75% -
9.00%
Romania Offices 5,510 0% market approach and 100% DCF 39 9.55% 7.75%
Cyprus Retail
big
boxes & high street retail
98,838 0%-20% market approach and 80%-100% DCF 457 6.18% -
10.16%
5.25% -
7.75%
Cyprus Offices 49,324 20% market approach and 80%
DCF
259 5.50% -
7.66%
5.00% -
6.75%
Cyprus Hotels 35,621 0% market approach and 100% DCF - 9.65% -
9.99%
8.25%
Cyprus Other4 68,638 20% market approach and 80% DCF
or 0% market approach and
143 5.53% -
11.06%
4.75% -
10.00%
100% residual method
Bulgaria Retail
big
boxes & high street retail
9,600 0% depreciated replacement cost method and 100% DCF 179 9.25% 8.00%
Bulgaria Offices 86,980 0% market approach and 100% DCF 562 8.50% 7.25%
2,110,003

1 The segment "Other" in Greece includes student housing, storage spaces, archives, petrol stations and parking spaces.

4 The segment "Other" in Cyprus relates to land plot, storage spaces and other properties with special use.

2 The segment "Other" in Italy relates to land plot.

3 The segment "Other" in Italy relates to storage space.

All amounts expressed in € thousand, unless otherwise stated

Country Segment Fair Value Valuation Method Monthly market
rent
Discount rate (%) Capitalization
rate (%)
Greece Retail
big
boxes & high street retail
271,834 15%-20% market approach
and
80%-85% discounted cash flows
(DCF)
1,527 6.23% -
10.35%
5.45% -
9.50%
Greece Bank Branches 484,321 15%-20% market approach and 80%-85% DCF 2,183 7.02% -
9.96%
5.75% -
8.50%
Greece Offices 645,108 15%-20% market approach and 80%-85% DCF 3,547 7.22% -
10.25%
6.00% -
9.00%
Greece Hotels 32,749 0%-15%-20% market approach and 80%-85%-100% DCF - 8.10% -
10.05%
7.25% -
8.25%
Greece Other1 32,687 0%-15%-20% market approach and 80%-85%-100% DCF 200 9.39% -
10.75%
8.00% -
9.00%
Italy Retail
big
boxes & high street retail
10,396 0% market approach and 100% DCF 55 6.70% -
7.10%
4.60% -
5.40%
Italy Bank Branches 3,580 0% market approach and 100% DCF 16 6.55% 4.80%
Italy Offices 198,944 0% market approach and 100% DCF 1,102 6.74% -
7.60%
4.60% -
6.00%
Italy Other2 52,500 0% market approach and 100% residual method - - -
Italy Other3 390 0% market approach and 100% DCF 2 6.55% 5.70%
Romania Bank Branches 1,204 15% market approach and 85% DCF 11 9.06% -
10.81%
7.75% -
9.50%
Romania Offices 5,426 15% market approach and 85% DCF 31 9.06%
-
9.08%
7.75%
Cyprus Retail
big
boxes & high street retail
99,832 0%-15%-20% market approach and 80%-85%-100% DCF 465 6.90% -
9.45%
5.00% -
8.00%
Cyprus Offices 48,704 15%-20% market approach and 80%-85%
DCF
250 6.79% -
7.87%
5.00% -
6.09%
Cyprus Hotels 35,871 0% market approach and 100% DCF - 9.60% -
10.00%
8.25%-8.50%
Cyprus Other4 69,107 0%-20% market approach and 80%-100% DCF 132 6.79% -
15.70%
5.00% -
9.00%
Bulgaria Retail
big
boxes & high street retail
10,401 0% market approach and 100% DCF 178 10.97% 8.75%
Bulgaria Offices 86,986 20% market approach and 80% DCF 547 8.96% 7.51%
2,090,040

Information about fair value measurements of investment property per business segment and geographical area for 31.12.2019:

1 The segment "Other" in Greece includes 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 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 September 30, 2020 from the fair value as of June 30, 2020 (Note 3).

The last valuation of the Group's properties was performed at June 30, 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.

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 reflects 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 approache 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, the property owned by the company Aphrodite Springs Public Limited, in Paphos, Cyprus and part of the property owned by the company CTDC, in Nicosia, 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.

NOTE 7: Property and Equipment

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, 2019 2,435 - 9 313 - 1 - 2,758
Impact of IFRS 16 - - - - - - 207 207
Balance at January 1, 2019 adjusted for
impact of IFRS 16 2,435 - 9 313 - 1 207 2,965
Additions - 1,133 - 898 66 - 271 2,368
Additions
through acquisition of
subsidiary - 101,519 - 7,093 - - 1,158 109,770
Revaluation - 1,462 - - - - - 1,462
Other - - - 3 - - (5) (2)
Balance at December 31, 2019 2,435 104,114 9 8,307 66 1 1,631 116,563
Accumulated depreciation
Balance at January 1, 2019 (293) - (9) (307) - - - (609)
Depreciation charge (21) (978) - (1,260) (4) - (468) (2,731)
Impairment - (3,188) - - - - - (3,188)
Balance at December 31, 2019 (314) (4,166) (9) (1,567) (4) - (468) (6,528)
Net book value at December 31, 2019 2,121 99,948 - 6,740 62 1 1,163 110,035
Cost or Fair value
Balance at January 1, 2020 2,435 104,114 9 8,307 66 1 1,631 116,563
Additions 64 349 - 1,527 - - 528 2,468
Transfer to investment property (2,436) (800) - - - - - (3,236)
Transfer from investment property 8,771 - - - - - - 8,771
Disposals - - - (23) - - - (23)
Other - - - - - - (1) (1)
Balance at September 30, 2020 8,834 103,663 9 9,811 66 1 2,158 124,542
Accumulated depreciation
Balance at January 1, 2020 (314) (4,166) (9) (1,567) (4) - (468) (6,528)
Depreciation charge (72) (977) - (1,273) (8) - (494) (2,824)
Transfer to investment property 317 - - - - - - 317
Impairment - (5,901) - - - - - (5,901)
Disposals - - - 18 - - - 18
Balance at September 30, 2020 (69) (11,044) (9) (2,822) (12) - (962) (14,918)
Net book value at September
30, 2020
8,765 92,619 - 6,989 54 1 1,196 109,624

