Annual Report • Mar 28, 2024
Annual Report
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2023 FINANCIAL ANNUAL REPORT
ATENOR SA Avenue Reine Astrid, 92 1310 La Hulpe Belgium Tel.: +32-2-387 22 99
E-mail: [email protected] Website: www.atenor.eu Enterprise number: 0403 209 303 VAT: BE 0403 209 303 LEI number: 549300ZIL1V7DF3YH40
| LETTER TO THE SHAREHOLDERS | 4 |
|---|---|
| MISSION & VALUES | 8 |
| STRATEGY | 9 |
| ARCHILAB | 10 |
| SUSTAINABILITY REPORT | 16 |
| • Non-financial information | |
| • ESRS 1 – Introduction | 18 |
| • ESRS 2 – General disclosures | 18 |
| • 2.1 Governance (GOV) | 18 |
| • 2.2 Basis for preparation | 21 |
| • 2.3 Strategy – SBM | 22 |
| • 2.4 Impact, risk and opportunity management (IRO) | 29 |
| • 2.5 Metrics and targets (MT) | 33 |
| • ESRS – Specific | 39 |
| • 3.1 ESRS E1_Climate change | 39 |
| • 3.2 ESRS E2_Pollution | 51 |
| • 3.3 ESRS E3_Water and marine resources | 55 |
| • 3.4 ESRS E4_Biodiversity and ecosystems | 60 |
| • 3.5 ESRS E5_Resource use and circular economy | 62 |
| • 3.6 ESRS S1_Own workforce | 66 |
| • 3.7 ESRS S2_Workers in the value chain | 71 |
| • 3.8 ESRS S3_Affected communities | 71 |
| • 3.9 ESRS S4_Consumers and end-users | 75 |
| • 3.10 EESRS G1_Business conduct | 77 |
| • KPI- EU Taxonomy disclosures accompanying the KPIs of non-financial undertakings | 78 |
| ADMINISTRATION | 98 |
| INFORMATION TO SHAREHOLDERS AND INVESTORS | 102 |
| CORPORATE GOVERNANCE STATEMENT | 106 |
| THE HUMAN RESOURCES POLICY | 131 |
| THE EVOLUTION OF THE PORTFOLIO OVER THE YEAR | 138 |
| REPORT OF ACTIVITIES AND PROJECTS | 144 |
| 2023 AUDITED FINANCIAL STATEMENTS | 191 |
ATENOR has chosen French as its official language so that only the annual report in French has legal value. The activity report presents all projects in the portfolio [i.e. owned by Atenor and either under development (sold or not sold) or completed but not yet sold]. The surface areas mentioned in this report are the gross surface areas above ground, taking into account only Atenor share as of 31.12.2023 and subject to the urban development of the various projects.
The m2 indicated for each sheet of the activity and project report (pages 144 to 190) represent the total gross surface area of the project (Atenor + any partner) and are subject to the urban planning developments of the project.
The versions in Dutch and English are translations of the French version. Dit jaarverslag is ook verkrijgbaar in het Nederlands. Ce rapport est également disponible en français.
| IFRS | 2019 | 2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|---|
| Net results (group share) | 37.78 | 24.13 | 38.07 | -0.84 | -107.13 |
| Current cash Flow(1) | 38.49 | 30.24 | 38.51 | -11.58 | -48.10 |
| Capital and reserves | 187.05 | 261.21 | 301.04 | 273.62 | 344.31 |
| Market capitalization | 406.56 | 401.21 | 399.81 | 340.68 | 325.42 |
(1) Net profits + depreciation, provisions and reductions in value.
The 2023 consolidated financial statements were drawn up in accordance with the IFRS standards as adopted in the European Union.
| 2019 | 2020 | 2021 | 2022 | 2023 | |
|---|---|---|---|---|---|
| Capital and reserves | 33.22 | 37.11 | 42.77 | 38.87 | 7.87 |
| Current cash flow | 6.84 | 4.30 | 5.47 | -1.65 | -1.10 |
| Net consolidated results (group share) | 6.71 | 3.43 | 5.41 | -0.12 | -2.45 |
| Dividend | |||||
| Gross dividend | 2.31 | 2.42 | 2.54 | 2.67 | - |
| Net ordinary dividend | 1.62 | 1.70 | 1.78 | 1.87 | - |
| Number of shares | 5 631 076 | 7 038 845 | 7 038 845 | 7 038 845 | 43 739 703 |
| 2019 | 2020 | 2021 | 2022 | 2023 | |
|---|---|---|---|---|---|
| List price/book value | 2.17 | 1.54 | 1.33 | 1.25 | 0.95 |
| List price on 31 December (€) | 72.20 | 57.00 | 56.80 | 48.40 | 7.44 |
| Gross return for 1 year | 45.88% | -17.85% | 3.90% | -10.32% | -79.11% |
| Gross return | 3.20% | 4.26% | 4.47% | 5.52% | - |
| Net ordinary dividend/list price | 2.24% | 2.98% | 3.13% | 3.86% | - |
| Gross return for 1 year: (last closing price + adjusted dividends paid during the last 12 months - last list price of the previous period) / last list | |
|---|---|
| price of the previous period | |
| Return: | dividend for the last full financial year / last list price |
| Capitalisation: | number of shares x last list price of the financial year concerned. |
250
Compared with the belgian All shares


0
40
Net consolidated results



0
2
4
6
8




It makes no doubt that the real estate sector is going through a significant crisis. The geopolitical events of February 2022 led, among other things, to a rapid rise in interest rates: the steady decline observed since 2011 was reversed in just 18 months. This development gradually affected the real estate sector, turning into a crisis starting from March 2023.
The increase in the cost of credit was accompanied by a tightening of financing conditions, while
investors maintained a wait-and-see stance, especially as alternative investments to real estate multiplied. This economic downturn was compounded by particularly difficult years for the real estate development sector since 2020 due to Covid-19.
Faced with this sharp slowdown in real estate investments, Atenor witnessed its balance sheet structure weakened. With the support of its shareholders and main bankers, Atenor successfully restructured its balance sheet, overcoming the financial challenges it encountered.
The capital increase carried out in November raised over 182 million euros. The company wished, from the outset, for this operation to be carried out within the framework of a capital increase with subscription rights, allowing all shareholders who wished to participate, or to negotiate their rights on the market. On this occasion, new shareholders expressed their interest and entered Atenor's capital. On their side, Atenor's main bankers played their role fully, providing solid and demanding support at the same time.
We are convinced that Atenor's positioning and business model have been decisive factors. The shift towards sustainable living is irreversible. Urban resilience is now the norm, and existing buildings, whether office, residential, or retail, which have become obsolete, must be redeveloped in a mixed
and compact vision, in compliance with environmental standards and targeted at an improvement in quality of life (private, professional, and recreational). This is where Atenor's expertise lies, embodied in a unique international dimension
We remain confident in Atenor's ability to generate value for shareholders and to secure a market share in the promising field of sustainable urban real estate redevelopment. However, 2024 will still be a year marked by the unpredictability of geopolitical developments, thereby affecting interest rates and investor confidence.
As announced during the capital increase, Atenor will propose to the General Meeting of Shareholders not to pay a dividend. In the future, we plan to set the dividend amount based on the results of the fiscal year.
We would like to thank all collaborators who maintained a high level of performance under adverse circumstances.
We also extend special thanks to the three Board Members - who have chosen not to renew their mandates - namely Michèle Grégoire, Nadine Lemaitre, and Mr. Philippe Vastapane, for their valuable contributions during their tenure.
Stéphan SONNEVILLE SA Frank DONCK Chief Executive Officer Chairman of the
Board of Directors

Atenor is a leading real estate development company in sustainability and urbanism. Recognized for its commitment to urban resilience, Atenor adopts an innovative approach in its mixed-use developments, including offices, residential, and retail, leveraging its Research and Development department, Archilab. With an international presence and a diverse project portfolio, Atenor aims to generate returns for investors through a value creation cycle starting from obsolete buildings. Listed on the continuous market of Euronext Brussels, Atenor stands as one of the key players in the real estate development sector.
Atenor defines its identity around the following four components:
Atenor's values are defined as follows :
STRATEGY
Given its internationalexpertiseandtheevolutionoftherealestatesector,Atenorfocuseson theaforementioned sustainable and international components, placing them at the core of its strategy and identity.
Considering prevailing geopolitical uncertainties and their macro-economic consequences, Atenor will continue to enhance its expertise in sustainability and internationalism in the coming years. Atenor will strive to enhance the value of its project portfolio while pursuing opportunities for growth.
Strengthened by its European roots, Atenor aims to contribute to the essential transformation of urban fabric to make cities welcoming places for living and exchange where sustainability is integrated in all its dimensions. In doing so, Atenor aims to be a key player in the real estate market, positioning itself at the forefront of sustainable development..
KYKLOS Central Square Belval, Grand Duchy of Luxembourg

Atenor's strategic turn towards sustainability is supported by its ambitious objectives and driven by Atenor's Research and Development department: Archilab. Gathering and developing Atenor's expertise, Archilab is a dynamic space where the sustainability strategy and the future of our projects take shape.
Atenor's strategic turn towards sustainability is supported by its ambitious objectives and driven by Atenor's Research and Development department: Archilab. Gathering and developing Atenor's expertise, Archilab is a dynamic space where the sustainability strategy and the future of our projects take shape.
As Atenor ESG think tank, Archilab touches the highest level of decision-making in the daily life of the Company. Archilab includes the ESG task force responsible for the elaboration and monitoring of the sustainability policy. It is composed of the CEO, the members of the Executive Committee, the Archilab Director, the Development Directors/Managers, the Sustainability Manager, the ESG Analyst, the Corporate Communication and Investor Relation Manager and the HR Manager. This high level decision-making is where the economic, environmental and social performance of the is constantly assessed against the most stringent objectives. The Archilab Director reports directly to the CEO. Her role is to support Atenor strategy and to ensure the coordination between the decision-making and operational levels.
At operational level, Archilab's mission is to improve the environmental, economic and social performance of the project portfolio but also to support the implementation of the decisions and action at Company or project level.
Archilab is not a typical R&D department—it's an open and daring laboratory in which budgets and time are devoted to fostering creativity. This is where Atenor draws on internal expertise and collaborate with external partners to analyse dominant trends, study international developments, and engage experts, industrial groups, and thought leaders. Archilab challenges our mindsets, reshapes our reactions, transforms beliefs, and catalyzes technical evolution.
As the demand for sustainable buildings surpasses the supply of new constructions and renovations, capital values, marked by the coveted 'green premium,' are on the ascent due to scarcity. Atenor is strategically positioned to respond to this challenge by proactively anticipating regulations and seamlessly integrating sustainable practices into our project designs, capitalizing on the burgeoning market trend. Furthermore, showcasing the sustainability of our activities enhances the real estate sector's allure, making it an even more compelling investment choice for investors.
The current era demands a holistic approach. Atenor recognizes the global responsibility posed by the climate emergency and the evolving expectations of citizens. We contribute to develop cities with workplaces and residences in harmony with the climate and environment. While technology is seen as a crucial component, the primary focus should be on improving the physical performance of buildings. Achieving low energy consumption and minimizing greenhouse gas production relies not only on advanced technologies but also on the overall environmental efficiency of buildings and the quality of activities conducted within them. In this regard, Archilab plays a key role in shaping a comprehensive approach and strategy.
In the ever evolving landscape of regulatory frameworks, European directives play a pivotal role in shaping the rules governing member states.
Under the impulse of Archilab, Atenor has strategically decided, starting in 2021, to align all new developments with the criteria of the European Taxonomy. These include the EU Taxonomy Technical Screening Criteria (including Climate Change Mitigation and Adaptation, Biodiversity, Circular economy, Water preservation, Waste and Pollution reduction) and Minimum Social Safeguards requirements. This strategic alignment not only reflects Atenor dedication to environmental stewardship but also positions the company as a leader in sustainable practices. It also paves the way for achieving the carbon neutrality objective outlined in the European Green Deal.
Looking forward, Archilab ambitions to guide Atenor towards the complete alignment of its entire portfolio for 2024. This objective will also position projects as 'dark green' under Article 9 of the Sustainable Finance Reporting Directive (SFRD).
Further pushed by Archilab, Atenor has decided to embrace the Corporate Responsibility Reporting Directive (CRSD) and align its 2023 Annual Report to its requirements. The CSRD will have significant effects on the real estate industry and real estate actors. It requires real estate companies that fall within its scope to report on a range of ESG issues, such as energy efficiency, carbon emissions, social responsibility, diversity and inclusion. As a real estate developer, Atenor will disclose its ESG policy, targets, and performance, and provide assurance on its sustainability reports. Although it poses significant compliance and reporting challenges, at Atenor, we view the CSRD as an opportunity. It will increase transparency and comparability of sustainability information across the real estate industry, allowing investors, regulators, and other stakeholders to assess the sustainability risks and opportunities of different companies and assets.
By anticipating and aligning with these regulations, we've not only minimized potential financial risks but also ensured the long-term compliance of our real estate projects. Our commitment to forward-thinking strategies not only mitigates risks but transforms regulatory challenges into opportunities for innovation and sustainable development.
Architectural quality is paramount in crafting harmonious and productive living and working spaces. By organizing architectural competitions, we engage with top international architectural firms to ensure the excellence of our projects. Technological innovation is at the core of Archilab's mission. We have forged structural partnerships with leading companies in the sector, including Proptech lab, One Click LCA, Well Institute, Faast, Sureal, dnergy, Coliseum. Atenor is also a member of the Taxonomy Commission of UPSI. These partnerships propel Atenor to the forefront of technological developments, ensuring that our projects not only meet but exceed the demands of the future.



Archilab transcends every level and every collaborator within the company. This dynamic sense of ownership not only enriches practices but also elevates the quality of projects. Another key to Archilab's success lies in its diverse forms that seamlessly complement each other.

Atenor's highest decision-making level (CEO, Executive Committee, Development Directors, Corporate Communication & Investor Relation Manager, ESG Manager, HR Manager) meets approximately six times a year. The Archilab sessions are powerful tools for brainstorming and decision-making. External experts are regularly invited to share their visions during these sessions. In 2023, the Archilab sessions covered a wide range of topics, each time followed by concrete actions or major decisions for Atenor. In 2023, the sessions focussed among others on climate change adaptation, innovative smart control software by dnergy, life cycle assessment, corporate carbon footprint, ESRS.

Alongside the sessions, crossdisciplinary research is carried out on specific topics or through Atenor projects. All research is developed by topic-specific units. For example: renovation, proptechs, active ground floors, the implementation of the European Taxonomy, new commercialisation strategies, green deals etc. This research enables Atenor to take the best decisions and policy directions for its developments.

Archilab Community unites and leverages the collective expertise of Atenor's 10 dynamic local teams. It serves as a powerhouse for sharing cutting-edge best practices, staying ahead of trends, and embracing the latest technological and social innovations. Playing a pivotal role in sensitizing and training Atenor's collaborators, Archilab Community ensures a vibrant exchange. To maximize outreach and collaboration, the sessions come in diverse formats, ranging from focused training sessions and engaging mini-labs for all employees to ESG updates tailored by country and impactful country directors meetings. In 2023, the minilabs dived into topics such as carbon neutral, embodied carbon and EU Taxonomy.
Prioritizing sustainable and innovative real estate development practices, Atenor not only mitigates commercial risks but also stays agile in the face of evolving regulations and market demands (residents, office occupants, investors). This strategic and rather bold approach opens doors to financing opportunities and positions the company to meet the surging demand for sustainable properties in a rapidly changing market.

| 2.1 | Governance – GOV | 18 |
|---|---|---|
| 2.2 | Basis for preparation | 21 |
|---|---|---|
| 2.5 Metrics and targets (MT) |
33 |
|---|---|
| --------------------------------- | ---- |
| 3.1 | ESRS E1_Climate change | 39 |
|---|---|---|

In a rapidly changing world, where sustainability is a necessity but also a driver of progress and performance, Atenor is positioned as a pioneer. Conscious of environmental, social and governance (ESG) matters, Atenor has now proactively chosen to integrate future sustainability disclosure requirements. With this in mind, this non-financial report is loosely based on the European Sustainability Reporting Standards (ESRS).
The voluntary adoption of this approach underlines our focus on adopting, or even exceeding, the highest standards in this area. Our sustainability report is therefore directly based on the structure and procedures set out in the European directives published in July 2023. Our goal is to provide a transparent and rigorous framework, reflecting our willingness to report our environmental, social and economic impact in a comprehensive and accurate manner.
This initiative is part of a long-term vision to strengthen the confidence of our stakeholders through open and comprehensive communication about our actions and the performance of our development projects.
Through this report, we hope, firstly, to meet the expectations of our stakeholders and, secondly, to underline the importance of sustainability for the long-term success of our activities.
Atenor is committed to integrating sustainability into its strategy and activities. To this end, it has administrative, management and supervisory bodies that regularly assess the skills and expertise necessary to manage sustainability matters and, more specifically, the associated impacts, risks and opportunities. These bodies are based on criteria such as knowledge of environmental, social and governance standards, the ability to identify the risks and opportunities associated with sustainability, and awareness of stakeholders' expectations. To strengthen these skills and this expertise, Atenor regularly organises Archilab sessions with external experts, who provide their insights and recommendations on sustainability topics. Atenor also provides internal training for its employees, in particular through online sessions, workshops or conferences.
The composition of the administrative, management and supervisory bodies, as well as their responsibilities, are detailed in the Corporate Governance and Sustainability Charter, available on the atenor.eu website. Details are also provided in the sections of the annual financial report entitled "Administration", page 106 "Corporate Governance Statement", and "Board of Directors and its Committees" (see pages 100 to 101).
Archilab is Atenor's internal Research and Development laboratory. The task of Archilab is to define best practices to be implemented among projects, as well as Atenor's objectives in terms of quality, sustainability and feasibility. Archilab creates a momentum within the Company for which work and time are allocated. Archilab is always open to external collaborations with recognised experts.
Archilab's scope includes sustainability, at all stages of the development of Atenor's projects and strategies.
In addition, Archilab, as Atenor's ESG think tank, reaches the highest level of the decision-making process in Atenor's daily life.
At the operational level, the task of Archilab is to improve the environmental, economic and social performance of the project portfolio. Archilab includes the ESG working group responsible for developing and monitoring the sustainable development policy. Archilab supports and initiates decisions and actions, as well as their implementation within projects or Atenor. The Archilab manager reports directly to the Managing Director.
Archilab's organic and multi-form structure makes it possible to fully integrate sustainable development into Atenor's daily business at all levels and locations of Atenor.
Archilab also acts as a catalyst to reinforce employee awareness and skills in the field of environmental management. Through thoughtful and comprehensive training programmes, Archilab meets an essential need so that Atenor employees remain informed and qualified on sustainability matters and environmental best practices.
These training programmes are designed to cover a range of topics, including:
environmentally friendly development;
These training initiatives orchestrated by Archilab are informative as well as interactive, fostering a culture of continuous learning and environmental awareness. Drawing on Archilab's expertise, Atenor ensures that these programmes are tailored to meet the specific needs and challenges encountered in its projects.
Through these training programmes, Atenor aims to provide its employees with the right knowledge and skills to be able to easily build environmental considerations into their duties. This proactive approach therefore raises awareness, but also contributes to a collective ethic of sustainability, aligning each individual within Atenor with the company's overall commitment to environmental management.

Archilab and Innovation : PropTech Lab Pitch Day at Atenor

In respect of projects developed by Atenor, the information communicated to the Project Manager, the ESG Manager, the Executive Committee and the Board of Directors is provided through independent reports/assessments by a third party, appointed on the basis of that party's capacity, expertise and reputation.
From acquisition to delivery, projects are managed and overseen to achieve the building's environmental
The roles and responsibilities associated with the various ESG-related processes are summarised in the table below:
| Archilab and his ESG Task force |
Country Directors |
Executive Committee |
Audit Committee |
Board of Directors |
|
|---|---|---|---|---|---|
| Daily | Approve | ||||
| Sustainability policy | Propose | management Validate Validate | (annual) | ||
| Non-financial information | Propose | Validate Validate | Approve | ||
| Selection of ESG reporting frameworks | Propose | Validate Validate | Approve | ||
| ESG objectives at company level and at project | |||||
| level | Propose | Validate Validate | Approve | ||
| ESG impact and risk assessments | Identify | Oversee Validate | Approve | ||
| Daily | |||||
| ESG risk mitigation actions | - | management Oversee Validate | Approve |
Environmental, social and governance performance is an assessed objective for all employees. A general incentive scheme is being developed.
The core elements of due diligence are as follows:
In 2023, Atenor initiated a collaboration with Sedex to monitor and carry out due diligence on identified suppliers in the value chain. This procedure is based on the following international instruments: the UN Guiding Principles on Business and Human Rights and the OECD Guiding Principles.
In order to ensure a sufficient level of cohesion in the approach and assessment, various cross-cutting functions assert their authority in their respective fields within the different countries where Atenor is active, all in close cooperation with all the relevant parties. In doing so, they promote information exchange and a uniform approach. Their cross-cutting positioning allows Atenor to provide best practices and an appropriate risk assessment within the group.
For each environmental and social topic, risks and opportunities are considered from the point of acquisition. These risks and opportunities are taken into account in the processes and financial assessment of each project. Information and decisions are integrated into daily project management.
The Sustainability Statement has been prepared on a consolidated basis. This encompasses all subsidiaries and entities of the Atenor Group, ensuring a holistic representation of sustainability practices and their impacts.
The scope of consolidation for the Sustainability Statement is consistent with that of Atenor's financial statements. This consistency ensures a comprehensive understanding of operations and their sustainability implications.
Any subsidiary included in the consolidation and exempted from individual or consolidated sustainability reporting obligations is identified in accordance with Article 19a(9) or Article 29a(8) of Directive 2013/34/EU.
Our goal is to provide a transparent and rigorous framework, reflecting our willingness to report our environmental, social and economic impact in a comprehensive and accurate manner.
As a real estate development company, Atenor provides forecast information on its projects and prospects. This information is subject to hazards and uncertainties that may affect their implementation.
Atenor develops large-scale mixed urban projects, including offices and residential housing, which meet the highest standards in terms of the environment, well-being and comfort.
At Atenor, sustainability translates into a dynamic project journey to achieve a harmonious balance between the planet's resources and the various needs and activities of its inhabitants. In the real estate sector, we are seizing the opportunity to make a significant contribution to a transition towards a more sustainable future. With 34 development projects, or more than 1,200,000 m2 intended to accommodate several thousand people, Atenor can make a difference.
— Environmental resources and human activities: Through the design of our buildings, we prioritise the well-being of future occupants. Spaces are designed to improve quality of life and foster a sense of community and well-being.
In response to the urgent challenge of climate change, Atenor rigorously manages the carbon footprint of its developments. We consider the entire life cycle of our buildings, from the extraction of raw materials to their transformation or dismantling, aiming for the highest environmental performance.
Energy-efficient buildings are about more than simply reducing consumption. They are about creating comfortable and healthy living and working environments, while reducing energy consumption in the long term.
Atenor strategically positions its developments in urban areas with easy access to public transport. As well as preserving biodiversity by aligning with the European Union's goal of no net land take by 2050, this approach reduces reliance on private vehicles, thus improving urban mobility while reducing carbon emissions.
The company is active in ten European countries, demonstrating its international approach and its ability to adapt to various markets. Atenor operates in several European cities including Brussels, Paris, London, Luxembourg, The Hague, Lisbon, Düsseldorf, Warsaw, Budapest, Bucharest, Belval, Esch-sur-Alzette, La Hulpe and Mons.
To achieve its objectives, Atenor implements the following principles in all its projects:
Atenor's development projects meet the following criteria:
With 34 development projects, or more than 1,200,000 m2 intended to accommodate several thousand people, Atenor can make a difference.
Committed to excellence and innovation in the real estate sector, Atenor deploys an integrated strategy covering the entire value chain of its activities. Our approach, combining rigour and long-term vision, extends from the careful selection of sites to the end of life of buildings.
Our process starts with a targeted identification of sites, where we apply strict criteria of market analysis, development potential and environmental sustainability. This fundamental step is carried out in collaboration with several stakeholders including banks, lawyers, insurance companies and sometimes, even at this early stage, architects.
After selection, our multidisciplinary teams work together to design spaces that meet our customers' evolving needs while integrating best practices in energy efficiency and architectural innovation. Every project is an opportunity to push the boundaries of creativity and functionality. For this stage, Atenor's teams hire architects, engineers and lawyers, and engage in a constant dialogue with local authorities and communities.
The construction phase is managed with special attention to the quality of the materials, to meeting deadlines and to safety. Working closely with trusted partners, we ensure that every building is an example of sustainability and performance. This step includes close collaboration with construction companies as well as design teams.
The financing is managed throughout the development of the project until it is sold. We implement appropriate marketing and sales strategies aimed at optimising the occupation and value of our assets. Our approach allows us to effectively meet the specific needs of each occupant, often in direct collaboration with them or through agents or investors.
Atenor's commitment continues when the buildings are occupied. Property management is characterised by high-quality service, ensuring the comfort of occupants and the longevity of spaces. To ensure their long-term value, most buildings have integrated technical management. We also develop specific partnerships to anticipate reporting and energy saving legislation, in collaboration with occupants and owners.
| Dismantle | |
|---|---|
| Recycle | |
| Reuse | |
| Demolish | |
| Owner | |
| Demolition Company | |
| Recycler | |
| Architect & Engineers | |
| Downstream | |
| Own operations | |
| Upstream | |

At Atenor, we think about the sustainability of our buildings right up to the end of their life. We design our projects with a vision of flexibility, anticipating future needs for transformation, repurposing or dismantling. This approach not only allows spaces to be adapted to changes in use, but also minimises the environmental impact at the end of the cycle.
This strategy is part of our commitment to the circular economy, where the residual value of building materials is evaluated and reintegrated into new production cycles. Through this approach, Atenor
The challenges of sustainability are numerous and it is important to consider them from multiple points of view.
That is why Atenor has decided to launch several consultations to establish, with the help of the main actors and stakeholders in the sector, both general priorities for the group and specific aspects for each of the projects.
Integrating stakeholders' views is key. Atenor recognises the diversity of its stakeholders, each of whom plays a role in guiding the company's strategies, practices and decisions.
Atenor maintains a constant dialogue with stakeholders in the real estate and finance sector, public authorities, city stakeholders, associations, suppliers, recycling workshops, future tenants, future maintenance companies and potential buyers or investors. It does this to sense the trends of societal developments, but also those of the market, architecture and technological innovations.
For each project, the aim is to seek, increasingly upstream, interaction with the various stakeholders, whether they are the authorities (urban planning, mobility, social, etc.), the community (citizens, associations, companies, etc.) or construction companies (demolition, recycling, reuse, construction, etc.).
The main external stakeholders with whom Atenor actively collaborates are:
During 2023, Atenor organised several qualitative and quantitative consultations aimed at integrating the interests and perspectives of its stakeholders in the consideration of environmental, social and governance matters. These qualitative exchanges helped to refine the definition of the company's key objectives and impacts.

nine key individuals. On 22 November 2023, a Teams meeting was organised to give four Belgian stakeholders who had been unable to attend this roundtable the opportunity to participate. In addition, on 4 December 2023, a virtual meeting was held via Teams with nine international Atenor stakeholders. Activities were organised during these meetings to enable them to discuss, question and challenge Atenor's impacts, risks and opportunities.
The first results regarding the interests and views of the main stakeholders were presented and discussed at the Archilab session on 28 November 2023. This process involved the Executive Committee, the Development Directors, the Investor Relation & Corporate Communication Manager, the International Legal Director, the HR Manager, the ESG Manager and the Archilab Director.
— In addition, an online form, accessible from 1 December 2023, enabled a wider range of stakeholders to share their views on the impacts, risks and opportunities related to Atenor. Fortyone people completed the survey.


The results of these various consultations made it possible to establish a priority scale of actions, impacts, risks and opportunities to support the transition plan, as well as to gather the material elements for the non-financial report of Atenor's activities.
Taking into account the result of these consultations, the final version of the value chain, impacts, risks and opportunities was submitted to the Board of Directors on 26 January 2024. The Board validated the proposed value chain, impacts, risks and opportunities as well as the proposed thresholds for the double materiality assessment.
Since 2021, Atenor has been committed to a strategic approach aimed at aligning all its new developments with the demanding technical criteria defined by the EU Taxonomy for the real estate sector. This decision encompasses the adoption of the EU Taxonomy Technical Screening Criteria as well as compliance with the Minimum Safeguards, as stipulated in the Taxonomy Climate Delegated Act (June 2021). Such a decision not only underlines Atenor's deep commitment to responsible environmental management, but also positions the company at the forefront of sustainable development practices in the real estate sector.
By aligning itself with the EU Taxonomy, Atenor is committing to making a significant contribution to one of the six established environmental objectives, while making sure not to undermine any others. This approach is reinforced by adherence to the fundamental principles of social rights.
The objectives of the EU Taxonomy cover a broad and ambitious spectrum: from climate change mitigation and adaptation, to promoting the sustainable use of water resources, transitioning to a circular economy, preventing pollution, and protecting biodiversity. These criteria, established by the European authorities, are perfectly in line with Atenor's carbon neutrality efforts, echoing the European Green Deal.
Atenor aims to align all its development projects by 2024, an ambition that underlines the company's commitment to strengthening its environmental management practices. This strategy is not only a guarantee of Atenor's commitment to sustainability, but it also potentially qualifies its projects as "Dark Green" in accordance with Article 9 of the Sustainable Finance Directive.
This strategy is particularly relevant in an everchanging real estate market, where the risks and opportunities associated with regulatory changes and increasing customer expectations for sustainability are everywhere.
Real estate projects, which are by nature multi-annual, require continuous anticipation of and adaptation to regulatory trends and customer needs.
By anticipating these developments and proactively aligning with the highest sustainability standards, Atenor is strategically positioned to meet current and future industry challenges, while seizing emerging market opportunities. This approach demonstrates a thorough understanding of the impacts, risks and opportunities of the real estate market, and confirms that Atenor's strategy is consistent with the requirements of sustainable and responsible development.
Since the publication of the Corporate Sustainability Reporting Directive (CSRD), corporate sustainable development practices have been evolving towards a double materiality perspective. On the one hand, companies are required to shape their strategy and reports in response to the topics considered to be the most important from the point of view of the impact on the environment and society. On the other hand, companies must consider the impact of climate change on their financial performance by considering the risks and opportunities associated with it

The six objectives of the EU Taxonomy are:
Impacts of the company's activities on the climate

Full details of the process and its results as well as a report by an independent third party (Cap Conseil) are available on request.
A list of relevant topics based on the Double Materiality assessment was presented to the Board of Directors, which set the following thresholds:
These impacts, risks and opportunities cannot be identified in isolation. Through the double materiality assessment process described in this report, and by engaging with its stakeholders and subject matter experts, Atenor has been able to identify material topics with a high level of accuracy. These topics include the organisation's most significant environmental, social and governance (ESG) impacts, as well as the most significant risks and opportunities for Atenor resulting from sustainable development matters. To carry out this process, Atenor called on a consultant in this field (Cap Conseil).
The double materiality exercise was carried out in accordance with the European Sustainability Reporting Standards (ESRS 1). It was also inspired by the guidelines of the Global Reporting Initiative (GRI 2021) and the Sustainability Accounting Standards Board (SASB). They propose, by sector, a list of topics relevant to impact, risks and opportunities.
In 2023, the double materiality exercise covered Atenor's value chain in Belgium and internationally. The sustainable development team as well as internal and external stakeholders gave their opinions on the materiality assessment.
This process enables Atenor to determine the most effective approach to improving its performance in order to integrate sustainability into its strategy and activities. The assessment of risks and opportunities, which are broken down by specific topics in the chapters that follow, is derived from these external consultation and internal validation processes.
The results of this double materiality assessment will play an essential role in the development of the objectives in the company's strategic plan. The material topics identified through the assessment also provide the structure for a roadmap to guide action and define the content of sustainability reporting.
DOUBLE MATERIALITY MATRIX



| Environmental | Social | Governance |
|---|---|---|
| • CO2 emissions – Corporate |
• Well-being of collaborators | • Business ethics |
| • CO2 emissions – projects |
• Well-being of occupants | • Due diligence in the value |
| • Climate change adaptation | • Mobility of occupants | chain • Communication & |
| • Land use and biodiversity | • Working conditions in the value | transparency |
| • Water management | chain • Diversity and inclusion of collaborators |
• Cybersecurity and data privacy |
| • Building materials | ||
| • Waste | • Urban cohesion and affordable housing |
|
| • Noise | ||
| • Air pollution |
• Due diligence in the value • Cybersecurity and data
— For the following reports, the materiality threshold will be set at 50% for impact materiality or financial materiality.
The points exceeding the 75% threshold in terms of financial materiality and impact materiality are:
For the year 2023, this report covers these topics in the dedicated chapter "ESRS E1_Climate Change".
The points exceeding the 75% threshold in terms of financial or impact materiality, in addition to those mentioned above, are:
— Business ethics
— Communication and transparency
Monitoring and a comprehensive report will be put in place to cover the 13 topics identified for the year 2024.
All of Atenor's sustainability policies are included in the "ESG Management System", the internal roadmap for these topics. To avoid redundant publication of these topics, specific policies are described for each topic covered in the following chapters.
Actions and resources in relation to material sustainability matters are detailed in the specific topics of the chapters that follow.
| Target | 2022 | ||||
|---|---|---|---|---|---|
| EESG Strategy | Performance indicators | Objective | year | result | 2023 result |
| Alignement with the EU Taxonomy |
% of developments aligned to the technical criteria of the EU Taxonomy |
100% | 2024 | 92% | 84% |
| 1. Environmental contribution | |||||
| 1.1. Reduce emissions | % of projects with an energy consumption | ||||
| at least 10% below the Nearly Zero Energy | |||||
| Building standard or, for a renovation, using | |||||
| 30% less energy compared to the existing | |||||
| situation | 100% | 2024 | 92% | 92% | |
| % of projects operating as "zero-emission" | |||||
| buildings in use | 100% | 2030 | 68% | 69% | |
| 1.2. Use renewable energy | % of projects incorporating renewable energy production |
Heat pumps: 840,164 m2 (70%) Geothermal: 536,154 m2 (45%) Solar panels: |
|||
| 100% | 2025 | 70% | 14,888 m2 | ||
| 1.3. Stimulate circularity and | % of projects optimising life cycle assessment | 100% | 2024 | 100% | 100% |
| renovations | % of projects integrating reused materials | 100% | 2030 | 62% | 75% |
| % of projects recycling or reusing at least 70% | |||||
| of construction waste | 100% | 2025 34% + 66% | 33% + 67% | ||
| 1.4. Support soft mobility | % of projects connected to public transport | 100% | 2023 | 100% | 100% |
| % of projects integrating soft mobility and | |||||
| bicycle infrastructure | 100% | 2023 | 73% | 80% | |
| % of projects integrating electric vehicle | |||||
| charging stations | 100% | 2025 | 67% | 74% | |
| 1.5. Promote innovation | % of projects aligned with the climate change adaptation criterion |
100% | 2024 | 100% | 100% |
| 2. Social impact | |||||
| 2.1. Ensure employee well-being Maintain continuous evaluation of employee | |||||
| satisfaction using an eNPS assessment | 100% annual | 100% | 100% | ||
| 2.2. Promote occupant well | Maintain a minimum Well GOLD level for all | ||||
| being 2.3. Improve the urban |
office projects €/m2 dedicated to development in support |
100% | 2024 | 100% | 100% |
| environment | of local associations | 10 cents/m2 annual € 200,000 | € 250,000 | ||
| 2.4. Support philanthropic | €/m2 dedicated to the development of |
||||
| organisations | philanthropic organisations | 10 cents/m2 annual € 100,000 | € 22,435 | ||
| 2.5. Maintain a rewarding | Maximum voluntary departure turnover % | ||||
| corporate culture | 10% annual | 8% | 9% | ||
| 3. Extended governance | |||||
| 3.1. Ensure clear and transparent information |
Implement the Corporate Sustainability Reporting Directive |
100% | 2026 | 10% | 50% |
| 3.2. Integrate sustainability into | Set up a collective bonus linked to the year's | ||||
| the remuneration policy | ESG performance | 100% | 2024 | 20% | 50% |
| 3.3. Organise a balanced | Continuous improvement of stakeholder | ||||
| decision-making process | dialogue | 100% annual | 100% | ||
| 3.4. Ensure diversity and equal opportunities among |
Achieve and maintain 1/3 gender diversity at each level |
||||
| employees | 1/3 | 2025 | |||
| Maintain cultural diversity among employees | annual | ||||
| 3.5. Aim for international exposure |
Continue to organise architecture competitions and build international |
||||
| recognition of projects and the company | - annual | - | - | ||
The challenges of sustainability are numerous, so it is important to consider them from multiple points of view.
In place since 2021, Atenor's transition strategy is measured through 15 clear objectives, divided among environmental, social and governance matters.
When it comes to the environment, climate change is everyone's primary concern. Currently, the real estate sector is responsible for approximately 30% of greenhouse gas emissions in Europe. This is mainly due to the fact that buildings are outdated and poorly insulated, requiring a large amount of energy for heating, air conditioning and ventilation. This energy is often produced by polluting systems which emit harmful greenhouse gases that affect the climate and people.
Atenor's activities, which are focused on real estate development, therefore play a crucial role in reducing carbon emissions and mitigating climate change. Indeed, Atenor's primary purpose is to acquire obsolete buildings or urban land with a view to renovating them and/or transforming them into highly energy- and environmentally efficient buildings.
Atenor's significant environmental impact is therefore linked to its core business. In fact, the company's own GHG emissions (Scope 1, 2 and 3) are limited to 5,312 m2 of offices spread across Europe for 110 employees. They are therefore negligible compared to the 34 projects developed on an area of more than 1,200,000 m2 (Scope 4).
Consequently, Atenor focuses its ambitious objectives on its developments to make a substantial contribution to urban transition and societal resilience.
In addition, since 2019, Atenor has been committed to obtaining at least BREEAM "Excellent" and WELL "Gold" certifications for all its office developments.
Atenor projects stand out for their very high energy performance. Buildings built by Atenor are very energy-efficient thanks to good insulation and an impact-conscious approach.
Furthermore, the environmental objectives of Atenor's projects are defined using several performance indicators (KPIs). Atenor's overall objectives for all its projects include:
With regard to water consumption, although there is no specific criterion, it is important to note that aligning projects with the EU Taxonomy criteria involves compliance with specific water-related criteria. This involves not only controlling the use of water on construction sites, but also fitting watersaving devices (taps, showers, flushes, etc.) in the buildings built by Atenor.
Regarding other environmental aspects, material management plays a key role in the real estate sector. To minimise the indirect impact of this transition, Atenor prioritises renovation and applies strict waste management rules on construction sites.
Atenor's projects are strategically located in cities, close to public transport, thus contributing to the prevention of urban sprawl.

