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Lampsa Hotel S.A.

Interim / Quarterly Report Oct 2, 2020

2697_ir_2020-10-02_45723759-12dd-45c3-b988-50dc648cf2e3.pdf

Interim / Quarterly Report

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SIX-MONTH FINANCIAL REPORT

for the period from January 1 to June 30 2020

In compliance with Article 5. Law 3556/2007

TABLE OF CONTENTS

Α. Representations of the Members of the Board of Directors 3
B. Report on Review of Interim Financial Information4
To the Board of Directs of "LAMPSA HELLENIC HOTELS S.A."4
C. Six-Month Report of the Board of Directors 6
1. Interim Condensed Financial Statements for the period from 1 January to 30 June
2019 14
1.1. 14
Condensed Statement of Financial Position
1.2. 15
Condensed Statement of Comprehensive Income
1.3. 16
Condensed Statement of Changes in Equity
1.4. 18
Condensed Statement of Cash Flows for the period (indirect method)
2. Notes to the Interim Condensed Financial Statements19
2.1. 19
General information
2.2. Basis for preparation of Interim Condensed Financial Statements 19
2.3. Changes to Accounting Policies 20
2.4. 23
Segment reporting
2.5. 24
Property, plant and equipment
2.6. 25
Goodwill -
Investments in subsidiaries –
Group Structure
2.7. 27
Equity analysis
2.8. 27
Deferred tax
Income tax –
2.9. 28
Borrowings
2.10. 30
Lease Liabilities
2.11. 31
Results for the period from January 1, 2020
to June 30, 2020
2.12. 32
Profit/ (Loss) per share
2.13. 32
Analysis of provisions
2.14. 33
Transactions with related parties
2.15. 33
Fees of BoD and Management members
2.16. 33
Contingent assets –
liabilities
2.17. 34
Guarantees
2.18. 35
Dividends
2.19. 35
Personnel number & fees
2.20. 35
Objectives and Risk management policies
2.21. 37
Post Interim Period Balance Sheet Date Events

Α. Representations of the Members of the Board of Directors

(under Article 5, par. 2, Law 3556/2007)

The below statements are made by the following members of the Board of Directors of the Company "LAMPSA HELLENIC HOTELS S.A.":

    1. George Galanakis, father's name Emmanuil, President of the Board of Directors,
    1. Anastasios Homenidis, father's name Georgios, Chief Executive Officer,
    1. Filippos Spyropoulos, father's name Konstantinos, Non-executive Member of the Board of Directors

Α) The attached six-month separate and consolidated financial statements of "LAMPSA HELLENIC HOTELS S.A." (hereinafter "the Company" or "Lampsa S.A.") for the period from 1 January 2020 to 30 June 2029, prepared according to the effective accounting standards, present truly and fairly the assets and liabilities, equity and the results for the period of the issuer as well as the companies included in the consolidation as aggregate, according to par. 3 - 5 of article 5 of L. 3556/2007 and the authorizing decisions of the BoD of the Hellenic Capital Market Commission.

Β) The attached six-month Board of Directors report presents in a true and fair way the information required according to par. 6 of article 5 of L. 3556/2007 and the authorizing decisions of the BoD of the Hellenic Capital Market Commission.

C) The accompanying Financial Statements for the period 1/1/2020 to 30/06/2020 are those approved by the Board of Directors of "LAMPSA HELLENIC HOTELS S.A." onSeptember 29, 2020 and are available on the website www.lampsa.gr, where they will remain at the disposal of the investing public for at least 10 years as starting from their preparation and publication date.

Athens, 29 September 2020

PRESIDENT OF THE BOARD OF
DIRECTORS
CHIEF EXECUTIVE OFFICER MEMBER OF THE BOARD OF DIRECTORS
GEORGE GALANAKIS ANASTASIOS HOMENIDIS FILIPPOS SPYROPOULOS
I.D. No Ξ 282324 I.D. No ΑΙ 506406 I.D. No ΑΚ 121283

B. Report on Review of Interim Financial Information

To the Board of Directs of "LAMPSA HELLENIC HOTELS S.A."

Introduction

We have reviewed the accompanying condensed separate and consolidated statement of financial position of the Company "LAMPSA HELLENIC HOTELS S.A." as at 30 June 2020 and the related separate and consolidated condensed income statement and statement of comprehensive income, changes in equity and cash flows for the six-month period then ended, and the selected explanatory notes that comprise the interim condensed financial information, which forms an integral part of the sixmonth financial report under Law 3556/2007.

Management is responsible for the preparation and fair presentation of this interim condensed financial information in accordance with the International Financial Reporting Standards as adopted by the European Union and apply for Interim Financial Reporting (International Accounting Standard "IAS 34"). Our responsibility is to express a conclusion on these interim condensed financial statements based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Auditing Standards incorporated in the Greek legislation and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed financial information is not prepared, in all material respects, in accordance with IAS 34.

Emphasis of Matter

We draw your attention to Note 2.16 to the interim condensed financial statements, which describes the existence of third parties pending court cases regarding a subsidiary Company, claiming compensations totaling EUR 1.1 million. The final outcome of the court case cannot be estimated at present, and,

therefore, no relative provision has been made in the financial statements regarding these court cases. Our conclusion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

Based on our review, we did not identify any material misstatement or error in the representations of the members of the Board of Directors and the information included in the six-month Board of Directors Management Report, as required under article 5 and 5a of Law 3556/2007, in respect of condensed separate and consolidated financial information.

Athens, 30 September 2020 The Chartered Accountant

Thanasis Xynas

SOEL Reg. No. 34081

C. Six-Month Report of the Board of Directors of the Company «LAMPSA HELLENIC HOTELS S.A.» on the corporate and consolidated Financial Statements for the period from January 1st to June 30th, 2020

Dear Shareholders,

The current Six-month Report of the Board of Directors (hereinafter "the Report") pertains to the first six-month period of the current year 2020 (1/1-30/6/2020) and has been prepared in compliance with the relevant provisions of Law 3556/2007 (Article 5, paragraph 6) (Government Gazette 91Α/30.04.2007) as well as the publicized resolution of the BoD of the Hellenic Capital Market Commission (Decision 1/434/03.07.2007, Article 3 and Decision 7/448/11.10.2007, Article 4).

The current report accompanies the six-month financial statements (1/1– 30/6/2020) and is included together with the full text of the statements, as well as the representations of the BoD members in the financial report for the first six months of 2020.

The current report presents in a brief but effective way all the necessary significant information, based on the above legislative framework and records, in a true and fair manner, all the relevant information, required by legislation, in order to provide significant and reliable information about the operations, performed within the aforementioned period, by the company "LAMPSA HELLENIC HOTELS S.A." (hereinafter "the Company" or "Lampsa S.A.") as well as the Group. As at 30/6/2020, the Group incorporates the following companies:

Equity
Func. Participating sharesConsolidation
Company CurrencyDomicile interest % Method Participation
LAMPSA HELLENIC HOTELS S.A GREECE Parent
KRIEZOTOU TOURISTIKI SINGLE MEMBER S.A. € GREECE 100,00% Full Direct
LUELLA ENTERPRISES LTD CYPRUS 100,00% Full Direct
BEOGRADSKO MESOVITO PREDUZECE SERBIA 94,60% 5,4% Full Indirect
EXCELSIOR BELGRADE SOCIATE OWNED SERBIA 82,77% 17,23% Full Indirect
MARKELIA ENTERPRISES COMPANY LTD CYPRUS 100,00% Full Indirect

UNIT 1 Financial developments and data on the course of the period from 1/1/2020 to 30/6/2020

1.1 Financial Information

In the first two months of the year, the Group started with positive growth rates, but from the beginning of March the rapid spread of coronavirus COVID-19 in Europe caused significant decrease in global travel climate.

In March 2020, the World Health Organization (WHO) declared coronavirus COVID-19 pandemic, whose rapid spread has adversely affected business and economic operations globally and has slowed down or put on hold activities of major segments of the economy.

The Group operates mainly in the hotel segment, which has been affected since the beginning of March by the unprecedented crisis, which in the first months of the year arose from significant travel restrictions and quickly deteriorated through the rapid spread of the virus, its emergence in our country and finally though the imposition of the suspension of operation of the Group's three hotels in Greece. The Management of the Group from a very early stage monitors all developments and is in constant contact with the hotel owners' association, the Hotel Chamber and all the competent bodies, as well as with the special unit of the management company, regarding any action deemed necessary to facilitate taking measures to protect the health of the employees and the broader public. Moreover, the

Management records the risks and evaluates the impact of COVID-19 pandemic at its every stage on the income statement and future cash flows of the Group, taking measures based on adequacy of liquidity and ensuring the Group's going concern.

Countries around the world, in an effort to limit the spread of the pandemic, are implementing a series of restrictive measures, including suspension of hotel operations, which has a direct impact on the Group's operations.

Moreover, as analytically described in the section regarding COVID-19, a package of measures was taken at a global level to combat the spread of the pandemic, whose impact directly affected the Group due to suspension of hotel operations in Greece as well as almost zero occupancy at hotels in Serbia, while a large number of cancellations of reservations for future periods were submitted. In particular, the projected course of the Group for the second half of 2020 in relation to the development of the pandemic is described below in section 1.4 Prospects - development of operations.

It is worth noting that the Group Management decided to continue the investment of the subsidiary Kriezotou S.A. during the pandemic, and as a result, "Athens Capital" hotel launched its operation in September 2020.

Suspension of hotel operations: In particular, Grande Bretagne and King George hotels suspended their operations following the government order as of 22 March 2020. Grande Bretagne Hotel reopened on 15 July 2020, while King George Hotel remains closed. Sheraton Rhodes (seasonal) hotel opened for the summer season on 28 July 2020. The company's hotels in Serbia ("Hyatt Regency Belgrade" and "Excelsior Mercure Belgrade") did not cease to operate, but March-June 2020 period recorded almost zero turnover, and corresponding operating loss, which was mitigated due to extremely low payroll costs and local government incentives.

The restrictions on the Group's operations are reflected in the financial sizes of the luxury hotel market of Athens and consequently of the Group during the first half of 2020.

Conference tourism has also been hit by the ban on large gatherings, and cruises, that also supplied hotels, operated at zero occupancy.

Rooms occupancy in the market of luxury hotels in Athens decreased by 40.1% compared to the corresponding period of 2019, setting the index at 41.5% (for the period before their suspension) compared to 69.3% in 2019. The average price per room in hotels decreased by 18.5% compared to 2019, reaching € 137.94 compared to € 169.31 in 2019. Consequently, the revenue per available room decreased in luxury hotels in Athens by 51.2% (€ 57.20 against € 117.29 of 2019) and respectively the total room revenues decreased by 75.9%.

The Hotel "Great Britain" recorded a decrease in sales of 75.25% compared to the corresponding period last year 2019, while the Hotel "King George" recorded a decrease in sales of 75.02%. The Sheraton Rhodes Hotel did not open during the first half of 2020. Regarding the Group Hotels in Serbia, the Hyatt Regency Belgrade recorded a decrease of 55.11% and the Mercure Excelsior recorded a decrease of 69,56%.