Information about fair value measurement of the category "Land and buildings - Hotel & Other Facilities" as of September 30, 2020 per business segment and geographical area:

Country Segment Fair Value Valuation Method Discount rate (%) Capitalization
rate (%)
Cyprus
Hotels
92,805 100% DCF 9.75% - 11.29% 7.00% - 9.50%
Company Land and buildings
(Administrative use)
Motor
vehicles
Fixtures and
equipment
Right-of
use Asset
Total
Cost
Balance at January 1, 2019
Impact of IFRS 16
2,435
-
9
-
311
-
-
95
2,755
95
impact of IFRS 16 Balance at January 1, 2019 adjusted for 2,435 9 311 95 2,850
Additions - - 346 152 498
Balance at December 31, 2019 2,435 9 657 247 3,348
Accumulated depreciation
Balance at January 1, 2019 (293) (9) (306) - (608)
Depreciation charge (21) - (19) (67) (107)
Balance at December 31, 2019 (314) (9) (325) (67) (715)
Net book value at December 31, 2019 2,121 - 332 180 2,633
Cost
Balance at January 1, 2020 2,435 9 657 247 3,348
Additions 64 - 1,020 75 1,159
Transfer to investment property (2,436) - - - (2,436)
Transfer from investment property 8,771 - - - 8,771
Balance at September 30, 2020 8,834 9 1,677 322 10,842
Accumulated depreciation
Balance at January 1, 2020 (314) (9) (325) (67) (715)
Depreciation charge (72) - (151) (61) (284)
Transfer to investment property 317 - - - 317
Balance at September 30, 2020 (69) - (476) (128) (682)
Net book value at September 30, 2020 8,765 - 1,201 194 10,160

Land and buildings comprise the owner-occupied property of the Company located at 9, Chrisospiliotissis street, Athens, used for administration purposes.

During the nine-month period ended September 30, 2020 an impairment loss of €5,901 was recognised for the Group's property and equipment and Nil for the Company's property and equipment (nine-month period ended September 30, 2019: €402 and Nil for the Group and the Company respectively). An amount of €4,439 is included in the item "Net impairment loss on non-financial assets" in the Income Statement for the nine-month period ended September 30, 2020 and an amount of €1,462 is included in the item "Revaluation Reserve" in the Statement of Other Comprehensive Income for the nine-month period ended September 30, 2020.

The borrowings of Group and Company are secured on land and buildings of the Company and the Group (Note 16).

Note 8: Goodwill, Software and Other Intangible Assets

Other
Group Software (Customer
Contracts)
Goodwill Total
Cost
Balance at January 1, 2019 428 - - 428
Acquisition of subsidiary 33 13,200 1,832 15,065
Additions 129 - - 129
Balance at December 31, 2019 590 13,200 1,832 15,622
Accumulated amortisation
Balance at January 1, 2019 (327) - - (327)
Amortisation charge (54) (768) - (822)
Balance at December 31, 2019 (381) (768) - (1,149)
Net book value at December 31, 2019 209 12,432 1,832 14,473
Cost
Balance at January 1, 2020 590 13,200 1,832 15,622
Disposals (2) - - (2)
Balance at September 30, 2020 588 13,200 1,832 15,620
Accumulated amortisation
Balance at January 1, 2020 (381) (768) - (1,149)
Amortisation charge (50) (767) - (817)
Balance at September 30, 2020 (431) (1,535) - (1,966)
Net book value at September 30, 2020 157 11,665 1,832 13,654

Other intangible assets of €11,665 as of September 30, 2020 relate to management and service contracts directly related and relevant with the use, operation and exploitation of the holiday villas and apartments which are located in Aphrodite Hills Resort.