Ensure diversity and equal opportunities among collaborators



Since 2019, Atenor has been implementing a concrete transition plan and development policies that actively contribute to mitigating climate change, with the ambitious objective of limiting global warming to +1.5°C. This approach, which is focused on positive and sustainable solutions, reflects a strong commitment to tackling one of the greatest challenges of our time, while paving the way for a more sustainable future for all.
Atenor has had a transition plan in place for climate change mitigation since 2019. By choosing, in 2019, to achieve the BREEAM "Excellent" and Well "Gold" levels for all its office developments and, from 2021, to align its development projects with the EU Taxonomy (particularly for activities 7.1 Construction of new buildings and 7.2 Renovation of existing buildings), Atenor has been deeply involved in the energy transition in cities in order to achieve EU objectives.
Greenhouse gas (GHG) emissions are inherently linked to the energy performance of projects. The more efficient a project is, the less energy it will need, and the fewer GHG emissions it will produce. The transition of the real estate stock to a more efficient stock is therefore in line with the 1.5°C warming limit.
Since 2019, Atenor's sustainability strategy has been structured around four main axes, as indicated in the annual reports and other communication documents:

— The carbon footprint of projects includes operational emissions (related to the future use of existing buildings, including heating, ventilation, etc.) and intrinsic emissions (related to construction and renovation works).
The distinction between these two categories of emissions is crucial to understand Atenor's overall impact on climate change. While the company's own emissions are relatively small, development projects have a significant impact in terms of mitigating climate change. This underlines the importance of Atenor's efforts to reduce emissions in its development projects, in particular through sustainable building practices and innovations in energy efficiency.
Furthermore, the double materiality assessment and consultation with Atenor's internal and external stakeholders in 2023 confirm that the company's most significant material impact on climate change mitigation lies in its development projects.
fabric of communities. This goes beyond building development and encompasses considerations such as providing affordable housing, contributing to job creation and business development, improving the attractiveness of cities and engaging in social responsibility initiatives in partnership with philanthropic organisations.
4. Extended governance: As a listed company, Atenor must apply exemplary corporate governance. In this regard, publications of project data, quantified in relation to the climate change mitigation objective, are exhaustive. Indeed, since the 2022 annual report, the energy performance of development projects has been published and compared with the objective of achieving an improvement of at least 10% compared to local Nearly Zero Energy Building standards.
In addition to these four axes, Atenor has also set up a "Green Finance Framework", aimed at attracting specific financing for green assets and real estate projects participating in its sustainability strategy. The reference frameworks for the two "Green Bonds" launched in 2021 and 2022 include strict carbon emission criteria for financed projects. These reference frameworks have been reviewed and validated by a qualified external stakeholder (ISS ESG). Since the launch of these two "Green Bonds", reports have also been drawn up. Reference documents are available on the Atenor website.
With more than eight billion people on the planet, more than half of whom live in cities, the role of buildings in greenhouse gas emissions is crucial. Indeed, 38% of these emissions are attributable to buildings, with 28% coming from existing buildings. These existing buildings, which are often outdated, are particularly energy-intensive in terms of heating, cooling, ventilation and lighting.
As an urban real estate developer, Atenor is ideally positioned to make a significant contribution to mitigating climate change with the aim of keeping the global temperature rise below +1.5°C. By focusing on developing energy-efficient projects, Atenor plays a key role in the transition to more sustainable cities. These initiatives are not limited to reducing energy consumption, but encompass the entire life cycle of buildings, from construction to deconstruction, as well as techniques and materials. This holistic approach ensures that every phase of a building's life cycle is optimised to minimise its carbon footprint and provide sustainable places to live and do business for all.
Taking into account emissions throughout the project life cycle is essential for an effective sustainable development strategy. It demonstrates Atenor's commitment to selecting responsible real estate solutions that not only meet the current needs of cities, but also contribute to mitigating climate change.
Among Atenor's activities, there is a distinction to be made between emissions linked to the company's operation and those, present or future, linked to its development projects. Indeed, it is important to clarify the different categories of greenhouse gas emissions and their relative impact.

In 2023, Atenor conducted an extensive process of assessing the impacts, risks and opportunities linked to its business sector. Following consultations with external stakeholders, it comes as no surprise that the major impacts are:
The impacts, risks and opportunities related to these points are detailed in point E1-9.

With regard to Atenor's development projects, the EU Taxonomy alignment policy requires each project to meet the technical criteria relating to "climate change mitigation" and "climate change adaptation".

Climate change adaptation
For climate change adaptation, each site and project undergoes a rigorous assessment of climate risks and vulnerability. Acute or chronic physical risks (flooding, winds, etc.) are assessed for each project. Regarding the comfort of the building, the assessment is carried out on the basis of state-of-the-art climate projections and at the highest available resolution according to the existing range of scenarios for the future, including climate projection scenarios over 10 to 30 years as a minimum.
Atenor's own emissions policy aims to achieve its objectives (see E1-4) by adapting its mobility policies for its employees, as well as by carrying out a number of direct awareness-raising and incentivising actions regarding the use of green energy and responsible supply of office equipment.
At the operational level, Archilab's task is to improve the environmental, economic and social performance of the project portfolio. Archilab includes the ESG working group responsible for developing and monitoring the Sustainability Policy. Archilab supports and initiates decisions and actions, as well as their implementation at company or project level.
Completion of the projects will ultimately lead to an annual reduction of around 1,953 tonnes of CO2 eq per year compared to standard constructions, limited to the applicable standards.
The calculation assumptions take into account the performance of Atenor's development projects compared to the standard imposed at the time of the planning permit application, or the measured consumption of existing buildings intended for renovation.
This calculation is carried out according to the legislation on the Energy Performance of Buildings at the time of the application for a building permit. The values are confirmed by obtaining an Energy Performance Certificate (EPC) upon delivery of the building. The energy-to-carbon conversion factor used is an average factor of 0.240 CO2 equivalent per kWh (ADEME carbon base source). Projects that are designed to achieve carbon neutrality through onsite renewable energy production contribute to their energy needs in full.
| Projects | Reduction in energy demand NZEB level |
|---|---|
| Expo - A Tower (average) | -31% |
| Expo - B Tower (average) | -29% |
| 10 New Bridge Street | -63% |
| Au Fil des Grands Prés - Lot ABC | -47% |
| Au Fil des Grands Prés - Lot FEMI | -47% |
| Au Fil des Grands Prés - Lot JKL | -49% |
| Au Fil des Grands Prés - Lot OP | -43% |
| Bakerstreet I | -20% |
| Bakerstreet II | -20% |
| Campo Grande | -36% |
| City Dox - Lot 5 | -31% |
| City Dox - Lot 6 | -31% |
| City Dox - Lot 7.1 | -33% |
| Cloche d'Or (average) | -19% |
| Com'Unity | -43% |
| Lake 11 Home & Park - Lot 2 - 18 (average) | -25% |
| Lake 11 Home & Park - Lot 3-4-7-8 (average) | -35% |
| Lakeside | -14% |
| Les Berges de l'Argentine - Phase 2 | -59% |
| Move'Hub (average) | -27% |
| NOR.Bruxsels (average) | -12% |
| Oriente | -37% |
| Perspectiv' - Lot 1 (average) | -23% |
| Perspectiv' - Lot 3 | -28% |
| Perspectiv' - Lot 4 | -21% |
| Pulsar | -30% |
| Realex – Conference Centre | -16% |
| Realex – Office | -16% |
| RoseVille | -22% |
| Square 42 | -57% |
| Twist | -45% |
| UBC II | -75% |
| Verheeskade I (average) | -17% |
| Victor Hugo | -55% |
| WellBe | -51% |


Embodied carbon for buildings refers to the amount of carbon dioxide equivalent (CO2 e) emitted throughout the life cycle of building materials, from their extraction, production and transport to their implementation on the construction site. This also includes emissions associated with the manufacture and delivery of building materials as well as the construction itself.
The concept of embodied carbon is crucial in the building sector because it allows the total environmental impact of a building to be taken into account, beyond operational emissions (related to use of the building, such as heating, air conditioning and lighting). It is increasingly being taken into account in efforts to reduce greenhouse gas emissions, with the aim of limiting global warming.
Reducing embodied carbon in buildings can be achieved through various strategies, such as choosing materials with a low carbon footprint, using recycled or recyclable materials, efficient design that minimises the use of materials, optimising construction processes to reduce waste, and energy-efficient materials.
Embodied carbon analysis is complex because it has to take many factors into account and it varies considerably depending on the types of materials, the construction methods, and the distances for transporting materials. Despite these challenges, taking embodied carbon into account is key to achieving the objectives of sustainability and reduction of greenhouse gas emissions in the construction industry.
Atenor is committed to reaching the level of climate ambition needed to achieve the 1.5°C goal of the Paris Agreement. This level was defined on the basis of studies by the Science Based Targets initiative (SBTi) for the building sector.
The maximum amount of embodied carbon for Atenor's development projects decreases according to the year in which the permit application file is submitted:
| Ambition level [kgCO2 eq/m2 GFA] |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2023 2025 2030 2035 2040 2045 2050 | |||||||||
| Limit | 1.030 | 730 | 470 300 | 160 | 85 | 20 | |||
| Aim | 470 300 | 160 | 85 | 20 | 20 | 20 |
| EESG Strategy | Performance indicators | Objective Target year | 2022 result |
2023 result |
|
|---|---|---|---|---|---|
| EU Taxonomy alignment | Climate change mitigation | 100% | 2024 | 92% | 84% |
| 1. Environmental contribution | |||||
| 1.1 Reduce emissions | % of projects with an energy consumption at least 10% below the Nearly Zero Energy Building standard OR, for a renovation, using 30% less |
||||
| energy compared to the existing situation |
100% | 2024 | 92% | 92% | |
| 1.2 Use renewable energy | % of projects operating as "zero emission" buildings in use % of projects incorporating |
100% | 2030 | 68% | 69% |
| renewable energy production | 100% | 2025 | 70% | 70% | |
| 1.3 Stimulate circularity and renovations |
% of projects optimising life cycle assessment |
100% | 2024 | 100% | 100% |
| 1.4 Support soft mobility | % of projects connected to public transport |
100% | 2023 | 100% | 100% |
| % of projects integrating electric vehicle charging stations |
100% | 2025 | 67% | 74% | |
| 1.5 Promote innovation | % of projects aligned with the climate change adaptation criterion |
100% | 2024 | 100% | 100% |

Since its first "Corporate Carbon Footprint", set up in 2020, Atenor has established a plan to reduce its own emissions, with the aim of reducing its emissions by 51% by 2030 (compared to the 2020 level).
This reduction is supported by several actions:
This objective, validated by the Science Based Targets initiative (SBTi), is in line with limiting global warming to +1.5°C. Since this report was set up, several measures have been implemented, including the installation of electric charging stations at the company headquarters.
0
150

| 2020 | 2021 | 2022 | 2023 | |
|---|---|---|---|---|
| scope 1 | 109 | 90 | 111 | 92 |
| scope 2 | 50 | 38 | 16 | 23 |

| Energy consumption and mix | Comparative | Year N |
|---|---|---|
| (1) Total fossil energy consumption (MWh) | 399MWh | 2023 |
| (2) Consumption from nuclear sources (MWh) | 185 MWh | 2023 |
| (3) Total renewable energy consumption (MWh) | 291 MWh | 2023 |
| Total energy consumption (MWh) (calculated as the sum of lines 1, 2 and 3) 876 MWh |
It is important to note that several data have changed since 2020:
— the number of employees has increased,
— the number of local offices has increased from 7 to 10 countries.

| Retrospective | Milestones and target years | |||||||
|---|---|---|---|---|---|---|---|---|
| Base | year Comparative | N (2023) |
% N / | N-1 2025 2030 (2050) | Annual % target / Base year |
|||
| Scope 1 GHG emissions | ||||||||
| Gross Scope 1 GHG emissions (tCO2 e) |
2020 | 109 | 91 -17% | 100 | 91 | 56 | -1.63% | |
| Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%) |
2020 | 0% | 0% | 0% | ||||
| Scope 2 GHG emissions | ||||||||
| Gross location-based Scope 2 GHG emissions (tCO2 e) |
2020 | 50 | 23 | 46 | 42 | 26 | -1.63% | |
| Gross location-based Scope 2 GHG emissions (tCO2 e) |
2020 | N/A | 33 | |||||
| Scope 3 GHG emissions | ||||||||
| Total Gross indirect (Scope 3) GHG emissions (tCO2 e) |
2022 | 334 | 225 -33% | |||||
| 1. Purchased goods and services | 2022 | 12 | 11 -8% | |||||
| 2. Capital goods | ||||||||
| 4. Upstream transportation and distribution | ||||||||
| 5. Waste generated in operations | 2022 | 230 | 127 -45% | |||||
| 6. Business travel | 2022 | 92 | 87 | -7% | ||||
| 7. Employee commuting | 2022 | 334 | 225 -33% | |||||
| Total GHG emissions (location-based) (tCO2 e) |
2020/2 | 493 | 339 -31% | |||||
| Total GHG emissions (market-based) (tCO2 e) |
2020/2 | N/A | 349 |

Although Atenor is not directly involved in carbon removal and storage projects for its own operations, the actions and policies implemented for its projects aim to substantially reduce GHG emissions. Indeed, completion of the projects will ultimately lead to an annual reduction of around 2,098 tons of CO2 per year compared to standard constructions, limited to the applicable standards.
The calculation assumptions take into account the performance of Atenor's development projects compared to the standard imposed at the time of the planning permit application. This calculation is carried out according to the legislation on the Energy Performance of Buildings. The values are confirmed by obtaining an Energy Performance Certificate (EPC) upon delivery of the building. The energy-tocarbon conversion factor used is an average factor of 0.244 CO2 equivalent per kWh (ADEME carbon base source). Projects that are designed to achieve carbon neutrality through on-site renewable energy production contribute to their energy needs in full.
However, these activities are not currently valued on the carbon credit market.
Internal carbon pricing does not apply to Atenor.
As part of its commitment to putting environmental considerations at the heart of its activities, Atenor has systematically taken into account the anticipated financial effects related to physical and transition risks, as well as potential opportunities arising from climate change, in the preparation of budgets and the assessment of the economic feasibility of its projects.
With regard to physical transition risks, in accordance with EU methodology and the Taxonomy alignment of its developments, each of the projects developed by Atenor is subject to a rigorous analysis in order to assess its vulnerability to chronic and acute climate change. The hazards taken into account follow the indications in Appendix A to the Commission Delegated Regulation (EU) 2021/2139 of 4 June 2021. These concern hazards related to temperature, wind, water and solid masses. This approach is also applied when acquiring new land or buildings, thus ensuring prudent management of physical transition risks related to climate change.
In terms of opportunities, Atenor estimates the return on the buildings it delivers by considering the competitive advantage that the performance of its buildings represents. Thanks to their high energy performance, these buildings will theoretically consume less energy, generate lower operating costs and stand out on the market due to their scarcity. Furthermore, development projects are designed to be resilient according to the available scenarios of climate change in 2030, 2040 and 2050.
In anticipation of changing legislation, Atenor proactively adapts its strategies to align its operations with future regulatory requirements. This attitude enables Atenor to deliver buildings in line with market expectations, which represents an opportunity to add value to them. In particular, this advantage will be noticeable when applying the carbon emission allowances for buildings according to the 2023 European Union Emissions Trading System Directive (ETS2) planned for 2027.
This proactive approach strengthens the resilience of Atenor's buildings to climate change, but also helps to maximise the long-term value of its assets for its investors and stakeholders.
Carbon allowance: in 2023, the EU ETS (Emissions Trading System) directive integrated CO2 emissions from combustion in buildings. Effective from 2027, this regulation could increase the operational cost of buildings. However, Atenor's development projects aim to minimise or even cancel out carbon emissions. Buyers or tenants would therefore not be affected.
Carbon credit: the price of carbon credit could rise. - Building emissions: climate change can lead to chronic or acute temperature fluctuations, which can increase the building's operational emissions. Nevertheless, Atenor's projects, which anticipate the worst-case climate scenarios, aim to optimise comfort while minimising operational
emissions.
Reduction of operational emissions: energy-efficient buildings reduce the costs associated with energy consumption and therefore the emissions associated with building operation. The potential costs associated with carbon allowances for buildings (ETS2) will be limited for Atenor's buildings as they aim for low or even zero carbon emissions. Atenor can stand out in the existing real estate market and attract environmentally conscious tenants and buyers as well as investors looking for sustainable investments.
Reduced energy consumption: Lower energy consumption reduces the carbon footprint across the entire value chain. - Competitive opportunity: by developing energy-efficient buildings with a low carbon footprint, Atenor stands out, attracting environmentally conscious occupants as well as investors looking for sustainable investments.
Financing and incentives: the energy performance of Atenor's buildings can facilitate access to green financing and subsidies, strengthening its competitive advantage in the market.
New legislation on Energy Performance of Buildings: New legislation relating to the Energy Performance of Buildings (limitation of rent indexation, etc.) will have an impact on the value of buildings. The requirements could lead to a higher construction cost due to better-performing technologies
Harnessing the value of energy performance: Optimising energy efficiency translates into significant savings over the long term, offering a competitive advantage through a "green premium" when Atenor's buildings are financially assessed.
Adoption of green and renewable energy: The low energy demand of Atenor's buildings supports the integration of green energy solutions, while limiting the impact on construction costs.
Harnessing the value of resilience: the growing market interest in buildings that are energy-autonomous and therefore resilient to supply disruption can increase their value.
Increase in value linked to EPB: The energy performance of buildings is directly correlated with their market value, making Atenor's buildings more attractive in an environmentally conscious market.
Scarcity and value of buildings with high EPB: Buildings with excellent energy performance are increasingly in demand, which gives them an added value due to their scarcity.
| RISKS | OPPORTUNITIES |
|---|---|
| Climate change adaptation | |
| - Financial losses due to unforeseen weather events affecting the acquired land or planned works/constructions. These risks are analysed and managed as part of the climate change adaptation objective of the EU Taxonomy. - Risks of not achieving adequate returns on technology investments and sufficient market demand to improve building sustainability performance. - Risks of not having suitable techniques for the new weather event circumstances: reduction in residual value, higher operating costs, increase in insurance premiums. |
- Designing resilient buildings that are optimised for climate change scenarios is an asset when selling or renting. - New partnerships with emerging technology companies, in particular in relation to monitoring and comfort in Atenor's buildings. - Improvement of housing design for physical resilience; contingency plans; and maximisation of energy and water efficiency of housing, which can reduce, in the long term, the associated additional costs. |
| CO2 emissions related to the operation of Atenor |
|
| - The price of energy and the price of carbon credit could increase. - The effects of climate change or extreme natural conditions could affect Atenor's facilities and operations, the customer market and insurance prices. |
- Taking climate risks into account could enable Atenor to successfully adapt to these risks, thus anticipating additional costs and mitigating them through specific measures. - An improved brand image along the value chain and with |
stakeholders could attract new customers. - The recognition of Atenor's products as "sustainable", which has an impact on access to financing.

practices include the use of clean technologies to reduce emissions to air, the application of preventive measures to prevent water pollution, and measures to preserve soil integrity during construction and renovation.
At Atenor, air quality, especially in urban environments, is a priority. Although our real estate development activities indirectly involve the use of various materials and techniques, Atenor's direct impact on pollution remains limited. Indeed, Atenor is mainly a service company operating in offices. However, value chain analysis shows that we can control an impact upstream, especially when ordering from construction companies. We therefore work closely with our construction partners to ensure optimum performance and compliance with quality standards for pollution.
Our approach to pollution management is aligned with European and local public policies. In addition, all our developments aim to comply with the technical criteria of the EU Taxonomy. Among these, the pollution prevention and control objective imposes a strict framework for controlling pollution. This is implemented from the design phase of a project and is strictly monitored throughout the construction process.
In the context of the EU Taxonomy, the following criteria are applied:
In addition, our office projects aim to achieve BREEAM Excellent or higher and WELL Gold or higher certifications, which include specific criteria related to air quality and pollution reduction.
In the BREEAM certification, the following criteria are analysed:
— Hea 02 – Indoor air quality: To recognise and encourage a healthy internal environment through the specification and installation of appropriate ventilation, equipment and finishes.
In the WELL certification, the following criteria are analysed:
— A01 – Air quality: Provide a basic level of indoor air quality that contributes to the health and wellbeing of building users. This includes laboratorybased VOC tests (formaldehyde (CAS 50-00-0): 50 µg/m2 or lower) or TVOC continuous monitoring (total VOC: 500 µg/m2 or lower).
Air quality management and pollution control are important aspects of our sustainable development strategy, ensuring healthy and environmentally friendly living and working environments.
Our pollution prevention action plan is based on widely recognised criteria and standards, such as those defined by the EU Taxonomy, as well as rigorous certifications such as BREEAM, WELL and DGNB. This rigorous approach, implemented right from the design phase, aims to:
City Dox, Brussels, Lot 3

use of renewable and environmentally friendly energy sources such as photovoltaic solar or geothermal energy in our facilities. This choice reduces potential pollutant emissions throughout the building's use.
These actions are upstream in the value chain; they are mainly monitored and controlled when ordering from construction companies and during works.
These measures reflect our commitment to responsible environmental management in accordance with European sustainability standards and underline our dedication to reducing, preventing and effectively controlling pollution in all our projects.
| EESG Strategy | Performance indicators | Objective | Target year |
2022 result |
2023 result |
|---|---|---|---|---|---|
| 1. Environmental contribution | |||||
| 1.1 Reduce emissions | % of projects with an energy consumption at least 10% below the Nearly Zero Energy Building standard OR, for a renovation, using 30% less energy compared to the existing situation |
100% | 2024 | 92% | 92% |
| % of projects operating as "zero-emission" buildings in use |
100% | 2030 | 68% | 69% | |
| 1.2 Use renewable energy |
% of projects incorporating renewable energy production |
100% | 2025 | 70% | 70% |
Atenor does not emit any pollutants or microplastics in its own operations. Within its offices, several actions are being taken to reduce waste and the consumption of plastic and paper. Consumption of these materials is monitored annually.
Substances of concern and of very high concern are avoided in Atenor's own operations. In terms of its value chain, Atenor's development projects follow a rigorous process of assessment, prevention and control of pollution.
With regard to Atenor's own operations, pollutionrelated financial effects are considered negligible or even non-existent.
With regard to Atenor's development projects,
pollution-related financial effects are studied on a case-by-case basis and integrated into the economic feasibility analyses of each project. The main effect is related to the risk of remediation of a newly acquired piece of land or building. This is assessed upon acquisition, during the due diligence process.
In addition, because of the size of the projects developed by Atenor, an Environmental Impact Assessment (EIA) is carried out systematically for each of the projects. These studies enable an in-depth analysis of potential contaminations and pollution that may result from the implementation and use of the projects. Atenor's processes meet today's highest standards in this regard. Atenor's development projects are aligned with the EU Taxonomy and also meet its pollution prevention and control objective. The impact of these factors on construction costs is carefully assessed and specific budgets are allocated to remediation when necessary.
The stakeholder consultation also revealed that noise pollution is a major concern in real estate development. Acoustic studies are carried out for each Atenor project to ensure a high-quality sound environment, both inside and outside buildings.
| RISKS | OPPORTUNITIES | |||
|---|---|---|---|---|
| Noise | ||||
| - Complaints from local residents about construction site noise can lead to tense relationships. - Evolving regulatory noise standards require Atenor to invest more in acoustic technology and studies, which can potentially increase construction and design costs. |
- On construction sites, using less noisy electric machines improves the perception of local residents and minimises noise pollution. - Optimum noise management of technical installations prevents complaints and increases occupant satisfaction. - Crucial in urban environments, the quality of sound insulation in Atenor's buildings contributes to their value. |
|||
| Air pollution | ||||
| - New regulations for hazardous or polluting substances may require in-depth studies, leading to higher design costs. - Higher standards for controlled ventilation systems in buildings may have an impact on the size and cost of technical installations. |
- The indoor air quality of Atenor's buildings and their certification can increase their value. - The growing demand for buildings that ensure better air quality and healthy living conditions gives Atenor a significant competitive advantage. |

Water conservation will be a challenge for years to come. Atenor's projects systematically incorporate water conservation and reuse measures. In addition, the integration of storm basins and infiltration areas in projects reduces the risk of flooding in urban areas.
As part of its environmental policy, Atenor attaches particular importance to the management of water and marine resources, focusing on two key aspects:
Our approach is aligned with the EU Taxonomy technical criteria for the construction of new buildings and the renovation of existing buildings. This strategy is applied right from the design phase and continues throughout the construction process.
As part of our ongoing commitment to sustainability, we have integrated water pollution prevention from the design phase of our projects. This year, we have strengthened the land acquisition process, with a particular focus on soil quality analysis and
University Business Campus II and Lakeside, Warsaw
the identification of potential pollutants. Where feasible, we remediate soil before any construction or renovation begins, affirming our commitment to responsible practices.
Our policy and proactive approach to water management specifically aim to reduce water consumption in our real estate developments, while taking into account water risk areas. We aim for efficient use of water throughout our entire value chain, upstream and downstream.
In addition, in our office development approach, we systematically aim to achieve BREEAM certification at a level of "Excellent" or higher. This includes the following criteria:
This policy and its implementation are described in Atenor's "Environmental management system". A follow-up check is organised several times a year for all projects.
Our sustainable water management plan is based on widely recognised criteria and standards, such as those defined by the EU Taxonomy, as well as rigorous

certifications such as BREEAM, WELL and DGNB. This rigorous approach, implemented right from the design phase, aims to:
ecosystems, thereby contributing to the preservation of biodiversity.
In addition, a thorough flood risk analysis is systematically carried out before any land acquisition. This preventive approach ensures not only the sustainability of our projects, but also the safety and well-being of our future occupants.
In summary, our water management strategy is an important pillar of our commitment to sustainable development, combining environmental responsibility with operational efficiency.
| EESG Strategy | Performance indicators | Objective | Target year | 2022 result | 2023 result |
|---|---|---|---|---|---|
| EU Taxonomy | Sustainable use and protection of water | ||||
| alignment | and marine resources | 100% | 2024 | 92% | 92% |
Atenor is committed to promoting transparency and environmental responsibility, especially in the management of water and marine resources. With this in mind, we have taken the initiative to publish the objectives we have set ourselves in this area. By publishing our objectives, we aim to provide an in-depth understanding of the company's targets, reflecting our commitment to responsible and sustainable policies related to water and marine resources. Publishing also allows us to address the significant impacts, risks and opportunities associated with these resources, underlining our proactive approach and our responsibility towards protecting the environment.
These objectives are:
Soil remediation
Analysis of flood risks according to local climate scenarios when acquiring new projects
Atenor's impact on water and marine resources must be considered by taking into account two distinct aspects: water consumption for its own operations and potential water consumption in its development projects.
In conclusion, while the direct consumption of water in our offices is relatively negligible, we are fully aware that the biggest impact lies in our development projects. Therefore, our commitment to sustainable water management practices is at the heart of our real estate development strategy, aiming to significantly reduce the environmental impact and promote the responsible use of water and marine resources.
— total water consumption in Atenor's offices: 906 m2
— water intensity: total water consumption in m2 resulting from its own operations, per million euros of turnover
The conservation of drinking water resources has become a major concern in today's context of climate change and population growth. Efficient and sustainable water management is not only an environmental necessity, but also a financial opportunity to add value to projects.
At Atenor, we understand the urgency of this issue and place it at the heart of our building design strategy. Our real estate developments are designed to be waterefficient, which is reflected in particular by the almost systematic inclusion of rainwater recovery tanks. This approach not only reduces dependence on drinking water for uses such as watering gardens, cleaning and sanitation, but also ensures greater resilience to climate variations and potential shortages.
The installation of these systems for the recovery and use of rainwater represents a tangible financial opportunity for our customers. By reducing drinking water consumption, buildings enable occupants to make significant savings on their water bills. These savings, coupled with increased ecological awareness, make our real estate projects attractive to future buyers and tenants, thereby raising awareness of both an environmental and an economic added value.
This is an example of our commitment to sustainable development, combining environmental responsibility with financial benefits for future occupants.
Purification system: On-site water treatment requirements may increase installation costs. - Rainwater infiltration: retention systems (storm basins) and rainwater infiltration systems, which are generally implemented in Atenor's projects, help to limit the risk of flooding.
Innovations in water use: Adopting techniques such as rainwater collection for sanitation can decrease dependence on drinking water and reduce costs. - Reduced environmental impact: Optimised water consumption contributes to a lower environmental impact.

Protection and restoration of biodiversity and ecosystems
By integrating biodiversity conservation and enrichment strategies into its projects, Atenor aims to promote spaces that respect and enhance the natural environment. This approach contributes positively to the ecological balance of cities.
Atenor's projects are developed in urban areas, avoiding urban sprawl and forest or farming areas. Aware of the gradual entry into force of the EU policy of Net Zero Land Take, Atenor advocates acquisitions in urban areas and preferably for renovation.
In Atenor's developments, an environmental impact study is carried out, including aspects related to biodiversity and the restoration of ecosystems.
For office development projects, BREEAM certification imposes criteria related to biodiversity and ecosystems, in particular:
Lake 11 Home&Park, Budapest

| EESG Strategy | Performance indicators | Objective | Target year |
2022 result |
2023 result |
|---|---|---|---|---|---|
| EU Taxonomy alignment | Protection and restoration of | ||||
| biodiversity and ecosystems | 100% | 2024 | 92% | 92% |
Atenor capitalises on soil-management and biodiversity-conservation strategies to maintain the financial added value of its real estate projects. By rehabilitating abandoned land, the company not only regenerates biodiversity, but also paves the way for developments that meet the growing expectations
of investors and occupants. This approach minimises the financial risks associated with environmental regulations, including the "net zero land take" target announced for 2050.
In addition, optimised land use and expertise in decontamination result in long-term cost reductions and offer a distinct competitive advantage. These initiatives position Atenor as an expert in the development of real estate projects that not only respect the environment, but also contribute to improved productivity.