In particular, regarding the Group's Hotels, the figures were as follows:

Results as at 30.06.2020
Grande Bretagne King George Hyatt Belgrade Sheraton Rhodes Excelsior
Revenue per available room 105,45 103,15 24,08 - 12,48
Hotel occupancy rate 40,63% 45,38% 24,97% - 21,82%
Average hotel room price 259,56 227,29 96,45 - 57,19
Results as at 30.06.2019
Grande Bretagne
King George
Hyatt Belgrade
Sheraton Rhodes
Excelsior
Revenue per available room 215,76 194,29 59,07 63,96 36,59
Hotel occupancy rate 67,55% 64,38% 59,90% 66,45% 60,85%
Average hotel room price 318,87 301,79 98,60 96,25 60,13

1.2 Significant events during the period 01/01 to 30/06/2020

In January 2020, the sale of 100% of the shares of the owner company of the hotel "Excelsior AD Beograd" (63,859 shares) was completed, through a Stock Exchange in Serbia, where it is listed, by "Lampsa Hellenic Hotels S.A." to the Serbian company "BMP AD NOVI BEOGRAD", 100% subsidiary of Lampsa S.A. and owner of the hotel "Hyatt Regency Belgrade", against the consideration of 10,347 Serbian dinars per share, i.e. a total consideration of approximately € 5,620 k. The value of the transaction arose from the assessment of an independent appraiser, as required by the relevant legislation and the regulations of the local Capital Market Commission.

1.3 The Group's and the Company's Development, Performance and Financial Position

In the first six months of 2020, the Group's and the Company's financial sizes have changed as follows:

In the first half of 2020, Turnover at consolidated level stood at € 8.34 m compared to € 32.9 m in the same period of 2019, recording a decrease of 74.65%. Turnover of the parent company (Hotels "Great Britain", "King George" and "Sheraton") stood at € 5.88 m from € 27.2 m in the corresponding period of 2019, decreased by 78.39% .

Consolidated Gross Results stood at loss € 4.27 m from profit of € 10.41 m in 2019 due to the pandemic of covid-19, while the gross profit margin changed from profit of 31.63% in 2019 to loss of 51.22 % in 2020. Gross results of the parent company stood at loss of € 3.24 m against profit of € 9 m in 2019. The Company's gross profit margin stood at profit of 33.10% in 2019 against loss of 55.22% in 2020.

The Group's operating results – EBITDA stood at loss of € 3.18 m against profit of € 8.67 m in 2019, decreased by 136.65%. Respectively, the operating results of the parent company amounted to loss of € 2.79 m from profit of € 7 m in 2019, decreased by 139.73%. Furthermore, EBITDA margin stood at -380.10% from 26.35% in 2019 for the Group and -47.50% from 25.83% for the Company respectively.

The Group's Results before tax stood at loss of € 10.23 m, against profit of € 2.78 m in the comparative period 2019. Regarding the parent company, results before tax stood at loss of € 7.91 m, against profit of € 2.3 m of the comparative period 2019.

The Group's and Company's Income Tax includes calculation of deferred tax. The amount for the Group and the Company stood at revenues of € 2.4 m and 1.4 m against tax expense of € 0.8 m and € 0.8 m in the Group and the Company during the comparative period. Deferred tax revenue mainly arises from the recognition of a deferred asset on tax loss of € 1.7 m for the Group and € 1.3 m for the Company arising from Covid 19 pandemic, which are expected to be fully recovered within the next few years.

Net Results (profit / loss) after tax and minority interests of the Group amounted to loss of € 7.8 m, compared to profit of € 1.9 m of the comparative period 2019. At the parent company they amounted to loss of € 6.5 m, against profit of € 1.4 m in the comparative period 2019.

The Group's Other Long-Term Receivables are recorded significantly decreased by € 1.4 m. This change is due to the fact that on 31/12/2019 the subsidiary Kriezotou S.A. had paid advances to contractors and other suppliers for the construction of the Building while during the current period these advances have been settled.

Long-Term Contractual Liabilities are recorded significantly increased by € 2.5 m. This increase is due to 18-month vouchers provided by the Group hotels to customers and are expected to be settled after the first half of 2021.

As at 30/06/2020, Trade and other receivables of the Group and the Company are recorded decreased by 70.94% and 72.67% respectively compared to the balance of 31/12/2019, which is mainly due to the hotels suspension of operation during the first half of 2020.

1.4 Prospects – operation development – Main risks & uncertainties for the second half of 2020

Risk of coronavirus COVID -19 pandemic - effects – prevention measures

Restrictions on the Group's operations have further adverse effect on the Group's financial sizes:

  • The Management estimates that during the second six-month period, the Group will lose revenue of € 25 million and the Company of € 20 million. For 2021, an increase in sizes is expected, but it is estimated to be decreased by approximately 45% compared to 2019 when the Group recorded the peak of its turnover.
  • Financial structure liquidity:

The effects of the pandemic are expected to be significant for the Group resulting in generation of losses in 2020, however the Company's capital adequacy is expected to remain strong. In addition, a direct impact of the aforementioned shrinkage of the Group's turnover is the restriction on its liquidity. The Group Management has already taken actions in order to ensure liquidity and the Group's going concern.

The Management's actions to address the effects of Covid-19 and ensure the Group's going concern.

On the basis of the aforementioned procedure of assessment and identification of risk areas and always with the aim of ensuring the health of employees and customers, protection of public health in view of the hotels reopening as well as the Group's going concern, the Management took the following actions:

  • Expenditure of approximately € 500 k on equipment and constructions, required for the hotels reopening, applying all the necessary hygiene protocols for customers and staff.
  • The Management of the parent company secured a certificate from the representative of the Bondholding Creditors for their consent to the exception of the measurement of the financial ratios for the dates 30.6.2020 and 31.12.2020 due to the effects of the pandemic.
  • The company agreed with lending banks on 30/06/2020 for the transfer of payments of € 6,350 k to the maturity of the loans, of which an amount of € 3,300 k was to be paid within the next 12 months.
  • Due to LAMPSA Group solvency, the Management has already secured pre-approval from financial institutions for loans, in case they are needed, amounting to € 25 m for the Group and € 18 m for the parent company, through the business support program "Guarantee Fund for granting guarantees on new loans to companies affected by COVID 19 through the Hellenic Development Bank (HDB).
  • The company participates in the labor subsidy programs for employees implemented by the government (suspension, "Syn-ergasia", etc.). This way achieves a reduction in wage costs for the period, when the hotels are closed or operating at low occupancy. Moreover, to facilitate further savings, fixed-term employee contracts expiring in the near future are not expected to be renewed. Finally, synergies are expected between the Group's hotels, with staff lending, for more cost-effective management. It is expected that after the implementation of the aforementioned actions, the company will reduce its payroll costs by approximately € 8 m or 50% compared to the payroll costs in 2019.

The financial statements of the Parent and its subsidiaries have been prepared on the basis of the going concern principle as the Group's Management considers that given the currently available data and its estimates of the impact of Covid-19 pandemic on the Group's financial sizes for the following 12 months and in line with the aforementioned actions that have been planned, there will be sufficient liquidity in order to ensure the Group's ability to continue as a going concern.

Moreover, in case the Company's liquidity needs to be strengthened, its two main shareholders "NAMSOS ENTERPRISES COMPANY LIMITED" and "DRYNA ENTERPRISES" (61.86%) as well as their final beneficiaries are committed to and have the financial capacity to cover the contingent needs at least for the next twelve months from the date of approval of its interim financial statements.

Currency Risk

The Group operates internationally and carries out trade and loan transaction in foreign currency. Therefore, it is exposed to foreign currency translation differences (another major country of the Group's operations, apart from Greece, is Serbia). The Parent Company exposure to currency risk arises mainly from the bond loan issue in US Dollars.

Credit Risk

More than 80% of the Group sales are held through credit cards and credit sales are mainly made to customers with an estimated credit history.

Liquidity Risk

As at 30/06/2020, the Group and the Company have negative working capital, as current liabilities exceed current assets by € 12,154 k (for the parent by € 7,895 k). The Group's short-term liabilities include loans amounting to 11,440 k (for the parent € 10,900 k) and short-term instalments of bond loans amounting to € 4,327 k, of which capital € 1,700 k, relating to the Sheraton bond loan modification as of 07/07/2020, was turned into a long-term debt. In addition, out of short-term contractual liabilities of € 2,569 k (for the parent € 2,351 k) pertaining to prepayments for bookings of the next 12 months, an amount of € 2,461 k (for the parent € 2,243 k) is not expected to be settled in cash. Taking into account the above, the Group's working capital was negative at € 7,993 k (for the parent at € 3,952 k), while excusing loans it was positive at € 6,074 k (for the parent at 9,575 k). )

Moreover,

  • The Company has requested a transfer of instalments amounting to € 1.6 m, expiring on 26/03/2021 of the CBL amounting to 80 million to the contract maturity (2029), while at the same time and exception from the financial ratios for 06/2020 and 31/12/2020 was approved.
  • The Company has issued two new bond loans, guaranteed by the Hellenic Development Bank, after 30/6/2020, amounting to € 10 m (as at 24/8/2020) from the NBG and € 8 m (as at 18/9/2020) from EUROBANK exclusively for the coverage of working capital needs starting the capital payments on 30/06/2021 (500 k) and on 31/01/2022 (600 k) respectively.

Moreover, in case the Company's liquidity needs to be strengthened, its two main shareholders "NAMSOS ENTERPRISES COMPANY LIMITED" and "DRYNA ENTERPRISES" (61.86%) as well as their final beneficiaries are committed to and have the financial capacity to cover the contingent needs at least for the next twelve months from the date of approval of its interim financial statements.

It is to be noted that the financial statements of the companies included in the consolidation have been prepared based on the going concern principle.

Risk of Changes of Fair Value due to Changes in Interest Rates

The Group's policy is to minimize its exposure to the risk of changes of fair value due to changes in interest rates as far as long-term financing is concerned. On June 30, 2020, the Company and the Group are exposed to the risk of changes in market interest regarding their bank borrowings, which, however, is estimated as low.

1.5 Post Reporting Period of Interim Financial Statements Events

Restriction of revenue in the second half of the year: The effect of the pandemic in the second half of the year cannot be accurately determined at this stage as it depends on factors such as any additional measures, time required to discover the medicine and vaccine, on the recovery time of the countries (USA, Great Britain, France, Spain, Italy, Central and Northern Europe) that constitute the main clientele of hotels operating in Greece as well as the mentality of travellers in the second half of the year.

Athens Capital Hotel - MGallery at the junction of Panepistimiou and Kriezotou streets, in Syntagma Square, opened on September 1, 2020. Lampsa's investment reached 25 million Euro. The five-star hotel has 158 rooms, 18 suites and a Presidential Suite. It operates under the brand of Accor MGallery Collection, presenting the refined aesthetics of MGallery hotels in the heart of Athens.

Finally, the Annual Regular General Meeting of the Company's shareholders, held on 02/09/2020, which was legally attended by shareholders representing 15,832,359 common nominal shares out of a total of (21,364,000) common nominal shares of the Company, i.e. or approximately 74.11%, decided unanimously on the items of the agenda:

(1) regarding the first issue, the shareholders approved the annual financial statements of LAMPSA SA (Separate and Consolidated) as well as the Annual Financial Report of the Board of Directors for the year 2019 (01.01.2019 - 31.12.2019), following the disclosure of the Independent Auditor's Report on the annual financial statements of 31 December 2019 (separate and consolidated), including nondistribution of dividend in order to enhance the Company's liquidity.

(2) regarding the second issue, the meeting approved the Company's overall management, in accordance with Article 108 of Law 4548/2018, as effective, and the Meeting discharged the Company's Certified Auditors of any liability for compensation for the management of corporate affairs for the year 01.01.2019 to 31.12.2019.