NOTE 9: Investment in Subsidiaries

Group Company
Subsidiaries Country of
incorporation
Unaudited
tax years
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Nash S.r.L. Italy 2015-2019 100.00% 100.00% 100.00% 100.00%
Picasso Fund Italy 2015-2019 100.00% 100.00% 100.00% 100.00%
Egnatia Properties S.A. Romania 2014-2019 99.96% 99.96% 99.96% 99.96%
Quadratix Ltd. Cyprus 2016-2019 100.00% 100.00% 100.00% 100.00%
Karolou Touristiki S.A. Greece 2014-2019 100.00% 100.00% 100.00% 100.00%
PNG Properties EAD Bulgaria 2017-2019 100.00% 100.00% 100.00% 100.00%
Lasmane Properties Ltd. Cyprus 2016-2019 100.00% 100.00% 100.00% 100.00%
Anaptixi Fragokklisia Real Estate Single
Member S.A.
Greece 2018-2019 100.00% 100.00% 100.00% 100.00%
Irina Ktimatiki S.A. Greece 2017-2019 100.00% 100.00% 100.00% 100.00%
I&B Real Estate EAD Bulgaria 2016-2019 100.00% 100.00% 100.00% 100.00%
Aphrodite Hills Resort Limited Cyprus 2016-2019 60.00% 60.00% 60.00% 60.00%
Aphrodite Hotels Limited Cyprus 2016-2019 60.00% 60.00% - -
Aphrodite Hills Property Management
Limited
Cyprus 2016-2019 60.00% 60.00% - -
The Aphrodite Tennis and Spa Limited Cyprus 2016-2019 60.00% 60.00% - -
Aphrodite Hills Services Limited Cyprus 2016-2010 60.00% 60.00% - -
Aphrodite Springs Public Limited Cyprus 2014-2019 60.00% 60.00% 60.00% 60.00%
Vibrana Holdings Ltd. Cyprus 2018-2019 90.00% 90.00% 90.00% 90.00%
The Cyprus Tourism Development Company
Limited
Cyprus 2014-2019 90.00% 90.00% - -
CYREIT AIF Variable Investment Company Plc Cyprus 2018-2019 88.23% 88.23% 88.23% 88.23%
Letimo Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Elizano Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Artozaco Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Consoly Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Smooland Properties Ltd. Cyprus 2014-2019 88.23% 88.23% - -
Threefield Properties Ltd. Cyprus 2014-2019 88.23% 88.23% - -
Bascot Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Nuca Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Vanemar Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Alomnia Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Kuvena Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Azemo Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Ravenica Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Wiceco Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Lancast Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Rouena Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Allodica Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Vameron Properties Ltd. Cyprus 2014-2019 88.23% 88.23% - -
Orleania Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
Primaco Properties Ltd. Cyprus 2016-2019 88.23% 88.23% - -
Arleta Properties Ltd. Cyprus 2017-2019 88.23% 88.23% - -
ILDIM M. IKE Greece 2018-2019 100% 100% - -
Prodea Immobiliare S.r.L. Italy - 80% 80% - -

The subsidiaries are consolidated with the full consolidation method.

The financial year 2014 of Karolou Touristiki S.A. 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. The years 2015 up to 2019 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. 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 company.

The financial years 2018 and 2019 for the companies Irina Ktimatiki S.A. and Anaptixi Fragokklisia Real Estate Single Member 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. 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.

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.

Cost of Investment 30.09.2020 31.12.2019
Nash S.r.L. 52,100 51,620
Picasso Fund 80,752 80,752
Egnatia Properties S.A. 20 20
Quadratix Ltd. 10,802 10,802
Karolou Touristiki S.A. 4,067 4,007
PNG Properties EAD 26 26
Lasmane Properties Ltd. 13,210 13,210
Anaptixi Fragokklisia Real Estate Single Member S.A. 17,400 6,000
Irina Ktimatiki S.A. 11,174 11,174
I & B Real Estate EAD 40,142 40,142
Aphrodite Hills Resort Limited 12,291 12,291
Aphrodite Springs Public Limited 2,400 2,400
Vibrana Holdings Ltd. 51,615 51,615
CYREIT AIF Variable Investment Company Plc 140,437 140,437
ILDIM M. IKE 3,012 3,012
Prodea Immobiliare S.r.L. 904 808
Total 440,352 428,316

On September 10, 2020 the Annual General Meeting of the shareholders of Karolou Touristiki S.A. resolved on its share capital increase by €60 by issuing 6,000 new ordinary shares of a par value of €10 each (amount in €).

On April 30, 2020 and January 30, 2020 the Company contributed a total amount of €480 as capital contribution in the subsidiary Nash S.r.L.

On February 10, 2020 the Company contributed an amount of €96 as capital contribution in the subsidiary Prodea Immobilaire S.r.L.

On January 17, 2020 the Extraordinary General Meeting of the shareholders of Anaptixi Fragokklisia Real Estate Single Member S.A. resolved on its share capital increase by €11,400 by issuing 1,000 new ordinary shares of a par value of €100 each and an issue price of €11,300 each (amount in €).

It is noted that the financial statements of the consolidated non-listed subsidiaries of the Group are available on the Company's website address (http://www.prodea.gr).

Note 10: Equity method investments and Investments in joint ventures

Group Company
Investments in joint ventures Country Unaudited
tax years
30.09.2020 31.12.2019 30.09.2020 31.12.2019
EP Chanion S.A. Greece 2014-2019 40% 40% 40% 40%
Panterra S.A. Greece 2019 49% 49% 49% 49%
RINASCITA S.A. Greece 2018-2019 35% 35% 35% 35%
PIRAEUS TOWER S.A Greece - 30% - 30% -
Equity method investments
Aphrodite Hills Pantopoleion Ltd. Cyprus 2016-2019 27% 27% - -

On February 13, 2020, the company "PIRAEUS TOWER SOCIETE ANONYME MANAGEMENT DEVELOPMENT AND EXPLOITATION OF THE COMMERCIAL SHIPPING CENTER PIRAEUS" with the distinctive title "Piraeus Tower S.A.", was established, with its registered seat being in Maroussi, Attica. The share capital of the company amounts to €2,900 divided into 290.000 common ordinary shares with a par value of €10 each. The Company holds the 30% of the shares of Piraeus Tower. The aim of the company is the completion, renovation, maintenance, operation, exploitation and management for a certain period, in particular 99 years, of Piraeus Tower. On July 6, 2020, the 99 years concession for the redevelopment and exploitation of Piraeus Tower was signed between the company Piraeus Tower S.A. and the Municipality of Piraeus for an initial annual consideration of €1,010.