Renovating and reusing materials in our projects embodies our commitment to the circular economy, transforming built heritage into sustainable opportunities for the future.
Atenor's policy is resolutely aimed at renovating and maximising the reuse of materials in its new projects, thus fully adhering to a circular economy approach. Aware of the importance of conserving resources and minimising the environmental impact of buildings, Atenor has established strategic partnerships, in particular with Coliseum, in order to optimise the reuse of materials through its own projects.
In addition, this approach is reflected in the commitment that at least 70% (by weight) of non-hazardous construction and demolition waste on its construction sites will be prepared for reuse, recycling or some other kind of material recovery. This includes the use of waste for backfilling operations, as a substitute for other materials, in accordance with the EU Construction & Demolition Waste Management Protocol.
Atenor also strives to limit waste production in the construction and demolition processes, by adopting the best available techniques. Selective demolition is practised to enable the safe disposal of hazardous substances and promote high-quality reuse and recycling, through the selective sorting of materials and the use of suitable sorting systems for construction and demolition waste.
Finally, Atenor's building design and construction techniques favour circularity, taking into account the dismantling and adaptability of buildings. This approach aims to facilitate the reuse, flexibility of use, adaptation and recycling of materials, affirming Atenor's commitment to sustainable and responsible construction.
In addition to the various internal training courses offered by Archilab to employees, Atenor relies on external collaborations with specialised companies to coordinate and optimise ongoing works.
As part of monitoring the alignment of its development projects with the EU Taxonomy, the technical criteria for the objective of transitioning to a circular economy are checked during the design and construction stages of the project.
E5-3 – TARGETS RELATED TO RESOURCE USE AND CIRCULAR ECONOMY
| EESG Strategy | Performance indicators | Objective | Target year | 2022 result | 2023 result | ||
|---|---|---|---|---|---|---|---|
| EU Taxonomy alignment | Transition to a circular economy | 2024 | 92% | 92% | |||
| 1. Environmental contribution | |||||||
| 1.3 Stimulate circularity and | % of projects optimising life cycle | ||||||
| renovations | assessment | 100% | 2024 | 92% | 100% | ||
| % of projects integrating reused | |||||||
| materials | 100% | 2030 | 62% | 75% | |||
| % of projects recycling or reusing at | |||||||
| least 70% of construction waste | 100% | 2025 | 100% | 100% |
10 NBS, London

| RISKS | OPPORTUNITIES |
|---|---|
| Building materials | |
| - The use of inefficient/low-quality materials can lead to high replacement costs if the service life is too short. - The scarcity of some materials can increase their price. - Supply issues in some regions. |
- Opportunity to switch to recycled materials, reducing carbon emissions. - Procurement from local sources reduces transport costs and improves traceability. - Improving the long-term life cycle leads to cost savings |
| Waste | |
| - Waste generation is costly if it is not managed properly. - Government-imposed increase in the cost of disposing of hazardous waste (as an incentive to reduce the use of it). - Avoid demolition. - Increased cost of construction waste. - Increased demolition and site management costs related to on-site and off-site sorting obligations. |
- Waste recovery can generate new revenue streams, reduce CO2 emissions and lower landfill costs. Atenor could have a competitive advantage thanks to its expertise in the reuse of existing structures and major renovations. - Circular processes improve the company's image. - Collaboration with local communities in need to recover certain types of waste. - Increased interest of future occupants in buildings with optimal waste management infrastructure. |

We have put in place a Prevention Adviser, a person dedicated to managing employees' concerns regarding health, safety and well-being at work. This channel provides direct and confidential support to address any questions or concerns raised by employees.
The Human Resources Manager is also a key point of contact for our employees. Their task is to ensure open communication and deal with HR issues, creating an environment that is favourable to proactive problem solving.
In addition, every year we conduct a completely anonymous satisfaction survey, allowing our employees to share their opinions openly and honestly. The Human Resources Manager collects this data and presents it to the company's Executive Committee.
The Executive Committee carefully reviews the results of the survey, identifying emerging trends and concerns. This information guides the development of an action plan to proactively address the issues raised by our employees. This demonstrates our commitment to maintaining a balanced work environment that supports professional growth and development.
S1-4 – TAKING ACTION ON MATERIAL IMPACTS ON OWN WORKFORCE, AND APPROACHES TO MITIGATING MATERIAL RISKS AND PURSUING MATERIAL OPPORTUNITIES RELATED TO OWN WORKFORCE, AND EFFECTIVENESS OF THOSE ACTIONS
S1-5 – TARGETS RELATED TO MANAGING MATERIAL NEGATIVE IMPACTS, ADVANCING POSITIVE IMPACTS, AND MANAGING MATERIAL RISKS AND OPPORTUNITIES
| EESG Strategy | Performance indicators | Objective Target year | 2022 result | 2023 result | |
|---|---|---|---|---|---|
| 2. Social impact | |||||
| 2.5 Maintain a rewarding | Maximum voluntary departure turnover | ||||
| corporate culture | % | < 10% | annual | 8% | 9% |
The employee turnover rate in 2023 stands at 9%.
| Gender | Employees (F) | Employees (M) | ||||
|---|---|---|---|---|---|---|
| Country | in headcount, as at 31/12/2023 | in headcount, as at 31/12/2023 | ||||
| Permanent | Temporary | Zero-hours | Permanent | Temporary | Zero-hours | |
| contract | contract | contract | contract | contract | contract | |
| Belgium | 13 | 7 | 1 | |||
| Luxembourg | 4 | 3 | ||||
| United Kingdom | 1 | 1 | ||||
| Poland | 3 | |||||
| Hungary | 10 | 2 | ||||
| Romania | 3 | 1 | ||||
| France | 2 | 2 | ||||
| Portugal | 1 | 3 | ||||
| Germany | 4 | |||||
| 37 | 0 | 0 | 23 | 1 | 0 | |

At Atenor, we strongly believe that every individual deserves to be treated with dignity, respect and fairness. This commitment to human rights is at the heart of all our business activities and shapes our interactions with our employees, our business partners and the communities in which we operate.
We maintain strict compliance with applicable laws and regulations regarding respect for human rights, both nationally and internationally. We are fully committed to respecting and supporting the principles set out in international human rights instruments, such as the United Nations Universal Declaration of Human Rights.
At Atenor, we have a strong recruitment policy that actively promotes diversity and prohibits any form of discrimination. We are committed to ensuring equal opportunities for all applicants, regardless of gender, religion, racial and ethnic origin, sex, sexual orientation, age and other characteristics protected by EU regulations and national law.
As part of this, we are committed to promoting a balanced representation of women at all levels of our organisation. Our goal is to ensure that there is at least 33% women at each level, from the bottom of the scale to top management. We strongly believe that gender parity will foster cultural diversity and a variety of perspectives, enriching our exchanges and decisions.
In accordance with the legal provisions in force, Atenor has not appointed a staff representative, as it does not meet the criteria required for setting up a staff representative body.
However, the company maintains a constant dialogue with its employees about current and potential impacts on its workforce. This dialogue is facilitated by a dedicated person in the role of "Prevention Adviser", responsible for ensuring health and safety at work. In addition, the company's Human Resources manager is also involved in these exchanges, thus helping to maintain an open and transparent communication culture within the company.
This approach allows management to stay informed about employees' concerns and needs, thereby fostering a collaborative and fulfilling working environment within the company.
We remain committed to complying with legal standards while encouraging an organisational culture that values participation and mutual listening. Our priority remains the satisfaction and well-being of our staff, which are key to our joint success.
As part of our ongoing commitment to the wellbeing and satisfaction of our employees, Atenor has established two channels for our teams to raise their concerns transparently.
We are proud to emphasise that at Atenor, the management of our salary policy is coordinated across the entire group. This approach ensures that all our employees and external collaborators receive adequate pay in line with the applicable industry benchmarks. Our commitment to pay equity remains at the heart of our practices, ensuring fair pay for all those who contribute to the continued success of our business.
All employees benefit from social protection against loss of income due to one of the major life events such as:
We want to state that our human resources and recruitment policy fully includes diversity in all its forms.
We believe that diversity strengthens our ability to innovate and prosper as a company. That is why, although we currently have no employees with disabilities, we are determined to create an inclusive environment where everyone can thrive, whatever their specific needs.
Our HR policy aims to ensure that every member of the Atenor team can develop their full potential. We are implementing initiatives to promote equal opportunities, accessibility and adaptability within our work environment. We are strongly committed to providing fair working conditions and creating a climate where everyone feels valued and respected.
Atenor remains deeply committed to the continuous development of its employees. Training is central to our HR strategy, one of the four fundamental pillars for strengthening our human capital.
In 2023, we spent a total of 2,933 hours on training our teams. This initiative was supported by a significant financial investment, with a total budget of €260,734 allocated to professional development programmes.
| Atenor Group | |
|---|---|
| Hours of training in 2023 | Training budget in 2023 |
| 2,933 hours | € 260,734.37 |
| Employees entitled to | Female | Male Total | ||
|---|---|---|---|---|
| take family-related leave | # | 4 | 1 | 5 |
| % | 80% | 20% | ||
| Employees that took | Female | Male Total | ||
| family-related leave | # | 4 | 0 | 4 |
| % | 100% | 0% |
The Gender Pay Gap, defined as the difference in average pay levels between female and male employees, is expressed as a percentage of the average pay level of male employees.
Following an in-depth assessment of our payroll data, we note that the Gender Pay Gap within Atenor is currently 27%. This percentage represents the average difference between the salaries of female and male employees, expressed as a percentage of the average salary of male employees.
This disparity is mainly attributable to the under-
Due to the nature of our activities, which are focused on the development of real estate projects, we can see that the team structure is largely made up of service providers operating on a project-by-project basis. This flexible workforce, geared towards specific projects, enables us to respond agilely and efficiently to the dynamic demands of the real estate industry. We are proud to work with talented professionals who actively contribute to the success of our projects.
The number of service providers operating for the Atenor Group, expressed in headcount, is 50 as at 31 December 2023.
This section is not applicable.
S1-9 – DIVERSITY METRICS
| Gender Level |
Female | Male | Total | |
|---|---|---|---|---|
| Board of Directors | # | 4 | 5 | 9 |
| % | 44% | 56% |
| Gender Level |
Female | Male | Total | |
|---|---|---|---|---|
| in headcount as at 31/12/2023 |
in headcount as at 31/12/2023 |
|||
| Operational | # | 28 | 13 | 41 |
| % | 68% | 32% | ||
| Management | # | 13 | 29 | 42 |
| % | 31% | 69% | ||
| Senior Management | # | 3 | 26 | 29 |
| % | 10% | 90% | ||
| Total | # | 44 | 68 | 112 |
| % | 39% | 61% |

We want to state that our human resources and recruitment policy fully includes diversity in all its forms.
We believe that diversity strengthens our ability to innovate and prosper as a company. That is why, although we currently have no employees with disabilities, we are determined to create an inclusive environment where everyone can thrive, whatever their specific needs.
Our HR policy aims to ensure that every member of the Atenor team can develop their full potential. We are implementing initiatives to promote equal opportunities, accessibility and adaptability within our work environment. We are strongly committed to providing fair working conditions and creating a climate where everyone feels valued and respected.
As part of its social policy, Atenor has implemented a Supplier Code of Conduct to ensure certain working conditions within its value chain. This goes beyond its own operations, which is why Atenor has also called on a partner that specialises in this area (Sedex). This collaboration underlines Atenor's desire to improve working practices throughout its operations, while managing the associated risks and opportunities.
Atenor takes a proactive approach to the risks, such as failure by suppliers or partners to respect workers' rights, insufficient due diligence, or the challenges posed by future EU regulations. Cooperation with Sedex enables Atenor to better identify and manage these risks, by ensuring accurate stakeholder mapping and implementing effective due diligence systems.
This approach by Atenor, in partnership with Sedex, is a good example of how the company manages risks effectively while taking advantage of opportunities to promote fair and sustainable working practices within its value chain.
S2-5 – TARGETS RELATED TO MANAGING MATERIAL NEGATIVE IMPACTS, ADVANCING POSITIVE IMPACTS, AND MANAGING MATERIAL RISKS AND OPPORTUNITIES
| EESG Strategy | Performance indicators | Objective | Target year |
2022 result |
2023 result |
|---|---|---|---|---|---|
| EU Taxonomy alignment | Minimum Social Safeguards – Supplier Code of Conduct |
100% | 2024 | 92% | 84% |
Regarding affected communities, Atenor underlines its deep commitment to the revitalisation of urban areas that have been neglected or abandoned. We believe that redevelopment of these neighbourhoods can bring new life and invigorate entire parts of the city. Our approach is based on a constant and constructive dialogue with local communities, as we strongly believe that collaboration and mutual listening are the keys to successful and sustainable urban development.
The urban challenges we face, exacerbated by today's environmental and economic challenges, are colossal, especially with regard to the pressing need for affordable and sustainable housing. Our goal is to invest in these areas with a long-term vision, creating spaces that not only meet immediate housing needs, but are also designed to improve quality of life for all inhabitants, while respecting the environment.
To ensure that our projects meet community needs and sustainable development requirements in a balanced way, we conduct in-depth environmental impact studies, including in collaboration with public authorities. These studies enable us to understand and consider the potential effects of our projects on the environment and local communities from the early planning phases. Stakeholders are closely involved in this process, ensuring that all points of view are represented and that projects are adapted to the identified needs and opportunities.
At Atenor, we are dedicated to creating urban spaces that promote a harmonious coexistence between economic development and respect for the environment, while being deeply rooted in the social fabrics of the communities we work with. It is this holistic and inclusive approach that guides each of our projects, with the ultimate goal of regenerating and revitalising urban areas for the well-being of all.
representation of women at the levels of Management (31% women) and Senior Management (10% women), as mentioned in section S1-9.
Although we have already taken action to reduce this pay gap, we recognise that additional efforts are needed. Atenor is committed to implementing concrete measures to reduce this percentage and achieve significant pay equity. We will also implement initiatives to increase the representation of women at Management and Senior Management levels.
In order to reduce the Gender Pay Gap, we have implemented a number of initiatives, some of which are already underway, and others are already planned for the coming fiscal years. These initiatives include awareness programmes to eliminate gender stereotypes, pay equity training, salary reviews to ensure fair pay, and ongoing efforts to foster diversity and inclusion at all levels of the company.
We are aware that reducing the Gender Pay Gap requires long-term commitment and sustained actions. That is why we will continue to closely monitor this payroll data, regularly evaluate the effectiveness of our initiatives and adjust our strategies accordingly.
Atenor reaffirms its strong commitment to pay equity, diversity and inclusion. We believe in a work environment where everyone is recognised and paid fairly, regardless of gender. This annual report demonstrates our commitment to transparency and our determination to create a fair and inclusive workplace for all our employees.
The Annual Total Remuneration Ratio compares the annual total remuneration of the highest-paid employee to the median annual total remuneration for all employees (excluding the highest-paid employee).
The calculation reveals that the Annual Total Remuneration Ratio at Atenor is currently 185%.
Atenor has had no reportable incidents of discrimination or identified cases of severe human rights violations, such as forced labour, human trafficking, child labour, etc. Our company maintains strict compliance with the applicable laws in these areas and considers respect for human rights a fundamental priority, reflecting our values and commitment to responsible business practices.
Atenor has not been subject to any fines, penalties or compensation for damages for the problems and incidents described above. This absence of financial sanctions is a testament to our commitment and ongoing efforts to comply with and exceed legal and ethical standards, while maintaining responsible and human rights-respectful conduct within our company.
is submitted, a poster is put up in the vicinity of the planned project site. Thus, complaints and/ or observations can be addressed to the relevant authorities.
Next, a consultation meeting is organised by the authorities, which can be either public or in camera, depending on local legislation. These meetings allow the opinions and comments on the projects to be taken into account, and the local authority decides whether or not to follow them. The authority then examines the planning permit file and the complaints and/or observations submitted and the replies formulated by Atenor. After that, an advisory opinion (which can be favourable, conditionally favourable or unfavourable) marks the end of the public inquiry.
The aforementioned processes thus allow the affected communities to put forward their opinions, remarks
and observations about Atenor's planned projects, in accordance with a defined regulatory framework, thereby creating a constructive dialogue between the various stakeholders in order to promote the development of projects in full transparency.
City Dox, Brussels, Lot 5

The role of a real estate developer in respect of local communities is crucial in the creation and transformation of urban spaces. In order to foster positive relationships with the communities where it develops its projects, Atenor implements various policies. Firstly, Atenor has a policy of constant dialogue with local authorities and stakeholders, including residents, local businesses and community associations. This dialogue allows feedback and concerns to be gathered so as to best integrate them into the planning process.
Beyond this dialogue policy, Atenor has included a "social impact" axis in its sustainability strategy. This axis guides the development of projects from their design, in order to ensure that they harmoniously integrate into the social and cultural fabric of the neighbourhood or city where they are or will be developed, and that they contribute to the wellbeing of occupants but also of the community and, therefore, to social sustainability.
In addition, Atenor implements social engagement policies by establishing partnerships with philanthropic organisations active in the life of neighbourhoods and communities. By responding to the specific needs of residents, invigorating neighbourhoods and offering essential services to disadvantaged groups, the community environment calms neighbourhoods, helps homeless people reintegrate socially, and strengthens community bonds.
Atenor also supports local social, cultural and sporting initiatives which help to invigorate neighbourhoods, but which are also drivers of inclusion.
Atenor's employees are confident that community engagement can have a positive long-term impact on the value of real estate projects. Prosperous and inclusive neighbourhoods are generally more attractive to residents, investors and businesses, which can translate into increased real estate value. The entire urban community will also benefit from this added value.
Finally, a budget of €0.10/m2 per development project is dedicated to actions directly affecting local communities.
Constant dialogue with stakeholders is undertaken, in particular through legal information and public consultation procedures, as briefly described below, in respect of development projects. These consultation procedures take into account not only urban development impacts, but also environmental and social impacts. The aim is to ensure that the project fits perfectly into the neighbourhood and meets the expectations of local residents, with whom a dialogue is established through the existing regulatory tools.
More specifically, when submitting an application for a planning permit, the regulations in force require compliance with special publication measures (mesures particulières de publicité – MPP). These measures are a public inquiry, on the one hand, and the opinion of the consultation committee, on the other. The aim is to inform the communities affected by a project while allowing them to make comments within a regulated framework. This inquiry will provide the relevant authorities with all the information and data necessary to enable them to make an informed decision, with full knowledge of the facts and taking into account the opinions of all stakeholders.
Generally, the process is as follows: a public inquiry is organised by the relevant authorities within a certain period of time from receipt of the complete planning permit application file. In concrete terms, this means that the project-related information and the planning permit application file can be consulted by the public for a fixed period of time.
In order to inform the public and the population in question when a planning permit application
Atenor places great importance on the well-being of the occupants of its buildings, putting their satisfaction and comfort at the forefront of its concerns. This is reflected in Atenor's efforts to pre-certify its office buildings according to the WELL standard, an approach that underlines its commitment to providing spaces that not only promote the health and well-being of users, but also meet the strictest environmental and social requirements.
The well-being of occupants is a priority which, in addition to representing an ethical commitment, translates into tangible benefits for both users and Atenor. By providing workspaces that maximise comfort and quality of life, Atenor minimises reputational risks and marketing challenges, transforming occupant satisfaction into a significant competitive advantage. Satisfied occupants lead to greater customer loyalty and can positively influence the perception of Atenor.
WellBe, Lisbon

Following the results of the dialogue process described above, Atenor is making design changes to its projects so that they respond to the concerns of the affected communities.
To manage material impacts on affected communities and maximise opportunities while minimising their risks, Atenor implements the following approaches:
in the City Dox neighbourhood are affordable housing.
At the company level, a budget of €0.10/m2 per project is dedicated to initiatives with a social impact. As a concrete example, in Brussels, Atenor has supported around forty asylum-seekers by putting them up in one of its buildings on Rue de la Loi. Atenor has borne the rehousing costs for a period of four months while the relevant authorities find a solution. The total budget for this action is €250,000.
S3-5 – TARGETS RELATED TO MANAGING MATERIAL NEGATIVE IMPACTS, ADVANCING POSITIVE IMPACTS, AND MANAGING MATERIAL RISKS AND OPPORTUNITIES
| Target | |||||
|---|---|---|---|---|---|
| EESG Strategy | Performance indicators | Objective | year | 2022 result 2023 result | |
| 2. Social impact | |||||
| 2.3 Improve the urban | €/m2 of development dedicated in |
||||
| environment | support of local associations | 10 cents/m2 annual | € 200,000 € 250,000 | ||
| 2.4 Support philanthropic | €/m2 of development dedicated to |
||||
| organisations | philanthropic organisations | 10 cents/m2 annual | € 100,000 | € 22,435 |
Governance issues are rigorously addressed in particular in Atenor's Corporate Governance and Sustainability Charter, as well as in the Supplier Code of Conduct. These documents, available on our website, illustrate Atenor's firm commitment to maintaining high standards in terms of business ethics, responsible procurement, communication and transparency. By relying on these frameworks, Atenor ensures the implementation of ethical and responsible practices throughout its organisation and value chain, underlining its commitment to exemplary corporate governance.
When it comes to occupant mobility, Atenor recognises the importance of strategic location of buildings. We strive to identify locations that facilitate access and mobility, anticipating users' needs and preferences. This approach, which is far from just reactive, enables Atenor to develop valuable expertise in the selection of its projects, thus offering a sustainable competitive advantage. By taking mobility into account as soon as land is acquired, Atenor aims not only to increase the attractiveness of its projects, but also to maximise their residual value, thus reducing the risk of this declining due to a lack of interest or marketing difficulties.
In this way, by focusing on the well-being and mobility of its occupants, Atenor demonstrates a holistic approach that places ESG principles at the heart of its strategy, transforming challenges into opportunities to stand out in the real estate market.
S4-5 – TARGETS RELATED TO MANAGING MATERIAL NEGATIVE IMPACTS, ADVANCING POSITIVE IMPACTS, AND MANAGING MATERIAL RISKS AND OPPORTUNITIES
The WELL standard is a leading certification that assesses building performance by focusing on 10 key categories with a direct impact on occupant health and well-being: air, water, nourishment, light, movement, thermal comfort, sound, materials, mind and community. By complying with these criteria, Atenor aims to create a working environment that supports physical and mental health, encourages a balanced diet, promotes physical activity, and ensures acoustic, thermal and visual comfort. This holistic approach helps to improve productivity, reduce sickness-related absence and increase the overall feeling of job satisfaction.
In the context of Atenor, the WELL pre-certification of its buildings represents a tangible commitment to the well-being of occupants, thus offering a direct response to potential reputational risks and challenges associated with workplace health and comfort.
| EESG Strategy | Performance indicators | Objec tive |
Target year |
2022 result |
2023 result |
|---|---|---|---|---|---|
| 4. Extended governance | |||||
| 4.1 Ensure clear and transparent information |
Implement the Corporate Sustainability Reporting Directive |
100% | 2026 | 10% | 50% |
| 4.2 Integrate sustainability into the remuneration policy |
Set up a collective bonus linked to the year's ESG performance |
100% | 2024 | 20% | 50% |
| 4.3 Organise a balanced decision making process |
Continuous improvement of stakeholder dialogue |
100% | annual | 100% | 100% |
| 4.5 Aim for international exposure | Continue to organise architecture competitions and build international recognition of projects and the |
||||
| company | - | annual | - | - |

COMFORT
KPI- EU Taxonomy disclosures accompanying the KPIs of nonfinancial undertakings
| I. | INTRODUCTION | 80 | ||
|---|---|---|---|---|
| II. | APPLICATION TO ATENOR ACTIVITIES | |||
| III. | ATENOR SHARE OF ELIGIBLE ACTIVITIES | |||
| III.1. III.1.1. |
Eligibility calculation Eligible Turnover III.1.2. Eligible CapEx III.1.3. Eligible OpEx |
82 82 82 83 |
||
| IV. | ATENOR SHARE OF ALIGNED ACTIVITIES | 84 | ||
| IV.1. IV.2. |
Process of alignment control IV.1.1. Environmental Technical Screening Criteria IV.1.2. Minimum Social Safeguard Aligned Turnover IV.2.1. Accounting policy IV.2.2. Contextual information IV.2.3. Definitions of denominator and numerator IV.2.4. Complementary KPI |
84 85 87 89 89 90 90 90 |
||
| IV.3. ALIGNED CAPEX | 91 | |||
| IV.3.1. Accounting policy IV.3.2. Contextual information IV.3.3. Definitions of denominator and numerator |
91 91 92 |
|||
| IV.4. ALIGNED OPEX | 92 | |||
| IV.4.1. Accounting policy IV.4.2. Contextual information IV.4.3. Definitions of denominator and numerator |
92 92 93 |
|||
| V. | CONCLUSION | 93 | ||