(3) regarding the third issue, for the audit of the annual and interim financial statements of the Company for the fiscal year 2019, following the Audit Committee recommendation, the shareholders elected GRANT THORNTON S.A., which will appoint Statutory and Substitute Auditors for the audit of annual and interim financial statements of the Company for FY from 1.1.2020 to 31.12.2020 and decided that their remuneration will be determined on the basis of the relevant provisions as effective at the time regarding Statutory Auditors, in accordance with the applicable legislation.

(4) regarding the fourth issue, the Chairman of the General Meeting informed the shareholders that, following the last decision of the Regular General Meeting on pre-approval and payment amounting to 18,000 Euro (total cost/gross) as remuneration for the year 2019 to the executive member of the Board of Directors, Mr. Anastasios Homenidis, the payment of the amount of 18,000 Euro has been approved as remuneration for the year 2019 to the above member as well as the pre-approval of a fee of 18,000 Euro (total cost/gross) as a fee to the member of the Board of Directors Mr. Anastasios Homenidis for the FY from 1.1.2020 to 31.12.2020.

5) regarding the fifth issue, the Chairman of the Audit Committee informed the shareholders about the activities of the Audit Committee for the fiscal year 2019 on the basis of its responsibilities, such as the actions taken for the sound implementation of the responsibilities regarding (i) monitoring the statutory audit procedure and informing the Board of Directors of the outcome of the statutory audit and recommending election of external auditors for the new year; (ii) contributing to integrity of financial information; (iii) evaluating the systems; and the internal audit service, etc., from which arises the essential contribution and assistance of the Audit Committee in the compliance of the Company with the provisions of the applicable regulatory framework. This report includes a description of the Company's sustainable development policy.

The Report on Activities was prepared in accordance with the provisions of Article 44 par. 1 per (i) of Law 4449/2017, as amended by Law 4706/2020. The full text of this Annual Report on Activities of the Company Audit Committee is available on the Company's website (https://www.lampsa.gr).

(6) regarding the sixth issue, following the Company's BoD recommendation, the General Meeting approved payment of remuneration to the members of the Audit Committee for their services in the year 2019, as follows:

  • an amount of €5.000 to the Chairman of the Audit Committee Athanasios Bournazos,
  • an amount of €5.000 to the member of the Audit committee Konstantinos Vasileiadis,
  • no payment to the member of the Audit committee Filippos Spyropoulos.

(7) regarding the seventh issue, the General Meeting approved the Company's Remuneration Report which includes a comprehensive review of the total remuneration received by the members of the Board of Directors for the year 2019 in accordance with the specific provisions of Article 112 of Law 4548/2018. Moreover, it was clarified that the vote of the Shareholders on the above Remuneration Report is advisory in accordance with Article 112 par. 3 Law 4548/2018.

(8) regarding the eighth issue, the General Meeting decided, in accordance with the provisions of Article 44 of Law 4449/2017, the election of a three-member Audit Committee, which will be an independent committee and will consist of one (1) independent non-executive member of the Board of Directors and

two (2) third parties, non-members of the Board of Directors), (independently within the meaning of Article 9 par. 1 & 2 of Law 4706/2020) with two (2) years term of office, with the possibility of extension no later than the next Regular General Meeting and in any case within the same calendar year, and Chairman appointed by the members of the new Audit Committee at its constituent meeting and will be independent from the Company, within the meaning of Article 9 par. 1 & 2 of Law 4706/2020, in accordance with the provisions of par. 1 per (e) of Article 44 of Law 4449/2017.

The General Meeting elected new members of their Audit Committee:

  1. Konstantinos Vassiliadis father's name Vassilios, independent within the meaning of Article 9 par. 1 & 2 of Law 4706/2020.

  2. Filippos Spyropoulos father's name Konstantinos, existing independent non-executive member of the Board, independent member within the meaning of Article 9 par. 1 & 2 of Law 4706/2020.

  3. Athanasios Bournazos father's name Mathaios, independent within the meaning of Article 9 par. 1 & 2 of Law 4706/2020.

It is to be noted that all members of the Audit Committee have sufficient knowledge in the segment in which the Company operates while Mr. Bournazos and Mr. Vassiliadis have proven sufficient knowledge and experience in auditing and accounting (international standards). Furthermore, following the verification made by the Board of Directors of the Company, all the candidate members of the new Audit Committee are independent within the meaning of Article 9 par. 1 & 2 of Law 4706/2020.

Furthermore, the General Meeting decided to update the existing codes and operating regulations of the Company and to prepare new regulations, to the extent required for the sound and smooth operation of the Company, authorizing the Board of Directors to take all necessary actions for the implementation of this Decision.

(9) regarding the ninth issue, various notifications, information was provided on the progress of the Company and the challenges in the segment of Tourism in general but also within the framework of the special conditions prevailing due to Covid-19, and the actions in which the Company has implemented to address them.

Apart from the aforementioned, no events subsequent to the financial statements occurred in respect of the Group and the Company to which reference is required by the International Financial Reporting Standards.

1.6 Transactions with related parties

This section includes the most significant transactions between the Company and its related parties as defined in International Accounting Standard 24 and in particular:

(a) Transactions between the Company and any related party made during the first six months of 2020, which have materially affected the financial position or performance of the Company during the mentioned period,

(b) any changes in the transactions between the Company and any related party described in the last annual report that could have a material effect on the financial position or performance of the Company during the first six months of 2020.

It is noted that reference to those transactions includes the following elements:

  • a) the amount of such transactions for the first six months of 2020
  • (b) the outstanding balance at the end of the period (30/06/2020)
  • (c) the nature of the related party relationship with the issuer and

(d) any information on transactions that are necessary for understanding the financial position of the Company, but only if such transactions are material and have not been conducted under normal market conditions.

Specifically, transactions and balances of the Company with related legal entities and natural persons, as defined by the International Accounting Standard 24 on 30/06/2020 and 30/06/2019 or 31/12/2019 respectively, are as follows:

Amounts in thousands € THE GROUP THE COMPANY
01/01 - 01/01 - 01/01 - 01/01 -
Sales of goods – services 30/06/2020 30/06/2019 30/06/2020 30/06/2019
Other associates 20 41 20 41
Total 22 42 22 42
01/01 - 01/01 - 01/01 - 01/01 -
Acquisition of services 30/06/2020 30/06/2019 30/06/2020 30/06/2019
Other Associates 116 35 116 35
Total 116 35 116 35
01/01 - 01/01 - 01/01 - 01/01 -
Balance of Receivables 30/06/2020 30/06/2019 30/06/2020 30/06/2019
Other associates 16 0 16 0
Total 16 0 16 0
01/01 - 01/01 – 01/01 - 01/01 –
Balance of Payables 30/06/2020 30/06/2019 30/06/2020 30/06/2019
Other associates 2.599 2.130 2.599 2.130
Total 2.599 2.130 2.599 2.130

Among the Group's subsidiaries there are receivables/liabilities from borrowing totalling € 2.1 m and other receivables/liabilities € 222.5 k. Corresponding interest income/expenses of € 36 k of the subsidiary amounting to € 7 m. The above transactions have been eliminated during the consolidation.

Outstanding balances at year end are unsecured and settlement is made in cash. No guarantees have been provided or received regarding the above receivables.

Moreover, it is to be noted that there are no special agreements or collaborations between the Parent Company and the subsidiaries and any transactions between them are implemented under the usual terms, within the framework and the specifications of the markets.

Regarding the FY ended June 30, 2020, the Company has made no provisions for doubtful debts relating to the amounts owed by related parties.

The remuneration of key executives and BoD members was as follows:

Amounts in thousands € Group Company
01.01-
30.06.2020
01.01-
30.06.2019
01.01-
30.06.2020
01.01-
30.06.2019
Salaries-Fees 384 598 214 399
Social Insurance Cost 70 99 49 73
Ancillary staff services 16 19 -
Bonus 210 151 210 151
Total 680 867 473 624

It is to be noted that no loans have been granted to BoD members and top-level management of the Group or their families.

Athens, 29 September 2020 The President of the BoD George Galanakis

1. Interim Condensed Financial Statements for the period from 1 January to 30 June 2019

1.1. Condensed Statement of Financial Position

CONSOLIDATED CORPORATE
Amounts in thousands € Note 30.06.2020 31.12.2019 30.06.2020 31.12.2019
ASSETS
Non Current Assets
Property, plant and equipment 2.5 231.104 221.832 146.127 148.383
Intangible Assets 275 284 145 145
Goodwill 2.6 3.476 3.476 - -
Investments in Subsidiaries 2.6 - - 29.905 35.526
Other Long-term Assets 2.11 1.088 2.518 87 382
Deferred Tax Assets 2.8 4.314 2.260 7.010 5.580
Total 240.258 230.371 183.274 190.016
Current Assets
Inventory 1.514 1.645 1.201 1.285
Trade and other receivables 2.11 585 2.014 475 1.740
Other Receivables 4.735 4.352 9.820 3.326
Cash and cash available 1.4 14.195 25.885 9.733 11.253
Total 21.030 33.896 21.229 17.604
Total Assets 261.288 264.266 204.504 207.619
EQUITY AND LIABILITIES
Equity 2.7
Share Capital 23.928 23.928 23.928 23.928
Share Premium 38.641 38.641 38.641 38.641
Statutory Reserves 1.793 1.793 1.793 1.793
Other Reserves 3.662 3.662 (7.954) (7.954)
Treasury Shares (3.631) (3.631) -
Retained Earnings 29.496 37.334 14.084 20.586
Equity attributable to owners of the parent 93.889 101.728 70.492 76.993
Non-controlling interest - - - -
Total Equity 93.889 101.728 70.492 76.993
Long-term liabilities
Employee termination benefits obligations 3.898 3.796 3.810 3.708
Long-term Debt 2.9 98.746 98.667 96.721 96.507
Long-term Lease Liabilities 2.10 23.617 23.354 21 42
Deferred Tax Obligations 2.426 2.785 - -
Other Long-term Liabilities 1.358 1.747 1.339 1.727
Long-term contractual Liabilities 2.11 2.925 402 2.925 402
Other Provisions 2.13 1.245 2.005 71 831
Total 134.216 132.756 104.887 103.216
Short-term Liabilities
Suppliers and other liabilities 4.536 4.974 2.539 4.262
Income tax payable - 1.278 - 1.168
Short-term debt 2.9 11.440 6.240 10.900 5.700
Short-term portion of bond and bank loans 2.9 4.327 4.916 4.327 4.916
Short-term Lease Liabilities 2.10 49 68 47 64
Other liabilities 10.263 9.234 8.961 8.444
Short-term contractual obligation 2.569 3.073 2.351 2.856
Total 33.183 29.783 29.125 27.410
Total liabilities 167.399 162.539 134.012 130.626
Total Equity and Liabilities 261.288 264.266 204.504 207.619