Cost of Investments Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Investments in joint ventures
EP Chanion S.A. 3,315 3,594 3,680 3,632
Panterra S.A. 9,686 5,949 5,733 5,733
RINASCITA S.A. 292 1,042 1,051 1,051
PIRAEUS TOWER S.A 947 - 870 -
14,240 10,585 11,334 10,416
Equity method investments
Aphrodite Hills Pantopoleion Ltd. 459 421 - -
Total Equity Method Investments and
Investments in joint ventures
14,699 11,006 11,334 10,416

As of September 30, 2020, the Group's share of profit of associates and joint ventures amounted to €2,789 as analysed below:

  • Profit of €3,737 from Panterra S.A. (joint venture).
  • Loss of €327 from EP Chanion S.A. (joint venture).
  • Loss of €749 from Rinascita S.A. (joint venture).
  • Profit of €77 from PIRAEUS TOWER S.A. (joint venture).
  • Profit of €51 from Aphrodite Hills Pantopoleion Ltd. (equity method investment).

NOTE 11: Trade and Other Assets

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Trade receivables 14,915 68,522 6,859 62,151
Trade receivables from related parties (Note 25) 3 1 3 1
Receivables from Greek State 2,059 8,285 2,033 8,011
Prepaid expenses 4,928 2,164 2,305 1,089
Other receivables 10,472 4,564 8,923 3,014
Other receivables from related parties (Note 25) 590 - 3,090 4,544
Total 32,967 83,536 23,213 78,810

As of December 31, 2019, the Group's and the Company's trade receivables include an amount of €60,450 relating to the remaining consideration from the sale of the four properties concluded on December 2019 which was received within January 2020.

The classification of the item "Trade and Other Assets" of the Group and the Company to financial and non-financial assets and the ECL allowance for financial assets as of September 30,2020 and December 31, 2019 is presented below:

Group
Financial assets Stage 1 Stage 2 Stage 3 Total
Gross carrying amount 30.09.2020 9,004 2,295 7,866 19,165
ECL allowance (5) (2) (3,316) (3,322)
Net carrying amount 30.09.2020 8,999 2,293 4,550 15,843
Non-financial assets 30.09.2020 17,124
Total Trade and other assets 30.09.2020 32,967
Company
Financial assets Stage 1 Stage 2 Stage 3 Total
Gross carrying amount 30.09.2020 3,778 2,041 1,896 7,715
ECL allowance (3) (2) (808) (813)
Net carrying amount 30.09.2020 3,775 2,039 1,088 6,902
Non-financial assets 30.09.2020 16,311
Total Trade and other assets 30.09.2020 23,213
Group
Financial assets Stage 1 Stage 2 Stage 3 Total
Gross carrying amount 31.12.2019 65,837 718 5,512 72,067
ECL allowance (3) (1) (3,130) (3,134)
Net carrying amount 31.12.2019 65,834 717 2,382 68,933
Non-financial assets 31.12.2019 14,603
Total Trade and other assets 31.12.2019 83,536
Company
Financial assets Stage 1 Stage 2 Stage 3 Total
Gross carrying amount 31.12.2019 61,756 158 2,535 64,449
ECL allowance (1) (1) (2,201) (2,203)
Net carrying amount 31.12.2019 61,755 157 334 62,246
Non-financial assets 31.12.2019 16,564
Total Trade and other assets 31.12.2019 78,810

The Group's and the Company's trade receivables as of September 30, 2020 include an amount of €226 and €159, respectively, (December 31, 2019: €339 for the Group and €153 for the Company) relating to lease incentives under certain lease agreements. The accounting treatment of these incentives, according to the relevant accounting standards, provides for their partial amortization over the life of each lease.

Company's receivables from Greek State mainly relate to capital accumulation tax paid by the Company at April 14, 2010, 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 decrease of the Company's receivables from Greek State as of September 30, 2020 in comparison to December 31, 2019 (September 30, 2020: €2,033, December 31, 2019: €8,011) as according to the decision of the Council of State No. 90/2019, which was published on January 16, 2019 and according to the decision No. 4828/19 of the Athens Administrative Court of Appeal, the application for an appeal amounting to €5,900, in respect of the capital accumulation tax paid on April 14, 2010, was accepted and on May 27, 2020 the Company received this amount. The Company's Management, based on the opinion of its legal counsels and the above decisions of the competent bodies, considers that the reimbursement of the remaining amount related to capital accumulation tax, of a total amount of €1,752, is virtual certain.

The analysis of other receivables is as follows:

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Pledged deposits 186 184 74 72
Other 10,286 4,380 8,849 2,942
Total 10,472 4,564 8,923 3,014

Note 12: Inventories

Group
30.09.2020 31.12.2019
Residences for sale 3,824 9,706
Land and residences under development 26,089 25,957
Impairment of inventories (1,005) (3,103)
Consumables 770 820
Total 29,678 33,380

The impairment of inventories amounted to €1,005 as of September 30, 2020 isincluded in the item "Net impairment loss on non-financial assets" in the Income Statement for the nine-month period ended September 30, 2020.

The Group's borrowings are secured with Residences for sale, land plots and residences under development (Note 16).

NOTE 13: Cash and Cash Equivalents

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Cash in hand 20 26 2 2
Sight and time deposits 171,461 71,148 130,055 31,823
Total 171,481 71,174 130,057 31,825

The fair value of the Group's cash and cash equivalents is estimated to approximate their carrying value.

As of September 30, 2020,sight and time deposits of the Group and the Company include pledged deposits amounted to €6,000 and €2,594, respectively (December 31, 2019: €5,439 and €2,795 respectively), in accordance with the provisions of the loan agreements.