The European Taxonomy is a classification system for identifying environmentally sustainable economic activities. It is a key part of the European Union's strategy to achieve carbon neutrality by 2050, aligning with the goals of the European Green Deal launched in 2019. An independent group of experts was appointed to set robust scientific criteria for evaluating the environmental performance of economic activities towards achieving climate neutrality. In June 2020, the European Parliament and member states adopted the taxonomy regulation, establishing criteria for several economic activities, including the sector of "Construction and Real Estate".
The "Climate Delegated Act" was published on December 9th, 2021 and became applicable from January 1, 2022. This act is related to activities that substantially contribute to the objectives of climate change mitigation and adaptation within the EU Taxonomy. In addition, the "Environmental Delegated Act" was published on November 21st, 2023 and became applicable from January 1st, 2024. This act includes activities that substantially contribute to the environmental objectives: sustainable use and protection of water and marine resources, transition to a circular economy, pollution prevention and control, and protection and restoration of biodiversity and ecosystems.
Economic activities falling under the scope of the Taxonomy Regulation, termed as "eligible" activities, undergo scrutiny for their environmental impacts based on specified environmental criteria outlined in the Taxonomy Delegated Acts. To be considered environmentally sustainable, according to the Taxonomy, an activity must substantially contribute to at least one of the six identified environmental objectives without significantly harming the other five. Those environmental objectives are:
Simultaneously, the activity must adhere to "Minimum Social Safeguards" encompassing social and ethical standards.
The Taxonomy Regulation represents a crucial step towards the EU's objective of achieving climate neutrality by 2050. The real estate sector is identified as eligible for the Taxonomy under any of the three objectives: climate change mitigation, climate change adaptation, and circular economy environmental. This underscores the pivotal role of the real estate sector, a vital component of the economy, in contributing to the shift towards a low-carbon and climate-resilient future.
Atenor implemented the reporting requirements laid down in the Disclosures Delegated Act (Delegated Regulation (EU) 2021/2178) under Article 8 of the EU Taxonomy Regulation (Regulation (EU) 2020/852).
This annual report describes Atenor's Taxonomyeligibility and Taxonomy-alignment and the calculation of our Key Performance Indicators (KPIs). Since Atenor does not fall within the scope of Directive 2014/95/EU on the disclosure of non-financial and diversity information (NFRD), present reporting is undertaken on a purely voluntary basis.
To support those, Atenor has undergone through Third party assessment for all its projects in development following the technical screening criteria of the Climate Delegated Act (Delegated Regulation (EU) 2021/2139) and Complementary Delegated Act (Delegated Regulation (EU) 2022/1214) related to the first environmental objective laid down in Article 9 of the Taxonomy Regulation, i.e. "Climate Change Mitigation". Additionally, the company voluntarily submitted Taxonomy methodology and key assumptions for examination for a limited assurance by an independent third party in 2023.
Active in sustainable real estate development, Atenor welcomes this new regulation with enthusiasm. Since 2021, Atenor has been committed to implementing the specific criteria of the Taxonomy in all its development projects. This evolution was facilitated by a sustainability policy that had already been thoroughly tested within its projects.
As a Real Estate Developer, Atenor's primary eligible activities can be categorized into two distinct groups following the Taxonomy classification for revenues:
This application is supported by the NACE codes for Atenor: "Residential property development" (Nacebel 41101) and "Non-residential property development" (Nacebel 41102).
Beyond these main categories, accessory activities of Atenor fall under the following classification for expenses:
— 7.4 Installation, maintenance, and repair of charging stations for electric vehicles in buildings (and attached parking spaces): Atenor acquired in 2023 equipment and services related to activities aimed at reducing greenhouse gas emissions.
The Commission Delegated Regulation (EU) 2021/2178, issued on July 6, 2021, supplements the Taxonomy Regulation by specifying the scope, methodology, and disclosure requirements for financial and nonfinancial undertakings concerning the proportion of environmentally sustainable economic activities in their business, investments, or lending activities. Atenor's endeavors to establish its eligibility and alignment Key Performance Indicators (KPIs) align with this regulation.
Since 2021, Atenor has committed to applying specific Taxonomy criteria in all its development projects.
In the initial stages of Taxonomy implementation, companies are mandated to identify activities falling within the "eligible" category as per the Taxonomy Delegated Acts. To meet this requirement, three Key Performance Indicators (KPIs) must be disclosed, indicating the proportion of eligible activities concerning the company's Turnover, Capital Expenditures ("CapEx"), and Operational Expenditures ("OpEx").
In 2022, Atenor reported the percentage of Turnover, CapEx and OpEx that were Taxonomy-eligible and Taxonomy-aligned according to the Regulation and texts available. However, since then the EU published a series of clarifications in the form of FAQs, which have brought some changes into our methodology. The main differences for Atenor interpretation is the exclusion of all transactions accounted under the equity method (partnerships) and the transactions through shares disposal. Regarding CapEx and OpEx, the eligibility share is restricted to the Taxonomy definitions and precisions in FAQ's published in 2023. These changes led to lower the eligibility percentage disclosed in 2022.
In line with the referenced Delegated Regulation, the determination of total turnover and total CapEx and total OpEx follows the International Financial Reporting Standards (IFRS) applied to Atenor's activities and in line with its financial statements.
Only fully consolidated companies within the scope are considered, and KPIs are reported based on IFRS (not under proportionate consolidation).
To define the portion of eligible Turnover for Atenor, an evaluation of revenue categories was conducted, in line with the qualitative description of activities outlined in the Climate and Environmental Delegated Acts. Among the listed revenue categories, a preliminary screening of all Atenor's entities based on NACE codes (see above) and an analysis of specific business lines has been performed. Based on those, revenues from projects development (revenues from the construction of new buildings or renovation of existing buildings) are deemed eligible for the Taxonomy.
In 2022, in order to disclose more information, the revenues from projects in Joint Ventures were considered in the calculation. Nevertheless, the figures presented in this report do not include the projects developed in joint ventures. To maintain consistency between the reports, Atenor also proposes complementary information for the calculation of revenues in 2023.
In determining the eligible share of CapEx for Atenor, a screening of investment categories was carried out in accordance with the qualitative definitions of activities outlined in the Climate and Environmental Delegated Acts. Only CapEx on investment properties and scope movements on investment properties, tangible assets, and intangible assets are considered eligible for the Taxonomy.
In 2022, a broader view included expenses from project development. With the subsequent precisions and FAQ publications on Taxonomy Disclosure, those aren't considered anymore in the calculation for 2023.
The Delegated Regulation requires reported OpEx in the denominator to be limited to costs related to building renovation, maintenance and repair, shortterm lease, research and development, and any other OpEx costs. Atenor's OpEx are consolidated in different categories than the ones defined in the scope of this regulation. For this reason, calculating total OpEx required a bottom-up approach that was not based on consolidated financial statements.
Atenor identified, based on subsidiaries accounts and analytical breakdowns, the OpEx eligible (the denominator), amongst which 2 main categories were included: Short-term lease (under IFRS 16) and research and development (Archilab)
— The denominator (total OpEx) includes all costs associated with building renovation, maintenance and repair, short-term lease, and research and development.
— The numerator (eligible OpEx) includes short-term lease, and research and development, as they were related to the Taxonomy scope.
In 2022, a broader view included expenses from project development. With the subsequent precisions and FAQ publications on Taxonomy Disclosure, those aren't considered anymore in the calculation for 2023.
The second phase of the Taxonomy application involves screening and revealing the percentage of environmentally sustainable or "aligned" activities. Three key performance indicators (KPIs) must be disclosed for this purpose: the percentage of aligned activities in the company's Turnover, CapEx, and OpEx. The fiscal year 2022 has marked the initial year of application in which Atenor provided alignment figures.
Alignment figures for the Taxonomy have been calculated following the templates outlined by the European Commission. These calculations encompass Atenor's entire activity, including the activities of its subsidiaries and related companies. Taxonomy alignment figures have been specifically computed based on eligible activities, as detailed in section above under "Atenor share of eligible activities." Two consolidation methodologies have been employed: assets fully consolidated following the IFRS accounting standards as mandatory required and, for a complementary information, assets sold though shares deal or consolidated using the equity method, which includes joint-controlled entities. This approach aims to recognize the alignment of assets in Atenor's portfolio not accounted for in the IFRS methodology.
To align with the Green Deal's objectives, it is essential to evaluate how Atenor's ongoing projects comply with the established taxonomy. These projects often span multiple years, encompassing various operations and financial transactions, some of which may transpire prior to the finalization of construction or renovation. Addressing this complexity, Atenor has instituted a robust project alignment tracking system. This system facilitates the assessment of project alignment at critical stages of development, supported by verifiable evidence. This approach is reinforced by the European Commission's FAQs, released on October 20, 2023, which provide clarifications pertinent to project alignment.
Regarding activities 7.1 Construction of new building and 7.2 Renovation of existing buildings, the projects are managed and controlled to achieve the building's environmental and social performances by:
Atenor's projects are deemed "Aligned" with the European Union's Taxonomy only if they successfully pass through four distinct phases as outlined in Atenor's ESG Management System (EMS). These phases include Acquisition, Design, Tendering, Construction, and Delivery. A critical aspect of this process is the implementation of a rigorous system where, at the end of each phase, a comprehensive check is conducted.
For each phase of the development process (Acquisition, Design, Tendering, Construction, Delivery), a specific set of evidence is compiled to demonstrate the project's alignment with the Technical Screening Criteria of the Taxonomy. In the Acquisition phase, despite already meeting several criteria, the project is not yet classified under the alignment categories. At this stage, insufficient information exists to accurately evaluate the project's alignment. During the Design phase, leading up to the submission of the building permit, sufficient evidence can be provided to determine whether the project aligns with the Technical Screening Criteria. It's important to note that projects can only start to be considered as 'Aligned' from Design phase onwards.
It is only when the design team has produced a detailed and comprehensive design that simulations such as energy consumption, Life Cycle Assessment (LCA), and climate risk assessment can be conducted. These simulations provide a reasonable confidence that, once constructed, the project will be aligned and provide all evidence required by the Technical Screening Criteria of the taxonomy. Additionally, at this critical juncture of the project's development, a third-party assessment is undertaken to confirm that the project's alignment conditions are satisfactorily met. This step is vital in guaranteeing that the project adheres to the strict standards and criteria set forth by the European Union's Taxonomy, ensuring its sustainability and environmental compliance.
The entire framework for performance evaluation and project screening is detailed in Atenor's ESG Management document. This methodology, scrutinized by an independent third-party (Deloitte) for a readiness assessment of Atenor's processes, serves as a robust approach to assess the alignment of Atenor's projects with Technical Screening Criteria, reflected in the KPI's.
For all Atenor's projects, the alignment with the Technical Screening Criteria is corroborated by an independent third-party assessment. In subsequent stages (Tendering, Construction, Delivery), evidence is meticulously collected, controlled, and archived to ensure ongoing compliance until final delivery.
In relation to activity 7.4, which involves the installation, maintenance, and repair of electric vehicle charging stations in buildings and associated parking areas, the process has been streamlined to ensure efficiency. Consequently, the project planning and execution phases occur concurrently, significantly reducing the overall time frame. The Project Manager plays a pivotal role, overseeing the entire operation and ensuring its successful execution. Additionally, all relevant data and progress updates are directly communicated to the Executive Committee. This optimized approach negates the need for third-party assessments, allowing for a more expedient and focused management of the project.
For all its development activities, i.e. 7.1 Construction of new buildings and 7.2 Renovation of existing buildings, Atenor's project substantially contribute to the objective of Climate Change Mitigation through various measures, as described:
to its Life Cycle Assessment policy, Atenor calculates the Global Warming Potential (GWP) of its new buildings at each stage of their life cycle. Setting ambitious targets for a maximum allowable amount of CO2 equivalent per square meter, it actively manages and mitigates the carbon footprint of the construction process and materials utilized.
Those criteria are monitored for all projects in development, complying with the Substantial Contribution criteria for the objective of Climate Change Mitigation. The other 5 objectives are assessed regarding the Do no Significant Harm criteria of the Taxonomy.
In relation to the objective of Climate Change Adaptation, Atenor conducts a thorough risk and vulnerability analysis for all acquisitions and new developments. Although Atenor's sector of activities could potentially qualify for a substantial contribution to Climate Change Adaptation, this approach has not been adopted because this activity is not considered as an enabling activity. Specifically, Atenor performs Climate Change Risk and Vulnerability Assessments both prior to acquisition and throughout the Design and Construction phases, ensuring the resilience of the project against even the most stringent scenarios.
Atenor's current projects have a very low energy dependence, making them inherently resilient to climate-related hazards such as heat or cold waves and temperature variability. Risk and vulnerability assessments focus on both chronic and precise climate-related hazards. Consequently, Atenor's projects are assessed against the 'Do No Significant Harm' criteria in the context of Climate Change Adaptation.
The European Commission introduced the Environmental Delegated Act, which sets forth criteria for a substantial contribution to the Circular Economy in the construction and renovation of buildings, on June 27, 2023. This Act forms a part of the Taxonomy Regulation and specifies the Technical Screening Criteria for various environmental objectives, including the transition to a Circular Economy for activities under 7.1 Construction of new buildings and 7.2. Renovation of existing buildings. Given the recent introduction of this regulation, Atenor plans to incorporate this objective as a significant contribution in several of its upcoming projects. While awaiting further clarity on certain aspects, Atenor has adopted a conservative approach in this year's reporting keeping the criteria set out for "Do No Significant Harm".
Nevertheless, the criteria include a minimum of 70% of construction waste to be recycled or reused, as well as assessment for building adaptability and disassembly. Those show how Atenor's projects are designed to be more resource efficient, adaptable, flexible and dismantleable to enable reuse and recycling.
For activity 7.4, which covers the installation, maintenance and repair of charging stations for electric vehicles inside buildings (and in car parks attached to buildings), the control process is adapted to highlight a significant contribution to the Climate Change Mitigation objective. Indeed, the installation directly supports the reduction of greenhouse gas emissions.
Regarding the other environmental objectives (Sustainable Use and Protection of Water and Marine Resources, Pollution Prevention and Control, Protection and Restoration of Biodiversity and Ecosystems) only the Do No Significant Harm criteria are available for activities under 7.1 Construction of new buildings and 7.2. Renovation of existing buildings. As for the other objective, evidences are gathered along the development of the project, and the project can classify as "aligned" only if all evidences have been provided for the phase of the development.
As the "Substantial Contribution" (SC) of Atenor's projects is Climate Change Mitigation, the 'Do No Significant Harm' (DNSH) criteria for the other objectives include:
For activity 7.4, which covers the installation, maintenance, and repair of electric vehicle charging stations in buildings and attached parking spaces, the control process is tailored to emphasize a significant contribution to the Climate Change Mitigation objective. This specific focus ensures that the installation directly supports the reduction of greenhouse gas emissions.
In addition to this primary goal, the Climate Change Adaptation objective is also relevant under the 'Do No Significant Harm' (DNSH) principle. For this, the installation must adhere to the criteria detailed in Appendix A. These criteria ensure that while contributing to climate change mitigation, the activity also aligns with adaptation strategies without adversely impacting other environmental goals.
All activities must adhere to the Minimum Social Safeguards, as outlined below, ensuring that all operations maintain high standards of social responsibility and ethical conduct.
Atenor acknowledges the importance of upholding international standards for responsible business conduct. In carrying out its economic activities, the company commits to adhering to the following:
eight fundamental conventions identified in the ILO Declaration on Fundamental Principles and Rights at Work. These conventions cover areas such as freedom of association, forced labor, child labor, and non-discrimination in employment.
The responsible supply chain implementation at Atenor revolves around fostering strong relationships with suppliers who share our ESG commitments. We establish clear expectations through our Supplier Code of Conduct, which encompasses principles derived from international standards, including the UN Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises.
The Supplier Code of Conduct is publicly available on Atenor's website.
Central to our responsible supply chain initiative is a robust due diligence process for our main suppliers. This process is ensured through the utilization of the Sedex solution, a platform dedicated to driving improvements in ethical and responsible business practices across global supply chains. The Sedex platform enables Atenor to assess, monitor, and manage social and environmental performance, providing transparency and traceability in our supply chain.
Regarding human rights guarantees and workforce due diligence, Atenor places a strong emphasis on ethics and respect for human rights, considering them fundamental values within the Group. The company is unwavering in its commitment to protecting individual rights and labor rights, as detailed in section on Human Rights and Labor Conditions. Atenor ensures the health and safety (H&S) and well-being of its employees through established internal frameworks.
Atenor operates exclusively in countries with established human rights protection standards (more specifically, the European Union and the United Kingdom), and the Group's risk assessment has not identified any material risks related to human rights infringements within its workforce. However, as a precautionary measure, internal procedures are in place to anticipate, identify, and prevent any violations of employees' human rights and freedoms. These procedures include clear rules against discrimination, anti-harassment and anti-bullying practices, along with a whistleblowing hotline for all employees. Atenor actively opposes racism, discrimination, and bias, striving to create an inclusive work environment. Atenor is dedicated to fostering a healthy work environment where employees can thrive.
Atenor also prioritizes the protection of human rights in its value chain, addressing this issue through a due diligence process that identifies sustainability risks, including social and human rights risks. For example, major tenders undergo a "Know Your Partner" screening process. Atenor aims to continuously enhance vigilance and strengthen procedures to identify, prevent, mitigate, and remedy any human rights impacts in its supply chain.
Atenor has implemented robust internal mechanisms to anticipate, monitor, and counter any risks related to corruption or bribery. These mechanisms are described in Atenor's Corporate and Sustainability Governance Charter. All employees undergo training to identify and distinguish situations associated with corruption, with clear communication of the company's zero-tolerance principle for any violations.
Atenor's taxation compliance procedure includes systematic documentation, reporting, and verification processes to ensure accurate and lawful financial practices. This involves collaboration with tax professionals to stay updated on changes in tax regulations and to guarantee adherence to legal requirements.
Atenor's fair competition compliance vision includes guidance for employees on clear guidelines on fair business practices and continuous monitoring to prevent anti-competitive behaviour. This ensures that the company operates in a manner that promotes healthy competition within the marketplace.
Atenor has established an internal tracking methodology to monitor news outlets and relevant platforms for any ongoing litigation or proceedings involving the Group. Atenor has not been charged or convicted for human rights violations, offenses related to antitrust regulations, or corruption. Additionally, Atenor has never been found guilty of tax evasion in any of the countries where it operates.
The figures considered for mandatory disclosure by Atenor strictly adheres to the criteria set forth in the relevant legislation. The figures considered are linked to the operating revenue as described in the financial section of this report. Atenor's development activities reported under the operating revenue of the financial section are 100% eligible under categories "7.1 Construction of new buildings", "7.2 Renovation of existing buildings". The portion of operating revenue is derived from revenues generated from projects categorized as "Aligned", following the methodology described above. Those categories relate with project development, the main activity of Atenor, the calculation relates directly to the alignment control during the value creation cycle.
This rigorous approach ensures that the turnover considered for mandatory disclosure is in strict compliance with the relevant accounting standards and legislative requirements, reflecting Atenor's commitment to transparency and adherence to
the highest standards of financial reporting in relation to its environmentally sustainable activities.
Atenor forms part of complex real estate transactions in which the results are acknowledged according to contractual undertakings on the one hand and to the extent of completion on the other hand. The principles of income recognition are applicable for operations qualified as "asset deal" (IFRS 15) and "shares deal" (IFRS 10), as well as for sales of buildings constructed, to be built or to be completed in the future.
In the light of the IFRS 15 principles (Revenue from ordinary operations from Contracts with Customers), these accounting principles are implemented for the recognition of revenues on progress taking into account the specificities of the activity of a real estate project developer, or for sales contracts with revenue recognition at the time of the actual transfer of the risks and advantages of ownership of the properties of the buyer.
Income is recognised under the percentage of completion method or "at a point in time" according to performance obligations in compliance with IFRS 15 to the extent that it can be considered as definitively acquired, with deduction of all reasonably foreseeable charges associated with the obligations assumed by Atenor in respect of the acquirer, in particular as regards the construction and the letting of the building.
In application of IFRS 15 § 35, recognition using the percentage of completion method is based on the creation or valuation of the property over which the acquirer obtains control, as and when it is created or valued.
The sales of accepted buildings are recorded at a point in time, which corresponds to the date of signing of the sale agreement.
The sales of buildings under construction are recognised according to the percentage of completion.
The investments consolidated by the equity method
are companies which are subject to joint control in accordance with IFRS 11 (Joint arrangements) and IAS 28 (Participations in associated companies and joint ventures) standards.
Joint ventures revenues are recognised according to the equity method. Under this method, revenues are recorded according to the Group's share in the undistributed profit or loss.
While EU Regulation for Taxonomy-Aligned revenue is strictly limited to revenue recognized according to IAS 1.82(a), Atenor activities have different revenue streams that are recognized according to IFRS rules:
As revenue recognized under IFRS 10 and IFRS 11 are out of the mandatory scope, Atenor disclose a complementary KPI that includes all revenue streams recognized in the consolidated accounts of the group.
The numerator includes the revenue of development activities and rental income that are Taxonomyaligned. The denominator is the Group consolidated total operating revenue including the revenue of development and rental income, as reported in the consolidated statement of income and as defined in Article 2, point (5), of Directive 2013/34/EU. It is important to note that the turnover must cover the revenue recognized pursuant to International Accounting Standard (IAS) 1, paragraph 82(a), as adopted by Commission Regulation (EC) No 1126/2008.
s previously exposed, to provide a more comprehensive and nuanced understanding of Atenor's operations, this complementary KPI on Turnover incorporates additional elements. While it is not obligatory, this KPI reveals aspects of joint venture activities and revenue from share deals. These types of revenue, not included in the previously mandatory KPI, are introduced to offer deeper insights into Atenor's business activities
The CapEx KPI is defined as the share of Taxonomyaligned capital expenditures (CapEx) in the numerator, divided into three categories (a – c) as defined in the Disclosures Delegated Act, divided by the total CapEx (in the denominator). The three classifications of CapEx are:
For the year 2023, Atenor identified mainly the share of CapEx aligned with taxonomy into the category B. The CapEx considered relates to the activity 7.4 Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings)
A tangible fixed asset is booked in the accounts if it is probable that future economic advantages will be derived from this element by the Group and if the cost of this asset can be evaluated in a reliable way.
Tangible fixed assets are subject to the application of the terms relating to the depreciation of assets (IAS 36) and to the duration of the utility of the significant components of the assets (IAS 16). Land, installations and machines held with a view to their use in the production of goods and services, or for administrative purposes, are initially assessed at their acquisition value with the deduction of accumulated amortisation and any losses of value that may be recognised.
The acquisition value includes all the directly imputable charges necessary to bring the asset into a state where it can fulfil the function for which it is intended. Depreciation is calculated based on estimated economic lifetime and assessed on an annual basis, with a deduction of the residual value if this is significant.
Borrowing costs are activated, where applicable, as tangible fixed assets under the conditions stipulated by IAS 23. The depreciations are calculated linearly on the estimated duration of service life of the assets as of the date on which the asset is ready to be used, taking into account the residual value of the assets concerned, if this is significant. Depreciation is booked in the income statement under the category "Depreciation and amortisation (-)".
In 2023, Atenor purchased equipment and services relating to "7.4 Installation, maintenance and repair of charging stations for electric vehicles in buildings and parking spaces attached to buildings", that enable its activities to reduce their greenhouse gas emissions.
These Taxonomy-aligned Capital Expenditures have been included in the numerator. All Capital Expenditure of Atenor have been taken into account for the denominator.
The OpEx KPI is defined as the share of Taxonomyaligned operating expenditures (OpEx) in the numerator, divided into three categories (a – c) as defined in the Disclosures Delegated Act, divided by the total OpEx (in the denominator). The three classifications of OpEx are:
Atenor identified mainly the share of OpEx aligned with taxonomy into the category A and B. The OpEx considered relates to the activities : 7.1 Construction of new buildings and 7.2 Renovation of existing buildings. Indeed, in order to enhance project quality, Atenor implements a research and training program through ArchiLab, reinforcing its commitment to align with EU Taxonomy standards in sustainable building practices and substantially contribute to the objective of Climate Change Mitigation.
Operating Expenses are the direct and indirect selling expenses (excluding those capitalized in inventories), all general and administrative costs including salaries of employee, depreciation, advertising, rent, administrative costs, provisions and bad debts, impairments.
Those Operating Expenses are recognized at their acquisition cost.
Atenor identified based on subsidiaries accounts and analytical breakdowns, the OpEx eligible: Short-term lease (under IFRS 16) and research and development (Archilab).
The activities of Atenor's Archilab significantly contribute to the Operational Expenditure (OpEx) Key Performance Indicator (KPI) within the framework of the Taxonomy. This is particularly evident in the context of assets or processes associated with Taxonomy-aligned economic activities. Atenor's Archilab focuses on essential aspects such as training, human resources adaptation, and the direct non-capitalised costs inherent to research and development. These initiatives play a crucial role in aligning with the sustainable objectives outlined in the Taxonomy, ensuring that the operations not only comply with environmental standards but also foster innovation and sustainable growth. By integrating these activities into the OpEx KPI, Atenor demonstrates its commitment to sustainable development and its alignment with the broader goals of the Taxonomy.

EU Regulation requires to report only OpEx related to its own building renovation (not capitalized), maintenance and repair, short-term lease, and research and development.
As per the Delegated Regulation, reported OpEx in the denominator should be limited to costs related to building renovation, maintenance and repair, shortterm lease, and research and development. However, Atenor's consolidated OpEx are much broader than this limited scope. For this reason, calculating total OpEx required a bottom-up approach that could not be based only on consolidated financial statements.
The denominator includes all costs associated with building renovation, maintenance and repair, shortterm lease, and research and development. The numerator includes short-term lease, and research and development, as they were related to the Taxonomy scope.
In conclusion, our thorough analysis of the Key Performance Indicators (KPIs) of the European Taxonomy reveals the significance of these criteria in promoting a more sustainable economy within the European Union. Through examining various categories of economic activities and their alignment with climate and environmental objectives, we have identified significant opportunities for our company, as well as persistent challenges related to the interpretation and application of technical assessment criteria.
The European Taxonomy, by its complex and ambitious nature, provides a strategic framework to guide investments towards truly sustainable projects, thus encouraging a reconfiguration of business and financial practices. The publication of KPIs is not only a regulatory obligation for certain entities but also becomes an essential component of corporate social responsibility. However, to maximize the impact of the Taxonomy, continuous improvement in the clarity of criteria and the establishment of harmonized reporting mechanisms will be decisive in ensuring effective implementation and widespread adoption.
At the dawn of this new era of sustainable finance, our report underscores the ongoing efforts needed to address the environmental challenges we face. The adoption and adaptation of the European Taxonomy are not merely regulatory steps but fundamental milestones toward a more sustainable future for all. Finally, this evolution toward sustainability, in close collaboration with the public and private sectors, and professional associations, transforms challenges into opportunities for sustainable and inclusive growth. Our analysis, while highlighting progress made, calls for continuous and concerted action to fully realize the potential of the European Taxonomy as a driver of ecological transition.
| Financial Year year N |
Substantial contribution criteria | DNSH criteria ("Does Not Significantly Harm") | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities |
Code | Turnover | Proportion of Turnover, year N |
Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular | Economy Biodiversity | Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular Economy |
Biodiversity | Minimum Safeguards |
Proportion of Taxonomy-aligned (A.1.) or -eligible (A.2.) turnover, year N-1 |
Category enabling activity |
Category transitional activity |
| A. | TAXONOMY-ELIGIBLE ACTIVITIES | ||||||||||||||||||
| A.1. | Environmentally sustainable activities (Taxonomy aligned) |
||||||||||||||||||
| Activity 1 CCM 7.1 Construction of new buildings | 71 898 734.69 | 80% | 81% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | |||||
| Activity 2 CCM 7.2 Renovation of existing buildings | 335 247.92 | 0% | 88% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | |||||
| Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1) |
72 233 982.61 | 81% | 81% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | |||||
| Of which enabling | 0% | ||||||||||||||||||
| Of which transitional | 0% | 88% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | ||||||
| A.2. | Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) |
||||||||||||||||||
| EL; N/EL | EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | ||||||||||||||||||
| Activity 1 CCM 7.1 Construction of new buildings | 15 939 013.87 | 18% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | |||||||||||
| Activity 2 CCM 7.2 Renovation of existing buildings | 1 301 462.82 | 1% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | |||||||||||
| Turnover of Taxonomy-eligible but not environmentally sus tainable activities (not Taxonomy-aligned activities) (A.2) |
17 240 476.69 | 19% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | |||||||||||
| A. | Turnover of Taxonomy-eligible activities (A.1+A.2) |
89 474 459.30 | 100% | ||||||||||||||||
| B. | TAXONOMY-NON-ELIGIBLE ACTIVITIES | ||||||||||||||||||
| Turnover of Taxonomy-non-eligible activities | 0.00 | 0% | |||||||||||||||||
| TOTAL | 100 % |
| Minimum Safeguards |
Proportion of Taxonomy-aligned (A.1.) or -eligible (A.2.) turnover, year N-1 |
Category enabling activity |
Category transitional activity |
|---|---|---|---|
| Financial year N |
Year | Substantial contribution criteria | DNSH criteria ("Does Not Significantly Harm") | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities |
Code | Turnover | Proportion of Turnover, year N |
Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular | Economy Biodiversity | Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular Economy |
Biodiversity | Minimum Safeguards |
| A. | TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||
| A.1. | Environmentally sustainable activities (Taxonomy aligned) |
|||||||||||||||
| Activity 1 CCM 7.1 Construction of new buildings | 116 597 147.15 | 86% | 86% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | ||
| Activity 2 CCM 7.2 Renovation of existing buildings | 335 247.92 | 0% | 88% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | ||
| Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1) |
116 932 395.07 | 87% | 87% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | ||
| Of which enabling | ||||||||||||||||
| Of which transitional | 335 247.92 | 0% | 88% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | ||
| A.2. | Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) |
|||||||||||||||
| EL; N/EL | EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | |||||||||||||||
| Activity 1 CCM 7.1 Construction of new buildings | 15 939 013.87 | 12% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||
| Activity 2 CCM 7.2 Renovation of existing buildings | 1 937 954.22 | 1% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||
| Turnover of Taxonomy-eligible but not environmentally sus tainable activities (not Taxonomy-aligned activities) (A.2) |
17 876 968.09 | 13% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||
| A. | Turnover of Taxonomy-eligible activities (A.1+A.2) |
134 809 363.16 | 100% | |||||||||||||
| B. | TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||
| Turnover of Taxonomy-non-eligible activities | 0.00 | % | ||||||||||||||
| TOTAL | 134 809 363.16 | 100 % |
Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities – disclosure covering year N
| Financial year N |
Year | Substantial contribution criteria | DNSH criteria ("Does Not Significantly Harm") | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities |
Code | Turnover | Proportion of Turnover, year N |
Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular | Economy Biodiversity | Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular Economy |
Biodiversity | Minimum Safeguards |
Proportion of Taxonomy-aligned (A.1.) or -eligible (A.2.) Category enabling turnover, year N-1 activity |
Category transitional activity |
| A. | TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||
| A.1. | Environmentally sustainable activities (Taxonomy-aligned) |
|||||||||||||||||
| Activity 1 CCM 7.4 Installation, maintenance and repair of charging stations for electric vehicles inside buildings (and in car parks attached to buildings) CapEx B |
387 466.00 | 100% | 100% | N/EL | N/EL | N/EL | N/EL | N/EL | YES | YES | YES | YES | YES | YES | ||||
| CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) |
387 466.00 | 100% | 100% | N/EL | N/EL | N/EL | N/EL | N/EL | YES | YES | YES | YES | YES | YES | ||||
| Of which enabling | 387 466.00 | 100% | 100% | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||||
| Of which transitional | YES | YES | YES | YES | YES | YES | ||||||||||||
| A.2. | Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) |
|||||||||||||||||
| EL; N/EL | EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | |||||||||||||||||
| Activity 1 | 0.00 | 0% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||||
| CapEx of Taxonomy-eligible but not environmentally sustai nable activities (not Taxonomy-aligned activities) (A.2) |
0.00 | 0% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||||
| A. | CapEx of Taxonomy-eligible activities (A.1+A.2) | 387 466.00 | 100% | EL | N/EL | N/EL | N/EL | N/EL | N/EL | |||||||||
| B. | TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||
| CapEx of Taxonomy-non-eligible activities | 0.00 | 0% | ||||||||||||||||
| TOTAL | 387 466.00 | 100 % |
Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities – disclosure covering year N
| Financial Year year N |
Substantial contribution criteria | DNSH criteria ("Does Not Significantly Harm") | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities |
Code | Turnover | Proportion of Turnover, year N |
Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular | Economy Biodiversity | Climate Change Mitigation |
Climate Change Adaptation |
Water | Pollution | Circular Economy |
Biodiversity | Minimum Safeguards |
Proportion of Taxonomy-aligned (A.1.) or -eligible (A.2.) turnover, year N-1 |
Category enabling activity |
Category transitional activity |
|
| A. | TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. | Environmentally sustainable activities (Taxonomy-aligned) |
|||||||||||||||||||
| Activity 1 CCM 7.1 Construction of new buildings (OpEx A) | 1 092 466.80 | 11% | 100% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | YES | |||||
| Activity 2 CCM 7.2 Renovation of existing buildings (OpEx A) | 121 385.20 | 1% | 100% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | YES | T | ||||
| OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) |
1 213 852.00 | 12% | 100% | 0% | 0% | 0% | 0% | 0% | YES | YES | YES | YES | YES | YES | YES | |||||
| Of which enabling | ||||||||||||||||||||
| Of which transitional | 1% | 100% | YES | YES | YES | YES | YES | YES | YES | T | ||||||||||
| A.2. | Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) |
|||||||||||||||||||
| EL; N/EL | EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | |||||||||||||||||||
| Activity 1 CCM 7.2 Renovation of existing buildings (OpEx A) 658 233.00 | 7% | 100% | N/EL | N/EL | N/EL | N/EL | N/EL | |||||||||||||
| OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy aligned) (A.2) |
658 233.00 | 7% | 100% | N/EL | N/EL | N/EL | N/EL | N/EL | ||||||||||||
| A. | OpEx of Taxonomy eligible activities (A.1+A.2) | 1 872 085.00 | 20% | 100% | N/EL | N/EL | N/EL | N/EL | N/EL | |||||||||||
| B. | TAXONOMY-NON-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| OpEx of Taxonomy-non-eligible activities | 7 342 131.00 | 80% | ||||||||||||||||||
| TOTAL | 9 214 216.00 | 100 % |
The Management From left to right
Laurent Collier for Strat-UP SRL* Stephanie Geeraerts for Thibrox BV Julie Willem for Make it Real! SRL
Jonathan Loos for New Turns SRL
William Lerinckx for Lerinvestimmo CommV* Stéphan Sonneville for Stéphan Sonneville SA CEO and Chairman of the Executive Committee Caroline Vanderstraeten** for Twigami SRL* Hans Vandendael for Real Serendipity CommV * Members of the Executive Committee
** Starting from April 2nd, 2024

Stéphan Sonneville for Stéphan Sonneville SA Managing Director, CEO and Chairman of the Executive Committee
for Strat UP SRL Executive Officer
William Lerinckx for Lerinvestimmo Scom Executive Officer
Caroline Vanderstraeten* for Twigami SRL Chief Financial Officer
COMPOSITION OF THE BOARD OF DIRECTORS AT THE END OF THE ORDINARY GENERAL MEETING OF 26 APRIL 2024
Mr. Frank Donck Chairman (2) Expiration of term: 2027
Stéphan Sonneville SA Managing Director (1), represented by Mr. Stéphan Sonneville Expiration of term: 2025
Mr. Christian Delaire Director (3) Expiration of term: 2027
Investea SRL Director (3) represented by Mrs. Emmanuèle Attout Expiration of term: 2027
Moroxco BVBA Director (3) represented by Mr. Cédric Van Quickenborne Expiration of term: 2027
Trionna SRL Director (3) represented by Mrs. Laure le Hardÿ de Beaulieu Expiration of term: 2026
Mr. John Penning Director (2) Expiration of term: 2026
Mrs. Bernadette de Bethune Director (3) Expiration of term: 2027
Realize BV Director (3) represented by Mr. Olivier Lambrecht Expiration of term: 2027
Mrs. Emmanuèle Attout Non-executive Director of AG Insurance SA
Mrs. Emmanuèle Attout for Investea SRL Non-executive Director of Schréder SA Non-executive Director of Eurocommercial PropertiesNV
Mrs. Bernadette de Bethune Director of Vandewiele Group Director of DPG Media Group Director of Berlinske
Mr. Christian Delaire Director of NIH Director of NODI Director of Cromwell European REIT Director of Covivio
Mr. Frank Donck CEO of 3d_investors NV
Member of the Board of Directors of Solvac SA Member of the Board of Directors of Groupe Jolimont Director of Medi-Market Group Co-founder of the non-profit organization "65 degrés"
Mr. Olivier Lambrecht CEO of Matexi SA (until January 2024)
Mr. John Penning Managing Director of Luxempart SA
Mr. Cédric Van Quickenborne Member of the Management and Investment Committee of Vlerick Group
Investea SRL represented by Mrs. Emmanuèle Attout, Chairwoman
Moroxco BVBA represented by Mr. Cédric Van Quickenborne, Member
Mr. John Penning,
Member Trionna SRL represented by Mrs. Laure le Hardÿ de Beaulieu, Member
Chairman
Mr. John Penning Member
Realize BV represented by Mr. Olivier Lambrecht Member
Trionna SRL represented by Mrs. Laure le Hardÿ de Beaulieu, Member
* The Chairman of the Board of Directors and the CEO are permanent guests
Information to shareholders and investors
€325,42 m Market capitalization at 31.12.2023


The Group's major reference shareholding is composed of the following companies:
These shareholders are committed to supporting the Group in its development strategy by cooperating in the implementation of its business plan and by providing their skills to it. Their representation within the Board of Directors of Atenor allows them to be actively involved in the general policy and the strategy of the Group. The core shareholders thus play a crucial role in leading the Group as it implements its sustainability and international growth strategies. This body of shareholders, which is balanced and made up of stable companies that have proven themselves in their respective activity sectors, have a long-term vision of their investment in the Group. The stability of the shareholders is expressed concretely by mutual commitments in a shareholders' agreement signed in November 2006, thus guaranteeing the Group's durability and development. This was updated and extended in November 2016 for a 5-year period, tacitly renewable for two successive 5-year periods. This agreement was reviewed in November 2023 to apply the shareholders' agreement to all Atenor shares held by 3D, Luxempart, Stéphan Sonneville SA, and/or ForAtenoR. All present and future Atenor shares held by the aforementioned companies fall within the scope of the shareholders' agreement.
Only 521,437 Atenor shares held by Alva SA are part of the shareholders' agreement; the remaining shares held by Alva SA remain unrestricted.
As of the end of January 2024, ForAtenoR is owned 59.50% by 3D NV and 33% by Stéphan Sonneville SA, with the remainder held by management. A shareholders' agreement for ForAtenoR, expiring in April 2025, was signed by 3D NV and Stéphan Sonneville SA in November 2023, confirming the shared vision of these two shareholders and their joint control (without prejudice to the presumed irrefutable control of 3D SA). The company ForAtenoR is also a signatory to the Atenor shareholders' agreement.
The shareholders' agreement represents 60.3% of Atenor's capital bringing the free float to 39.7%*.
The new denominator of Atenor amounts to 43,739,703 following the optional dividend linked to the 2022 financial year and Atenor's capital increase enacted on November 30, 2023.
The structure of shareholding is as follows:
| Number of | Of which shares forming part | |||
|---|---|---|---|---|
| shares | Holdings % | of the joined shareholding | Holding %* | |
| Alva SA (1) & consorts | 764 611 | 1.7 | 521 437 | 1.19 |
| Luxempart SA (1) | 6 819 439 | 15.6 | 6 819 439 | 15.59 |
| 3D NV (1) | 13 157 350 | 30.1 | 13 157 350 | 30.08 |
| ForAtenoR SA (1) | 4 767 744 | 10.9 | 4 767 744 | 10.90 |
| Stéphan Sonneville SA(1)(2) & consorts | 1 621 624 | 3.7 | 1 109 624 | 2.54 |
| Midelco NV | 2 000 000 | 4.6 | - | - |
| Lintrust NV | 300 000 | 0.7 | - | - |
| Vandewiele Group NV | 2 000 000 | 4.6 | - | - |
| Subtotal | 31 430 768 | 71.9 | 26 375 594 | 60.30 |
| Own shares | 7 | - | ||
| Treasury shares | 313 427 | 0.7 | ||
| Public | 11 995 501 | 27.4 | ||
| Total | 43 739 703 | 100.0 |
(1) Signatories of the Shareholders' Agreement
(2) Managing Director, company controlled by Mr. Stéphan Sonneville
In compliance with article 74 of the law of 1 April 2007, these shareholders have communicated to the company that they held as a joined holding, at the date of entry into effect of the aforementioned law, more than 30% of the securities with voting rights.
| Market | On a continuous basis |
|---|---|
| Stock Exchange | Euronext Brussels |
| Atenor share | ISIN BE 0003837540 - Compartment B |
| Total number of shares granting a voting right | 43 739 703 |
| Total number of voting rights (denominator) | 43 739 703 |
| List price of the share on 29 December 2023 | € 7.44 |
The Atenor shares exist, at the choice of the shareholder, either in the form of a personal registration in the register of shareholders, or in the form of a registration of a securities account with a financial institution.
Number of shares on 31 December 2023: 43,739,703
| 2019 | 2020 | 2021 | 2022 | 2023 | ||
|---|---|---|---|---|---|---|
| Maximum price (€) | 77.80 | 72.31 | 62.80 | 61.00 | 29.54 | |
| Minimum price (€) | 51.80 | 51.40 | 53.00 | 41.00 | 5.16 | |
| Price on 31 December (€) | 72.20 | 57.00 | 56.80 | 48.40 | 7.44 | |
| Average daily volume traded | 2.759 | 3.460 | 2.745 | 1.679 | 18.936 | |
| Market capitalization on 31 December (in millions of €) | 406.56 | 401.21 | 399.81 | 340.68 | 325.42 | |
| * For 2023: Stock price adjusted with a coefficient due to capital increases. |
Since 2021, Atenor has continued with KBC Securities a market stimulation arrangement or "liquidity provider" function.
This "liquidity provider" is permanently present in the market's order book and act for buying and selling alike, totally independently of the issuer.
In 2023, Atenor proposed an optional dividend for the 2022 financial year.
In 2024, Atenor plans not to pay any dividend for the 2023 financial year. In the future, Atenor intends to adopt a dividend policy based on earnings and a distribution rate of at least 50%. The Company does not exclude offering its Shareholders the possibility of opting for an optional dividend for future dividends (as was the case for the 2022 financial year)
| Shareholder schedule | ||
|---|---|---|
| 26 April 2024 | Annual General Meeting 2023 | |
| 23 May 2024 | Intermediate declaration for first quarter 2024 |
|
| 5 September 2024 | Half-year results 2024 | |
| 13 November 2024 | Intermediate declaration for third quarter 2024 |
Corporate governance statement