Potential differences are due to rounding

1.2. Condensed Statement of Comprehensive Income

GROUP COMPANY
Amounts in thousands € Note 01.01-
30.06.2020
01.01-
30.06.2019
01.01-
30.06.2020
01.01-
30.06.2019
Sales 2.11 8.349 32.940 5.880 27.212
Cost of Sales (12.626) (22.523) (9.127) (18.206)
Gross Profit 2.11 (4.277) 10.418 (3.247) 9.006
Distribution Expenses (1.040) (2.204) (835) (1.865)
Administrative Expenses (3.585) (4.278) (3.065) (3.561)
Other income 1.352 594 1.082 382
Other expenses (157) (189) (21) (98)
Operating Profit (7.707) 4.341 (6.085) 3.865
Financial expenses (1.887) (1.617) (1.851) (1.531)
Financial Income 7 94 0 2
Other financial results (30) (37) 20 (35)
Results (Loss) from assets impairment (620) - - -
Profit / (Loss) before Tax (10.236) 2.782 (7.916) 2.301
Income Tax 2.11 2.398 (848) 1.414 (805)
Net Profit / (Loss) for the period (7.838) 1.934 (6.501) 1.496
Other comprehensive income reclassified to
the State of service in subsequent periods
Other comprehensive income not
reclassified to the state of service in
subsequent periods
- - - -
Total Comprehensive Income for the
Period
-
(7.838)
-
1.934
-
(6.501)
-
1.496
Profit for the period allocated to:
Owners of the parent (7.838) 1.936 (6.501) 1.496
Non controlling Interests 0 (1)
7.838 1.934 (6.501) 1.496
Total Comprehensive Income for the
Period allocated to:
Owners of the parent (7.838) 1.934 (6.501) 1.496
Non controlling Interests 0 0 - -
Profit / (Loss) per Share attributable to the
equity holders of the parent.
(7.838) 1.934 (6.501) 1.496
Earnings After Taxes per Share – Basic
(in €)
2.12 (0,3669) 0,0906 (0,3043) 0,0700
GROUP COMPANY
01.01-
01.01-
30.06.2020
30.06.2019
01.01-
30.06.2020
01.01-
30.06.2019
EBIT 2.11 (7.707)) 4.341 (6.085) 3.865
EBITDA 2.11 (3.181) 8.678 (2.793) 7.030

Potential differences are due to rounding

1.3. Condensed Statement of Changes in Equity

THE GROUP
Amounts in thousands € Equity allocated to owners of the parent
Share
Capital
Share
Premium
Other Reserves Treasury
Shares
Retained
earnings
Total Non
controlling
interests
Total
Balances as at 1 January 2019 23.928 38.641 1.712 (3.631) 38.758 99.408 71 99.478
Changes in Equity for the period - -
Total income for the period - - - - 1.934 1.934 (1) 1.934
Equity balance as at 30 June 2019 23.928 38.641 1.712 (3.631) 40.693 101.343 69 101.412
Balances as at 1 January 2020 23.928 38.641 5.455 (3.631) 37.334 101.728 - 101.728
Total Comprehensive Income for the period - - - - (7.838) (7.838) - (7.838)
Equity balance as at 30 June 2020 23.928 38.641 5.455 (3.631) 29.496 93.889 - 93.889

Potential differences are due to rounding

THE COMPANY
Share
Amounts in thousands € Capital Share Premium Other Reserves Retained earnings Total
Balances as at 1 January 2019 23.928 38.641 (9.905) 20.690 73.354
Changes in Equity for the period -
Total Comprehensive Income for the period - - - 1.496 1.496
Equity balance as at 30 June 2019 23.928 38.641 (9.905) 22.186 74.851
Balances as at 1 January 2020 23.928 38.641 (6.161) 20.586 76.993
Total Comprehensive Income for the period - - - (6.501) (6.501)
Equity balance as at 30 June 2020 23.928 38.641 (6.161) 14.084 70.492

Potential differences are due to rounding

1.4. Condensed Statement of Cash Flows for the period (indirect method)

GROUP COMPANY
01/01-
01/01-
01/01- 01/01-
Amounts in thousands € 30/6/2020 30/6/2019 30/6/2020 30/6/2019
Operating activities
Profit / (Loss) before tax (10.236) 2.782 (7.916) 2.301
Plus / less adjustments for:
Depreciation 4.593 4.404 3.359 3.232
Depreciation for grants (67) (67) (67) (67)
Provisions/ Revenues from unused provisions of previous years (659) 288 (661) 275
Profit / (Loss) from asset sale & impairment 620 10 - -
Foreign exchange differences 6 16 3 14
Interest income (7) (66) (0) (2)
Interest expenses 2.345 1.568 1.912 1.531
Operating profit prior to changes in working capital (3.405) 8.935 (3.369) 7.285
Plus/ less adjustments for changes in working capital accounts or
accounts related to operating activities:
Decrease / (increase) in inventories 131 (180) 84 (161)
Decrease / (increase) in receivables 2.276 (3.344) 2.069 (2.148)
(Decrease) / increase in short term liabilities (except for banks) 897 4.037 (1.101) 3.880
Less:
Interest expense and related expenses paid (1.464) (1.701) (1.443) (1.665)
Taxes paid (110) (147) - -
Total inflows / (outflows) from operating activities (a) (1.675) 7.600 (3.761) 7.191
Investing Activities
Acquisition of tangible and intangible assets (14.622) (4.999) (1.117) (4.554)
Proceeds from sale of subsidiaries - - 5.621 -
Share capital increase in subsidiary/amounts intended for SCI in subsidiary - - (7.000) -
Interest collectable 7 66 - 2
Total inflows / (outflows) from investing activities (b) (14.615) (4.933) (2.496) (4.552)
Financing activities
Proceeds from issued/withdrawn loans 5.200 72.276 5.200 72.276
Payments of loans (574) (70.780) (439) (69.761)
Repayment of Finance Lease liabilities (27) (35) (25) (31)
Total inflows / (outflows) from financing activities (c ) 4.600 1.461 4.737 2.484
Net increase / (decrease) in cash and cash equivalents (a)+(b)+(c ) (11.690) 4.128 (1.520) 5.124
Cash and Cash equivalents at beginning of the period 25.885 8.310 11.253 4.206
Cash and cash equivalents at end of period 14.195 12.438 9.733 9.330

Potential differences are due to rounding

2. Notes to the Interim Condensed Financial Statements

2.1. General information

The parent company of the Group is "LAMPSA HELLENIC HOTELS S.A. domiciled in Athens, Vasileos Georgiou Α1, and registered in the Companies Register of the Ministry of Economy, Competitiveness and Shipping, No. REG 6015/06/B/86/135 and General Electronic Commercial Registry (G.E.MI.) No. 000223101000 and its term of duration is set at one hundred (100) years, which began from the publication in the Government Gazette of the Royal Decree approving its Articles of Incorporation. In addition, the General Meeting of Shareholders held as at 19/06/20015, decided to extend the company's term of duration for fifty (50) years and amend, in this respect, Article 4 of the Articles of Incorporation. The company has been operating continuously since its foundation, over sixty consecutive years.

The Group objective is acquisition, construction and operation of hotels in Athens and elsewhere in Greece or abroad, as well as related businesses, such as acquisition and/or exploitation of thermal spring water, resorts, public entertainment, clubs, etc. The Company website is www.lampsa.gr.

The shares of the Group are listed on the Athens Stock Exchange since 1946.

The interim six-month financial statements were approved for issue by the Company Board of Directors on 29 September, 2020.

The company LAMPSA and Starwood Hotels and Resorts Worldwide Inc, signed an agreement on management and operation services of the hotel "Grande Bretagne" in December 2001. According to the agreement, Starwood, agreed to provide management and operation services to the hotel. The term of the Management Agreement is initially of twenty five (25) years, with option to extend for another 25 years. Both companies have limited rights to terminate the agreement without reason. In 2013, the agreement was extended in order to include the management of the King George Hotel as well.

There was also signed a management agreement with Starwood Hotels & Resorts Worldwide Inc. and "Sheraton Rhodes Resort" Hotel. The agreement concerns the assumption of operational management of the hotel (operating services agreement).

It is to be noted that in 2016, the company Starwood Hotels & Resorts Worldwide Inc. was acquired by Marriott International Inc., and, therefore, Marriott International Inc. manages all three hotels.

2.2. Basis for preparation of Interim Condensed Financial Statements

LAMPSA Group has fully adopted all IFRSs and interpretations adopted by the European Union, whose application is mandatory for the preparation of corporate and consolidated financial statements for the current period.

The Company's Interim Condensed Financial Statements as of 30/06/2020 cover the period from January, 1, 2020 to June 30, 2020 and have been prepared in compliance with International Accounting Standard («IAS») 34 "Interim Financial Reporting".

The accounting policies based on which the condensed six-month Financial Statements were prepared and are presented are in accordance with those used under the preparation of the Group and the Company Annual Financial Statements for the FY ended as at December 31, 2019, apart from amendments to the standards, effective as from 01/01/2020.

The Interim Condensed Six-month Financial Statements shall be considered in line with the annual financial statements as of December 31st, 2019, available on the parent Company's website www.lampsa.gr.

The Interim Condensed Six-month Financial Statements for the period 1/1 – 30/06/2020 have been prepared under the historical cost convention as modified due to revaluation of certain assets and liabilities at fair value and going concern principle.

Significant accounting estimates, judgments and assumptions related to future and other key sources of uncertainty as at the date of preparation of the interim condensed financial statements for the period ended June 30, 2020, which entail a substantial risk of causing significant changes to the amounts of assets and liabilities in the following financial year, remained the same as those applied and effective at the time of preparation of the annual financial statements of 31 December 2019. Given the effects of the spread of

COVID-19 pandemic, the Group Management reviewed the estimates related to future cash flows, used to estimate the recoverable amount of investments, contributions, tangible and intangible assets. This review has resulted in a decrease in the value of the Group's tangible fixed assets by € 620 k.

Moreover, preparation of condensed interim six-month Financial Statements requires use of calculations and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on the best knowledge of the Management with respect to current events and actions, actual results may finally differ from those estimates.

2.3. Changes to Accounting Policies

2.3.1 New Standards, Interpretations, Revisions and Amendments to existing Standards that are effective and have been adopted by the European Union

The following new Standards, Interpretations and amendments of IFRSs have been issued by the International Accounting Standards Board (IASB), are adopted by the European Union, and their application is mandatory from or after 01/01/2020.

Revision of the Conceptual Framework for Financial Reporting (effective for annual periods starting on or after 01/01/2020)

In March 2018, the IASB issued the revised Conceptual Framework for Financial Reporting (Conceptual Framework), the objective of which was to incorporate some important issues that were not covered, as well as update and clarify some guidance that was unclear or out of date. The revised Conceptual Framework includes a new chapter on measurement, which analyzes the concept on measurement, including factors to be considered when selecting a measurement basis, concepts on presentation and disclosure, and guidance on derecognition of assets and liabilities from financial statements. In addition, the revised Conceptual Framework includes improved definitions of an asset and a liability, guidance supporting these definitions, update of recognition criteria for assets and liabilities, as well as clarifications in important areas, such as the roles of stewardship, prudence and measurement uncertainty in financial reporting. The amendments do not affect the consolidated and separate Financial Statements.

Amendments to References to the Conceptual Framework in IFRS Standards (effective for annual periods starting on or after 01/01/2020)

In March 2018, the IASB issued Amendments to References to the Conceptual Framework, following its revision. Some Standards include explicit references to previous versions of the Conceptual Framework. The objective of these amendments is to update those references so that they refer to the revised Conceptual Framework and to support transition to the revised Conceptual Framework. The amendments do not affect the consolidated and separate Financial Statements.

Amendments to IAS 1 and IAS 8: "Definition of Material" (effective for annual periods starting on or after 01/01/2020)

In October 2018, the IASB issued amendments to its definition of material to make it easier for companies to make materiality judgments. The definition of material helps companies decide whether information should be included in their financial statements. The updated definition amends IAS 1 and IAS 8. The amendments clarify the definition of material and how it should be applied by including in the definition guidance that until now has featured elsewhere in IFRS Standards. The amendments do not affect the consolidated and separate Financial Statements.