NOTE 14: Share Capital & Share Premium

Group Company
No. of
shares
Share
Capital
Share Premium
Balance at September 30, 2020 & December 31,
2019
255,494,534 766,484 15,890 15,970

The total paid up share capital of the Company as of September 30, 2020 and December 31, 2019, amounted to €766,484 divided into 255,494,534 common shares with voting rights with a par value of €3.0 per share.

The Company does not hold own shares.

NOTE 15: Reserves

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Statutory reserve 30,885 22,272 30,135 21,846
Special reserve 323,987 323,987 323,987 323,987
Other reserves 628 1,272 156 12
Total 355,500 347,531 354,278 345,845

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 thousand 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 National Bank of Greece, established upon the incorporation of the Company.

NOTE 16: Borrowings

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.

It is noted that in accordance with the terms of loans the Group has entered into interest rate swaps for hedging the Group's exposure to variations in variable rate (interest rate caps).

On January 23, 2020 the company CTDC proceeded with the signing of a loan agreement for an amount up to €1,800 with Bank of Cyprus Ltd. The loan has 9,5 years maturity bearing interest of 3-month Euribor plus a margin of 3.35%. The loan was used for the refinancing of current borrowings.

Under the terms of the majority of the borrowing facilities of the Group, the Group is required to comply with certain financial covenants. It is noted that throughout the nine-month period ended September 30, 2020 with the exception of two financial covenants of a subsidiary loan abroad due to the effect of COVID-19. This issue is being addressed in cooperation with the competent financial institution with which there is an excellent and constructive relationship. During the year 2019 the Group has complied with this obligation.

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Long term
Bond loans 717,396 627,107 717,396 627,107
Other borrowed funds 101,262 213,137 - 19,326
Long term borrowings 818,658 840,244 717,396 646,433
Short term
Bond loans 2,201 1,412 2,201 1,412
Other borrowed funds 161,245 34,624 50,025 12,048
Short term borrowings 163,446 36,036 52,226 13,460
Total 982,104 876,280 769,622 659,893

The increase of short term borrowings of the Group as of September 30, 2020 compared to the December 31, 2019 is mainly due to:

  • Borrowings of Picasso Fund totally amounted to €101,510 as of September 30, 2020 are included on Short term borrowings since these amounts are payable on June 30, 2021. Management is currently investigating the alternatives for the refinancing of the loans in conjunction with the possibility of the disposal of the investment in Picasso Fund.
  • The Company as of 23 March, 2020 withdrawn amount of €49,600 through a revolving facility signed with Alpha Bank on December 2019. As of 31 December, 2019 the amount of revolving facility was €12,000 which was fully repaid during January 2020.

As of September 30, 2020, short-term borrowings of the Group and the Company include an amount of €831 which relates to accrued interest expense on the bond loans (December 31, 2019: €823 for the Group and the Company) and an amount of €2,084 for the Group and €425 for the Company, which relates to accrued interest expense on other borrowed funds (December 31, 2019: €733 and €37, respectively).

The maturity of the Group's borrowings is as follows:

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Up to 1 year 163,446 36,036 52,226 13,460
From 1 to 5 years 552,096 616,762 494,011 476,853
More than 5 years 266,562 223,482 223,385 169,580
Total 982,104 876,280 769,622 659,893

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:

  • On 74 properties of the Company a prenotation of mortgage was established in favour of National Bank of Greece S.A. (as bondholder agent) for an amount of €360,000. In addition, all rights of the Company, arising from the lease contracts of the above properties, have been assigned in favour of the lender.
  • On one property of the Company a prenotation of mortgage was established in favour of Piraeus Bank S.A. (the representative of the bondholders) for an amount of €78,000. In addition, all rights of the Company, arising from the lease with Cosmote, have been assigned in favour of the bondholders.
  • On 35 properties of the Company a prenotation of mortgage was established in favour of Piraeus Bank S.A. for an amount of €144,000. In addition, all rights of the Company, arising from the lease contracts of the above properties, have been assigned in favour of the lender.
  • On 3 properties of the Company a prenotation of mortgage was established in favour of Piraeus Bank S.A. for an amount of €24,000. In addition, all rights of the Company, arising from the lease contracts of the above properties, have been assigned in favour of the lender.
  • On 33 properties of the Company a prenotation of of mortgage was established in favour of Alpha Bank S.A. for an amount of €240,000. In addition, all rights of the Company, arising from the lease contracts of the above properties, have been assigned in favour of the lender.
  • The entire share capital of CYREIT AIF Variable Investment Company Plc is collateral in favour of Bank of Cyprus Ltd, for all amounts due under the bond loan agreement of up to €90,000 signed on April 12, 2019.
  • Four properties owned by the subsidiary Picasso Fund are burdened with first class mortgage in favour of Banca IMI S.p.A. for an amount of €204,000. Finally, all rights of Picasso Fund arising from the lease agreements have been assigned in favour of the lender.
  • 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 Ltd. for an amount of €16,500. In addition, the entire share capital of Quadratix Ltd. is collateral in favour of Bank of Cyprus Ltd, 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 Ltd. 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.
  • Two properties owned by the subsidiary Egnatia Properties S.A. are burdened with mortgage in favour of Bank of Cyprus Ltd. for an amount of €6,405. Finally, all rights of Egnatia Properties arising from the lease agreements for the abovementioned properties have been assigned in favour of the lender.
  • On one property owned by the subsidiary Irina Ktimatiki S.A. a prenotation of mortgage was established in favour of Alpha Bank S.A. for an amount of €4,800. Moreover, the entire share capital of Irinna Ktimatiki S.A. is collateral in favour of Alpha Bank S.A, for all amounts due under the loan agreement.
  • The property owned by the subsidiary I&B Real Estate EAD is burdened with mortgage in favour of Eurobank Bulgaria AD for an amount of €35,032. Moreover, the entire share capital of I&B Real Estate EAD is collateral in favour of Eurobank Bulgaria AD for all amounts due under the loan agreement. Finally, all rights of I&B Real Estate arising from the lease agreements have been assigned in favour of the lender.