As a listed company, Atenor attaches the utmost importance to the principles of Corporate Governance aimed at establishing clear rules of administration, organisation and management in the interests of all stakeholders. These principles provide stakeholders and the market in general with a guarantee of the reliability and transparency of the information communicated.
Atenor ("Atenor" or the "Company") applies the Belgian 2020 Corporate Governance Code (the "2020 Code"), which constitutes its reference code within the meaning of Article 3:6, §2, 1° of the Companies and Associations Code ("CSA"). The 2020 Code is available on the website: www.corporategovernancecommittee.be.
The Board of Directors declares that, to the best of its knowledge, the Company complied with all the provisions of the 2020 Code during 2023, with the exception of the following principles:
to recover the variable remuneration granted. At Atenor, service contracts with management do not contain such a clause. If the circumstances so justify, the recovery of the variable remuneration granted is subject to common law.
The Corporate Governance and Sustainability Charter, which provides relevant information on the corporate governance practices applied alongside the 2020 Code and legal requirements, is available on the Atenor website www.atenor.eu.
With regard to the shareholder structure, you are referred to page 104 of this Annual Report.
In accordance with article 14, paragraph 4, of the law of 2 May 2007 on the disclosure of major shareholdings, the shareholding structure is also included in the notes to the annual accounts relating to the capital situation.
The Major Shareholders, namely 3D SA, Luxempart SA, Stéphan Sonneville SA, Alva SA and ForAtenoR SA, have a long-standing shareholders' agreement.
The shareholders' agreement expresses the common vision of the Major Shareholders regarding Atenor's strategy and its rules of governance, and organises their concerted action in this regard. The agreement also establishes a reciprocal right of pre-emption in the event of a share sale.
Following the signing of an amendment on 6 November 2023, it holds 60.30% of Atenor's voting rights.
In accordance with Article 74, §7, of the law of 1 April 2007 on public takeover bids, these Shareholders have informed Atenor that they hold, together, more than 30% of Atenor's voting securities.
At the end of January 2024, ForAtenoR was 59.50% owned by 3D SA and 33% by Stéphan Sonneville SA, with the balance held by Management. Since 9 November 2023, a shareholders' agreement between 3D NV and Stéphan Sonneville SA has governed the joint control of ForAtenor SA. This agreement expires on 11 April 2025.
Atenor is not aware of any other relationship or specific agreement between the Shareholders.
In terms of profit allocation and distribution policy, the Board of Directors' objective is to propose a regular dividend payment to the Annual General Meeting, while ensuring that the Group retains a healthy balance sheet and sufficient resources to ensure its development.
The Annual General Meeting of 28 April 2023, acting on a proposal from the Board of Directors, resolved to pay a gross dividend of €2.67 per share in respect of the 2022 financial year, i.e. a dividend net of withholding tax (30%) of €1.87 per share, in the form of an optional dividend.
In 2024, Atenor plans to pay no dividend in respect of the 2023 financial year. In the future, Atenor intends to adopt a dividend policy based on a distribution rate of at least 50% of the profit for the year. The Company does not exclude offering its Shareholders the opportunity to opt for an optional dividend in respect of future dividends (as was the case for the 2022 financial year).
Regarding the composition of the Board of Directors, reference is made to page 100 of this annual report.
At 31 December 2023, the Board of Directors comprised four independent directors: Christian Delaire, Investea SRL represented by Emmanuèle Attout, MG Praxis SRL represented by Michèle Grégoire and Trionna SRL represented by Laure le Hardy de Beaulieu.
With regard to its operation, the Board of Directors met 25 times in 2023 (including the various Boards of Directors in the context of capital increases) and took written decisions 3 times by unanimous consent. The individual attendance of the Directors can be summarised as follows:
| Name | Attendance |
|---|---|
| Frank Donck (Chairman) | 21/25 |
| Stéphan Sonneville SA, | |
| represented by Stéphan Sonneville | 25/25 |
| Christian Delaire | 20/25 |
| Investea SRL, | |
| represented by Emmanuèle Attout | 21/25 |
| Luxempart Management SARL, represented by John Penning |
|
| (until 28 April 2023) | 2/2 |
| John Penning (since 28 April 2023) | 19/23 |
| MG Praxis SRL, | |
| represented by Michèle Grégoire | 20/25 |
| Sogestra SRL, | |
| represented by Nadine Lemaitre | 19/25 |
| Philippe Vastapane | 16/25 |
| Trionna SRL, represented by Laure le Hardy |
|
| de Beaulieu (since 28 April 2023) | 18/23 |
The Company's Articles of Association stipulate that decisions must be taken by an absolute majority of those voting. However, decisions have always been taken by consensus of the members present or represented.
At these meetings, in addition to the mandatory or legal matters, the Board of Directors dealt with the following matters: the consolidated half-year and annual results, the valuation rules, the forecasts for Atenor and its subsidiaries, the monitoring of the main projects, Atenor's strategy and the analysis and decisions regarding investments, divestments, financing and balance sheet operations.
Real Serendipity CommV, represented by Mr Hans Vandendael, assumed the role of Secretary (with the exception of the meetings of 27 October 2023 and 30 October 2023).
Further information on the role and responsibilities of the Board of Directors, as well as its composition and operation, can be found in the Corporate Governance and Sustainability Charter available on the Atenor website www.atenor.eu.
The Board of Directors is fully committed to the objective of gender diversity, with more than one third of its members being women, and is pursuing the objectives of diversity of experience and skills in its proposals for the appointment of Directors.
Regarding the composition of the Audit Committee, you are referred to page 101 of this Annual Report.
With regard to its operation, the Audit Committee met 6 times in 2023. The individual attendance of members was as follows:
| Name | Attendance |
|---|---|
| Investea SRL, represented by Emmanuèle Attout (Chairman) |
6/6 |
| Frank Donck (Member) | 6/6 |
| Philippe Vastapane (Member) | 5/6 |
| Luxempart Management SARL, represented by John Penning (Member) (until 28 April 2023) |
1/1 |
| John Penning (Member) (since 28 April 2023) |
3/5 |
| Trionna SRL, represented by Laure le Hardy de Beaulieu (Member) (since 31 May 2023) |
2/4 |
Further information on the role and responsibilities of the Audit Committee, as well as its composition and operation, can be found in the Corporate Governance and Sustainability Charter available on the Atenor website www.atenor.eu.
With regard to the composition of the Nomination and Remuneration Committee, you are referred to page 101 of this annual report.
With regard to its operation, the Nomination and
Remuneration Committee met twice in 2023. The individual attendance of members was as follows:
| Name | Attendance |
|---|---|
| Sogestra SRL, represented by Nadine Lemaitre (Chairman) |
2/2 |
| Christian Delaire (Member) | 2/2 |
| MG Praxis SRL, represented by Michèle Grégoire (Member) |
2/2 |
Further information on the role and responsibilities of the Nomination and Remuneration Committee, as well as its composition and operation, can be found in the Corporate Governance and Sustainability Charter available on the Atenor website www.atenor.eu.
Under the leadership of its Chairman and the Chairman of the Nomination and Remuneration Committee, the Board of Directors regularly reviews and assesses, at least once every 3 years, its size, composition, performance and that of its specialist Committees, as well as its interaction with the Executive Committee, and makes any adjustments it considers necessary and appropriate.
This assessment is carried out either by means of a questionnaire (to be completed by each Director), or by means of interviews covering the following topics: the composition and operation of the Board of Directors, the information provided to the Board of Directors, the culture and cooperation within the Board of Directors, tasks and skills, the independence of the independent Directors, the degree of involvement of the Board of Directors in Atenor's various areas of activity, remuneration, the relationship with the members of the Executive Committee, the relationship with its specialist Committees and the Shareholders. The responses are processed and presented in a summary report, which is discussed at a Board meeting.
The last Board assessment was carried out in 2023.
The Board of Directors learns from the assessment of its performance by acknowledging its strengths and remedying its weaknesses. Where appropriate, this involves proposing the appointment of new members, proposing not to re-elect existing members or adopting any measures deemed necessary or appropriate to ensure the effective operation of the Board of Directors and its Committees.
Directors' individual performance is not generally assessed, other than as part of the re-election procedure or, where applicable, at the end of their term of office.
The performance of the Managing Director, also known as the CEO, is specifically assessed. Every year, the Board of Directors, acting on a proposal from the Nomination and Remuneration Committee, sets the CEO's objectives for the coming financial year, and reviews and assesses their performance over the past 12 months.
The Nomination and Remuneration Committee and the Audit Committee regularly review and assess their internal rules and procedures and recommend any necessary and appropriate adjustments to the Board of Directors.
This assessment follows exactly the same methodology as that described above for the Board of Directors.
Further information on the assessment process for members of the Board of Directors and its specialist committees can be found in the Corporate Governance and Sustainability Charter available on the Atenor website www.atenor.eu.
Regarding the composition of the Executive Committee, you are referred to page 100 of this Annual Report.
At least once a month, the Executive Committee examines the economic, environmental and social challenges facing the projects and Atenor, and recommends any necessary and appropriate strategic adjustments to the Board of Directors.
Further information on the role and responsibilities of the Executive Committee, as well as its composition and operation, can be found in the Corporate Governance and Sustainability Charter available on the Atenor website www.atenor.eu.
In 2023, the procedure for managing conflicts of interest, within the meaning of article 7:96 of the CSA, was applied in the cases listed below (the relevant sections of the minutes of the Board of Directors are reproduced in their entirety):
"Sale of the DE MOLENS project to 3D REAL ESTATE The Company and Atenor Group Participations SA, a subsidiary of the Company ("AGP"), are considering the sale of 50% of the shares in Markizaat NV and 50% of the shares in De Molens NV to 3D Real Estate NV.
As a reminder, Markizaat and De Molens together hold full ownership of a plot of land located at 9800 Deinze, Tolpoortstraat 40, on which De Molens, in its capacity as superficiary, is currently developing a mixed-use project called "Liv De Molens" (residential, shops and facilities) covering a surface area of approximately 35,000 m2 (the "Site"). The subsoil is owned by Markizaat.
As part of this share transfer, 3D Real Estate NV will assume the Company's debt to Markizaat NV and will acquire the Company's claim towards De Molens NV. In addition, the Company, 3D Real Estate NV and De Molens NV will sign a second amendment to the project management agreement of 16 November 2020 and agree that the Company will continue to provide corporate housekeeping and accounting services until 31 August 2023 to Markizaat NV and De Molens NV.
3D Real Estate NV will also undertake to use its best efforts to obtain the release of the Company and AGP from the obligations and liabilities of the Company, AGP and 3D Real Estate NV in connection with the loan agreement entered into between KBC Bank NV/SA and Markizaat NV and De Molens NV (the "Transaction").
In accordance with Article 7:96 of the Companies and Associations Code, the Chairman of the Board of Directors [Frank DONCK] informs the Board of Directors of the fact that he has an indirect interest of a proprietary nature opposed to that of the Company, given that he is an indirect shareholder of 3D Real Estate NV. In accordance with Article 7:96 of the Companies and Associations Code, the Chairman of the Board of Directors does not take part in the deliberations and/or voting on these matters and leaves the meeting.
As consideration for the transfer of all its shares, as well as its debt to Markizaat NV and its claim towards De Molens NV, 3D Real Estate NV will pay the Company an amount of EUR 9,069,123.09 (EUR 8,559,929.97 for the transfer of the shares in Markizaat and EUR 509,193.12 for the transfer of the shares in De Molens), less the nominal value of the debt (EUR 5,629,225.65) plus the nominal value of the claim (EUR 2,055,784.38), i.e. a total of EUR 5,495,681.82. Under the second amendment to the project management agreement, the Company will receive a fixed monthly fee of EUR 12,000 (excluding VAT) until 31 March 2024. For its corporate housekeeping and accounting services, the Company will receive a monthly fee of EUR 1,000 (excl. VAT) from De Molens NV and Markizaat NV respectively until 31 August 2023.
In addition, AGP will receive the price proportional to its 10% stake, i.e. EUR 2,267,281 in full (EUR 2,139,982 for the sale of the shares in Markizaat and EUR 127,298 for the sale of the shares in De Molens).
In the context of the Transaction, the Board of Directors of the Company has asked a committee composed of the four independent directors of the Company to issue a detailed and reasoned written opinion pursuant to Article 7:97, §1 of the Companies and Associations Code (the "Opinion"). This Opinion, signed and dated 26 June 2023, essentially deals with the following matters:
The conclusion reached in the Opinion in relation to the proposed operation is as follows:
"On the basis of the above considerations and having reviewed the financial, legal and tax terms of the Transaction, the Committee is of the unanimous opinion that the Transaction is in the best interests of the Company and its shareholders, considering the Company's current challenges, the rationale for the Transaction and the potential benefits that may stem from it. The Committee also believes that the Transaction is unlikely to result in any adverse consequences that would not be offset by benefits to the Company."
In his draft report (the "Report"), the Statutory Auditor has assessed whether the financial and accounting information in the Opinion contains any material inconsistencies with the information available to him in the course of his engagement. The auditor's conclusions, as set out in the draft Report, are as follows:
"Based on our review, which was conducted in accordance with ISRE 2410 "Limited review of interim financial information by the entity's independent auditor" and applicable standards of the "Institut des Réviseurs d'Entreprises", nothing has come to our attention that leads us to believe that the financial and accounting data contained in the minutes of the Board of Directors meeting of 27 June 2023 and in the report of the Committee of Independent Directors in accordance with Article 7:97 of the Companies and Associations Code would contain material inconsistencies with the information available to us in connection with our engagement. However, we express no opinion as to the value of the transaction or the appropriateness of the Board of Directors' decision. "
The Opinion and the Final Report will remain attached to these minutes of the Board of Directors.
The Board of Directors is of the opinion that the Transaction will help to reduce the Group's net consolidated debt in the very short term by providing cash and reducing the bank debt held by Markizaat NV and De Molens NV. The financial terms of the sale of the Site are less optimistic than those envisaged at the time of the plot's acquisition, but appear to the Board of Directors to be in line with the current market situation and the project's residual technical and commercial risks.
After deliberation and having taken note of the Opinion the Board of Directors (unanimously of the members present and represented):
Frank DONCK declares that, by holding an indirect interest in 3D NV/SA, he may be considered to have an indirect interest of a proprietary nature which is opposed to the interest of the Company in relation to the second item on the agenda, in respect of which the conflicts of interest procedure established by Article 7:96 of the Companies and Associations Code will be followed insofar as this is necessary and applicable.
John PENNING declares that, by holding an indirect interest in Luxempart S.A., he may be deemed to have an indirect interest of a proprietary nature which is opposed to the interest of the Company in relation to the second item on the agenda, in respect of which the conflicts of interest procedure set out in Article 7:96 of the Companies and Associations Code will be complied with insofar as this is necessary and applicable.
The other Members declare, each individually, that they have no direct or indirect interest of a proprietary nature that is opposed to the interests of the Company with regard to the decisions to be taken.
With the exception of the decision concerning the second item on the agenda, the Board of Directors confirms that the decisions to be taken do not concern a decision or transaction relating to a related party as defined by the international accounting standards adopted in accordance with the Company's Regulation (EC) No 1606/2002.
Frank DONCK and John PENNING left the meeting; the other members of the Board of Directors continued their deliberations alone.
[…]
Confirmation of the granting of a priority right to 3D NV/SA and Luxempart S.A. in the context of the Armilla Project and approval of a possible (full or partial) (early) redemption of the loan granted by 3D NV/SA to BDS Une Fois S.A.S. in the context of the Com'Unity project - Nature of the decision, consequences for the assets and justification
The Company intends to carry out a capital increase by way of a contribution in cash with statutory preferential subscription rights for existing shareholders up to a maximum amount of EUR 160,875,220.00 through the creation of new shares with no par value below the accounting par value of the existing shares (i.e. c. EUR 10.2344) at an issue price of EUR 5.00 per share (the "Rights Offering"). The Rights Offering comprises an offer to the public in Belgium to subscribe for the new shares (the "Public Offer"), potentially followed by a private placement to certain investors to subscribe for the remaining new shares for which no statutory preferential subscription rights have been exercised during the public subscription period (the "Private Placement").
The Extraordinary General Meeting held on 6 November 2023 (the "EGM") approved the Rights Offering, including the fact that statutory preferential subscription rights not exercised during the public subscription period will not be converted into "scrips", will not be sold or placed and will become null and void and therefore of no value. The EGM also approved that shareholders having signed a subscription commitment (and/or persons linked to one or more of them), including 3D NV/SA and Luxempart S.A., would have priority to subscribe for the remaining shares in the Private Placement. Finally, the EGM expressly agreed that, in this context, 3D NV/SA (and/or persons linked to it) would have priority over other shareholders and investors. Consequently, in the framework of the Private Placement, 3D NV/SA will have a priority, after which Luxempart S.A. will have a priority, ahead of the other investors who have previously committed themselves, to subscribe for the remaining shares for which no legal preferential subscription right has been exercised during the public subscription period (the "Priority Right").
The Board of Directors is considering confirming the Priority Right.
The granting of the Priority Right has no financial consequences for the Company itself.
In order to honour the commitments of the Major Shareholders and the New Investors (as defined in the report of the Board of Directors drawn up in accordance with article 7:179 of the CSA), statutory preferential subscription rights not exercised during the public subscription period will not be converted into scrips, sold or placed and will become null and void. This is justified by the fact that these commitments largely guarantee the success of the Rights Offering.
The entry of New Investors is also beneficial to the Company (for example, in the context of possible future private placements by the Company) and to its existing shareholders. The Priority Right reflects the Company's interest in the subscription commitment of 3D NV/SA (and its subsidiary ForAtenoR SA/NV) for the highest amount (EUR 80 million) and then the subscription commitment of Luxempart S.A. for the second highest amount (EUR 30 million).
In addition, on 3 May 2023, a credit facility agreement was entered into between BDS Une Fois S.A.S. (a 99% subsidiary of the Company) as borrower and 3D NV/SA as lender. Under the terms of this agreement, 3D NV/SA has made available to BDS Une Fois S.A.S. a credit facility totalling €35 million to refinance BDS Une Fois S.A.S.'s indebtedness to the Company.
The Board of Directors is considering the possible use of the proceeds of the Rights Offering, inter alia, to enable the redemption (in full or in part) by BDS Une Fois S.A.S. of the financing provided by 3D NV/SA (the "Redemption"). Execution of a full Redemption on 31 December 2023 implies a payment by BDS Une Fois S.A.S. to 3D NV/SA of EUR 35 million in principal and approximately EUR 1,335,000 in interest. The Board of Directors proposes to possibly allow an early Redemption, at (or following) the closing of the Rights Offering. In the event that it is actually decided to proceed with a Redemption (in whole or in part) on the date of (or following) the closing of the Rights Offering, the payment of interest of 6% for the period until 31 December 2023 on the amount redeemed may be avoided. No penalty or other early redemption charge is payable as a result of an Early Redemption (whether full or partial).
The directors, present or represented, declare that they have received a copy of the Committee's Opinion prior to this meeting and that they have read it. The Board of Directors takes note of the Opinion (attached). The conclusion of the Opinion as issued by the Committee literally reads as follows:
"On the basis of the above-mentioned considerations, the Committee is of the unanimous opinion that the Rights Offering (including in particular the priority right granted to 3D NV/SA and Luxempart S.A. to subscribe for the remaining new shares for which no statutory preferential subscription rights were exercised during the public subscription period) as well as the possible use of part of the proceeds of the Rights Offering for the full or partial and, as the case may be, early redemption of the Com'Unity project financing granted by 3D NV/ SA in the amount of EUR 35 million in principal, is in the interest of the Company and all its shareholders, taking into account the Company's strategy, the reasons for the Rights Offering and the benefits that may be derived therefrom."
The Board of Directors acknowledges the Opinion, makes no comment on it and declares that it will not depart from it.
The Board of Directors decides to confirm, insofar as necessary, the granting of the Priority Right to 3D NV/SA and Luxempart S.A.
The Board of Directors resolves to approve any (full) or partial) early Redemption(s) and resolves to grant a power of attorney to each director (other than Frank DONCK), to each of them individually with powers of subdelegation and substitution, for the purpose of taking any action that may be necessary or useful to implement this decision (in particular, the decision to proceed with one (or more) (full or partial) Early Redemption(s), as well as the amount(s) and date(s) of the Redemption). The Board of Directors resolves that the authorised agents (and their sub-delegates and substitutes) may act as the Company's counterparty and intervene in the event of a (current or future) conflict of interest.
The Board of Directors confirms that the procedure in application of article 7:97 of the Companies and Associations Code has been followed, insofar as necessary and applicable.
The Board of Directors instructs the Company's Statutory Auditor to assess whether the financial and accounting data set out in these minutes and in the Committee's Opinion contain any material inconsistencies with the information available to him in the course of his duties. This assessment will be attached to these minutes. All decisions were taken unanimously."
Meeting of the Board of Directors on 28 November 2023 "Mr Stéphan SONNEVILLE declares that Stéphan Sonneville SA, of which he is the permanent representative, has a direct interest and that he personally has an indirect interest of a proprietary nature which is opposed to the interest of the Company with regard to the third item on the agenda, in respect of which the conflict of interest procedure established by article 7:96 of the Companies and Associations Code will be followed.
The other Members declare, each individually, that they have no direct or indirect interest of a proprietary nature that is opposed to the interests of the Company with regard to the decisions to be taken.
The Board of Directors confirms that the decisions to be taken do not concern a decision or transaction relating to a related party as defined by the international accounting standards adopted in accordance with Regulation (EC) No 1606/2002 of the Company in respect of which the procedure set out in Article 7:97 of the Companies and Associations Code must be applied.
Ratification of decisions taken by the Board of Directors on 4 March 2021 and 8 March 2022 that gave rise to a conflict of interest
Mr Stéphan SONNEVILLE declares that Stéphan Sonneville SA, of which he is the permanent representative, has a direct interest and, since he is the majority shareholder of Stéphan Sonneville SA, that he personally has an indirect interest which is opposed to the Company's interest in this resolution since it concerns the remuneration of Stéphan Sonneville SA in his capacity as Managing Director. Mr Stéphan SONNEVILLE does not take part in the decisionmaking process relating to this decision.
It has come to light that the conflict of interest procedure set out in article 7:96 of the Companies and Associations Code has not been fully complied with in respect of certain decisions taken by the Board of Directors.
On 4 March 2021 and 8 March 2022, the Board of Directors, on the advice of the Remuneration Committee, unanimously approved the remuneration policy and the remuneration report, including the ATENOR GROUP PARTICIPATIONS (AGP) 2021 - 2026 incentive plan and the issue of an option plan for ALTG shares, which concerns in particular the total remuneration of Stéphan Sonneville SA in his capacity as Managing Director. In accordance with Article 7:96 of the Companies and Associations Code, at these two meetings Mr Stéphan SONNEVILLE stated that he had "an interest of a proprietary nature opposed to that of the Company with regard to any decision concerning his total remuneration" and left the meeting during the deliberation and vote on this matter. However, the Board of Directors did not describe, in the minutes of the above-mentioned meetings, the nature of the decision, its financial consequences for the Company or formally justify the decision that was taken.
Consequently, in accordance with article 7:96, §1, paragraph 2 of the Companies and Associations Code, the nature of the decision, the financial consequences for the Company and the justification for the decision are described in these written decisions.
With regard to the financial consequences of the decision, reference is made to the total remuneration of Stéphan Sonneville SA, which amounted (i) in 2021 to EUR 1,003,929 (including a fixed remuneration of EUR 669,138 and a variable remuneration of EUR 334,791) (excluding VAT) and (ii) in 2022 to EUR 737,564 (only fixed remuneration) (excluding VAT) and a grant of 550 options on ALTG shares (with an underlying value of EUR 56.62 per share) (exercise price: € 12.18).
The decision is justified by the performance of Stéphan Sonneville SA and the results it has achieved, as well as by the fact that, for several years now, the Board of Directors has considered that giving members of the Executive Committee (including Stéphan Sonneville SA) a stake in property projects is a key motivation factor. The aim of this policy is to involve the members of the Executive Committee more closely, not only in the growth of the Atenor Group as a whole, but also in the selection, management and development of each property project. This policy also helps to align the interests of the members of the Executive Committee with those of Atenor by involving them in its business risks and opportunities in the long term. Their remuneration thus contributes to Atenor's longterm performance.
The Members decide, as necessary, to unanimously ratify these decisions taken on 4 March 2021 and 8 March 2022. All decisions were taken unanimously."
As a listed company, Atenor must first submit to a Committee of three independent Directors any decisions that fall within the remit of the Board of Directors and that concern the relationship between the Company and its related parties. The Committee, if it deems it necessary, is assisted by one or more independent experts. Article 7:97 of the CSA defines the procedure to be followed.
In 2023, the procedure for transactions with related parties, within the meaning of article 7:97 of the CSA, was applied on two occasions, as reflected in the following public announcements:
In accordance with article 34 of the Royal Decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market, Atenor includes transparency information in this section.
Atenor's share capital amounts to € 257,563,853.72, represented by 43,739,703 shares with no par value.
There are no legal or statutory restrictions on the transfer of shares. There are no legal or statutory restrictions on the exercise of voting rights, with the exception of Article 12 of the Company's Articles of Association (in the event of dismemberment of the right of ownership of a security, the rights attaching thereto shall be exercised by the usufructuary. The coowners, creditors and pledgees of a security must be represented by one and the same person) as well as Article 28 of the Company's Articles of Association (the exercise of voting rights attached to shares on which payments have not been made will be suspended for as long as such payments, duly called and due, have not been made), which reproduces Article 7:54 of the CSA. There are no securities with special control rights, nor are there any agreements between the issuer and the members of its administrative body or its staff, which provide for compensation if the members of the administrative body resign or must cease their duties without good reason or if the employment of the members of staff is terminated as a result of a takeover bid.
The Company is party to a number of important agreements or instruments which, in the event of a fundamental change of Shareholders or a change of control of the Company, or following a takeover bid, may be terminated by the other parties. The credit agreements to which the Company is a party (as well as credit agreements at the level of other Group entities, such as project companies) generally include a so-called change of control clause, which allows the relevant financial institution to demand early repayment in full of the credit facilities in the event of a change of control of the Company. All the Company's credit agreements contain such a change of control clause. The same applies to the documentation relating to financial instruments (such as MTNs, EMTNs and bonds) issued by the Company, as well as several partnership or shareholder agreements at project company level.
The process for appointing and replacing members of the Board of Directors and its specialist Committees is described in the Corporate Governance and Sustainability Charter.
An amendment to the Articles of Association is only validly adopted if it receives three quarters of the votes cast. However, the introduction of a double voting right requires two-thirds of the votes cast. On the other hand, other amendments to the Articles of Association require a stricter majority (such as changes to the purpose of the company, which can only be adopted if at least four-fifths of the votes cast are in favour).
The Extraordinary General Meeting of 11 September 2023 granted the Board of Directors the authorisation to acquire and pledge treasury shares and related certificates, without the total number of treasury shares and related certificates (counting each certificate in proportion to the number of shares to which it relates) held or pledged by Atenor by virtue of this authorisation exceeding 20% of the total number of shares, at an equivalent value per share of at least one euro cent and no more than 10% higher than the arithmetic average of the closing price of Atenor shares over the ten trading days preceding either the acquisition or pledge, the decision of the Board of Directors to acquire or pledge, or the announcement of the intention to acquire or pledge. This authorisation is granted for a period of five years from 14 September 2023 (i.e. from the publication of the authorisation, granted on 11 September 2023).
This authorisation cancels and replaces the (pre-) existing authorisation granted by the Extraordinary General Meeting of 24 April 2020.
The Board of Directors is also authorised to acquire and pledge treasury shares, profit shares or related certificates when such acquisition or pledge is necessary to prevent Atenor from suffering serious and imminent harm. This authorisation is granted for a period of three years from 14 September 2023 (i.e. the publication of the authorisation granted on 11 September 2023).
The Board of Directors is also authorised to transfer treasury shares, profit shares or certificates relating thereto to one or more specific persons, whether or not they are employees.
The Board of Directors is authorised to dispose of treasury shares, profit shares or related certificates in order to avoid serious and imminent harm to Atenor. This authorisation is granted for a period of three years from 14 September 2023 (i.e. from the publication of the authorisation granted on 11 September 2023).
The Extraordinary General Meeting of 11 September 2023 granted the Board of Directors the authorisation to increase the share capital on one or more occasions, including by issuing convertible bonds and subscription rights, up to a maximum amount (excluding issue premium) of €75,990,388.72. The Board of Directors may exercise this power for a period of five years from 14 September 2023 (i.e. from the publication of the authorisation granted on 11 September 2023).
This authorisation cancels and replaces the (pre-) existing authorisation granted by the Extraordinary General Meeting of 24 April 2020.
These capital increases will be carried out in accordance with the terms and conditions to be determined by the Board of Directors, such as inter alia (i) by contribution in cash, by contribution in kind or by mixed contribution, (ii) by capitalisation of reserves, retained earnings, share premiums or other items of shareholders' equity, (iii) with or without the issue of new shares (below or above the par value, or at the par value of existing shares of the same class, with or without an issue premium) or other securities, or (iv) by the issue of convertible bonds, subscription rights or other securities.
The Board of Directors may use this power for (i) capital increases and issues of convertible bonds or subscription rights in which the preferential rights of shareholders are limited or waived, (ii) capital increases and issues of convertible bonds in which the preferential rights of shareholders are limited or waived in favour of one or more specific persons other than members of staff, and (iii) capital increases by capitalisation of reserves.
Any issue premium will be recorded in a separate available account or accounts under shareholders' equity on the liabilities side of the balance sheet.
The specific circumstances in which the authorised capital may be used and the objectives pursued are set out in the special report drawn up by the Board of Directors in accordance with article 7:199 of the CSA, approved on 3 August 2023.
Atenor has implemented the legal provisions and recommendations of the 2020 Code regarding internal control and risk management. In this context, Atenor has adopted the COSO (Committee of Sponsoring Organizations of the Treadway Commission) internal control and risk management framework. COSO is a private, non-governmental international organisation recognised in the field of governance, internal control, risk management and financial reporting. Atenor also applies the general principles described in the guidelines drawn up by the Corporate Governance Commission.
In accordance with legal requirements, the main features of the internal control and risk management systems used in the financial reporting process are described below:
The accounting and finance department is organised in such a way that it has, with a sufficient degree of security, the resources and access to the financial information necessary for the preparation of the financial statements.
The Group CFO is responsible for the preparation of the financial statements and financial information, and explicitly allocates the tasks to be performed in the preparation of the financial statements to his staff.
Accounting policies and procedures have been established which set out, at Group level, the accounting policies for the most significant transactions. These also include procedures to explain the main restatement rules in the event of the application of different accounting standards in the preparation of the financial statements. The preparation of the consolidated accounts also includes procedures for distributing instructions to ensure that they are taken into account by the subsidiaries.
Every year, the CFO specifies in a timely manner the distribution of responsibilities for the execution and control of accounting tasks, as well as the schedules to be adhered to.
Atenor also has an Internal Audit function, whose resources and skills are adapted to its nature, size and complexity. The Internal Audit mission consists of independently evaluating the work organisation and procedures in place within Atenor in order to achieve the objectives set by the Board of Directors. To this end, the Internal Auditor uses a systematic and methodical approach to evaluate the effectiveness of risk management, internal control and governance procedures.
Atenor has defined objectives for the preparation of financial information. These objectives are expressed primarily in terms of quality, compliance with company law and accounting law, and deadlines.
The responsibilities for risk management in the preparation of financial information have been defined in general terms and communicated to the persons concerned. They are reviewed annually and updated as necessary.
Atenor has identified the legal and regulatory obligations relating to risk communication in the preparation of financial information.
Under the responsibility of the CFO, regular communication is maintained between those involved in the preparation of the financial information in order to identify the main risks that could affect the process of preparing this information.
For the main risks identified, Atenor provides for the double verification of the process by people with the appropriate skills, so as to significantly reduce the probability of the risk occurring.
The adoption of or changes to accounting principles are taken into account as soon as the triggering event occurs. There is a process for identifying the triggering event (decision, change in legislation, change in activity, etc.). These changes are approved by the Board of Directors.
Generally speaking, risks in the financial information preparation process are dealt with on the one hand by a programme of tests and verifications carried out by Internal Audit under the responsibility of the Audit Committee, and on the other hand by specific actions on the part of the Audit Committee or the Board of Directors.
The Board of Directors and its Audit Committee, the CEO and CFO, and the Internal Audit department all monitor risk management procedures in the preparation of financial information in an ongoing process of reconciliation.
Daily accounting entries, monthly payments, quarterly, half-yearly and annual closings and reports at Group level are all procedures that ensure that accounting principles and procedures are correctly applied. In addition, the Internal Audit programme, which has been approved by the Audit Committee, uses targeted tests to ensure regular verification of the areas of risk identified by the Audit Committee.
Weekly meetings dedicated to each of the projects in the country concerned are organised by the Executive Committee, chaired by the CEO and prepared by the relevant Country Director, to review the key processes involved in preparing accounting and (non-)financial information:
Procedures are in place to identify and resolve emerging accounting issues that may not be anticipated in established accounting policies and procedures.
The accounting and financial internal control activity includes procedures to ensure the safeguarding of assets (risk of negligence, errors and internal and external fraud).
The procedures for preparing the Group's financial statements apply to all the components of the scope of consolidation, without exception.
Procedures and information systems have been put in place to ensure that accounting and financial information is reliable, available and relevant.
Detailed reporting, at least quarterly, ensures that relevant and important accounting and financial information is passed on to the Audit Committee and the Board of Directors. Where necessary, a multichannel communication system enables direct and informal contact to be established between the CEO and the members of the Executive Committee on the one hand, and between the CEO and the members of the Board of Directors on the other.
The roles and responsibilities of information system managers have been defined.
Information systems relating to financial and accounting information are being adapted to meet Atenor's needs. A system for managing requests and incidents has been implemented.
Relations with IT service providers have been contractualised. Performance and quality indicators have been defined and are subject to periodic review. Atenor's degree of dependence on IT service providers has been analysed. Audits of service providers have been contractually provided for by Atenor and are carried out.
There is a process for revealing a reduction in service quality. Analysis and implementation of corrective actions are envisaged.
The IT system is adequately secured by:
These security measures are subject to periodic testing and updating to ensure their effectiveness.
There is a schedule summarising the Group's periodic regulatory obligations in terms of disclosing financial information to the market. This schedule specifies:
There are managers and procedures for identifying and complying with regulatory market disclosure requirements.
There is a procedure for checking information before it is released.
Atenor has implemented measures to ensure that the accounting principles adopted, which have a significant impact on the presentation of the financial statements, correspond to Atenor's business and environment and have been formally validated by the Audit Committee and approved by the Board of Directors. The internal quarterly reporting prepared by all members of the Executive Committee, its review by the CEO and CFO working in collaboration, its examination by the Audit Committee (in the presence of the statutory auditor) before presentation to and discussion by the Board of Directors, constitute the cornerstone of the financial information control system.
This reporting includes the accounting choices and valuation rules used to prepare the financial statements.
It also deals with cash flow monitoring, in anticipation of future payments and in the event of major tensions. The preparation and presentation of the financial statements, including the balance sheet, income statement, notes and financial position, are therefore explained to the Board of Directors each time the published financial statements are closed.
The financial information published periodically is first reviewed and analysed by the Audit Committee (in the presence of the statutory auditor) before being approved by the Board of Directors.
The External Audit of Atenor SA was carried out by the auditor EY Réviseurs d'Entreprises SRL, represented by Mr Carlo-Sébastien D'Addario. Their annual fees amounted to € 59,762.
Fees for audit assignments entrusted to the EY network for Belgian and foreign subsidiaries amounted to € 241,011.
The fees for additional assignments (statutory assignments and non-audit services) entrusted to the EY network were approved by the Audit Committee and amount to € 299,115 for 2023. With regard to non-audit services only (€ 235,695 for Belgian entities - cumulative over the 3-year term of office), the Committee notes that the total of these fees - mainly due to major work in connection with the capital increase carried out in 2023 - remained below the 70% mark (in application of article 3:64/2 of the CSA) over the entire 3-year term of office of the statutory auditor (2021-2023). As a precautionary measure, a waiver from the Collège de Supervision des Réviseurs d'Entreprises dated 18 August 2023 had been obtained and forwarded to the Committee.
The Audit Committee has received from the statutory auditor the declarations and information necessary to satisfy itself of its independence.
Every year, the remuneration report is drawn up by the Nomination and Remuneration Committee and presented to the Annual General Meeting. The shareholders vote on the report in an advisory capacity.
Atenor's remuneration policy (the Remuneration Policy) was approved at the Ordinary General Meeting held in 2022 in accordance with article 7:89/1 of the CSA and the 2020 Code. Atenor did not deviate from its Remuneration Policy during the financial year under review.
As set out in the Corporate Governance and Sustainability Charter and in article 7:100 §5 of the CSA, the Nomination and Remuneration Committee is responsible for making proposals to the Board of Directors on the remuneration of non-executive Directors, the CEO and the other members of the Executive Committee (as well as on any adjustments to the Remuneration Policy).
On the basis of these proposals, the Board of Directors decides:
• on the implementation and conditions of the partnership policy with the CEO and other members of the Executive Committee, which currently takes the form of the Atenor Group Participations share option plans (see below) exercisable over a 5-year period, starting in March 2022.
The remuneration of non-executive Directors takes into account their role as ordinary Directors, and their specific role as Chairman of the Board of Directors, Chairman or member of the respective Committees, as well as the responsibilities arising therefrom and the time devoted to their duties. It consists solely of fixed remuneration. It is set by the General Meeting on the recommendation of the Board of Directors, which itself has received proposals from the Nomination and Remuneration Committee.
For more information on the remuneration of non-executive directors, please refer to the Remuneration Policy available on the Atenor website www.atenor.eu.
In 2021, the Annual General Meeting again approved the annual remuneration of non-executive Directors for a period of 5 years, on the proposal of the Nomination and Remuneration Committee, as follows:
On an individual basis, the total remuneration 2023 of the non-executive Directors excluding VAT is shown in the table below:
| Name and position | Total remuneration |
Of which in shares |
Number of shares |
|---|---|---|---|
| Frank Donck (Director and Chairman of the Board) | € 80 000 | € 15 000 | 349 |
| Christian Delaire (Director) | € 50 000 | € 15 000 | 349 |
| Investea SRL, represented by Emmanuèle Attout (Director and Chairwo man of the Audit Committee) |
€ 65 000 | € 15 000 | 349 |
| Luxempart Management SARL, represented by John Penning (Director) (until 28 April 2023) |
€ 50 000 | € 15 000 | 349 |
| MG Praxis SRL, represented by Michèle Grégoire (Director) | € 50 000 | € 15 000 | 349 |
| Sogestra SRL, represented by Nadine Lemaitre (Director and Chairman of the Nomination and Remuneration Committee) |
€ 65 000 | € 15 000 | 349 |
| Philippe Vastapane (Director) | € 50 000 | € 15 000 | 349 |
| TOTAL | € 410 000 | € 105 000 | 2 443 |
Non-executive directors only receive fixed remuneration in the form of directors' fees. They do not receive directors' fees, benefits in kind, variable remuneration or extraordinary items, nor do they benefit from a pension scheme.
Shares must be held for at least 12 months after the end of the last term of office held. Directors are, however, authorised to transfer the benefit of their remuneration to the persons they represent on the Board of Directors.
The total (fixed) remuneration of the Non-Executive Directors is in line with the Company's Remuneration Policy and the Company considers that it contributes to the long-term performance of the Company, as detailed in the said Remuneration Policy.
The remuneration of the members of the Executive Committee (including the CEO) takes into account the role and functions they assume directly or indirectly in the Company and its subsidiaries, as well as the responsibilities arising therefrom. It consists essentially of a fixed basic salary and, where appropriate, variable remuneration (bonus) and possibly an exceptional bonus. It is set by the Board of Directors on the advice of the Nomination and Remuneration Committee.
For several years now, the Board of Directors has considered that giving members of the Executive Committee (including the CEO) a stake in property projects is a key motivation factor. The aim of this policy is to involve the members of the Executive Committee more closely, not only in the growth of the Company as a whole, but also in the selection, management and valuation of each property project. This policy also helps to align the interests of Executive Committee members with those of the Company, by involving them in its business risks and opportunities in the long term. Their remuneration thus contributes to the Company's long-term performance.
As a result, the Board of Directors has set up an Atenor Group Participations (or "AGP") share option plan for members of the Executive Committee (including the CEO). AGP was incorporated during 2012 as a co-investment company for an unlimited period. All AGP shares are held (directly or indirectly) by the Company. It has been agreed that AGP will invest with the Company in all subsidiary companies carrying the projects in the portfolio until final completion of the project and up to a maximum of 10% of the Company's shareholding in the subsidiary company or the Company's economic interest in the projects. The Company is remunerated by AGP for the management of the shareholdings and projects held by AGP. The capital gain that beneficiaries of options on AGP shares may derive from their exercise therefore takes account of this remuneration.
In view of the above, the relative importance of the various components mentioned above can vary greatly from one year to the next.
The remuneration of the CEO and the other members of the Executive Committee does not include any free allocation of shares in the Company or a subsidiary.
For more information on the remuneration of Executive Committee members (including the CEO), you are referred to the Remuneration Policy available on the Atenor website www.atenor.eu. www.atenor.eu.
The CEO does not receive any annual remuneration in his capacity as Executive Director, but only in his capacity as Managing Director and Chairman of the Executive Committee.
Collaboration with the CEO is subject to an annual evaluation process based on objectives set by the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, at the previous year's evaluation.
The CEO's total remuneration for 2023, excluding VAT and share options, is shown in the table below:
| TOTAL REMUNERATION | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Fixed remuneration | 2. Variable remuneration |
|||||||||||
| Basic | Expenses and | 3. | 4. | |||||||||
| remunera | attendance | Additional | Extraordinary | Pension | % fixed/variable | |||||||
| Name and position | tion | fees | benefits1 Short term Long term | items | costs | 5. Total | remuneration | |||||
| Stéphan Sonneville SA, | ||||||||||||
| represented by Sté | Fixed 100 % | |||||||||||
| phan Sonneville (CEO | ||||||||||||
| and Chairman of the | ||||||||||||
| Executive Committee) € 740 616 | N/A | € 0 | € 0 | € 0 | € 0 | € 0 € 740 616 | Variable | N/A |
1 Additional benefits include: a mobile phone and laptop computer, a company car, a subscription to a telephone operator, a petrol card and hospital insurance.
With regard to remuneration in the form of share options, Stéphan Sonneville SA (i) exercised 900 Atenor Group Investments options granted and accepted in 2018, the profit due to Stéphan Sonneville SA relating to the exercise of these 900 options amounts to € 8,082.00, (ii) did not exercise any Atenor Group Participations share options and (iii) did not acquire any share options.
In March 2024, Stéphan Sonneville SA exercised 26 Atenor Group Participations options granted and accepted in March 2021. The profit due to Stéphan Sonneville SA relating to the exercise of these 26 options amounts to € 183,924.
The 2023 remuneration of the CEO is in line with the Company's Remuneration Policy and the Company considers that it contributes to the long-term performance of the Company, as detailed in the said Remuneration Policy.
Further details on the share options granted to the CEO are given below in the specific sections of this remuneration report.
The members of the Executive Committee (other than the CEO) receive annual remuneration of a level and structure that enable Atenor to attract, retain and motivate competent individuals to take charge of its management and operations, taking into account the characteristics of the company and the challenges it faces.
Collaboration with the each member of the Executive Committee is subject to an evaluation process for the past year based on objectives set by the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, at the previous year's evaluation.
In addition to the daily informal contacts, this evaluation is designed to be an opportunity to exchange with and give guidance to each member of the Executive Committee. For the members of the Executive Committee, this evaluation takes place in the first instance with the CEO, who reports its results to the Nomination and Remuneration Committee.
On a global basis, the total 2023 remuneration of the members of the Executive Committee excluding VAT and share options (other than the CEO) is shown in the table below:
| TOTAL REMUNERATION | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Fixed remuneration | 2. Variable remuneration |
|||||||||||
| Executive Committee | Expenses and Basic re attendance muneration fees |
Additional benefits 2 |
Short term | 3. Extraordinary items |
4. Pension costs |
5. Total | % fixed/variable | pay | ||||
| Long term | Fixed 100 % | |||||||||||
| On a global basis | € 1.441.167 | N/A | € 0 | € 0 | € 0 | € 0 | € 0 € 1.441.167 | Variable N/A |
2 Additional benefits include: a mobile phone and laptop computer, a company car, a subscription to a telephone operator, a petrol card and hospital insurance.
With regard to remuneration in the form of share options, the members of the Executive Committee (other than the CEO) (i) as a whole exercised 900 Atenor Group Investments options granted and accepted in 2018, the profit due relating to the exercise of these 900 options amounts to € 8,082.00, (ii) did not exercise any Atenor Group Participations share options and (iii) did not acquire any share options.
In March 2024, the members of the Executive Committee (other than the CEO) exercised 15 Atenor Group Participations options granted and accepted in March 2021. The profit due relating to the exercise of these 15 options amounts to € 106,110.
The 2023 remuneration of the members of the Executive Committee (other than the CEO) is in line with the Company's Remuneration Policy and the Company considers that it contributes to the longterm performance of the Company, as detailed in the said Remuneration Policy.
Further details on the share options granted to the members of the Executive Committee (other than the CEO) are given below in the specific sections of this remuneration report.
| Main provisions of the share options plan | FY 2023 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name, Position | Plan | Offer date | Vesting date | End of reten tion period |
Exercise period |
Exercise price | Opening balance Number of options not yet vested at beginning of year |
Options offered and underlying va lue when offered |
Current year Vested options and underlying value of shares on vesting |
Closing balance Options offered but not yet vested |
Number of options exercised |
Number of options expired |
||
| SOP 2018 (AGI) |
12-03-2018 | 19-03-2018 | N/A | 08-03-2021 31-03-2023 |
€ 31.34 | 0 | 0 | 0 | 0 | 900 | 0 | |||
| SOP 2019 (ALTG) |
08-03-2019 | 06-05-2019 | N/A | 08-03-2022 29-03-2024 |
€ 13 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Stéphan Sonneville SA, represented by Stéphan Sonneville (CEO) |
SOP 2021 (ALTG) |
26-03-2021 | 04-04-2021 | N/A | 08-03-2024 31-03-2026 |
€ 10.98 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| SOP 2022 (ALTG) |
21-03-2022 | 17-05-2022 | N/A | 10-03-2025 31-03-2027 |
€ 12.18 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| SOP 2021 (AGP) |
18-03-2021 | 18-03-2021 | N/A | 08-03-2022 15-03-2027 |
€ 1 130.59 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| SOP 2018 (AGI) |
12-03-2018 | 20-03-2018 | N/A | 08-03-2021 31-03-2023 |
€ 31.34 | 0 | 0 | 0 | 0 | 900 | 0 | |||
| Strat-UP SRL, represented by | SOP 2019 (ALTG) |
08-03-2019 | 18-03-2019 | N/A | 08-03-2022 29-03-2024 |
€ 13 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Laurent Collier (Executive Officer) |
SOP 2021 (ALTG) |
26-03-2021 | 31-03-2021 | N/A | 08-03-2024 31-03-2026 |
€ 10.98 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| SOP 2022 (ALTG) |
21-03-2022 | 15-05-2022 | N/A | 10-03-2025 31-03-2027 |
€ 12.18 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| SOP 2021 (AGP) |
18-03-2021 | 18-03-2021 | N/A | 08-03-2022 15-03-2027 |
€ 1 130.59 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Probatimmo BV, represented by | SOP 2019 (ALTG) |
08-03-2019 | 20-03-2019 | N/A | 08-03-2022 29-03-2024 |
€ 13 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| William Lerinckx (Executive Officer) |
SOP 2021 (ALTG) |
26-03-2021 | 22-05-2021 | N/A | 08-03-2024 31-03-2026 |
€ 10.98 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| SOP 2022 (ALTG) |
21-03-2022 | 16-05-2022 | N/A | 10-03-2025 31-03-2027 |
€ 12.18 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| (Executive Officer) | SOP 2021 (AGP) |
18-03-2021 | 18-03-2021 | N/A | 08-03-2022 15-03-2027 |
€ 1 130.59 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| SOP 2019 (ALTG) |
08-03-2019 | 24-04-2019 | N/A | 08-03-2022 29-03-2024 |
€ 13 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Lerinvestimmo CommV, represented by William Lerinckx Weatherlight SRL, represented by Sven Lemmes (Executive Officer) |
SOP 2021 (ALTG) |
26-03-2021 | 17-05-2021 | N/A | 08-03-2024 31-03-2026 |
€ 10.98 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| SOP 2022 (ALTG) |
21-03-2022 | 09-05-2022 | N/A | 10-03-2025 31-03-2027 |
€ 12.18 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| SOP 2021 (AGP) |
18-03-2021 | 18-03-2021 | N/A | 08-03-2022 15-03-2027 |
€ 1 130.59 | 0 | 0 | 0 | 0 | 0 | 0 |
At the end of 2013, Atenor replaced the Atenor share option plan with an Atenor Group Investments (or "AGI") share option plan, AGI being a subsidiary formed in 2013 and wholly owned by Atenor. AGI holds a portfolio of 163,427 Atenor shares, of which 150,000 were acquired from Atenor (treasury shares) at a price of €31.90 and 13,427 resulted from the exercise of the optional dividend proposed by the General Meetings in May 2014 and 2015.
These options were allocated to members of staff and certain independent service providers on the basis of five hierarchical levels, with the first two levels (Executive Committee members and Directors) being allocated an identical number of options. The Board of Directors wanted this plan to involve all Atenor employees and members of the Executive Committee in the Group's medium-term growth, while allowing the beneficiaries of the options to bear part of the capital cost.
The terms of the last plan active in 2023 were as follows:
• Options granted in 2018: Their exercise price was set, with the assent of the statutory auditor of Atenor Group Investments, at € 31.34 per option, corresponding to the net asset value per Atenor Group Investments share at 31 January 2018, after revaluation of the Atenor share portfolio at € 49.33 per share, corresponding to the average of the last 20 closing prices. The benefit in kind represented by these options amounts to €5.64 per option. These options, which were exercisable in March 2021, March 2022 or March 2023, have all been exercised. As a reminder, this benefit was granted in 2018 in respect of the Company's performance in 2017. The options gave the right to a physical or cash settlement.
In early 2019, Atenor substituted the Atenor Group Investments share option plan with an Atenor Long Term Growth (or "ALTG") share option plan, ALTG being a subsidiary formed in October 2018 and wholly owned by Atenor. ALTG holds a portfolio of 150,000 Atenor shares acquired at an average price of €56.62. This option plan was approved by the Annual General Meeting on 26 April 2019.
A tranche of up to 40,000 options on ALTG shares was allocated in 2019 to members of staff and certain independent service providers on the basis of 5 hierarchical levels; the first two levels (members of the Executive Committee and Directors, i.e. 18 people including the CEO) were allocated an identical number of options. In this way, the Board of Directors wishes to involve all Atenor employees and members of the Executive Committee in the Group's mediumterm growth, while ensuring that the beneficiaries of the options bear part of the capital cost.
The Board of Directors had agreed to issue an ALTG share option plan in 2020. In view of the Covid 19 health situation in 2020 and the impact on the financial markets, it was agreed to define the terms and timing of this plan as soon as possible. However, this ALTG share option plan was cancelled and replaced by a new share option plan in 2021.
A new tranche of up to 60,000 options on ALTG shares was allocated in 2021 to members of staff and certain independent service providers on the basis of 5 hierarchical levels; the first two levels (members of the Executive Committee and Directors, i.e. 23 people including the CEO) were allocated an identical number of options. These options cancelled and replaced those validated in 2019 but not issued in 2020 due to the Covid 19 health situation.
A new tranche of up to 40,000 options on ALTG shares was allocated in 2022 to members of staff and certain independent service providers on the basis of 5 hierarchical levels; the first two levels (members of the Executive Committee and Directors, i.e. 25 people including the CEO) were allocated an identical number of options.
In 2023, no ALTG stock options were offered.
With regard to these options, the terms and conditions of the 3 plans currently active can be summarised as follows:
As explained above, options on Atenor Group Participations shares represent the bulk of the incentive to be granted to the CEO and other members of the Executive Committee.
With regard to these options, the terms and conditions of the currently active plan can be summarised as follows:
• Options granted in 2021: Their exercise price was set, with the assent of the auditor of Atenor Group Participations, at €1,130.59 per option, corresponding to the net asset value per Atenor Group Participations share at 31 December 2020. The benefit in kind represented by these options amounted to 18% or 9% of this exercise price depending on the exercise periods over 5 years (from March 2022 to March 2027). This benefit was granted in 2021 in respect of the Company's performance in 2020. The options gave the right to a physical or cash settlement.
In 2023, no AGP share options were offered.
In 2023, no Director or Executive Committee member left the Company and received compensation.
No specific right to restitution of variable remuneration relating to the 2023 financial year or to previous financial years has been put in place for the benefit of Atenor.
In 2023, there were no deviations from (the procedure for implementing) the Remuneration Policy.
| FY2018 vs. FY2017 | FY2019 vs. FY2018 FY2020 vs. FY2019 FY2021 vs. FY2020 FY2022 vs. FY2021 FY2023 vs. FY2022 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| € | % | € | % | € | % | € | % | € | % | € | % | |
| Directors and members of the Executive Com mittee |
+855 861 +40.37% -265 712 -8.93% | -61 780 -2.28% +876 422 +33.09% -211 269 -5.99% -671 970 -20.28% |
| FY2018 vs. FY2017 | FY2019 vs. FY2018 FY2020 vs. FY2019 FY2021 vs. FY2020 | FY2022 vs. FY2021 | FY2023 vs. FY2022 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| € | % | € | % | € | % | € | % | € | % | € | % | ||
| Net income | +12 997 248 +58.60% +2 600 207 +7.39% -13 647 975 -36.13% +13 940 182 +57.77% -38 911 986 -102.21% -106 286 199 -12 610.43% | ||||||||||||
| Own funds | +20 658 157 +13.81% +16 749 644 +9.84% +74 164 747 +39.65% +39 830 438 +15.25% -27 424 464 | -9.11% 70 689 301 | +25.84% | ||||||||||
| Market capitali sation (i) |
+22 524 304 +8.51% +119 378 811 +41.57% -5 349 522 -1.32% -1 407 769 -0.35% -59 126 298 -14.79% -15 256 708 | -4.48% |
(i) This information is based on market capitalisation at 31 December of the years concerned.
| FY2018 vs. FY2017 | FY2019 vs. FY2018 | FY2020 vs. FY2019 | FY2021 vs. FY2020 | FY2022 vs. FY2021 | FY2023 vs. FY2022 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| € | % | € | % | € | % | € | % | € | % | € | % | |
| Company cost | +24 504 +21.70% | -11 663 -8.49% | -3 790 -3.01% | +8 145 +6.68% | -20 193 -15.52% | +17 717 +16.12% |
For 2023, the ratio, by country, between the highest remuneration among Directors and Executive Committee members and the lowest remuneration of employees (other than Directors and Executive Committee members), expressed on a full-time equivalent basis, is: 12.64 (Hungary), 11.11 (Belgium), 7.12 (United Kingdom), 4.98 (Luxembourg), 4.93 (Romania), 4.48 (Poland), 4.20 (Portugal), 2.64 (Germany), 2.42 (Netherlands), and 2.29 (France).
The remuneration report for the 2022 financial year was presented to the Annual General Meeting of 28 April 2023, which voted in favour.
Guided by its values, Atenor develops a human-respectful HR policy across the 10 countries where the company operates. By placing the individual at the heart of its concerns, the corporate culture conveys essential human values. Atenor pursues a dynamic HR policy to ensure that every employee shares these values and takes pride in belonging to the company.