Amendments to IFRS 9, IAS 39 and IFRS 7: "Interest Rate Benchmark Reform" (effective for annual periods starting on or after 01/01/2020)

In September 2019, the IASB issued amendments to some specific hedge accounting requirements to provide relief from potential effects of the uncertainty caused by the Interest Rate Benchmark reform. The amendments are designed to support the provision of useful financial information by companies during the period of uncertainty arising from the phasing out of interest – rate benchmarks such as interbank offered rates (IBORs). It requires companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The amendments do not affect the consolidated and separate Financial Statements.

Amendments to IFRS 3: "Definition of a Business" (effective for annual periods starting on or after 01/01/2020)

In October 2018, the IASB issued narrow-scope amendments to IFRS 3 to improve the definition of a business. The amendments will help companies determine whether an acquisition made is of a business or a group of assets. The amended definition emphasizes that the output of a business is to provide goods and services to customers, whereas the previous definition focused on returns in the form of dividends, lower costs or other economic benefits to investors and others. In addition to amending the wording of the definition, the Board has provided supplementary guidance. The amendments do not affect the consolidated and separate Financial Statements.

2.3.2 New Standards, Interpretations, Revisions and Amendments to existing Standards that have not been applied yet or have not been adopted by the European Union

The following new Standards, Interpretations and amendments of IFRSs have been issued by the International Accounting Standards Board (IASB), but their application has not started yet or they have not been adopted by the European Union.

Amendments to IFRS 16 "Leases" Covid-19 – Related Rent Concessions (effective for annual periods starting on or after 01/06/2020)

In May 2020, the IASB issued amendments to IFRS 16 that provide lessees with an exemption from assessing whether a Covid-19-related rent concession is a lease modification. More specifically, the amendments clarify that if certain conditions are met, lessees are not required to assess whether particular Covid-19-related rent concessions are lease modifications. Instead, lessees that apply the practical expedient, would account for those rent concessions as if they were not lease modifications. It applies to Covid-19-related rent concessions that reduce lease payments due on or before June 30, 2021. The Group has not applied the amendment since as at 30/06/2020, it was not approved by the European Union. Therefore, all rent concessions were assessed as amendment.

Amendments to IFRS 4 "Insurance Contracts" – deferral of IFRS 9 (effective for annual periods starting on or after 01/01/2021)

In June 2020, the IASB issued amendments that declare deferral of the date of initial application of IFRS 17 by two years, to annual periods beginning on or after January 1, 2023. As a consequence, the IASB also extended the fixed expiry date for the temporary exemption from applying IFRS 9 "Financial Instruments" in IFRS 4 "Insurance Contracts", so that the entities are required to apply IFRS 9 for annual periods beginning on or after January 1, 2023. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16: "Interest Rate Benchmark Reform — Phase 2" (effective for annual periods starting on or after 01/01/2021)

In August 2020, the IASB finalised its response to the ongoing reform of inter-bank offered rates (IBOR) and other interest rate benchmarks by issuing a package of amendments to five IFRS Standards. The

amendments complement those issued in 2019 and focus on the effects on financial statements when a company replaces the old interest rate benchmark with an alternative benchmark rate as a result of the reform. In particular, the amendments describe the way in which an entity shall account for changes in contractual cash flows, a change in hedging relationships as a result of the restructuring, and related information it will need to disclose.

Amendments to IFRS 3 "Business Combinations", IAS 16 "Property, Plant and Equipment", IAS 37 "Provisions, Contingent Liabilities and Contingent Assets" and "Annual Improvements 2018-2020" (effective for annual periods starting on or after 01/01/2022)

In May 2020, the IASB issued a package of amendments which includes narrow-scope amendments to three Standards as well as the Board's Annual Improvements, which are changes that clarify the wording or correct minor consequences, oversights or conflicts between requirements in the Standards. More specifically:

  • Amendments to IFRS 3 Business Combinations update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting without changing the accounting requirements for business combinations.
  • Amendments to IAS 16 Property, Plant and Equipment 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 recognize such sales proceeds and related cost in profit or loss.
  • Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets specify which costs a company includes when assessing whether a contract will be loss-making.
  • Annual Improvements 2018-2020 make minor amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture and the Illustrative Examples accompanying IFRS 16 Leases.

The Group will examine the impact of the above on its Financial Statements, though they are not expected to have any. The above have not been adopted by the European Union.

IFRS 17 "Insurance Contracts" (effective for annual periods starting on or after 01/01/2023)

In May 2017, the IASB issued a new Standard, IFRS 17, which replaces an interim Standard, IFRS 4. The aim of the project was to provide a single principle-based standard to account for all types of insurance contracts, including reinsurance contracts that an insurer holds. A single principle-based standard would enhance comparability of financial reporting among entities, jurisdictions and capital markets. IFRS 17 sets out the requirements that an entity should apply in reporting information about insurance contracts it issues and reinsurance contracts it holds. Furthermore, in June 2020, the IASB issued amendments, which do not affect the fundamental principles introduced when IFRS 17 has first been issued. The amendments are designed to reduce costs by simplifying some requirements in the Standard, make financial performance easier to explain, as well as ease transition by deferring the effective date of the Standard to 2023 and by providing additional relief to reduce the effort required when applying the Standard for the first time. The above have not been adopted by the European Union.

Amendments to IAS 1 "Classification of Liabilities as Current or Non-current" (effective for annual periods starting on or after 01/01/2023)

In January 2020, the IASB issued amendments to IAS 1 that affect requirements for the presentation of liabilities. Specifically, they clarify one of the criteria for classifying a liability as non-current, the requirement for an entity to have the right to defer settlement of the liability for at least 12 months after the reporting period. The amendments include: (a) specifying that an entity's right to defer settlement must exist at the end of the reporting period; (b) clarifying that classification is unaffected by management's intentions or

expectations about whether the entity will exercise its right to defer settlement; (c) clarifying how lending conditions affect classification; and (d) clarifying requirements for classifying liabilities an entity will or may settle by issuing its own equity instruments. Moreover, in July 2020, the IASB issued an amendment, postponing the effective date of the initially issued amendments to IAS 1 for one further year, given the spread of Covid-19 pandemic. The Group will examine the impact of the above on its Financial Statements, though it is not expected to have any. The above have not been adopted by the European Union.

2.4. Segment reporting

In accordance with the provisions of IFRS 8, identification of operating segments is based on the "Management approach". According to this approach, the information to be disclosed regarding the operating segments should be based on internal organizational and management structure of the Group and the main items of internal financial reporting provided to the key decision makers. In the previous year, the Management decided to change the way of monitoring the business segments. Operating segments are now monitored per geographical area where the hotel units are located as the management considers it to be the most efficient way for decision making regarding allocation of resources and evaluation of their performance. The management estimates that monitoring operating segments per geographical area is more appropriate as this way better reflects the special characteristics (risks, opportunities, competition, etc.) of the hotel units due to the area where they are located. Therefore, the management decided on a change in operating segments, presenting the following categories: Athens City Hotels, Resorts, Belgrade City Hotels & Other) instead of renting rooms, food and beverage sales and other activities presented in the previous years. It is to be noted that the Group applies the same accounting principles for the measurement of operating segments results as those in the Financial Statements.

Transactions between operating segments are performed within the regular business operations of the Group. Inter-segment sales are eliminated on consolidation.

The Group results, assets and liabilities per segment in respect of the presented periods are analyzed as follows:

FY 2019 Athens City Hotels Resorts Belgrade City Hotels Other Total
Sales
Rooms Sales 3.498 - 1.480 - 4.978
Food and Spirits Sales 2.079 - 709 - 2.788
Other Sales (Spa, Health Club etc.) 288 14 281 - 582
Total Sales 5.865 14 2.470 - 8.349
Financial Income 1 0 7 - 7
Financial Expenses 1.597 256 30 3 1.887
Depreciation 2.445 1.167 982 4.593
Earnings before tax (7.229) (1.235) (1.766) (6) (10.236)
Income tax 2.096 136 166 - 2.398
Earnings after tax (5.134) (1.099) (1.600) (6) (7.838)
30/6/2020
Non-current assets 160.472 39.588 32.408 - 232.468
Deferred Tax Asset 9.127 (4.813) (2.426) 1.888
Other assets 15.454 644 3.379 1.553 21.030
Total Assets 185.054 38.894 35.787 1.553 261.288
Total Liabilities 134.706 25.401 7.284 8 167.399

01/01 – 30/06/2019 Athens City Hotels Resorts Serbia City Hotels Other Total
Sales
Rooms Sales 16.125 1.949 3.677 21.751
Food and Spirits Sales 6.641 1.202 1.605 -
-
9.447
Other Sales (Spa, Health Club etc.) 1.128 168 445 - 1.741
Total Sales 23.893 3.319 5.728 - 32.940
Financial Income 0 2 92 -
-
-
94
Financial Expenses 1.287 245 84 1 1.617
Depreciation 2.378 1.104 922 4.404
Earnings before tax 3.235 (1.184) 737 (6) 2.782
Income tax 1.006 (263) 106 - 848
Earnings after tax 2.230 (920) 631 (6) 1.934
31/12/2019 -
-
Non-current assets 150.187 40.533 33.915 - 224.635
Deferred Tax Asset 7.605 (5.345) - 2.260
Other assets 22.372 927 10.597 33.896
Total Assets 180.164 39.590 42.956 1.556 264.266
Total Liabilities 125.368 29.550 7.616 5 162.539

2.5. Property, plant and equipment

During the period, for the Company and the Group, net investments in tangible assets amounted to € 1.1 million and € 14.6 million respectively. Regarding the Company, the investments pertain to renovation of rooms and the purchase of other equipment, while regarding the Group the investments mainly concern reconstruction and renovation of Athens Capital Hotel, which started operating in September 2020.

The Parent Company property items are burdened with liens amounting to € 120,300 k as well as \$ 4.500 k for outstanding loans.

On 30/06/2020 the Management of the Group tested its tangible assets (hotels) for impairment due to the coronavirus health crisis, which is an indication of potential impairment. The impairment test revealed the need to impair the Tangible Fixed Assets of the subsidiary EXCELSIOR by € 620 k, an amount that burdened the Statement of Comprehensive Income of the Group.

The company has undertaken contractual capital commitments regarding renovation works performed at Athens Capital hotel amounting to € 5.1 million on 30/06/2020.