  • The property and equipment, the investment property and the inventories of the subsidiary Aphrodite Hills Resort Limited and the land plot of the company Aphrodite Springs Public Limited are burdened with mortgage in favour of Bank of Cyprus Ltd. for an amount of €143,591. Moreover, the entire share capital of Aphrodite Hills Resort Limited, the share capital of its subsidiaries and the share capital of Aphrodite Springs Public Limited are collateral in favour of Bank of Cyprus Ltd. Finally, the assets of the subsidiary Aphrodite Hills Resort Limited are burdened with floating charge in favour of Bank of Cyprus Ltd.
  • The entire share capital of Vibrana Holdings Ltd., out of which the Company owns 90%, is collateral in favour of Bank of Cyprus Ltd, for all amounts due under the bond loan agreement of up to €32,000 signed on April 18, 2019. Moreover, the entire share capital of CTDC owned by the company Vibrana Holdings Ltd. is collateral in favour of Bank of Cyprus Ltd. Additionally, under the bond loan agreement signed by the Company, the properties of the subsidiary CTDC are burdened with mortgage in favour of Bank of Cyprus Ltd. for an amount of €35,200 και the assets of CTDC are burdened with floating charge for an amount of €35,200 in favour of Bank of Cyprus Ltd.
  • Finally, under the loan agreement of up to €1,800 signed by the company CTDC on January 23, 2020, the properties of the subsidiary CTDC are burdened with mortgage in favour of Bank of Cyprus Ltd. for a total amount of €3,209. In addition, the assets of the subsidiary are burdened with floating charge in favour of Bank of Cyprus Ltd. for a total amount of €6,834.
Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Trade payables 11,292 11,566 4,518 6,289
Taxes – Levies 16,231 7,701 12,258 4,275
Deferred revenues 9,528 9,519 3,102 3,196
Lease liabilities 755 803 55 62
Other payables and accrued expenses 11,521 13,465 3,938 3,482
Other payables and accrued expenses due to related
parties (Note 25)
7,791 1,273 6,235 1,266
Total 57,118 44,327 30,106 18,570

NOTE 17: Trade and Other Payables

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 September 30, 2020, according to the relevant lease agreements of €5,290, to deferred income of €3,507 relating to the sale of properties of Aphrodite Hills Resort Limited which have not been delivered to the buyers up to September 30, 2020, as well as deferred income of €731 relating to the operation of the companies of Aphrodite Hills Resort Limited and CTDC.

The analysis of Taxes – Levies is as follows:

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Stamp duty on leases 3,349 2,545 3,349 2,545
Unified Property Tax (ENFIA) 7,476 20 7,332 -
Foreign real estate tax 3,388 2,858 - -
Other 2,018 2,278 1,577 1,730
Total 16,231 7,701 12,258 4,275

NOTE 18: Deferred tax assets and liabilities

Group
Deferred tax liabilities 30.09.2020 31.12.2019
Investment property 16,477 16,782
Property and equipment 8,047 7,542
Inventories 2,236 2,714
Intangible Assets 1,458 1,554
Total 28,218 28,592
Group
Deferred tax (income) / expense 30.09.2020 30.09.2019
(165) (31)
Tax Losses
Investment property (67) 3,974
Property & equipment
Inventories
432
(478)
227
(730)
Intangible assets (96) -
Group
Tax Losses
Balance January 1, 2019 -
Credited to the Income Statement (1)
Offset with deferred tax liabilities 1
Balance December 31, 2019 -
Credited to the Income Statement 165
Offset with deferred tax liabilities (165)
Balance September 30, 2020 -

Movement of deferred tax liabilities:

Group
Investment Property Other Total
Balance January 1, 2019 4,586 - 4,586
Deferred tax liabilities recognized following
business combinations 5,408 12,524 17,932
Charge to the Income Statement 6,513 (416) 6,097
Charge to Other Comprehensive income - (23) (23)
Balance December 31, 2019 16,507 12,085 28,592
Charge to the Income Statement (67) (142) (209)
Charge to Other Comprehensive income 1 (166) (165)
Balance September 30, 2020 16,441 11,777 28,218

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 recognized. The same applies to the Company's subsidiary, Picasso Fund, in Italy, which is not subject to income tax.

The Company's foreign subsidiaries, Nash S.r.L., Prodea Immobiliare S.r.L., Egnatia Properties S.A., Quadratix Ltd., Lasmane Properties, PNG Properties EAD, I&B Real Estate EAD, Aphrodite Hills Resort Limited, Aphrodite Springs Public Limited, Vibrana Holdings and CYREIT AIF Variable Investment Company Plc are taxed based on their income (Note 22), therefore temporary differences may arise and accordingly deferred tax liabilities and / or assets may be recognized.

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.

NOTE 19: Dividends per Share

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 to be distributed amounts to €75,371 (i.e. €0.295 per share – amount in €). As of December 31, 2019, the amount of interim dividend has been charged against and reduced equity. The dividend was paid in April 2020.

On June 18, 2019 the Annual General Meeting of the Company's Shareholders, approved the distribution of a total amount of €73,071 (i.e. 0.286 per share – amount in €) as dividend to its shareholders for the year 2018. Due to the distribution of interim dividend of a total amount of €22,995 (i.e. €0.09 per share – amount in €), following the relevant decision of the Board of Directors dated December 18, 2018, the remaining dividend that was distributed amounted to €50,076 (i.e. €0.196 per share – amount in €).