| Group | Belgium | France | The | Netherlands Germany Luxembourg Portugal Hungary | Poland | Romania | United Kingdom |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | 112 | 51 | 5 | 3 | 4 | 13 | 5 | 13 | 7 | 9 | 2 |





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Talent development is one of the cornerstones of our human resources management. Our human capital is our greatest asset and the source of our competitive advantages. Therefore, Atenor places great importance on the continuous training of its collaborators.
Concretely, the training programs offered to collaborators can take various forms and are tailored to each individual's profile: technical, financial, language, communication, personalized coaching, etc.
Atenor also organizes and finances participation in seminars, study trips, postgraduate studies, or Executive Masters programs.
Furthermore, Archilab, Atenor's R&D Department, initially involving members of the extended Executive Committee, has evolved to offer various formulas and sessions open to all collaborators. These meetings and sessions with external experts contribute to ongoing training.

In general, informal meetings are favored and encouraged to ensure the circulation of specialized skills throughout all group collaborators.
Upon the entry of a new employee, extensive training is provided on internal procedures, company culture and values, and available tools.
Abundant internal information circulates among collaborators to explain the various actions taken by Atenor. Through the Sharepoint platform, all have access to information, procedures, tools, and company news. Structured information campaigns are also regularly organized to inform everybody about company actions and decisions.


Any recognition begins with a clear explanation of what the company expects from its collaborators.
At the beginning of the year, all company collaborators, along with their designated referent contacts at Atenor, define clear objectives for the upcoming year.
Mid-year as well as at the end of the year, all collaborators undergo an evaluation, referred to respectively as the "Mid-Year conversation" and "Year-end evaluation", providing a moment for listening and dialogue. To ensure transparency and objectivity, the evaluation is prepared and supported by an assessment grid and exchanges with other colleagues who may have interacted with the person being evaluated.
The evaluation moment is therefore a privileged time during which collaborators can express themselves, review the past year, and discuss new perspectives.
This evaluation interview leads to an individual development plan and potential promotion or salary review, as well as the determination of the variable part of the remuneration. This part of the remuneration is determined partly based on the overall performance of the company and partly on the individual performance of the collaborator.

Recognition also extends over the long term: collaborators are involved in the company's progress through the implementation of a stock options plan based on the company's stock price.
For further details, we refer to the remuneration policy.


The company culture synthesizes fundamental human values: respect, transparent communication, courage, integrity, and ethics, within an economic context of performance.
This culture assumes that the company's profit is the result of the activity of each individual, acting both individually and collectively.
It is therefore important that each collaborator is driven by common human values and feels recognized as a bearer of these values.
The company is a place where a balance between an exciting and high-performing professional life and a personal life as each individual has chosen is possible. Atenor ensures that its employees benefit
Atenor operates in the heart of cities, an environment in constant evolution. Atenor is continuously seeking innovations and solutions to meet the expectations of urban dwellers.
This agility creates numerous opportunities for evolution and advancement for each collaborator.
Management listens to the aspirations and ambitions of its collaborators, ensuring satisfaction by aligning any new challenge the company faces with the skills available within the organization.
Every collaborator is encouraged to explore new fields of expertise if they wish.
3. PROSPECTS


discrete and benevolent treatment.

Atenor is firmly committed to diversity and sees it as a source of richness and innovation. Regardless of gender, sexual orientation, origin, religion, age, or disability, Atenor selects its collaborators based on their qualities and talents. Atenor also ensures that everyone
Well-being at work is a fundamental aspect of the company culture. The safety and health of collaborators are top priorities.
The company provides the most suitable means and tools for work (new and more efficient communication systems, new software such as Teams and Zoom) and ensures comfortable working conditions (well-lit, airy spaces, a mix of individual offices and shared spaces with safety measures in place, window perforation to reduce wave emissions, fully equipped and inviting kitchen space allowing collaborators to share meals in a pleasant environment conducive to disconnecting and fostering exchanges, etc.).
Stress management is also a significant part of our HR policy. By promoting transparency and objectivity regarding expectations and set goals, Atenor provides collaborators with the necessary resources (techniques, training, exchanges, time, etc.) to achieve them.
Information regarding the company's development is disseminated to reassure each collaborator about the quality of the working environment.
Informal communication is encouraged, not only for professional purposes but also for social and personal purposes.
Company events are organized three times a year to foster and maintain bonds between colleagues. These events are designed to offer each collaborator an original and rewarding "experience".
Management is also attentive to personal and private difficulties; each collaborator receives respectful, discreet, and caring treatment.
Atenor has also implemented a clear teleworking policy, allowing greater flexibility for collaborators.



WellBe offers 28,625 m2 of office space and 1,240 m2 of commercial areas, complemented by expansive public parks and gardens. WellBe will be the first office building in Lisbon to achieve Passive House and WELL Platinum certification

Atenor secures the urban planning permit for the sustainable renovation of 10 New Bridge Street, a 7,200 m2 office and commercial space project located near Blackfriars Station.

Atenor announces the signing of a lease agreement with Boutique Hôtel d'entreprise by InSitu. The agreement covers the entire building, comprising over 5,000 m2 for a firm term of 11 years.
City Dox (Brussels) - Lot 5: signature with the SLRB of the closing agreement for the sale before completion of 171 apartments
Lot 5 offers 171 new apartments, 2,700 m2 of productive activities, and 132 parking spaces, distributed across 3 interconnected buildings with a total leasable area of approximately 18,500 m2 .

Following the obtention of the building permit on May 24, 2023, Atenor entered into a partnership with Cores Development and their financial partner for the Square 42 project in Belval. Square 42 is one of the 5 projects developed by Atenor in Luxembourg and will offer 20,400 m2 of office space and 840 m2 of retail areas.
3D Real Estate becomes the owner of the Liv De Molens project, a mixed-use development spanning 38,000 m2 (247 residential units, retail, and amenities), situated along the Lys river in the center JUNE of Deinze.
Architecture competition results for Astro 23 (Brussels)
SMAK Architects and Bureau Bouwtechniek win the architecture competition for the development and renovation of the Astro 23 project.
Atenor and BESIX RED will jointly develop WellBe, a mixeduse complex offering 28,625 m2 of office space and 1,240 m2 of commercial areas, located in the Parc des Nations district in Lisbon.
This permit encompasses the construction of 20,400 m2 of office space spread across 7 floors, along with 840 m2 of retail space on the ground floor. Square 42 is ideally situated in the heart of Belval, with numerous bus stops nearby and just 5 minutes away from the train station.

Lastlink will offer spaces to manufacturing and artisanal businesses, providing them with a prime location in the heart of a thriving new district in

Brussels.




@Expo (Bucharest) : Successful building completion and hand-over protocol of @Expo project, with a new tenant contract just signed with Securitas.
The finalisation of the hand-over procedure marks the successful completion the second phase of this 49.000 m2 business centre. With the signing of the lease agreement with Securitas, the first phase of the project is now leased at 60%

Sale of the RoseVille office building (Budapest)
RoseVille, located north of Buda, boasts a gross leasable area of 15,500 m2 ; the building was delivered in the summer of 2023. Leading international companies such as Veeva Systems, L'Oréal, and Red Bull are among the tenants. RoseVille achieves a leasing rate of 60%.


Major milestone for City Dox (Brussels) - Lot 6 : last permit obtained
This final lot of 15,000 m2 comprises 122 high-quality apartments, along with 2,300 m2 of workspace and retail areas.
The LUX MED group, a leader in the private healthcare market in Poland, has signed a lease contract for 13,000 m2 in the Lakeside building, becoming the primary tenant. Located in the Mokotow district, Lakeside offers 23,885 m2 of office space certified with BREEAM Outstanding and WELL Gold. Lakeside is now leased at 80%.
Bakerstreet (Budapest), awarded and named 'Future Project of the Year' by Europa Property.
All office spaces are leased to E.ON Hungaria.

Polenergia Fotowoltaika, Polenergia Sprzedaż, and Polenergia eMobility have joined the tenant roster at Lakeside. These companies, belonging to Poland's largest private energy group, will collectively lease approximately . Additionally, Bonduelle Polska, a leader in the vegetable products industry, has announced the relocation of its headquarters to Lakeside in the second quarter of 2024. With these new contracts, Lakeside is now leased at
85.72%.


Atenor, Arŋs Group, and Agora have selected the architectural firms HYP and UNStudio as the winners for the development of the Kyklos project, a mixed-use project comprising offices and retail spaces, on Lot 48 of Central Square in Belval.
By repurposing a residential building into offices while preserving its historical heritage, the Victor Hugo 186 project epitomizes excellence in rehabilitation.
Beaulieu (Brussels) – Launching of an architecture competition, in collaboration with AG Real Estate and the BMA.
The competition aims to transform the existing buildings into a mixed-use project, predominantly residential.
Realex will house the future Conference Center of the European Commission, along with office spaces, retail outlets, and urban amenities. The environmental permit was obtained on January 31, 2024
Au Fil des Grands Prés (Mons) – Permit obtained for buildings A, B ,C and D. These four buildings will propose 122 residential units.


A green and tree-lined public space (Pocket Park) will provide pedestrian linkage between Rue de la Loi and Rue Jacques de Lalaing, also serving to absorb the slope (+/-6 m) between the streets.
Taking into account the comments made in the minority opinion of the Regional Directorate of Urban Planning and the Regional Directorate of Monuments and Sites, the project has been modified in accordance with Article 177/1 of the COBAT, resulting notably in a reduction of the office building's surfaces by approximately 800 m2 and the removal of 4 parking spaces. The Urban Planning Permit (particularly for the 18,000 m2 of offices) was issued on December 22, 2023. The Environmental Permit was obtained on 31 January 2024.
Realex boasts an exceptional location right at the foot of Schuman Station and in close proximity to Maelbeek metro station. Championing sustainable mobility, the site offers secure cycling lanes. Embracing an eco-conscious vision, Realex relies on energy generated by a vast array of solar panels and prioritizes the judicious reuse of materials, thereby reducing waste and mitigating the project's environmental footprint.

In the heart of the European Quarter, on Rue de la Loi, the Realex project will offer a mixed-use complex, notably including the future Conference Center of the European Commission, covering approximately 26,000 m2 . This development will also incorporate 18,000 m2 of office space as well as 1,500 m2 dedicated to retail and amenities.
> Mixed project (± 45,400 m2 ) : Conference center, offices, retail, public amenities, parking
Freelex SRL & Leaselex SRL (90% Atenor & 10% Kingslex SàRL)
Architects
Assar Architects
Beg./End of the works 2024 / 2027

E



> BREEAM EXCELLENT
Rue de la Loi 91 to 105, Brussels, Belgium
Rue Blérot, Place Victor Horta Brussels, Belgium
use complex. It encompasses 81 residential units (including 64 reserved for Citydev), over 1,500 m2 of public amenities, offices, retail spaces, as well as communal living and service areas surrounding a shared garden spanning over 2,500 m2 .
Victor Estates SA, Immoange SA, Victor Bara SA en Victor Spaak SA Co-shareholders: Atenor (50%) - BPI (50%)
B-architecten and Jaspers-Eyers
Beg. / End of the works End 2024 / End 2027
> Offices : 65 kWh/m2 /year, i.e 11% below NZEB > Residential units : average 33 kWh/m2 /year, i.e. 42% below NZEB

for the offices and 610 m2
for the residential units
S
S
> Outdoor spaces and terraces on every floor > Optimising green spaces to give the city a fresh feel

EU > EU Taxonomy aligned
> BREEAM OUTSTANDING
> WELL GOLD
Resulting from continuous dialogue with all stakeholders, Move'Hub offers quality affordable housing and fosters a stimulating work environment, all within a harmonious architectural ensemble. The permitting process is underway, and we anticipate its approval in the second quarter of 2024.
Move'Hub embodies the future of work and urban living by integrating green mobility, outdoor spaces on each

floor, and a biodiversity-focused approach. Situated near Belgium's densest mobility hub and close to major Eurostar and Thalys connections, Move'Hub becomes an essential meeting point in the capital. As a high-value hybrid workplace with a strong environmental focus, it seamlessly integrates into the urban environment, offering diverse services such as a restaurant, café, offices, affordable housing, and much more.
City Dox is being developed in multiple phases. Currently under construction are lots 5 and 7.1.
Lot 5 offers 171 new apartments, 2,700 m2 of productive activities, and 132 indoor parking spaces spread across 3 interconnected buildings. This lot was sold off-plan to the SLRB in March 2023.
Lot 7.1 is a more intimate lot with its 74 residences facing the park. As work nears completion, provisional handovers will take place from January to February 2024. 77% of the units are sold.
Lot 6 offers 122 apartments and 2,300 m2 of productive activities and wholesale commerce. Permits have been obtained since September 2023. Bulk commercialisation is underway.
As part of the commercialisation of the already constructed "White Angle" office building in lot 3, Atenor has concluded 3 new leases, with a highlight being a prestigious 9-year lease with Reckitt Benckiser. Marketing efforts remain strong. The building remains in the portfolio and is leased at 44%.
Ideally located at the city entrance, 5 minutes from Gare du Midi, with easy access to public transportation and served by extensive cycling paths, City Dox presents itself as a decidedly accessible neighborhood. City Dox prioritizes carbon footprint reduction through innovative energy solutions such as facade solar panels, a rare initiative in the realm of residential buildings. The balanced arrangement of residences, offices, services, shops, and recreational spaces gives City Dox remarkable functional diversity, thereby fostering genuine social and economic dynamism.

City Dox, the revitalization of a neighborhood in Anderlecht along the Brussels-Charleroi Canal. Ultimately, nearly 150,000 m2 of new buildings, including 900 residences, offices, services, productive activities, a school, and shops, as well as gardens and a vast park, will breathe new life into this area.

> 171 apartments – 2,700 m2 production activities > 132 indoor parking spaces > 340 spaces for bikes
Owner SLRB
Architects XDGA
Beg. / End of the works Q2 2022 / Q4 2204
Boulevard Industriel, rue de la Petite Ile, rue du Développement and digue du Canal, Anderlecht, Brussels, Belgium
E
> Off-plan sale of the entire residential stock
> Zéro fossil energy in use (individual thermodynamic boilers) > Expected energy performance : 34 kWh/m2 .year (i.e. 31% below NZEB) > EPC level A for all units
Use renewable energy > Solar panel (1,165 m2
)
Stimulate circularity > Reuse of rain water
> Proximity to public transport


S
Improve the urban living environment > Rehabilitation of a former industrial site > Social diversity > Creation of a public park managed by the authorities
EU > EU Taxonomy aligned

Immobilière de la Petite Île SA (100% Atenor)
Architects B-architecten / VELD
Beg. / End of the works TBC
> 74 apartments and 430 m2 retails > 139 spaces for bikes
Owner Immobilière de la Petite Île SA (100% Atenor)
Architects B-architecten / VELD Beg. / End of the works
Q2 2022 / Q4 2023
E
> Performance énergétique attendue : 30 kwh/m2 .year (33% below NZEB) > EPC level A for most units (4 studios B+) > Installation of a cogeneration unit
)
Stimulate circularity
> Optimisation of the materials to reach less than 300 kg CO2
/m2
> Proximity to an international railway station and many public transport > Spaces for bikes > EV charging stations

S

EU > EU Taxonomy aligned
> Geothermy under study

Promote occupants' well being > Hanging gardens facing the canal
Improve the urban living environment > Rehabilitation of a former industrial site > Social diversity
Aim at international recognition > International architecture competition

EU > EU Taxonomy aligned
S
The existing buildings are currently being demolished. Upon obtaining the permit, Atenor and its partner will start the construction of NOR.Bruxsels, with NOR standing for 'Networked Offices and Residential'. This name perfectly embodies the dynamism and innovation inherent in this mixed-use project, bringing together offices, residences, retail, quality public spaces, and a mobility hub adjacent to the station. In terms of urbanity, NOR.Bruxsels represents the cornerstone of the revitalization of the North area and aims to create a seamless thoroughfare offering pleasant living and working spaces. The application for the urban planning permit was submitted in May 2022, and the permit is expected by the end of 2024. NOR.Bruxsels aims to set an example in terms of urban redevelopment, boldly tackling the challenge of becoming the ultimate hub for mobility and functional and social diversity in the heart of the capital. Due to its location, the site benefits from unparalleled connectivity to the public transportation network with an integrated bus station and direct access to North Station and the pre-metro (future metro 3). Commitment to environmental choices is affirmed through a policy focused on zero fossil energy. Furthermore, the project actively promotes circularity by recycling the existing structure and establishing an inventory of existing materials for their judicious reuse on other sites.