The Group

Land plots and Mechanical
equipment and
Furniture and
other
Fixed assets
under
Amounts in thousands € buildings vehicles equipment construction Total
Net Book Value as at 31/12/2018 179.043 1.675 9.626 5.078 195.423
Additions 1.613 484 1.940 7.968 12.006
Recognition of right-to-use assets 22.674 - - - 22.674
Interest of construction period 806 - - - 806
Disposal of Assets - (74) (4) - (78)
Reclassifications 252 70 91 (453) (40)
Depreciation Cost (7.106) (363) (1.557) - (9.026)
Depreciation of disposed assets - 65 3 - 69
Net Book Value as at 31/12/2019 197.281 1.858 10.100 12.594 221.832
Additions 590 6 350 13.226 14.172
Interest of construction period 412 - - - 412
Change from lease modification (143) - - - (143)
Reclassifications - - 14 (17) (3)
Impairment losses recognized in the income
statement (601) (5) (9) - (615)
Depreciation Cost (3.549) (197) (598) (206) (4.551)
Net Book Value as at 30/06/2020 193.991 1.661 9.857 25.596 231.104

The Company

Land plots and Mechanical
equipment and
Furniture and
other
Fixed assets
under
Amounts in thousands € buildings vehicles equipment construction Total
Net Book Value as at 31/12/2018 134.428.589,72 1.008.684,97 7.949.919,70 4.916.292,76 148.303
Additions 1.646.482,02 149.054,59 1.682.758,47 3.094.598,49 6.573
Recognition of right-to-use assets 167.547,96 - - - 168
Reclassifications 217.105,09 - 73.995,00 (291.100,09) -
Depreciation Cost (5.366.414,23) (174.757,74) (1.119.293,29) 0,00 (6.660)
Net Book Value as at 31/12/2019 131.093 983 8.587 7.720 148.383
Additions 577.831,64 0 337.286,25 181.444,54 1.097
Change from lease modification -14.029,31 - - - (14)
Depreciation Cost -2.672.706 (88) -578.065 - (3.339)
Net Book Value as at 30/06/2020 128.984 895 8.347 7.901 146.127

"Land plots and buildings" item includes right-of-use assets as follows:

THE GROUP THE COMPANY
Right-of-use assets (Buildings)
Balance 01/01/2020 23.417 104
Change from lease modification (143) (14)
Interest of construction period 412 -
Amortization cost (28) (28)
Balance as at 30/06/2020 23.658 62

2.6. Goodwill - Investments in subsidiaries – Group Structure

On 30/06/2020, the Management of the Group tested for impairment the cost of its investment in subsidiaries as well as the goodwill, recognized during the acquisition of Sheraton Rhodes Resort hotel, given that the health crisis caused by the Coronavirus pandemic is an indication of potential impairment. The recoverable amount of the subsidiaries and Sheraton Rhodes Resort hotel was determined based on their value in use, which was determined by discounting the future free cash flows of the hotels after taxes,

with the weighted average cost of capital after taxes. In determining value in use, Management applies the assumptions that it considers reasonable. The assumptions are based on revised five-year business plans taking into account the changes that have occurred in the hotel segments since the beginning of the health crisis, but also the prospects for recovery as at the Interim Financial Statements reporting date.

The impairment test has revealed the need to reduce the cost of BMP investment in its subsidiary EXCELSIOR (indirect participation) amounting to € 1.1 million, which does not affect the presented financial statements, while no need to impair Goodwill has arisen.

The following assumptions were used to determine value in use:

CGU WACC Growth Rate
BMP 7,79% 2%
Excelsior 8,47% 2%
Kriezotou S.A. 8,07% 2%
Sheraton Rhodes Resort 7,92% 2%

The parent Company investments in subsidiaries and associates are analysed as follows:

ACQ.VALUE ACQ. VALUE DOMICILE INDIRECT
AS AT AS AT - DIRECT % % PART. TREASURY
Amounts in thousands € 30/06/2020 31/12/2019 COUNTRY PART.INT. INT. SHARES RELATIONSHIP CONS. METHOD OPER. SEGMENT
FULL
LAMPSA HELLENIC HOTELS S.A. - - Greece PARENT PARENT CONSOLIDATION - Hotel Services
KRIEZOTOU TOURISTIKI SINGLE FULL
MEMBER S.A. 11.550 11.550 Greece 100,00% SUBSIDIARY CONSOLIDATION Hotel Services
FULL
LUELLA ENTERPRISES LTD 18.382 18.382 Cyprus 100,00% SUBSIDIARY CONSOLIDATION Holding
EXCELSIOR BELGRADE SOCIALLY
OWNED HOTEL & CATERING FULL
TOURIST ENTERPRISES - 7.588 Serbia 82,77% 17,23% SUBSIDIARY CONSOLIDATION Hotel Services
BEOGRADSKO MESOVITO FULL
PREDUZECE A.D. - - Serbia - 94,50% 5,40% SUBSIDIARY CONSOLIDATION Hotel Services
MARKELIA ENTERPRISES COMPANY FULL
LTD - - Cyprus - 100,00% SUBSIDIARY CONSOLIDATION Services
TOTAL 29.932 37.520
PROVISION FOR DEVALUATION (27) (1.995)
NET VALUE 29.905 35.526

Changes in the parent Company investments are anal used as follows:

Amounts in thousands € 30.06.2020 31.12.2019
Opening balance 35.526 22.122
Acquisitions - 154
Subsidiary establishment - 11.550
Sales (5.621) -
Share Capital Decrease - (350)
Reversed impairment loss in the income statement - 2.050
Closing balance 29.905 35.526

2.7. Equity analysis

The Group and the Company Equity is analyzed as follows:

THE GROUP THE COMPANY
Amounts in thousands € 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Capital and reserves attributable to
shareholders of the parent
Share capital 23.928 23.928 23.928 23.928
Share premium 38.641 38.641 38.641 38.641
Other reserves 5.455 5.455 (6.161) (6.161)
Retained earnings 29.496 37.334 14.084 20.586
Total 93.889 101.728 70.492 76.993
Total Equity 93.889 101.728 70.492 76.993

As at 30/06/2020, the Company share capital amounts to € 23.927,680, divided in 21.364.000 common shares of nominal value € 1.12 each. The Company shares are listed on the Athens Stock Exchange Security Market (Travel & Leisure Sector, Hotels).

The account "Equity Shares" pertains to acquisition of equity shares by the company EXCELSIOR BELGRADE A, which acquired 17.23% of shares versus a consideration of € 1 million. Furthermore, the company BEOGRADSKO MESOVITO PREDUZECE AD acquired 5.4% of shares versus a consideration of € 2.5 million.

There aren't at the end of the current period, shares of the parent company held by it or by its subsidiaries or jointly controlled companies.

The account "Other Reserves" of the Group includes the following reserves categories: "Statutory Reserves" and "Other Extraordinary Reserves".

Statutory reserve is mandatory formed from the profits of each period year and remains in equity of the Company to offset any losses incurred in the future and is taxed in each period in which it was formed and therefore is tax exempted.

The account "Other Reserves" includes the reserves under Development Law 1892/1990. In particular, after the merger with the absorption of the former "TOURISTIKA THERETRA SA." (Sheraton Hotel), LAMPSA SA became the universal successor of the tax deduction right under Law 1892/1990, for the productive investments made by the former "TOURISTIKA THERETRA SA" (Sheraton Hotel) in Rhodes in the previous years.

Under provisions of Law 1892/1990, the maximum amount of profits (after deducting non-actual profits, statutory reserves, plus the tax accounting differences, less the distributed dividends of the year), the company has the right to deduct tax as that of € 11,397 k, which is 90% of the deductible expenses of the investment. The tax deduction that resulted from the profits of the fiscal year 2018 (after deducting nonactual profits, statutory reserves, plus the tax accounting differences, less the distributed dividends of the year ) amounted to € 3.8 million and the tax deduction to € 1.1 million. Respectively, the profits, arising in 2019 for the formation of the reserve, amount to € 5.5 million and the tax deduction to € 1.3 million.

As far as the remaining reserves are concerned, they can be distributed to shareholders given that the attributable tax has been paid.

2.8. Income tax – Deferred tax

Offsetting deferred tax assets and liabilities is performed, in terms of company, when there is an enforceable legal right to do so and when the deferred income taxes relate to the same tax authority.

The tax rates for the current year regarding the companies operating abroad are as follows:

Amounts in €, unless otherwise mentioned

Country Tax rate
SERBIA 15%
CYPRUS 12,50%

Deferred income tax is calculated on temporary differences using the tax rates expected to apply to the countries where the Group companies are active. The amounts shown in the Statement of Financial Position are expected to be recovered or settled after the current period.

Income tax (deferred) for the current period amounts to income of € 2.4 million for the Group and € 1.4 million for the Company, against an expense of 0.8 million for the Group and the Company. The increase in deferred tax mainly arises from recognition of deferred claim on tax losses of € 1.7 million for the Group and € 1.3 million for the Company caused by the Covid 19 pandemic, which are expected to will be fully recovered within the next few years.

2.9. Borrowings

The borrowings of the Group and of the Company, both long and short term, are analyzed in the following table:

Amounts in thousands € THE GROUP THE COMPANY
30/6/2020 31/12/2019 30/6/2020 31/12/2019
Long-term debt
Bond Loans 98.746 96.507 96.721 96.507
Long-term bank loans 2.160
Total long-term debt 98.746 98.667 96.721 96.507
Short-term debt
Short-term bank loans 11.440 6.240 10.900 5.700
Short-term portion of bond and bank loans 4.327 4.916 4.327 4.916
Total short-term debt 15.767 11.156 15.227 10.616
Total 114.512 109.822 111.947 107.122

The Group and the Parent Company's real estate liens amount to € 120,300 k and \$ 4.500 k against loans.

During the period, the company was grated an exception from complying with the covenants effective for the € 80 million Common Bond Loan for the period 30/06/2020 and 31/12/2020.

Furthermore,

  • The capital of € 1.1 million maturing on 18/08/2020, an amount of € 0.6 million maturing on 18/02/2021 and an amount of € 0.6 million maturing on 18/08/2021 concerning the Sheraton bond loan, following as of 07/07/2020 amendment, were changed into long-term borrowings.
  • The Company has requested a transfer of an installment of € 1.6 million maturing on 26/03/2021 and an amount of € 2.45 million maturing on 26/09/2021 concerning the Common Bond Loan of 80 million to the date of the loan maturity.
  • The Company has issued two new bond loans, guaranteed by the Hellenic Development Bank, after 30/6/2020, amounting to € 10 million (on 24/8/2020) from the NBG and € 8 million (on 18/9/2020) from EUROBANK exclusively to cover working capital needs with the start of capital payments on 30/06/021 (500 k) and 31/01/2022 (600 k ) respectively
  • Finally, the subsidiary KRIEZOTOU TOURISTIKI SINGLE MEMBER S.A. has issued a bond loan of € 7 million (on 28/07/2020) for its operating needs

The Group's and Company's actual weighted average borrowing rates as at the balance sheet date are as follows:

Group Company
30/6/2020 31/12/2019 30/6/2020 31/12/2019
Bank Debt 3,36% 3,14% 3,38% 3,16%

The changes in the Group's and Company's loan liabilities are analyzed as follows:

The Group

Amounts in thousands € Long-term loan
liabilities
Short-term loan
liabilities
Lease
obligations
TOTAL
Opening balance on 1/1/2019 22.261 74.011 12 96.284
Cash Flow:
Repayments (629) (72.011) (75) (72.715)
Withdrawals/disbursements 81.922 4.240 - 86.162
Non-cash changes:
Recognition of lease obligations - - 22.674 22.674
Interest for the period - - 811 811
Reclassifications (4.916) 4.916 - -
Foreign exchange differences 28 - - 28
Closing balance on 31/12/2019 98.667 11.156 23.422 133.244
Opening balance on 1/1/2020 98.667 11.156 23.422 133.244
Cash Flow:
Repayments (135) (439) (27) (600)
Withdrawals/disbursements - 5.200 - 5.200
Non-cash changes:
Interest for the period 117 - 413 530
Reclassifications 154 (154) - -
Foreign exchange differences - 3 - 3
Reassessment from contract amendment (56) - (143) (199)
Closing balance on 30/06/2020 98.746 15.767 23.666 138.178

The Company

Long-term loan Short-term loan Lease
Amounts in thousands € liabilities liabilities obligations TOTAL
Opening balance on 1/1/2019 21.632 73.621 - 95.253
Cash Flow:
Repayments (71.621) (67) (71.688)
Withdrawals/disbursements 79.762 3.700 83.462
Non-cash changes:
Recognition of lease obligations 168 168
Interest for the period 5 5
Reclassifications (4.916) 4.916 -
Foreign exchange differences 28 28
Closing balance on 31/12/2019 96.507 10.616 106 107.228
Opening balance on 1/1/2020 96.507 10.616 106 107.228
Cash Flow:
Repayments (439) (25) (463)
Withdrawals/disbursements 5.200 5.200
Non-cash changes:
Recognition of lease obligations -
Interest for the period 117 1 118
Reclassifications 154 (154) -
Foreign exchange differences 3 3
Reassessment from contract amendment (56) (14) (70)
Closing balance on 30/06/2020 96.721 15.227 68 112.016

2.10. Lease Liabilities

The liabilities recognized in the Company arise from leases for offices and warehouses for a period exceeding 12 months.