NOTE 20: Revenue

Group
From 01.01 to
Company
From 01.01 to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
Rental income 102,178 100,705 77,530 81,016
Revenue from hospitality & ancillary services 10,359 25,603 - -
Sale of development properties 7,099 4,673 - -
Other - 80 - -
Total 119,636 131,061 77,530 81,016

Other revenue refers to compensation due to early termination of lease agreements.

Group's and Company's rental income is not subject to seasonality. Revenues from hospitality and ancillary services are subject to seasonality depending on the type of the hotel (city hotel or resort).

Revenue from hospitality & ancillary services amounting to €10,359 (€25,603 of comparative period in 2019) derives from companies Aphrodite Hills Resort Limited and CTDC. The decrease is due to the fact that hotel operations in Cyprus were under mandatory suspension from 16.03.2020 until 14.06.2020, therefore the abovementioned subsidiaries ceased their operation.

NOTE 21: Finance costs

Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
Interest Expense 21,427 20,312 16,198 15,335
Finance and Bank Charges (incl. amortization of
discount)
2,851 2,454 2,525 1,925
Foreign Exchange Differences 117 117 - -
Other finance costs 1,328 - 778 -
Total 25,723 22,883 19,501 17,260

NOTE 22: Taxes

Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
REICs' tax 1,561 10,396 1,525 10,251
Other taxes 159 315 - -
Deferred tax (Note 18) (374) 3,440 - -
Total 1,346 14,151 1,525 10,251

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 Real Estate Single Member S.A. and lldim M. IKE have the same tax treatment. The current tax liabilities includes the short term liabilities to the tax authorities related to the above mentioned 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 Limited, CYREIT AIF Variable Investment Company Plc and Vibrana Holdings 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 subsidiary, Picasso Fund, in Italy, is not subject to income tax. No significant foreign income tax expense was incurred for the nine-month period ended September 30, 2020 and September 30, 2019.

The unaudited tax years of the subsidiaries and the joint ventures of the Group are described in Notes 9 and 10, respectively.

NOTE 23: Earnings per Share

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 30 September 2020 2019 2020 2019
Profit attributable to equity shareholders 31,388 122,939 44,113 90,533
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
0.12 0.48 0.17 0.35

Τhe dilutive Earnings per share are the same as the basic Earnings per share for the nine-month period ended September 30, 2020 and 2019, as there were no dilutive potential ordinary shares.

NOTE 24: Contingent Liabilities and Commitments

Tax Liabilities

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 September 30, 2020 and December 31, 2019 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 tax authorities have not audited the books and records of NBG Pangaea REIC, which was absorbed by the Company, for the year ended December 31, 2010 and consequently the tax obligations for that year are not considered as final. In a future tax audit, additional taxes and penalties may be imposed, the amount of which cannot be determined accurately at present. However, Management estimates that they will not have a material effect on the financial position of the Company. The financial years 2011 - 2014 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 notified for any audit order for KARELA S.A., which was absorbed by the Company, for the fiscal year 2010, 2011 and 2012. Therefore, the right of the State to disclose audit trails and transactions for the determination of tax, fees, levies and fines for the purpose of charging a tax for the years up to and including year 2012 has been expired on December 31, 2018. Furthermore, the year 2013, according to the decision 320/2020 of the Council of State, is considered as permanently tax audited. The financial years 2014 and 2015 of KARELA S.S. 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 years 2014 onwards according to the Ministerial Decision 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 Company.

Capital Commitments

As of September 30, 2020, Group's capital expenditure relating to improvements on investment property amounted to €13,087 (excluding VAT). In addition, as of September 30, 2020 Group's capital expenditure relating to the development of residential projects in Paphos, Cyprus amounted to €4,699 (excluding VAT). Finally, Group's capital expenditure relating to the development of land plot of Aphrodite Springs Public Limited as of September 30, 2020 amounted to €4,330 (excluding VAT).

Legal Cases

There are no pending lawsuits against the Group nor other contingent liabilities resulting from commitments as of September 30, 2020, which would affect the Group's financial position.

Guarantees

The Company has given corporate guarantee up to the amount of €1,225 and up to the amount of €525 for liabilities of the companies Panterra S.A. and Rinascita S.A., respectively, under their bridge loans. The companies are investments in joint ventures.

NOTE 25: Related Party Transactions

National Bank of Greece S.A. (NBG) controlled the Company up to May 23, 2019, based on an shareholders' agreement. More specifically, according to the shareholders' agreement, NBG appointed the majority of the members of the Board of Directors and the Investment Committee and guarantees were provided to NBG for certain other contractual rights.

On May 23, 2019 Invel Real Estate B.V. directly acquired 76,156,116 shares with voting rights in the Company, i.e. it acquired on a solo basis a percentage of 29.81% of the total number of voting rights of the Company. On the same date, May 23, 2019, CL Hermes Opportunities L.P. directly acquired, 7,281,997 shares with voting rights in the Company, i.e. 2.85% of the total number of voting rights in the Company. The above-mentioned percentage of 32.66% of voting shares was transferred to Invel Real Estate B.V. and CL Hermes Opportunities L.P. by National Bank of Greece S.A. Following those two acquisitions, NBG does not own any shares or voting rights in the Company.

Consequently, from the above mentioned date (May 23, 2019) onwards, NBG no longer controls the Company by virtue of the Shareholders Agreement dated 30.12.2013 between NBG and Invel Real Estate (Netherlands) II B.V., and consequently the control rights over the Company that, according to the law and the Company's articles of association, are conferred to Invel Real Estate (Netherlands) II B.V., in its capacity as majority shareholder of the Company with a percentage of 63.39% fully exercised by the latter.