Atenor and AG Real Estate are developing a mixed-use complex on the site of the CCN (North Communication Center), revitalizing the area around Brussels' North Station.
CONSTRUCTION North Communication Center, Brussels, Belgium
(50%) Atenor and (50%) AG Real Estate
Architects Architectes Assoc+
Beg. / End of the works 2024-2025 / Est. 2028
E
> Zero fossil energy in use
> Expected energy performance : BEP A
Bolster circularity > Recycling of at least 70% of the existing structure > Inventory of existing materials and proactive approach to reusing them
on other sites > Quantitative analysis of the environmental impact of different
construction scenarios (by reviewing and optimising the life cycle assessment) > Rainwater collection
> First mixed tower in Brussels with horizontal separation (office space below, residential units above)


A thorough examination of sustainability, circularity, materiality, project economics, and existing buildings is crucial in the urban and architectural planning process for the candidates. The winner of the competition will be announced on April 17, 2024.
Simultaneously, options for temporary occupancy of the premises are being explored to reduce the fiscal burden on the buildings.

Following the withdrawal of the OIB, an architecture competition was launched in December 2023, in collaboration with the BMA, aimed at transforming the existing buildings into a predominantly residential mixed-use project. The focus is on densification while adhering to the PAD by offering various types of housing and enhancing underground spaces. Consideration must be given to whether or not to retain part of the existing buildings and to a phased development approach, allowing for the construction/renovation of the three buildings independently.
Avenue Beaulieu 5-7-9-11, Auderghem, Brussels, Belgium
Project > 30,000 m2 mainly residential Owner Atenor Architects TBC following results of architectural competition
Beg. / End of the works TBC
E
construction/renovation of blocks independently. An overall vision should ensure coherence between projects, but each project/plot should be achievable independently to allow for phased development.
S

> ISubmission of applications by December 22, 2023. > Submission of a vision note by February 13, 2024. > Presentation of proposals by selected candidates based on their vision note on April 3, 2024. > Announcement of the winner on April 17, 2024.
EU > EU Taxonomy aligned
Atenor plans to undertake a two-fold approach for the Astro 23 project. Firstly, a substantial renovation of the office portion will be carried out in line with its sustainability policy. The design and studies will adhere to key principles including material reuse, circular economy practices, nearly zero-energy efficiency, and alignment with European Taxonomy standards. Secondly, the adjacent

plot, currently serving as parking space, will witness the construction of a high-quality residential complex surrounded by greenery. Accessibility, landscape quality, interior circulation spaces, and biodiversity protection will make Astro 23 a pioneering project uniquely tailored to meet the needs of future occupants.

Ideally locatedon the innerringof Brussels,facingHenri Frick Park,theproject offersaunique fusion ofrenovation and innovation. The renovation of the office part will provide 7,622 m2 of workspace, and the construction will focus on 20 contemporary residential units. Urban planning and environmental permit applications were submitted on May 26, 2023.
Offices: rue de l'Astronomie 23 Residential : rue Potagère 15-29 Brussels, Belgium
7,622 m2 offices, 20 residential units
1,500 m2 green spaces
Secured bicycle places and charging stations for EV
Highline SA and Soap House SA (100% Atenor)
Association des bureaux d'architecture SMAK Architects and Bureau Bouwtechniek
E
> Zero fossil fuel energy in use
> Insulation from inside the building
> Extensive renovation of existing buildings

Use renewable energy > 335 m2 solar panels
> Rainwater collection > Pre-demolition inventory and re-use of materials
Support soft mobility > Spaces for bikes
> International architecture competition

> BREEAM EXCELLENT
> WELL GOLD
The phased conversion of this site envisions a mixeduse development where housing, amenities, recreational spaces, and green areas coexist while preserving the historical character of the location. Inspired by Scandinavian architecture, the construction of the first phase is nearing completion and includes three new buildings (106 apartments as well as underground parking). The urban planning permit for the development of the second phase (141 apartments) was obtained at the end of 2022. Construction will commence in mid-2024.
Liv de Molens stands out for its sustainability, being a successful conversion of a former industrial site in the heart of a mid-sized city. This transformation into a residential project revitalizes the city center and creates a new green area. In partnership with the city, the site will be surrounded by an extensive public park, promoting eco-friendly mobility by bike or on foot. Other sustainable features include secure bicycle storage, provisions for carpooling, electric vehicle charging stations, centralized heating facilities in each building, and a substantial area of photovoltaic panels installed on various rooftops. Phase II of the De Molens project was developed exactly 1 year after Phase I. This phase of the project is entirely free of fossil fuels, relying on geothermal energy, heat pumps, and photovoltaic panels.
Located in the heart of Deinze, the Liv De Molens project brings back to life the former industrial site of the "Dossche" mills and contributes to revitalizing the city center. Future occupants will delight in the tranquility of the Lys riverside, the proximity to the train station, and the Tolpoortstraat shopping street.
Owner
Markizaat SA (100% 3D Real Estate)
Architects Reiulf Ramstad Architects, B2AI and URA
Beg. / End of the works November 2021 / April 2024
Tolpoortstraat 40, Deinze, Belgium
E
)
Use renewable energy > 289 m2 of photovoltaic panels
Stimulate circularity
> Reuse of materials recovered from old buildings on the site
> Creation within the site and along the Lys of pedestrian and cycle paths


> Creation of a large public park at the centre of the project > Remodelling of the quays to allow access to the Lys
Improve the urban living environment > Rehabilitation of a former industrial site to create a living space in the heart of the city with a park open to the public


> Very high level of energy performance (16 kWh/m2 .year) > Zero emissions in use through a combination of geothermal energy and heat pumps

> Reuse of materials recovered from old buildings on the site > Assessment of the building's life cycle and optimisation through the use of cement made from recycled aggregates and construction techniques that facilitate the eventual dismantling of the building.

Promote occupants' well-being > Creation of a large public park at the centre of the project > Remodelling of the quays to allow access to the Lys Improve the urban living environment > Rehabilitation of a former industrial site to create a living
space in the heart of the city with a park open to the public

EU > EU Taxonomy aligned
> 141 apartments and 550 m2 retail
> 3,361 m2 terraces
> 5,010 m2 public park
> 2,866 m2 green spaces
Owner Markizaat SA (100% 3D Real Estate)
Architects Reiulf Ramstad Architects, B2AI and URA Beg. / End of the works
January 2023 / End 2026
The first phase of 8 residential buildings (256 housing units) has been completed and entirely sold. The 3 office buildings have also been sold.
This second phase will continue with the construction of a new development (JKL) comprising 119 housing units, for which the permit was granted in December 2021. A permit was obtained on December 22, 2023, for the residential buildings ABCD (122 housing units), and a new complex (FEMI) of 117 housing units – for which the permit was obtained in February 2024.
This future sustainable neighborhood promotes soft mobility by incorporating pedestrian pathways and cycling lanes throughout the site, while also providing secure bike storage facilities. It advocates for the development of an integrated neighborhood focused on well-being, offering residents a range of amenities such as water features, orchards, playgrounds, and a landscaped park. The passive heating residences will showcase "zero-carbon" usage by avoiding reliance on fossil fuels, and all aim to achieve a highly efficient Energy Performance Certificate (PEC).
Located 900 meters from the historic center of Mons and adjacent to the 'Les Grands Prés' shopping center, "Au Fil des Grands Prés" is a new eco-district comprising residential and office spaces spread across 7.2 hectares, with over 2 hectares dedicated to the creation of a landscaped residential park.
CONSTRUCTION
Architects
Syntaxe
Beg. / End of the works Q2 2028 / Q2 2031
Architects Urban Platform
Beg. / End of the works 2024 / 2027
Avenue Abel Dubois, avenue Patrice Lumumba and rue de la Sucrerie
Mons, Belgium
E
Reduce emissions > Zero fossil fuels in use
> Domestic hot water with heat pumps > Expected performance: 45 kWh/m2
Use renewable energy > Solar panels Stimulate circularity > Rainwater collection
.year (47% below NZEB) > Energy community project to share surplus production from solar panels with other residential and office buildings E S
HIGHLIGHTS - LOT ABCD & LOT FEMI
> EV charging stations Promote innovation > A "low-tech" approach to HVAC

> Community gardens > Creation of a biodiversity corridor
Targeted certifications

> Sustainable district, highly efficient PEC

Project
> Mixed use project : residential (614 units in total Phase I + Phase II) and offices
(14,600 m2 )
> 20,000 m2
green spaces featuring biodiversity : Planting hedges, fruit trees, and water features; plantings on land awaiting development for future

phases.
> more than 600 spaces for bikes > more than 200 EV charging stations
Owner
Mons Properties SA (100 % Atenor) Urban planning architects JNC International, Laurent Miers
(landscape)
E
> Zero fossil fuels in use > Heating by heat pumps and energy storage in water tanks > Expected performance: 43 kWh/m2 .year (49% below NZEB) > Optimisation of sunlight by using terraces as sunshades > Energy community project to share surplus production from solar panels with other residential and office buildings

Stimulate circularity > Rainwater collection and re-use


S


Lot JKL (119 residential units) Architects A2M Beg. / End of the works TBC
Architects DDS+
Beg. / End of the works Q1 2021 / Q2 2024
E

Use renewable energy > Solar panels (1,086 m2 )
Stimulate circularity > Rainwater collection

> Park used for various functions > Creation of a biodiversity corridor

EU > EU Taxonomy aligned
> Sustainable district – NZEB -20%


The first phase of the completed project involved the restoration of the historic street-front building to accommodate offices, four residences, and an underground parking facility. Currently, the office spaces are occupied at 72%. A 300 m2 co-working space, AT WORK, will be introduced in 2024 and is available for rent. AT WORK features individual offices, open spaces, and meeting rooms, all equipped with the necessary services for a productive work environment.
Following a partnership with Immobilière du Cerf, the owner of the adjacent 6-hectare plot, the second phase has been expanded. It aims to fully repurpose the remaining industrial wasteland and the adjacent land by developing new residential units, spaces for commercial activities or professional services, and underground parking, all within a revitalized green park. A revised permit was submitted in March 2023.
Atenor has made it part of its mission to revitalize neglected neighborhoods. Our challenge is to transform the former industrial site once occupied by the Papeteries de La Hulpe, on the edge of a Natura 2000 zone, into a vibrant, sustainable, eco-friendly, and multifunctional neighborhood. Pedestrian and cyclist pathways, spanning the entire site, will promote sustainable mobility.

A 5-minute walk from La Hulpe Station, Les Berges de l'Argentine offer a mixed-use development of offices, residences, amenities, and commercial/professional spaces, seamlessly integrating into the village character of the municipality.
Rue François Dubois 2, La Hulpe, Belgium Project
E
> Use of as much soil as possible on site to limit off-site disposal > Rainwater collection
> Anticipation of risks linked to climate change (additional storm water basins to avoid the risk of flooding)
S

> Eco-neighbourhood
Owners Phase 1 : Atenor Phase 2 : Atenor (80%) and Immobilière du Cerf (20%)
Phase 1 : 2017 / 2019 Phase 2 : 2025 / 2031
The approval of the Development Strategy and Beeldkwaliteitsplan by the City Council is now expected end of Q2 2024. This approval is needed before the administration is entitled to deliver a building permit. The building permit has been submitted at the end of December 2023. The building permit is now set by the municipality to be approved by the city council by the end of Q2 2024. This means that construction (demolition) of the first phase can start in Q3 (without any further delays or appeal on the building permits).
Both Verheeskade I and II are part of The Hague's vision for the Central Innovation District to develop and transform the area into a dynamic mixed, sustainable,

economic, liveable, and inclusive neighbourhood, with excellent accessibility.
The implementation of an ATES (Aquifer Thermal Energy Storage ) installation, PV panels, rainwater retention, green roof spaces, and climate adaptation strategies underscores the commitment to eco-friendly practices. To enhance the community's well-being, the project introduces a low traffic density area, promoting shared mobility, and maximizing the dual use of parking spaces. This thoughtful approach not only contributes to a greener environment but also fosters a sense of community and conviviality.
Verheeskade I is Atenor first real estate development on the Dutch market. As part of the vision of the city of The Hague for the development of the Central Innovation District, Verheeskade I will propose two towers adding up 581 student residential units and 471 apartments with commercial spaces to animate the ground floor. A beautiful green park will be created by the municipality and will surround the site.
> 581 student residential units and 471 apartments - 1,000 m2 retail
Owner Verheeskade I TBMB (50% Atenor)
Architects Vakwerk Architecten
Beg. / End of the works Q3 2024 / Q1 2027
Verheeskade 105, 107, 187-197, The Hague, The Netherlands

> Solar power (PV) and thermal energy storage system

Promote innovation
> Redevelopment of the existing Labs55 innovation- and makerspace hub > The flexible use of the plint will be suitable for a lot of different tenants over the years.

> Development of an innercity park in the middle of the area
> Approximately 750 m2 roof garden > Use of green roof space with actual activities programmed on the roof; sport, tea room, good accesability of the roof garden

> BENG III compliant
Both Verheeskade I and II are part of The Hague's vision for the Central Innovation District to develop and transform the area into a dynamic mixed, sustainable, economic, liveable, and inclusive neighbourhood, with excellent accessibility. The definite building volume is secured within the development strategy document. The four developers of Laakhaven Centraal area are working together with the municipality to finalise this document. The development strategy is contractual binding, first by a partnership agreement between the four developers and the municipality and then by an Anterieure Overeenkomst between the municipality and the separate developer.
The initial phase in facilitating the commencement of Verheeskade II's construction involves relocating Shurgard to its designated new site on Slachthuislaan, a

Next to Verheeskade I, Verheeskade II will propose approximately 1,800 residential units and commercial facilities. A radical transformation is on the agenda. The project includes the demolition of old warehouses to offer new residential units with an important focus on improving the quality of the environment and the dynamism of the neighborhood.
Laakhaven Verheeskade II BV (50% Atenor)
Vakwerk Architecten (masterplan), ZUS (Zones Urbaines Sensibles)
Reduce emissions > Zero fossil fuel energy in use thanks to geothermy and heat pumps

Stimulate circularity > Recycling of on-site concrete for the new construction > Rain water collection
> Includes bike storage areas and EV charging stations > Makes use of shared mobility and dual use of parking spaces.
> The flexible use of the plinth will be suitable for a lot of different tenants over the years.

> Diverse and flexible 'plint' with a variety of functions which has got a positive impuls; sports, facilities, care, bars and restaurants, green roofs etc and ofcourse the big and newly developed city park.

The project is fully leased by PwC, with building permits granted on June 5, 2023. A tailored building permit, accommodating the tenant's specific requirements, was submitted on December 19, 2023. Demolition, decontamination, and excavation works are set to commence in July 2024 following RENAULT's departure on June 30, 2024. Delivery is scheduled for July 2027.
In partnership with PwC, the Cloche d'Or campus embraces a holistic approach to sustainability, implementing soil revitalization through depollution measures and meticulous selection of environmentally friendly materials. Conceived and designed to address the highest comfort and well-being standards, the project incorporates an abundance of natural light with a highly luminous glass façade, a central park nestled amidst green buildings, and welcoming terraces. From an energy perspective, the project stands out for its low-energy consumption building, free from carbon emissions, and equipped with centralized space management based on occupancy. In terms of social responsibility, the campus notably includes a public auditorium designed to host events for the local community, promoting cultural and social interaction and thus contributing to enriching the vitality of the neighbourhood. The PwC campus will serve as a tangible example of environmental innovation, creating a harmonious and ecoresponsible setting for the community.

The PwC campus in Cloche d'Or offers 34,000 square meters of office space spread across four buildings, meeting the highest environmental and comfort standards. Situated in the heart of Cloche d'Or business district,the project benefits from optimal visibility and location, in close proximity to the future tram line and major highway arteries.
CONSTRUCTION
Project
> 34,500 m2 offices > 3,463 m2 green spaces, 5,700 m2 terraces > 50 bicycle spaces, 316 EV charging stations
Owner
Cloche d'Or Development SA (50% Atenor - 50% Codip)
Architects
Moreno Architecture & Associés / A2M
Beg./ End of works Q3 2024 / Q2 2027
2 rue Robert Stumper, Luxembourg-City, Grand Duchy of Luxembourg
E
> Centralisation and management of areas according to occupancy; > Low-power devices.
> Secured bike storage areas and EV charging stations
S


> WELL PLATINUM
Thanks to its excellent location in the heart of the Square Mile district, at the center of Belval, the project has been a commercial success! All apartments are sold, and the entire office space is leased to the Luxembourgish State for Statec, with the latter having a purchase option. On July 5, 2023, the Chamber of Deputies passed the Finance Law, which expresses the Ministry of Finance's intention to exercise this option. The deadline for exercising the purchase option is set for August 31, 2024. Located in the heart of Belval, just 5 minutes from the train station and bus stops, Twist has been designed

around the well-being of its future residents. Light, outdoor spaces, and natural materials such as terracotta and wood are integral to the architectural design. The project takes advantage of the thermal energy provided by Belval's district heating network, complemented by the strategic installation of photovoltaic panels, creating an energy synergy for a decidedly sustainable approach. Twist is currently the first building aiming for WELL PLATINUM certification in Luxembourg.
Twist is a new complex spanning approximately 23,100 m2 5-story office building, arranged in the form of blocks adorned with green spaces, an inner courtyard, and rooftop gardens.
Atenor Luxembourg (100% Atenor)
Steinmetzdemeyer Architectes Urbanistes
Beg. / End of the works Q2 2021 / Q2 2024
Boulevards du Jazz and de la Recherche, Belval Grand Duchy of Luxembourg
E

> Solar panels (229 m2 )
Stimulate circularity > Rain water collection
> train station is within less than 5 min walking distance > Includes bike storage areas and EV charging stations

Improve the urban living environment > Revalorization of a former industrial site

EU > EU Taxonomy aligned
> BREEAM EXCELLENT

Following the building permit obtained on May 24, 2023, Atenor concluded, on June 27, 2023, a partnership agreement with Cores Development SA and their financial partner for the development of the project
Featuring a grand rooftop, numerous terraces, a patio, loggias, and walking spaces, Square 42 offers a working environment meticulously crafted for the well-being and comfort of its occupants. Its façade is designed to welcome ample natural light while mitigating the risks of summer overheating. As a smart building, Square 42 will provide occupants with a range of services and applications to enhance their experience within the various spaces. With multiple bus stops on-site and a train station less than a 5-minute walk away, commuting will be effortless for tenants.

At the heart of Belval, Square 42 stands out with its architectural expression that echoes the site's metallurgical past while looking towards the future. Situated over 7 floors with a ground floor animated by commercial spaces, Square 42 offers a total of 20,400 m2 of office space. These commercial areas will energize the neighborhood, adding a lively and attractive dimension to it.
> Mix building : 20,400 m2 offices and 840 m2 retail
> 4 double EV charging stations
Owner Square 42 SA (50% Atenor, 50% CORES)
Architects
A2M & Moreno Architecture
Beg. / End of the works Q3 2024 / Q2 2027
Porte de France, Boulevard des Lumières, Esch-sur-Alzette, Grand Duchy of Luxembourg
E
Use renewable energy
> Photovoltaic panels
S Improve the urban living environment > Redevelopment of a former industrial site

> BREEAM EXCELLENT

In December 2022, this plot was awarded to Atenor in partnership with the Arŋs Group by Agora, tasked with the redevelopment of the former ArcelorMittal steelworks site in Belval. Concurrently, a 10-year lease agreement was signed with Arŋs Group for the occupancy of the entire office space.
An international architecture competition was coorganized with Agora to develop an iconic and exemplary building in terms of sustainability and comfort for occupants. The jury, composed of representatives from Atenor, Agora, and Arŋs, designated the architectural firms HYP and UNStudio as the winners. The acquisition


Kyklos will be the last building to shape the Bassins Square in Belval, featuring bold curvilinear geometry and expansive glass facades. Centered around a circular core, the project will offer 7,600 sqm of office space across 8 floors, complemented with 300 sqm retail.
Project > 7,600 m2 offices – 300 m2 retail
Owner Square 48 SA (50% Atenor, 35.21% NAOS 2 SCSp, 14.79% Kyklos)
Architects HYP & UNStudio
Beg. / End of the works Q1 2025 / Q3 2027
Place des Bassins, Esch-sur-Alzette, Grand Duchy of Luxembourg



A perfect example of urban rehabilitation, ideally located at the entrance of the city and 5 minutes from Belval, accessible via the future tram line and cycling path connecting Esch to Luxembourg, Perspectiv' offers a dynamic and mixed environment spanning 68,000 m2 , where residences, offices, shops, leisure spaces, relaxation areas, and dining venues will coexist. The project also plans to accommodate a sports hall and the future National Sports Museum.
The land of this former industrial site will be fully decontaminated, to meet both regulatory requirements and as a demonstration of our commitment to environmental management. One of Perspectiv's strengths lies in its unwavering commitment to energy efficiency, aiming for zero fossil energy use. Each building within the development will exceed the standards set by the reference building in its category in Luxembourg.

Living, dwelling, working, relaxing, and moving: PERSPECTIV', a joint venture between Atenor and Getral, integrates residential, professional, recreational, and sports spaces to become a central element of the urban renewal desired by the city of Esch-sur-Alzette.
Rue Jos Kieffer, Esch-sur-Alzette, Grand-Duchy of Luxembourg
Lankelz Foncier sàrl (50% Atenor – 50% Getral SA)
Architects
Wilmotte & QBuild
2024 (The preparatory work, asbestos removal, and demolition have been completed) / 2027 (to be specified)
> 9,686 m2 offices and services > Secure bike storage places and EV charging stations as the project evolves
Beg. / End of works 2025 / 2029
residential units, 440 m2
> 16,500 m2 spaces for liberal professions > 168 spaces for bikes and pre-equipment for EV charging stations
Beg. / End of works 2025 / 2027
> 10,100 m2 residential units, 730 m2 retail, 600 m2 spaces for liberal professions > 134 spaces for bikes and pre-equipment for EV charging stations
Beg. / End of works 2025 / 2027
E
Reduce emissions > Zero fossil energy in use > Heat pump
> Reduction of the environmental impact of materials through life cycle assessment and optimisation
> Located in the direct vicinity of the motorway and the future highspeed tram and cycle path linking Esch Belval to Luxembourg, Perspectiv' offers a wide range of mobility options. > Includes bike storage areas and EV charging stations

Improve the urban living environment

E
Lot 1 – North > Zero fossil fuels in use > Expected energy performance: • Sports Hall: 109 kWh/m2 .year (25% below NZEB) • Museum: 71 kWh/m2 .year (17% below NZEB)
> Zero fossil fuels in use > Expected energy performance: • Building L: 75 kWh/m2 .year (24% below NZEB) • NOPQ Buildings: 60 kWh/m2 .year (26% below NZEB)
> Reduction of the environmental impact of materials through life cycle assessment and optimisation
E


> Bike storage areas and EV charging stations

> Upgrading of a polluted site
> §mixed-use project combining residential units, shops, offices, a sports hall and the future national sports museum, all organised around common spaces.

EU > EU Taxonomy aligned
The two wings of the building are connected by a vast interior courtyard. Bright, modular, and flexible spaces, green roofs, terraces, indoor gardens, cafeteria, fully equipped fitness center with sauna and hammam, auditorium, lounges, concierge services... everything has been designed to combine performance and comfort. Additionally, there are 198 bicycle spaces to encourage sustainable mobility.
The building acceptance was completed in October 2021, with all reservations lifted by October 2022.
The project is committed to sustainability with ambitious energy standards, reducing costs for users. Furthermore, careful attention has been paid to the seamless integration of the project into its surroundings. Beyond aesthetics, the project also addresses community cohesion issues and minimizes disturbances. Collaboration with local businesses has been prioritized, and specific measures have been implemented to limit biodiversity impact and minimize disruptions to traffic.

Designed by Skidmore, Owings and Merrill and Pinto Interior Design, Com'Unity offers 34,500 square meters of bold office and service spaces. Situated on the banks of the Seine at the entrance of Bezons, Com'Unity is directly connected to La Défense and central Paris via new tram lines.
Project
Owner
BDS une fois SAS (99.7% Atenor and 0.3% HRO)
Architects SRA/SOM
Beg. / End of the works October 2018 / October 2021
1-3 rue Emile Zola, Bezons (Paris Region), France
E
> Expected energy performance: 71 kWh/m2 .yeart (43% below NZEB) > Heat pumps system for fossil free heating
Support soft mobility > Includes bike storage areas and EV charging stations
S
Promote occupants' well-being > Very high score on WELL certification
S > Complete integration of the project in its environment, both from an aesthetic point of view (shadows, image) and on all the issues of linkage and minimisation of nuisances (work with local companies, linkage with biodiversity, limitation of the impact on traffic).
EU > EU Taxonomy aligned
> BREEAM EXCELLENT
> WELL PLATINUM

> HQE: 10 STARS – EXCEPTIONAL > LABEL EFFINERGIE + RT2021 – 40%
We are exploring with the City the possibility of integrating a change in land use into the modification of the Local Urban Plan (PLU). In this case, we would be allowed to develop housing in general. The implementation of the PLU could take place during the second quarter of 2025.
Owner BDS deux fois SAS (100% Atenor)
Beg. / End of the works TBC
Rue Jean Jaurès, Bezons (Paris Region), France

This project, situated on the last available plot on Avenida D. João II, one of the most sought after district in Lisbon, is set to become Portugal's most certified office building, embodying Atenor's commitment to sustainable and innovative urban development. WELLBE is not just an addition to the city's skyline but a green tribute, with its architecture integrating public parks, private green terraces, and numerous gardens while offering stunning views on the river Tage.

In 2019, Atenor made its foray into the Lisbon market by initiating WELLBE, a distinctive 30,000 m2 complex of offices and shops strategically located at Parque das Nações. Construction works have started in January 2023 and since June 2023, WELLBE is being developed in the framework of a partnership with BESIX RED. On 12 February 2024, Atenor and BESIX RED announced the sale of the WELLBE project to Portugal's largest bank Caixa Geral de Depósitos (CGD). WELLBE will serve as CGD's new headquarters.
Caixa Geral de Depósitos
Beg. / End of works January 2023 / Q1 2025
Avenues Mediterrâneo, Dom João II, Ulisses et Passeio Báltico, Lisbon, Portugal

> Reduction of materials' environmental impact through a life cycle assessment and optimisation
> Includes bike storage areas and EV charging stations
Promote innovation > First passive house office building in Portugal


> Upgrading of a former industrial site

Located on Victor Hugo Avenue in the 16th arrondissement, at the heart of Paris's Central Business District, the project offers an ideal location. Companies opting for offices within this district benefit from easy accessibility through public transportation as well as numerous amenities. Sporting facilities like Roland Garros and Parc des Princes, various historical sites, and the presence of numerous boutiques make the neighborhood appealing. The planned works involve a renovation in which the historic facade will be preserved. The planned layout promises workspaces designed to provide comfort and well-being. The building permit was obtained on November 14, 2023. A forward commitment lease (BEFA) was signed for the for the entirety of the surfaces on December 23, 2022.
One of the most striking features of the Victor Hugo approach lies in its choice to utilize 100% geothermal energy to meet the heating and cooling needs of future occupants. The greening of the plot within the site represents another significant facet of the project, thus creating a green lung and a cool oasis in the heart of the urban environment. In a proactive approach to waste reduction at the source and minimization of environmental impact, the project implements a material recycling system, thereby contributing to the establishment of a true circular economy.

By transforming a residential building into offices while preserving its historical heritage, 186 Victor Hugo embodies excellence in rehabilitation. The goal? To offer first-class office spaces, completely restructured to meet market demand in this prestigious Parisian neighborhood.
Project > 5,065 m2 offices > 100 m2 green spaces, 170 m2 balconies > 22 secured spaces for bicycles
Owner 186 Victor Hugo SAS (100% Atenor)
Architects Cabinet Bouchaud
Beg. / End of works Q1 2024 / Q2 2026
186 Avenue Victor Hugo, Paris, (16th arrondissement), France
> Forward commitment lease signed before the beginning of works
E
> Installation of geothermal energy to cover 100% of heating and cooling needs
> Secure spaces for bicycles
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> Creation of a relaxation area

> BREEAM RFO EXCELLENT

> WiredScore Silver
> HQE: 8 stars – Excellent
Campo Grande is strategically positioned as a natural extension of Lisbon's central business district, offering an unparalleled blend of accessibility and convenience. Its proximity to the airport makes it a perfect hub for international business relations. Adjacent to public transportation, the future building will be next to Campo Grande metro station and near one of the city's main bus terminals.
Furthermore, the project is a stone's throw away from Campo Novo, a brand-new district combining residences,

shops, and innovative office spaces. This proximity adds another layer of appeal to the site, placing it at the heart
of urban vibrancy. Campo Grande offers spacious floor plates, allowing
for flexible layouts tailored to modern business needs. Extensive outdoor spaces dedicated to leisure and relaxation further enhance the project's attractiveness.
In September 2022, Atenor acquired MULTI39, a company holding a surface rights on a plot of 8,373 m2 in Campo Grande, Lisbon, along with a building permit for the development of approximately 14,100 m2 of office space and 314 m2 of retail space. Setting this project apart is the integration of 1,600 m2 of balconies and rooftop terraces, adding exceptional aesthetic and functional dimensions to the ensemble.
Project
Owner
Tage Deux Fois (100% Atenor)
Architects
CPU
Beg. / End of works Q1 2024 / Q1 2027







> Expected energy performance: 54 kWh/m2 .year (36% below NZEB) > Based on a lack performance design, framed by a restricted licensing plan, we have been able to redesign a modern building aligned with
the future ways of working and sustainable standards.
Use renewable energies > On-site electricity production with solar panels (868 m2
) > The climatization system incorporates high-efficiency air source heat pumps as part of its production equipment.
> Reduction of materials' environmental impact through a life cycle assessment and optimisation.
> Integrating materials covered by verified EPDs (Environmental Product Declaration)
S

rooftop where the users can unwind. Improve the urban living environment
> Upgrading of a former bus transportation hub, fully impermeable and urbanized. Therefore, the project aims to improve the urban living environmental by increasing the ecology of this area.

> BREEAM EXCELLENT
> WELL GOLD
> WiredScore Gold
Oriente enjoys a prime location in a diverse area, offering modern offices, residential units, retail spaces, a shopping center, and the FIL – Lisbon Exhibition and Congress Centre, along with a concert hall.
Located at immediate vicinity of major public transport facilities, including metro, train, and bus services, Oriente ensures seamless connectivity throughout Lisbon and beyond.
Oriente exemplifies Atenor's commitment to sustainability by offering a balanced structure designed to endure,

seamlessly integrating commercial spaces and offices to stimulate dynamism and exchanges. The 1,000 m2 of balconies inevitably contribute to enhancing the work environment. Expressing Atenor's commitment to the community, Oriente will offer 1,600 m2 of landscaped outdoor spaces open to the public. In harmony with the modern and dynamic essence of the neighborhood, Oriente aims to contribute to its ongoing transformation, in line with Lisbon's urban development vision.
In September 2022, Atenor embarked on a significant venture in Lisbon with the acquisition of a strategic site opposite the Oriente train station, at the entrance to the Parque das Nações. This acquisition paves the way for the development of Oriente, a new office and retail project. Designed by Broadway Maylan, selected through an architectural competition, Oriente will replace obsolete buildings with a mixed-use complex of office (6,900 m2 retail space (1,650 m2 ) and 73 parking spaces.
Oriente une fois (100% Atenor)
Broadway Maylan
Beg. End of works Q1 2025 / Q1 2027
Avenida de Berlim 10, Lisbon, Portugal

non-contractual image subject to permit
The renovation of the supermarket and the construction of the new residences were successfully carried out.
Completion and commissioning of the property is planned for the first quarter of 2024.The rental spaces have been delivered to REWE and NUMA, marking a significant milestone in the development and optimization of this dynamic neighborhood.
AM WHERHAHN enhances the existing urban landscape through a series of key initiatives. Firstly, it breathes new life into an outdated, non-market-conforming commercial space through a complete renovation. By judiciously densifying the structure, new residential units have been added to the upper floors, optimizing land use and promoting urban efficiency. Green roofs have also been added. In consideration of our commitment to the community, open delivery areas have been enclosed. This helps protect neighbours from noise pollution and fosters harmonious coexistence within the community.
Located in the heart of Düsseldorf, the Am Wehrhahn project represents an ambitious initiative that combines the renovation of a supermarket with the construction of 33 residential units. Situated along the city's central axis, "Am Wehrhahn,"thisprojectbenefits fromastrategicproximity tothemetroandis justashortdistancefromtherenowned shopping street, Königsallee. On 5 February 2024, Atenor announced the sale of Am Wehrhahn to a German Family Office.
Project
> 33 apartments - 1,350 m2
retail
> 500 m2
green roofs > 12 secured bike spaces
> 4 EV charging stations (15 parking spaces
pre-equipped)
Owner
German Family Office
Architects MSP Architekten Beg. / End of works Q2 2020 / Q2 2024

RENOVATION
> Expected energy performance : 20 kwh/m2 .year (56% below NZEB) > Connection to a performant district heating
S
> EnEV 2016 compliant
E
Reduce emissions

> Expected energy performance : 89 kwh / m2 (1% below NZEB) > Heating is provided by the use of a heat pump
> Sustainable Materials used where possible Support soft mobility
> Tenant REWE with new smart camera assisted shopping concept "Pick & Go"

> Rehabilitation of an outdated, non-market conform retail space > Enclosing (until then open) delivery area to protect neighbors from acoustic pollution
> EnEV 2016 compliant

First office project for Atenor in Düsseldorf, Pulsar proposes 12,500 m2 of office spaces in the dynamic and expanding university district. To add up to the life of the neighborhood, the ground floor could host retail spaces or a fitness center.
NRW Développement (100% Atenor) Architects HPP Architekten
Beg. / End of works Q1 2023 / Q2 2026
> Zero fossil fuel energy in operations (heat pump system)
> Expected energy performance : 76 kWh/m2 .year (30% below NZEB) > Mechanical cooling and natural night-time cooling of the building

> Solar panels (235 m2 )
> Rain water collection
> Smart ready building: backbone network for easy plug-in of new equipments, PoE for lighting.