The Group's liabilities arise from the subsidiary KRIEZOTOU TOURISTIKI SINGLE MEMBER S.A. in which the contract signed by the parent company with the AUXILIARY FUND OF FORMER EMPLOYEES OF THE AGRICULTURAL BANK OF GREECE ("ATPPEATE") and provided for the lease of the Athens Capital Hotel for 35 years. The contract provides for a fixed rent, which from the 2nd year will be adjusted based on the CPI plus margin and a variable rent depending on the hotel's turnover per year. Variable lease payments dependent on turnover are not included in the minimum future payments used to measure the right-of-use asset and the lease liability. Variable lease payments that are dependent on turnover will burden the results of the FY in which they are recorded as receivables. The hotel started operating on September 1st, 2020, and the first rent was paid on September 11th, 2020.

The Group's and the Company's lease liabilities are analyzed as follows:

GROUP COMPANY
Long term lease obligations 23.619 21
Short term lease obligations 47 47
TOTAL 23.666 68

Changes in the Group's and the Company's lease liabilities are analyzed as follows:

GROUP COMPANY
Balance as at 01/01/2020 23.422 106
Interest period 413 1
Reassessment from contract modification (143) (14)
Payments (27) (25)
Balance as at 30/06/2020 23.666 68

Minimum future payments for the Group and the Company are as follows:

THE GROUP
Minimum future payments Payments Financial costs Net present value
on 30/06/2020
Within the next 12 months 850 (835) 15
From 1 to 5 years 4.544 (3.686) 858
Over 5 years 38.151 (15.358) 22.793
TOTAL 43.545 (19.879) 23.666
THE COMPANY
Minimum future payments Payments Financial costs Net present value
on 30/06/2020
Within the next 12 months 48 (1) 47
From 1 to 5 years 22 (0) 21
Over 5 years
TOTAL 70 (2) 68

It is to be noted that the subsidiary KRIEZOTOU TOURISTIKI SINGLE MEMBER S.A. has recognised total finance lease liability amounting to € 23.3 million for lease agreement with the AUXILIARY FUND OF FORMER EMPLOYEES OF THE AGRICULTURAL BANK OF GREECE ("ATPPEATE"). It is to be noted that the total lease payments in the following 12 months fall short of the financial costs for those years as the hotel is under construction and no lease payment are paid until its opening (September 2020). Therefore, the financial lease liability is increased for the following 12 months and has been fully recognized as long-term.

2.11. Results for the period from January 1, 2020 to June 30, 2020

In the first half of 2020, the Greek tourism sector presented recorded a downward trend due to the coronavirus pandemic and the decision of the Greek Government to close hotels of 12 months and seasonal period from March 22, 2020.

In the Serbian hotel market, hotels remained open, but had no visitors due to the measures taken to address coronavirus.

Room occupancy ratio of the luxury hotel market in Athens decreased by 40.1% compared to the corresponding period in 2019, adjusting the ratio to 41.5% versus 69.3% in 2019. Average hotel room rate decreased by 18.5% versus of 2019, standing at € 137.94 versus € 169.31 in 2019. As a result, revenue per room available at Athens luxury hotels decreased by 51.2% (€ 57.20 versus € 117.29 in 2019) and correspondingly total room revenue decreased by 75.9%.

"Great Britain" Hotel presented sales decrease of 75.25% compared to the corresponding period last year, while "King George" Hotel presented sales decrease by 75.05%. "Sheraton" Hotel in Rhodes did not operate at all within the first half of 2020. Regarding Group Hotels in Serbia, "Hyatt Regency Belgrade" recorded a decrease of 55.11%, while "Mercure Excelsior" recorded a decrease of 69.56%.

EBITDA presented losses of € 3.15 million versus profit of € 8.67 million in 2019 at the Group level, and, respectively at the Company's level, EBITDA presented losses of €2,79 million versus profit of € 7 million in 2019.

Significant changes in the items of the Statement of Financial Position and Statement of Comprehensive Income for the period

In the first half of 2020, Turnover at consolidated level stood at € 8.34 m compared to € 32.9 m in the same period of 2019, recording a decrease of 74.65%. Turnover of the parent company (Hotels "Great Britain", "King George" and "Sheraton") stood at € 5.88 m from € 27.2 m in the corresponding period of 2019, decreased by 78.39% .

Consolidated Gross Results stood at loss € 4.27 m from profit of € 10.41 m in 2019 due to the pandemic of covid-19, while the gross profit margin changed from profit of 31.63% in 2019 to loss of 51.22 % in 2020. Gross results of the parent company stood at loss of € 3.24 m against profit of € 9 m in 2019. The Company's gross profit margin stood at profit of 33.10% in 2019 against loss of 55.22% in 2020.

The Group's operating results – EBITDA stood at loss of € 3.18 m against profit of € 8.67 m in 2019, decreased by 136.65%. Respectively, the operating results of the parent company amounted to loss of € 2.79 m from profit of € 7 m in 2019, decreased by 139.73%. Furthermore, EBITDA margin stood at - 380.10% from 26.35% in 2019 for the Group and -47.50% from 25.83% for the Company respectively.

The Group's Results before tax stood at loss of € 10.23 m, against profit of € 2.78 m in the comparative period 2019. Regarding the parent company, results before tax stood at loss of € 7.91 m, against profit of € 2.3 m of the comparative period 2019.

The Group's and Company's Income Tax includes calculation of deferred tax. The amount for the Group and the Company stood at revenues of € 2.4 m and 1.4 m against tax expense of € 0.8 m and € 0.8 m in the Group and the Company during the comparative period. Deferred tax revenue mainly arises from the recognition of a deferred asset on tax loss of € 1.7 m for the Group and € 1.3 m for the Company arising from Covid 19 pandemic, which are expected to be fully recovered within the next few years.

Net Results (profit / loss) after tax and minority interests of the Group amounted to loss of € 7.8 m, compared to profit of € 1.9 m of the comparative period 2019. At the parent company they amounted to loss of € 6.5 m, against profit of € 1.4 m in the comparative period 2019.

The Group's Other Long-Term Receivables are recorded significantly decreased by € 1.4 m. This change is due to the fact that on 31/12/2019 the subsidiary Kriezotou S.A. had paid advances to contractors and other suppliers for the construction of the Building while during the current period these advances have been settled.

Long-Term Contractual Liabilities are recorded significantly increased by € 2.5 m. This increase is due to 18-month vouchers provided by the Group hotels to customers and are expected to be settled after the first half of 2021.

As at 30/06/2020, Trade and other receivables of the Group and the Company are recorded decreased by 70.94% and 72.67% respectively compared to the balance of 31/12/2019, which is mainly due to the hotels suspension of operation during the first half of 2020.

2.12. Profit/ (Loss) per share

Basic profit / (losses) per share are calculated based on profits / (losses) after taxes and non-controlling interests from continuing operations, on the weighted average number of ordinary shares of the parent company.

Profit/(loss) per share is analysed as follows:

GROUP COMPANY
01/01- 01/01- 01/01- 01/01-
Amounts in thousands € 30/6/2020 30/6/2019 30/6/2020 30/6/2019
Profit attributable to the owners of the parent (7.838) 1.936 (6.501) 1.496
Weighted average number of shares 21.364.000 21.364.000 21.364.000 21.364.000
Basic earnings per share (in €) (0,3669) 0,0906 (0,3043) 0,0700

2.13. Analysis of provisions

THE GROUP
Legal claims Provisions by
customers
31.12.2018 1.734 134
Additional provisions 271 22
31.12.2019 2.005 156
Unused amounts reversed (759) (3)
30.06.2020 1.245 152
THE COMPANY
Legal claims Provisions by
customers
31.12.2018 831 134
Additional provisions 22
31.12.2019 831 156
Unused amounts reversed (759) (3)
30.06.2020 71 152

In the above table, provisions for bad debts less receivables are presented.

In the current year, an amount of € 759 k was derecognized, which concerned a provision for the charging Municipal Fees for Sheraton Hotel for the period 2009-2019. These Municipal Fees were cancelled by the Municipality of Rhodes based on article 51, Law 4647/2019.

2.14. Transactions with related parties

The following transactions refer to related parties transactions:
Amounts in thousands € GROUP COMPANY
Sales of services 01/01 -
30/06/2020
01/01 -
30/06/2019
01/01 -
30/06/2020
01/01 -
30/06/2019
Other associates 20 41 20 41
Total 22 42 22 42
Purchase of Services 01/01 -
30/06/2020
01/01 -
30/06/2019
01/01 -
30/06/2020
01/01 -
30/06/2019
Other associates 116 35 116 35
Total 116 35 116 35
Balance of Receivables 01/01 -
30/06/2020
01/01-
30/06/2019
01/01 -
30/06/2020
01/01-
30/06/2019
Other associates 16 0 16 0
Total 16 0 16 0
01/01 - 01/01- 01/01 - 01/01-
Balance of Payables 30/06/2020 30/06/2019 30/06/2020 30/06/2019
Other associates 2.599 2.130 2.599 2.130
Total 2.599 2.130 2.599 2.130

Among the subsidiaries of the Group, there are receivables/liabilities from borrowings totaling € 2,1 million as well as other receivables/liabilities of € 222.5 k. Respectively, income / expense interest of € 36 k. Moreover, there are receivables/liabilities amounting to € 7 million regarding a forthcoming share capital increase of a subsidiary. The aforementioned transactions are eliminated under consolidation.

2.15. Fees of BoD and Management members

Amounts in thousands € Group Company
01.01-30.06.2020 01.01-30.06.2019 01.01-30.06.2020 01.01-30.06.2019
Salaries – Fees 384 598 214 399
Social insurance cost 70 99 49 73
Ancillary staff Benefits 16 19 -
Bonus 210 151 210 151
Total 680 867 473 624

It is to be noted that there were no loans to members of the Board of Directors or key executives of the Group and their families and there are no receivables/ liabilities from/to related parties.

2.16. Contingent assets – liabilities

Litigations

a) Administrative procedures for the compensation to former owners of the land on which the Hyatt Hotel (subsidiary company BEOGRADSKO MESOVITO PREDUZECE) and other third party structures have been effective. Regarding the aforementioned case, the Group has made a provision in its consolidated financial statements amounting to € 1.169 k, which it regards as sufficient.

b) Three lawsuits have been filed by former employees of the company concerning violations of labor law in Serbia. The total claim from the above lawsuits amounts to € 1.1 million. The Group Management estimates that the final outcome of the case at this time can not yet be determined and no provision for this contingent liability has been made in the financial statements of the Group.