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.

The Company's shareholding structure as of September 30, 2020 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.

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:

i. Balances arising from transactions with related parties

Group Company
Trade receivables from related parties 30.09.2020 31.12.2019 30.09.2020 31.12.2019
Anthos Properties S.A. 2 1 2 1
Companies related to other shareholders 1 - 1 -
Total 3 1 3 1

Group Company
Other receivables from related parties 30.09.2020 31.12.2019 30.09.2020 31.12.2019
Picasso Fund, Company's Subsidiary - - 2,500 -
EP Chanion S.A., Investments in joint
ventures
240 - 240 -
Rinascita S.A., Investments in joint ventures
Investment
350 - 350 -
CYREIT AIF Variable Investment Company
Plc, Company's Subsidiary
- - - 4,544
Total 590 - 3,090 4,544
Group Company
Other long-term assets 30.09.2020 31.12.2019 30.09.2020 31.12.2019
PNG Properties EAD, Company's subsidiary - - 10,867 10,571
Aphrodite Hills Resort Limited, Company's
Subsidiary
- - 19,577 18,281
Total - - 30,444 28,852
Group
Company
Other Liabilities 30.09.2020 31.12.2019 30.09.2020 31.12.2019
Companies related to other shareholders 2,815 670 1,259 670
Aphrodite
Hills
Pantopoleion
Ltd. (Equity
method investment)
- 7 - -
Total 2,815 677 1,259 670
Group Company
Borrowings 30.09.2020 31.12.2019 30.09.2020 31.12.2019
Companies related to other shareholders 1,235 1,153 - -
Total 1,235 1,153 - -

ii. Rental income

Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
National Bank of Greece S.A.1 - 26,352 - 26,352
Anaptixi Fragokklisia Real Estate Single
Member S.A.
- - 2 1
Anthos Properties S.A. 2 2 2 2
Companies related to other shareholders 2 2 2 2
Total 4 26,356 6 26,357

1 National Bank of Greece and its subsidiaries are considered as related parties until 22.05.2019, as the sale of the Company's shares held by NBG was concluded on 23.05.2019.

All amounts expressed in € thousand, unless otherwise stated

iii.
Depreciation of Right of Use
Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
Hellenic
National
Insurance
Company,
company of NBG Group1
- 20 - 20
Total - 20 - 20
iv.
Direct property related expenses
Group Company
From 01.01. to From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
Hellenic National Insurance Company,
company of NBG Group1
- 225 - 202
Companies related to other shareholders 2,962 1,278 1,406 1,278
Total 2,962 1,503 1,406 1,480
v.
Personnel expenses
Group Company
From 01.01. to From 01.01. to
Hellenic National Insurance Company, 30.09.2020 30.09.2019 30.09.2020 30.09.2019
company of NBG Group1 - 15 - 15
Total - 15 - 15
vi.
Other income
Group Company
From 01.01. to From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
I&B, Company's Subsidiary - - 2,000 994
Irinna Ktimatiki S.A., Company's subsidiary - - 850 -
Quadratix, Company's subsidiary - - 400 1,000
Picasso Fund, Company's subsidiary - - 5,600 5,612
Total - - 8,850 7,606
vii.
Other expenses
Group Company
From 01.01. to From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
National Bank of Greece S.A. 1 - 48 - 48
CTDC, Company's subsdiriary - - - 3

Invel Real Estate (Netherlands) II B.V. 350 - 350 - Companies related to other shareholders 263 175 - - Total 613 223 350 51

50

viii. Interest income

Group Company
From 01.01. to
30.09.2020
30.09.2019
From 01.01. to
30.09.2020
30.09.2019
National Bank of Greece S.A.1 - 2 - 1
PNG Properties EAD, Company's subsidiary - - 297 296
Aphrodite Hills Resort Limited, Company's
Subsidiary
- - 1,300 816
Total - 2 1,597 1,113

ix. Finance costs

Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
National Bank of Greece S.A.1 - 10 - 9
Companies related to other shareholders 82 51 - -
Total 82 61 - 9

x. Due to key management

Group Company
30.09.2020 31.12.2019 30.09.2020 31.12.2019
Payables to the members of the BoD and
the Investment committee
45 55 29 29
Other liabilities to members of the BoD,
its committees and Senior Management
4,935 664 4,935 664
Retirement benefit obligations 25 23 25 23
Total 5,005 742 4,989 716

xi. Key management compensation

Group
From 01.01. to
Company
From 01.01. to
30.09.2020 30.09.2019 30.09.2020 30.09.2019
BoD, its committees and Senior
Management compensation
8,190 3,514 7,669 2,972
Total 8,190 3,514 7,669 2,972

xii. Commitment and contingent liabilities

In the context of the new loan agreement signed by the subsidiary Quadratix Ltd. with the Bank of Cyprus Ltd. on January 31, 2018, 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. Management does not expect to incur any financial losses by the subsidiary's loan.

In addition, the Company has given corporate guarantee up to the amount of €1,225 and up to the amount of €525 for liabilities of the companies Panterra S.A. and Rinascita S.A., respectively, under their bridge loans. The companies are investments in joint ventures.

1 National Bank of Greece and its subsidiaries are considered as related parties until 22.05.2019, as the sale of the Company's shares held by NBG was concluded on 23.05.2019.

NOTE 26: Events after the Date of the Interim Financial Statements

There are no 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 as endorsed by the EU.

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