There are no other litigation or arbitration disputes of courts or arbitration bodies that may have a significant influence on the financial statements or the functionality of the Group, beyond the provisions that have already been made (§ 2.13).

  • The unaudited tax years of the Group are as follows:

Amounts in €, unless otherwise mentioned

Company Unaudited tax years
LAMPSA HELLENIC HOTELS S.A. 2018-2019
LUELLA ENTERPRISES LTD 2011 - 2019
HARVARD INVESTMENTS CORPORATION 2007 - 2015
WORLD SPIRIT S.A. 2007 - 2015
TOURISTIKA THERETRA SA. (BEFORE ABSORPTION) 2014-2018 (10 months)
EKSCELSIOR BELGRADE SOCIALLY OWNED HOTEL & CATERING TOURIST ENTERPRISES 2007 - 2019
BEOGRADSKO MESOVITO PREDUZECE 2011 - 2019
NORTH HAVEN LTD 2000 - 2015
MARKELIA LTD 2011 - 2019
ΚΡΙΕΖΩΤΟU S.A. 2019 (from 5/6/2019)

For the unaudited tax years of the Group companies, there is a probability that additional taxes and penalties could be imposed, during the period when they are examined and finalized by the relevant tax authorities.

For FYs 2011-2018 inclusively, the parent company and TOURISTIKA THERETRA S.A. were subject to tax audit of the Certified Public Accountants as provided by Article 82 para 5 Law 2238/1994 and Article 65a , Law 4174/2013, as amended by Law 4262/2014.

For the fiscal year 2019, the special audit to obtain the Tax Compliance Report is ongoing and is not expected to result in significant differences in the tax obligations recorded in the financial statements. According to latest relevant legislation, the audit and issuance of tax certificates are effective for fiscal years 2017 and thereafter, on an optional basis.

For the unaudited tax years of the other companies of the Group, it is estimated that no significant additional tax obligations will occur and, therefore, no relevant provision has been made.

- Leases - Income

The Group leases certain offices and shops under non-cancellable operating leases. All leases have varying terms, escalation clauses and rights. Contractual rentals to be collected in the coming years are analysed as follows:

COMPANY
Amounts in thousands € 30/6/2020 31/12/2019
Operating leases collectable in 1 year 375 361
Subtotal 1: Short-term operating
leases 375 361
Operating leases collectable in 2 to 5 years 1.155 1.541
Subtotal 2 1.155 1.541
Operating leases collectable after 5 years 412 604
Subtotal 3 412 604
Subtotal 4 (=2+3): Long-term
operating
leases
1.568 2.145
TOTAL (=1+4) 1.942 2.507

2.17. Guarantees

The Group and the Company have contingent liabilities and assets related to banks, other guarantees and other matters arising in the ordinary course of business, as follows:

GROUP COMPANY
Amounts in thousands € 30/6/2020 31/12/2019 30/6/2020 31/12/2019
Concessions on land and buildings for lending
in € 120.300 134.400 120.300 134.400
Concessions on land and buildings for lending
in \$ 4.500 25.500 4.500 25.500
Other letters of guarantees for settlement of
liabilities 2.057 - 2.057 -
Total 126.857 166.177 126.857 166.177

2.18. Dividends

The Regular General Meeting of Shareholders held on 2/09/2020 decided not to distribute dividends in order to reinforce the Company's liquidity.

2.19. Personnel number & fees

GROUP COMPANY
30/6/2020 30/6/2019 30/6/2020 30/6/2019
Salary employees 522 498 291 254
Daily wages employees 328 702 328 702
TOTAL 850 1200 619 956
Amounts in thousands € GROUP COMPANY
01.01-30.06.2020 01.01-30.06.2019 01.01-30.06.2020 01.01-30.06.2019
Salaries & fees 5.188 8.466 3.941 7.030
Social insurance cost 1.013 1.615 828 1.421
Other employee benefits 407 515 318 367
Projected and paid
employee compensation 158 75 158 75
Total 6.765 10.671 5.244 8.894

2.20. Objectives and Risk management policies

The Group is exposed to financial risks such as market risk (fluctuations in exchange rates, interest rates, market prices, etc.), credit risk and liquidity risk.

The Group's financial instruments are composed of bank deposits, overdraft rights, trade receivables and payables, loans to subsidiaries, associated companies, dividends payable and lease liabilities.

Since 2008, the Group applies a risk management program for such risks. The risk management program aims to limit the negative impact on the financial results of the Group caused by unpredictability of financial markets and variation in the variables of cost and sales. The Group intends to use, in the near future, derivative financial instruments to hedge its exposure to specific risk categories.

The risk management process applied by the Group, is as follows:

  • Evaluation of risks associated with the activities and operations of the group,
  • design of methodology and selection of appropriate financial products to reduce risks and
  • application/implementation, in accordance with the procedure approved by the management, of the risk management procedures.

Risk of coronavirus COVID -19 pandemic - effects – prevention measures

Restrictions on the Group's operations have further adverse effect on the Group's financial sizes:

  • The Management estimates that during the second six-month period, the Group will lose revenue of € 25 million and the Company of € 20 million. For 2021, an increase in sizes is expected, but it is estimated to be decreased by approximately 45% compared to 2019 when the Group recorded the peak of its turnover.
  • Financial structure liquidity:

The effects of the pandemic are expected to be significant for the Group resulting in generation of losses in 2020, however the Company's capital adequacy is expected to remain strong. In addition, a direct

impact of the aforementioned shrinkage of the Group's turnover is the restriction on its liquidity. The Group Management has already taken actions in order to ensure liquidity and the Group's going concern.

The Management's actions to address the effects of Covid-19 and ensure the Group's going concern.

On the basis of the aforementioned procedure of assessment and identification of risk areas and always with the aim of ensuring the health of employees and customers, protection of public health in view of the hotels reopening as well as the Group's going concern, the Management took the following actions:

  • Expenditure of approximately € 500 k on equipment and constructions, required for the hotels reopening, applying all the necessary hygiene protocols for customers and staff.
  • The Management of the parent company secured a certificate from the representative of the Bondholding Creditors for their consent to the exception of the measurement of the financial ratios for the dates 30.6.2020 and 31.12.2020 due to the effects of the pandemic.
  • The company agreed with lending banks on 30/06/2020 for the transfer of payments of € 6,350 k to the maturity of the loans, of which an amount of € 3,300 k was to be paid within the next 12 months.
  • Due to LAMPSA Group solvency, the Management has already secured pre-approval from financial institutions for loans, in case they are needed, amounting to € 25 m for the Group and € 18 m for the parent company, through the business support program "Guarantee Fund for granting guarantees on new loans to companies affected by COVID 19 through the Hellenic Development Bank (HDB).
  • The company participates in the labor subsidy programs for employees implemented by the government (suspension, "Syn-ergasia", etc.). This way achieves a reduction in wage costs for the period, when the hotels are closed or operating at low occupancy. Moreover, to facilitate further savings, fixed-term employee contracts expiring in the near future are not expected to be renewed. Finally, synergies are expected between the Group's hotels, with staff lending, for more cost-effective management. It is expected that after the implementation of the aforementioned actions, the company will reduce its payroll costs by approximately € 8 m or 50% compared to the payroll costs in 2019.

The financial statements of the Parent and its subsidiaries have been prepared on the basis of the going concern principle as the Group's Management considers that given the currently available data and its estimates of the impact of Covid-19 pandemic on the Group's financial sizes for the following 12 months and in line with the aforementioned actions that have been planned, there will be sufficient liquidity in order to ensure the Group's ability to continue as a going concern.

Moreover, in case the Company's liquidity needs to be strengthened, its two main shareholders "NAMSOS ENTERPRISES COMPANY LIMITED" and "DRYNA ENTERPRISES" (61.86%) as well as their final beneficiaries are committed to and have the financial capacity to cover the contingent needs at least for the next twelve months from the date of approval of its interim financial statements.

Currency Risk

The Group operates internationally and carries out trade and loan transaction in foreign currency. Therefore, it is exposed to foreign currency translation differences (another major country of the Group's operations, apart from Greece, is Serbia). The Parent Company exposure to currency risk arises mainly from the bond loan issue in US Dollars.

Credit Risk

More than 80% of the Group sales are held through credit cards and credit sales are mainly made to customers with an estimated credit history.

Liquidity Risk

As at 30/06/2020, the Group and the Company have negative working capital, as current liabilities exceed current assets by € 12,154 k (for the parent by € 7,895 k). The Group's short-term liabilities include loans amounting to 11,440 k (for the parent € 10,900 k) and short-term instalments of bond loans amounting to € 4,327 k, of which capital € 1,700 k, relating to the Sheraton bond loan modification as of 07/07/2020, was

turned into a long-term debt. In addition, out of short-term contractual liabilities of € 2,569 k (for the parent € 2,351 k) pertaining to prepayments for bookings of the next 12 months, an amount of € 2,461 k (for the parent € 2,243 k) is not expected to be settled in cash. Taking into account the above, the Group's working capital was negative at € 7,993 k (for the parent at € 3,952 k), while excusing loans it was positive at € 6,074 k (for the parent at 9,575 k). )

Moreover,

  • The Company has requested a transfer of instalments amounting to € 1.6 m, expiring on 26/03/2021 of the CBL amounting to 80 million to the contract maturity (2029), while at the same time and exception from the financial ratios for 06/2020 and 31/12/2020 was approved.
  • The Company has issued two new bond loans, guaranteed by the Hellenic Development Bank, after 30/6/2020, amounting to € 10 m (as at 24/8/2020) from the NBG and € 8 m (as at 18/9/2020) from EUROBANK exclusively for the coverage of working capital needs starting the capital payments on 30/06/2021 (500 k) and on 31/01/2022 (600 k) respectively.

Moreover, in case the Company's liquidity needs to be strengthened, its two main shareholders "NAMSOS ENTERPRISES COMPANY LIMITED" and "DRYNA ENTERPRISES" (61.86%) as well as their final beneficiaries are committed to and have the financial capacity to cover the contingent needs at least for the next twelve months from the date of approval of its interim financial statements.

It is to be noted that the financial statements of the companies included in the consolidation have been prepared based on the going concern principle.

Risk of Changes of Fair Value due to Changes in Interest Rates

The Group's policy is to minimize its exposure to the risk of changes of fair value due to changes in interest rates as far as long-term financing is concerned. On June 30, 2020, the Company and the Group are exposed to the risk of changes in market interest regarding their bank borrowings, which, however, is estimated as low.

2.21. Post Interim Period Balance Sheet Date Events

Athens Capital Hotel - MGallery at the junction of Panepistimiou and Kriezotou streets, in Syntagma Square, opened on September 1, 2020. Lampsa's investment reached 25 million Euro. The five-star hotel has 158 rooms, 18 suites and a Presidential Suite. It operates under the brand of Accor MGallery Collection, presenting the refined aesthetics of MGallery hotels in the heart of Athens.

There are no other post Financial Statements events regarding either the Group or the Company that shall be reported under the International Financial Reporting Standards.

Athens, 29 September 2020 President of the BoD Chief Executive Officer Financial Director

GEORGE GALANAKIS ANASTASIOS HOMENIDIS KOSTAS KYRIAKOS ID No. Ξ 282324 ID No. ΑΙ 506406 ID No. ΑΖ 512473

A' Class License 0010932

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