S

The project is perfectly placed in direct vicinity to the metro station" Heinrichstraße" and at the traffic junction of the so-called "Mörsenboicher-Ei". Located directly opposite to the iconic ARAG tower and thanks to its prominent location, Pulsar enjoys a remarkable visibility.
Shoring and earth works have been finished. Construction works for super-structure are expected to start by end of Q1 2024, ending construction activity by Q2 2026.
Exceptionally positioned adjacent to the metro station Heinrichstraße and situated on a key thoroughfare, Pulsar stands out as a highly well-connected hub.
The office spaces will be complemented by wide range of amenities such as a canteen, a coffee corner, convenient shop, bicycle storage facilities, and charging stations for electric vehicles. To stimulate the use of bikes, employees will have bike parking places, showers, changing rooms equipped with lockers and a drying room available. Construction works were completed in October 2023. Next to the lease agreement signed with Hewlett Packard Enterprise in 2021, a few other lease agreements were signed in 2023 with Polenergia Group, Bonduelle Polska and Lux Med. End 2023, Lakeside was 85.72% let.
During construction, Lakeside employed cutting-edge solutions, with 80% of the building structure utilizing low-

emission concrete. A controlled recycle process handled 90% of construction waste, and proximity to suppliers promoted local material sourcing. The construction
process itself was powered entirely by wind energy. Operational performance is equally impressive, with a heating system connected to an efficient district network, renewable electric energy from rooftop photovoltaic panels, and a state-of-the-art digital Building Management System. Lakeside isn't just a building; it's a testament to anticipating new ways of living and working. It fosters a more friendly and lively city, demonstrating long-term resilience in the face of societal and climatic changes through its ESG credentials.
Lakeside proposes 23,835 m2 office building, nestled as an integral part of Warsaw's Mokotow district. This district was traditionally considered as the University District and as such rather monofunctional. Lakeside will definitely contribute to the revival of this district.
> 23,835 m2 offices and amenities
> 4,200 m2 green spaces, gardens and 255 m2
terrace
> 134 bicycle parking spaces > 478 underground car parking spaces > 16 EV charging stations
Owner
Haverhill Investments sp z.o.o. (100% Atenor)
Architects Grupa 5
Beg. / End of works Q1 2022 / Q3 2023
Szturmowa 2 (Mokotow District), Warsaw, Poland
> First lease agreement concluded before the obtention of the permit
E
> Expected energy performance : 100 kWh/m2 .year (14% below NZEB) > Heat energy from the district heating network
Use renewable energy
> PV panels
> Reduction of materials environmental impact through a life cycle assessment and optimization > Includes reused materials in the design
> Includes bike storage areas and EV charging stations
> The building app to be implemented to allow for better control and understanding of energy and resources consumption
S

S Improve the urban living environment > Development and green design shall take into account the guidelines of a qualified ecologist for plantings > The project aims to increase the biodiversity of fauna and flora habitats on the site.



> WELL GOLD
Facing the lake and located in the dynamic university district, UBC II has been kept as originally so far, and is currently leased to well-known tenants such as Hewlett Packard Enterprise (moving by Dec 2023 to Lakeside), HP Inc., DXC Technology (lease ended mid 2023) and Emerson Process Management (Lease ended beginning 2023).
The lease agreement with POLENERGIA FOTOWOLTAIKA S.A. (LAKESIDE' tenant) for temporary space of 2,331.46 m2 was signed in June 2023 and is valid until end of February 2024.

Owner
Beg. / End of renovation works 2024 / 2025
Szturmowa 2A (Mokotow District), Warsaw, Poland
> Expected energy performance : 98 kWh/m2 .year (75% below current consumption)

> Heat energy from the district heating network
> Reduction of materials environmental impact through a life cycle assessment and optimization
Stimulate circularity > Reuse of existing structure
> Includes bike storage areas and EV charging stations


Near the Chopin airport in Warsaw, Fort 7 is an excellent location, very accessible to public transport by foot and connected to the main city roads. Fort 7 fully fits in the urban reshaping of Warsaw. The first phase of the project includes the hotel as well as three office properties. The final phases will see the creation of developments providing for retail, education, private rental services and residential uses. This new city district will provide a userfriendly and unique living and work area and offer a wide variety of services all within walking distance.
Following the signature of the agreement with Ennismore to welcome Tribe, a sustainable hotel development, in FORT 7, a permit will be submitted mid-2024 for this part. Tribe will definitely constitute a unique asset for Fort 7 living and working experience.
The building permit for the office phase has been obtained in November 2023. Construction works shall start in 2024. Prioritizing sustainable mobility, Fort 7 promotes lowemission transport with the inclusion of designed electric chargers. Eco-friendly commuting is enccouraged by providing ample bicycle parking spaces, complete with showers, changing rooms, and lockers for employees arriving by bike. Residents will benefit from green terraces and outdoor spaces, enhancing the connection with nature directly from their living spaces. Emphasizing environmental consciousness, 30% of the development plot is dedicated to lush greenery.

Fort 7 will see the development of over 140,000 m2 on a 14 ha site. Around 5.5 ha of this will feature the restored buildings of the former fort with its moat, a hotel, office buildings, residential units, retail, a school and green areas
Jamesa Gordona Bennetta 12 (Wlochy District), Warsaw, Poland
Owner
Brookfort Investments sp z.o.o (100% Atenor)
Architects JEMS Architekci
Beg. / End of works



(3% below NZEB)
Use renewable energy
Support soft mobility > Includes bike storage areas and EV charging stations
S
S
Promote occupants' well-being
> Green terraces and green outside spaces available from tenant spaces
Improve the urban living environment
> Revalorization of a former military site including old fortress > Greenery consists of 30% of the development plot

> Expected energy performance in accordance with the EU Taxonomy requirements

> Includes bike storage areas and EV charging stations
Promote innovation > Prop-tech solutions for smart building


> BREEAM EXCELLENT
Lease contracts have been signed for Phase A with Emerson, Cargill, Heineken Hungary, Berlin Chemie Menarini Hungary, Kulcspatikak Pharmarcy, NN, VTS and Vertiv, resulting in an occupancy level of 34% that is planned to be further increased with functional and aesthetic improvements and re-activated marketing. Atenor Hungary is currently working on the repositioning/ rebranding of the product on the market by a potential name change and relevant changes in online and offline presence, but also activating the entrance area of the ground floor and improving the services provided in the building (integration of café, canteen and other ground floor amenities etc.).
Ideally located on the Boulevard Hungária in the geographic centre of Budapest, Aréna Business Campus enjoys immediate proximity to public transport, major sports facilities and shops. The project stands out for its architectural excellence and audacity. The planned office buildings are interconnected by pedestrian walkways and outdoor promenades. Public Piazzas, covered areas and landscaped green spaces are integrated into the development concept. The whole project has been designed to foster collaboration, creativity and productivity.

Designed as an urban hub along the East section of Hungária beltway of Budapest, Aréna Business Campus proposes four interconnected office buildings and retail spaces, totalling an area of more than 72,000 m2 of which the first building Phase A is built, Phase B building envelope is also complete and Phases C and D are planned and permitted.
Owner Hungaria Greens KFT (100% Atenor)
Architects Vikar & Lukacs
Beg. of work / End of work
Building A: May 2020 Building B: shell & core completed, handover to be adjusted to future tenancy
Building C & D: permitted, construction schedule to be confirmed
Hungária krt, 1087 Budapest, Hungary

> Expected energy performance: 105 kWh/m2 .year > Connection to district heating
> Rainwater and greywater collection and reusage > Water chillers with free cooling
> Includes bike storage areas > City-wide bicycle track in front of the building > Located along Tram No.1 and close to Metro 2
S

S used by public > Publicly accessible courtyard with sound protection from


DEVELOPMENT


> BREEAM EXCELLENT
> Access4you GOLD

> Expected energy performance: 92 kWh/m2 .year > Connection to district heating

Support soft mobility > Includes bike storage areas > City-wide bicycle track in front of the building
| S S |
Promote occupants' well-being > Carefully chosen plantation blooming in different periods of the year will colorize the garden > Large window surfaces all around the building with the benefit of huge amount of sunlight in office area > Amenities on the ground floor accessible to the public |
|||||
|---|---|---|---|---|---|---|
| Improve the urban living environment > The internal promenades between the buildings are connected to public pedestrian walkways and can be used by citizens > Amenities on the ground floor accessible to the public |
||||||
| Targeted certifications > BREEAM EXCELLENT |
||||||
| > Access4you GOLD |
The project is centrally located in Újbuda, the largest and most populated district of Budapest. South Buda submarket is also one of the most valued office districts of Budapest due to its proximity to the city centre and universities, but it also has easy access to urban centres, green spaces and the River Danube. Accessibility from the most popular Buda residential areas is one of the major advantages of this dynamically developing area. The larger area is now served by the new metro line 4, while a newly extended tram line No. 1 and bus network is at the property, plus the surrounding roads are directly connected to the M1 and M7 motorways. This suburb also offers a wide range of services such as shopping centres, restaurants, cafes, sports and leisure facilities.
In addition to its sustainable and WELL-compatible technical features, BakerStreet goes beyond the conventional by incorporating amenities that priotize the well-being of its occupants : bikers' showers, changing rooms, a dedicated bike storage area, inner gardens and recreative areas, all aligned with a holistic approach to better health and ecoconscious commuting.
BakerStreet's commitment extends beyond is immediate occupants, aiming to enrich the broader community. The ground-floor combines a green garden that is open for public use. By contributing to the overall comfort and dynamism of the area, BakerStreet becomes an integral part of community life, embracing a socially responsible and environmentally friendly ethos.

BakerStreet I is the first phase of the BakerStreet office complex, a project that offers "A+" category offices and retail-catering space with underground garage, internal garden and rooftop terraces. BakerStreet I offices spaces are fully let to E.ON Hungária who will move its new headquarters during the second half of 2024.
Szerémi Greens KFT (100% Atenor)
Architect Artonic Design
Beg. / End of works Q2 2021 / Q2 2024 (estimated)
Hengermalom street 18, 1117 Budapest, Hungary
> The building has been pre-leased before the end of construction works
E
> Expected energy performance : 80 kWh/m2 .year (20% below NZEB) > Winter heating connection to district heating
> Production of cooling energy with 100% Heat Pumps
> Reduction of materials environmental impact through a life cycle assessment and optimization of building materials
> Project includes bike storage areas and connected facilities
> Ground and rainwater will be used for garden watering and toilet flushing
S
> Besides the sustainable and to a large extent WELL-compatible technical features of the building there will be showers, changing rooms and bicycle storage area in the building.
> Between the two phases of the project, there will be a large, green internal garden, where tenants can have their breaks during the day, or even hold meetings when the weather is suitable

> The BakerStreet project will not only provide its tenants' employees with a comfortable working environment but will also enrich the life of the community surrounding the buildings. The services and the green garden will be open for public use and make the project a destination for the inhabitants of the residential areas close by, adding to the level of comfort in the area.
G
> European Property – Future Project of the Year



> Access4you GOLD
The building permit was obtained on 17 May 2022. Demolition of previous structures and archaeology has been completed, substructure works are expected to start upon securing another pre-lease tenant – similar as E.On in Phase I - or upon the successful sale of BakerStreet I.
BakerStreet II is planned on the East side of BakerStreet I, benefiting from this ideal location with excellent visibility and accessibility. BakerStreet II will harmoniously

complete BakeStreet I scheme to offer A+ green office campus atmosphere. Underground car park on four levels, large green spaces in a landscaped interior garden, shops on the ground floor, and numerous terraces will add up to the project to offer a modern work environment that meets the highest environmental and comfort standards.
Szerémi Greens KFT (100% Atenor)
Architects Artonic Design
Demolition completed, estimated start of further works to be determined / TBC
Hengermalom street 20, 1117 Budapest, Hungary
E
Reduce emissions
> Expected energy performance: 80 kWh/m2 .year (20% below NZEB) > Connection to district heating
> Reduction of materials environmental impact through a life cycle assessment and optimization
> Includes bike storage areas
Promote innovation > Ground and rainwater will be used for garden watering and toilet flushing
S


Improve the urban living environment
> The BS project will not only provide its tenants' employees with a comfortable working environment, but will also enrich the life of the community surrounding the buildings. The services and the green garden will be open for public use and make the project a destination for the inhabitants of the residential areas close by, adding to the level of comfort in their living area.

> European Property Awards – Award Winner


> Access4you GOLD
In 2023, leasing agreements have been signed with Veeva Systems, L'Oréal Office, L'Oréal Academy, Clair Communication, Red Bull, ARC and St James. RoseVille is also home to Atenor Hungary's local offices in Budapest. Roseville is 66% leased at present with the developer's leasing responsibility.
Developed with advanced technologies and designs, RoseVille achieved BREEAM Excellent design stage and aims to attain the BREEAM 'Excellent' in-use certification in 2024. In addition, RoseVille is in full compliance with all the requirements of Access4You, the qualification that provides accessibility for people with reduced mobility and special needs.

The project was launched in autumn 2021 and has been attracting interest among mid-, to high income individuals and families mostly from Budapest, but also from the city's Western satellite settlements. Lake 11 development is split to 18 individual plots with one building planned on each site, where development is foreseen in several phases. The building permits have been received for all plots and buildings.
Currently Phase 1 with 265 residential units in 4 buildings are under construction, of which 121 apartment sales – approximately 40% - have been contracted to date, while the plan is to reach 75% sales ratio by H2 2024. LAKE 11 Home&Park enjoys an ideal and accessible location in the Southwestern part of Budapest (South Buda), in District XI, the most populated and also one

RoseVille isan exclusive, sustainable,premium 'A+' category officebuilding with 15,500 m2 officeandretail spaces in Óbuda, next to Rózsadomb, the most prestigious residential area of Budapest. The building incorporates four floors, terraces and an underground garage overlooking a landscaped inner garden. On 12 September 2023, Roseville was sold to a Hungarian Fund established by international investors.
LAKE 11 Home&Park, is located on the West side Budapest in the heart of a modern, landscaped residential community by the Kána lake. It will offer 900 new, zero fossil fuel energy apartments and retail units with 8.2 hectares of landscaped greenery.
Owner
Bécsi Greens KFT (100% Atenor)
Architects Artonic Design
Beg. / End of works Q2 2020 / Q1 2023
Lake Greens Ltd. (100 % Atenor)
Vikár és Lukács Architects, Demeter Design Studio and Coldefy, Artonic Design, Studio'100
Beg. / End of works Q1 2022 / Q4 2027
Bécsi út, 68-84, Budapest, Hungary
E
> Expected energy performance: 78 kWh/m2 .year (22% below NZEB) > District heating > Heat pumps
> Includes bike storage areas and EV charging stations > With Kecske köz construction new bicycle storages installed for public usage
> Denser configuration is possible due to superior technical capabilities > Controlled dimmable office lighting
S

> Rainwater collection

> Windows are protected with both outer shading and special glazing that is optimized to the optimal heat and light emission adapted to the actual season.
S


Aim at international recognition
> European Property Awards – Award Winner

EU > EU Taxonomy aligned
> BREEAM EXCELLENT obtained during the design phase




> European Property Awards - Winner in 5 categories Development Marketing Sustainable Residential Apartment condominium Architecture Multiple Residence Residential Development Units

EU > EU Taxonomy aligned
The project is located next to the Bucharest Exposition site RomExpo, which will be soon connected to Bucharest's newest Metro line 6 and profits already from excellent public transport connectivity. The finalized office buildings are leased to renowned tenants such as Deutsche Telekom and GameLoft, new leasing agreements have been signed in 2023 with Securitas and Caterpillar. The occupancy in the project's first phase has exceeded 60%.
On 17 August 2023, Atenor announced the finalization of the hand-over procedure, marking the successful completion of the second phase of the project.
@Expo is equipped with cutting-edge systems designed to reduce operating costs by 20% compared to buildings with conventional HVAC systems, providing exceptional comfort to occupants. The commitment to sustainability extends to the entire site, where robust waste management systems and sustainable construction practices underscore our dedication to responsible development. Efficient water management is a top priority and is ensured through the collection, treatment, and reuse of rainwater and greywater.

Located in Calea Floreasca, the site is a few minutes away from bus, tram and metro stations. This vibrant area offers shopping galleries, coffee shops, restaurants and many retail stores.
Designed for the comfort and well-being of the occupants, UP-site Bucharest proposes many facilities such as a fitness center, swimming pool, wide interior green spaces, underground parking and bike storage rooms. With near 94.07% of the project sold, the commercialisation continues along schedule.
Ideally located and connected to public transportation and soft mobility solutions, UP-site Bucharest is committed to reducing carbon emissions and to promote a more sustainable urban environment. The inclusion of green spaces, including an accessible green terrace roof, contribute to a more environmentally friendly and liveable community.
UP-site Bucharest is Atenor first residential development in Romania. Two towers of respectively 25-and 12 floors are harmoniously combined to offer 270 apartments and a wide range of amenities.
Project > 48,685 m2 offices and 4,000 m2 retail > 1,552 m2 green spaces > 250 spaces for bicycles and 24 EV charging stations
Owner NOR Real Estate SRL (100 % Atenor)
Architects Blue Project
Tower A > 26,740 m2 offices – 1,200 m2 retail
Beg. / End of works Q3 2021 / Q2 2023
Towers B1 and B2 > 18,620 m2 offices – 2,125 m2 retail
Beg. / End of works Q1 2020 / Q3 2023

NOR Residential SRL (100 % Atenor)
Beg. / End of works Q2 2021 / Q3 2024

E

Promote occupants' well-being > High score on WELL certification
EU > EU Taxonomy aligned



Support soft mobility
S Promote occupants' well-being > Green spaces, including accessible green roof

S
10 New Bridge Street ("10NBS"), formerly Fleet House, is Atenor's inaugural project in London . The project consists of the deep retrofit and extension of a 1960s-built office building superbly located in the City of London.
Located in a historical conservation area of London and adjacent major transport hubs such as Blackfriars Station, City Thameslink, Farringdon and the Cycle Super-highway, 10NBS will retain 72% of the existing building structure and provide a highly sustainable, flexible workspace . The occupants will enjoy 4 unique roof-terraces with superb views of St Paul's Cathedral.
The planning application was submitted on 7 July 2022. It has been approved unanimously by the City of London's Planning Committee on 31 January 2023. The statutory legal agreement was finalised on the 18th December 2023. The building has now been fully vacated and is currently unoccupied – however a temporary strategy of communitybased occupation (for cultural and green-skills initiatives) is being developed with the support of the City of London and local groups. Construction commencement is planned for late Q3 of 2024 with completion 2 years later.
10NBS's sustainability strategy has been identified within the City of London's Green Regeneration promotions. Our approach comprehensively addresses climate change, mobility, biodiversity, health and well-being. Additionally, the implementation of circular economy principles is a key component.
The reduction of operational water use is another pivotal aspect, achieved through the integration of efficient installations and consideration of rainwater harvesting and greywater systems. Equally prioritized is the protection and enhancement of on-site ecology and biodiversity, with a targeted minimum Urban Greening Factor of > 0.3.

10 New Bridge Street("10NBS"), formerly Fleet House, is Atenor's inaugural projectin London. The project consists of the deep retrofit and extension of a 1960s-built office building superbly located in the City of London.
RENOVATION
> 6,000 m2 offices and 1,700 m2 ground-floor commercial uses (GIA)
> 4 terraces at 4th, 6th, 7th and roof level. > 120 bicycle parking spaces
Fleet House Development Ltd (100% Atenor)
Architects HOK
Beg. / End of works Q3 2024 / Q3 2026
United Kingdom: Fleet House, 8-12 New Bridge Street, London EC4, UK
E
)
Stimulate circularity and renovation
> Renovation vs demolition strategy employed with 72% of the structure
> Includes bike storage areas for both occupiers and visitors alike

EU > EU Taxonomy aligned

> WELL GOLD
Fronting Grand Union Canal, the site hosts the main depot for Tower Transit and RATP Dev's West London bus operations. The plan is for the Bus Garage to remain in operation but to be reconfigured to free up the 1.25 acres regeneration plot fronting Grand Union Canal and Great Western Road. The project represents an exceptional

venture with Ascendal and YOO Development for the regeneration of a key 1.25 acre site in Westbourne Park, West London. Westbourne Village is expected to provide a highly sustainable residential-led mixed-used community.
> 37,000 m2 of mixed-use residential-led development.
Westbourne Village Ltd. (50% Atenor – 25% Ascendal Group Ltd – 25mo% Yoo Development Ltd)
Architects TBC
Beg. / End of works 2026 / TBC
The consolidated financial statements on 31 December 2023 have been drawn up in compliance with the international standards for financial information (IFRS – "International Financial Reporting Standards") as approved in the European Union and provide a true and fair view of the assets, of the financial situation, of the results of Atenor and of the enterprises included in the consolidation.
The management report contains a true reflection of the development of the business, the results and the situation of Atenor SA and the companies included within the consolidation scope as well as a description of the main risks and uncertainties with which they are confronted.

Stéphan Sonneville SA Chief Executive Officer
Atenor's headquarters and teams have been based here for around twenty years across multiple floors. The central reception area continues to be modernized and redesigned. It now also features a coffee corner and a fridge space offering salads, sandwiches, and ready-toheat meals to enhance the convenience for occupants.
"BUZZYNEST" still occupies the ground floor, which has been transformed into a spacious co-working area. This business incubator provides assistance and advice to young startups entering the digital sector.
The offices also host other renowned tenants such as BDO, Imerys, Stantec, Taktik, Temenos, Unified Post, and West Avenue.
Furthermore, as part of its social commitment and support for local development and small businesses, Nysdam Campus continues to host the K-BANE experience. Small chalets are provided to chefs to combine gastronomy with a reconnection to nature.
In collaboration with Debeur, 60 electric charging points have been installed. This initiative is part of a comprehensive program aimed at enhancing the energy efficiency and friendliness of the campus, originally completed in 2020. The goal is not only to enhance the appeal of the building for current and future tenants but also to prepare it for the next 25 years. The next step will be the complete renovation of the entire roof.

The office buildings of Nysdam Campus are nestled in the heart of Brabant Wallon, in a sumptuous green setting located not far from Château de La Hulpe and Domaine Solvay. The 15,600 m2 campus consists of two wings of 6 and 7 floors overlooking a common ground floor. The current occupancy rate stands at 93%, and tenant interest remains strong. Lease extensions are currently being negotiated.
Project > Office building 15,600 m2 office building > Located in a Natagora natural reserve > Installation of beehives on the site
Owner Hexaten SA (100% Atenor)
Avenue Reine Astrid 92 La Hulpe, Belgium
E
> Reducing energy consumption by optimising the building management system
> The Nysdam Campus is served by a TEC bus line to and from La Hulpe train station
> 60 EV charging stations
> Co-working space on the groundfloor
S

> Footrucks and on-site catering solutions Improve the urban living environment
> Installation of beehives on the site
| Atenor is a limited company established for an unlimited time. | |
|---|---|
| Head office: | Avenue Reine Astrid 92 |
| B-1310 La Hulpe | |
| Phone: | +32-2-387 22 99 |
| Enterprise no. | VAT BE 0403 209 303 |
| RPM Walloon Brabant | |
| Email: | [email protected] |
| Website: | www.atenor.eu |
To the Annual General Meeting of Shareholders on 26 April 2024
Ladies and Gentlemen,
It is our pleasure to present to you the Management Report for your company's 113th financial year and to submit for your approval the Annual Accounts as at 31 December 2023, along with our proposals for the allocation of profits.
The net consolidated result for 2023 amounts to -€107.13 million.
Revenue from ordinary activities amounted to €89.47m on 31 December 2023. These mainly consisted of (a) revenues from the sale of flats in residential projects (City Dox and Twist) amounting to a total of €32.98m, (b) revenues from pre-sales of the Au Fil des Grands Prés project (offices; €12,41m), (c) revenues from the sale of the Roseville office project in Budapest (€33.21m), as well as (d) rental income from @Expo (Bucharest), Nysdam (La Hulpe), Arena Business Campus A (Budapest), University Business Center II, and Fort 7 (Warsaw) buildings, amounting to €5.87m.
Other operating income (€17.07m) includes the result of the sales of 50% of the stakes in Tage Une Fois, Square 42, Markizaat and De Molens (€6.19m) and the reinvoicing of the fit-out works in the sold projects (Vaci Greens E and Roseville) and in rented projects, as well as other rental charges (€9.94m).
Net operating income amounted to €-64.13m, compared to €19.46m in 2022. This was predominantly influenced, on one hand, by the net result of the sales of the stakes mentioned above (€5.45m), by the sale of the various flats in residential projects, as mentioned above (total of €4.66m), from the results of pre-sales of office buildings in the Roseville (capital loss) and Au Fil des Grands Prés (capital gain) projects for a total of €-2.10m, as well as rental income, net of charges, from the @Expo, Nysdam, Arena Business Campus A, Lakeside and Fort 7 buildings (total of €2.99m) and on the other hand by, write-downs recorded in view of the market conditions encountered in 5 projects (€-55.87m) and to various corporate costs and property allowances (€-13.33m).
The loss (group share) from equity-accounted investments in associates (€-8.43m) is mainly due to current expenses, local taxes (property taxes) and noncapitalized financial expenses.
Net financial income amounted to €-31.80m, compared to €-16.17m in 2022. The increase in net financial expenses
was mainly due to the increase in the Group's average net debt, which fell slightly (€-60.44m compared to 2022), mitigated by IAS 23 capitalizations, which were stable compared to 2022 (€+0.54m) relating to the developments in progress.
Taxes: This item amounted to €-3.32m (compared to €-1.36m in 2022) and mainly consisted of current tax and deferred tax liabilities relating to the City Dox, Twist and @Expo projects (total of €-1.40m), as well as a reversal of deferred tax assets of Atenor and Tage Deux Fois (€ 1.53m).
Considering the preceding factors, the group net profit for the financial year amounted to €-107.13m, compared to €-0.84m in 2022.
Consolidated shareholders' equity amounted to €344.31m, compared to €273.62m at 31 December 2022, with an increase of €70.69m compared to 31 December 2022, notably due to capital increases (€+183.57m) net of expenses, offset by the loss for the period (€-107.13m). On 31 December 2023, net consolidated financial indebtedness (excluding available cash) amounted to €807.04m, compared to a net consolidated indebtedness of €867.48m on 31 December 2022.
Consolidated indebtedness consisted, on the one hand, of a long-term debt of €450.81m and, on the other, of short-term debt of €407.73m. Available cash amounted to €47.51m, compared to €25.17m at end-2022.
The "properties held for sale" classified under "Inventories" represented property projects in the portfolio and under development. This item amounted to €993.27m, with an increase of €30.87m relative to 31 December 2022 (€962.41m).
This net variation resulted primarily from: (a) the continuation of the works and studies of the Bakerstreet, Lake 11, Roseville (Budapest), @Expo, UP-site (Bucharest), Lakeside (Warsaw), Am Wehrharhn, Pulsar (Düsseldorf), Well'be (Lisbon), Twist (Luxembourg), City Dox, Realex (Brussels), Au Fil des Grands Prés (Mons), NBS10 (London) and Victor Hugo (Paris) projects for a total of €185.81m; (b) the sale of flats in the City Dox and Twist projects, and sales of the Roseville and Au Fil des Grands Prés office properties, which reduced inventories by €68.38m; (c) the exit of the WellBe and Square 42 projects from inventories following equity accounting for the Tage Une Fois and Square 42 development shareholdings (€-57.48m); and (d) impairment losses of €55.87m on
| Management report | 193 | |||
|---|---|---|---|---|
| Consolidated statement of comprehensive income | ||||
| Consolidated statement of the financial position | 198 | |||
| Consolidated cash flow statement (indirect method) | 200 | |||
| Consolidated statement of changes in equity | 201 | |||
| Notes related to the consolidated financial statements | 202 | |||
| Note 1 : | Main accounting methods | 202 | ||
| Note 2 : |
Risk management | 212 | ||
| Note 3 : |
Segment reporting | 218 | ||
| Note 4 : | Operating results | 222 | ||
| Note 5 : | Personnel costs | 223 | ||
| Note 6 : | Other operating expenses | 223 | ||
| Note 7 : | Financial results | 224 | ||
| Note 8 : |
Income taxes and deferred taxes | 224 | ||
| Note 9 : |
Profit and dividend per share | 226 | ||
| Note 10 : Capital | 227 | |||
| Note 11 : |
Intangible assets | 228 | ||
| Note 12 : Property, plant and equipment | 229 | |||
| Note 13 : Investment Properties | 230 | |||
| Note 14 : Investments consolidated by the equity method | 231 | |||
| Note 15 : Related parties | 233 | |||
| Note 16 | : Inventories | 234 | ||
| Note 17 | : Current and non-current financial assets | 235 | ||
| Note 18 : Other current and non-current assets | 238 | |||
| Note 19 | : Deferred tax assets and liabilities | 238 | ||
| Note 20 | : Provisions | 239 | ||
| Note 21 : Current and non-current financial liabilities | 240 | |||
| Note 22 | : Other current and non-current liabilities | 247 | ||
| Note 23 : Employee benefits | 247 | |||
| Note 24 | : IFRS 15 - Information | 250 | ||
| Note 25 : Contingent liabilities and litigations | 250 | |||
| Note 26 | : Events after the closing date | 250 | ||
| Note 27 | : Rights and commitments | 251 | ||
| Note 28 | : Participations | 253 | ||
| Note 29 : Auditor's fees | 254 | |||
| Statement by the representatives of Atenor | 255 | |||
| Report of the Auditors | ||||
| Annual Accounts of Atenor SA | ||||
| Valuation rules | 260 261 |
|||
| General information |
5 projects in Germany and Central Europe, due to changes in the property investment market in these countries, with an uncertain impact on short-and medium-term yields. Conversion differences relating to the projects in Central Europe had an upward impact on inventories of €13.92m; lastly, the balance of the net change in this item (€12.87m) was distributed over other projects under development.
As already announced, Atenor is gradually and partially replacing financing in the financial markets (CP and EMTN) by project financing.
The completion of its capital increase also contributed to reducing Group consolidated debt.
The weighted average interest rate of Atenor consolidated debt was 4.39% (v. 2.58% in 2022).
In general and in permanent fashion, the Board of Directors is attentive to the analysis and management of the various risks and uncertainties confronting Atenor and its subsidiaries.
On 31 December 2023, Atenor was faced with the general risk of geopolitical developments and the implications of these for the level of interest rates and activity in the property investment sector.
Treasury shares acquired in the first half of the financial year 2023 was immediately sold for partial payment of the directors' fees, in the form of company shares.
On 31 December 2023, Atenor Group Investments SA held 163,427 Atenor shares.
The number of Atenor shares held on that same date by the subsidiary Atenor Long Term Growth was 150,000 (unchanged situation from December 2022). These shares are intended for use in the share option plans (2019 to 2022) allocated to Atenor staff and to some of its service providers.
As of 31 December 2023, the portfolio comprised 34 projects covering 1,200,000 m2 , distributed (in m2 ) between 55% office space and 39% residential (equivalent to approximately 6,000 housing units under development).
To facilitate the understanding of our activities and track their evolution, we provide relevant comments on the activities in accordance with the main stages of the value creation cycle in our core business.
The figures for 2023 in the following diagram are cumulative and were drawn up on 31 December 2023. They are stated in gross above-ground surface area (m2 ) and only consider Atenor's share.
Residential sales were recorded for City Dox (Brussels), UP-site (Bucharest), and Lake11 Home&Park (Budapest).
Information related to the use of derivatives is given in the annual financial report.
The company does not have either a branch or any R&D activity.
The financial information of 2023 has now been agreed and presented in accordance with the IFRS standards as adopted in the European Union. The annual financial report has been made available to the shareholders. It forms an integral part of the present management report.
The annual financial accounts of Atenor SA show a profit for the period of €7,460,918.92 (as against €37,288,389.97 in 2022).
Besides the operations reflected in the consolidated accounts, the 2023 result is mainly explained by the receipt of dividends (City Tower) and intercompany financial incomes as well as the payment of general expenses, structure costs and financial charges, these being associated primarily with bonds and CP/MTN and EMTN programmes and bank credits.
Your Board proposes you to approve the annual accounts as at 31 December 2023 and allocate the corporate financial year's profit of Atenor SA as follows:
| Profit for the year | € | 7 460 918.92 |
|---|---|---|
| Profit carried forward from the pre | ||
| vious year | € | 145 860 475.19 |
| Profit to be allocated | € | 153 321 394.11 |
| Directors 'entitlements | € | 460 000.00 |
| Assignment to the legal reserve | € | 373 045.95 |
| Allocation to the reserve for treasury | ||
| shares | € | - |
| Capital remuneration | € | - |
| Profit to be carried forward | € | 152 488 348.16 |
Atenor has no plans to pay any dividend for the financial year 2023 in 2024.
Regarding the Corporate Governance Statement (including, among others, the remuneration report, the description of systems of internal control, of the risk management and the other regulatory information, reference is made to the corporate governance statement.
It is an integral part of this report and is also repeated in its entirety in this annual report.
As announced in the press release on 5 February 2024, Atenor announced the sale of the Am Wehrhahn project to a German Family Office. This sale will result in a reduction of €18m in the group's net debt. The negative impact of this sale is already reflected in the 2023 results. On 12 February 2024, the agreement regarding the sale of the Wellbe project (Lisbon) through the Portuguese company Tage Une Fois (co-owned by Atenor and Besix Real Estate Development) was announced, together with the payment of the first instalment. The buyer, Portugal's largest bank, Caixa Geral de Depósitos, will establish its headquarters there. This sale will contribute to reducing Atenor's net debt by €28m.

No other notable events have occurred since 31 December 2023.
The macroeconomic landscape remains highly uncertain, notably influenced by international tensions.
In this context, the outlook for the property investment market, and for residential and office property in particular, continues to be influenced by interest rate trends.
Atenor's priority will continue to be the reduction of its debt through the completion of its mature projects.
5 projects are specifically in such a situation and should contribute both to a positive margin and to net debt reduction: Wellbe, Realex (Conference Centre), Twist, UP-site Bucharest and Lake 11 (phase 1), the latter two in proportion of pre-sold flats.
The portfolio contains other projects with similar characteristics, which may also be considered for sale as a function of property market trends.
Atenor remains confident that the property market will recover, notably driven by the goal of sustainability and the prospect of lower interest rates.
In general and in permanent fashion, the Board of Directors is attentive to the analysis and management of the various risks and uncertainties confronting Atenor and its subsidiaries.
On 31 December 2023, Atenor was faced with the general risk of geopolitical developments and the implications of these for the level of interest rates and activity in the property investment sector.
La Hulpe, 29 February 2024
For the Board of Directors
| In thousands of EUR | Notes | 2023 | 2022 |
|---|---|---|---|
| Operating revenue | 3 & 4 | 89 474 | 41 008 |
| Turnover | 82 668 | 34 991 | |
| Property rental income | 6 806 | 6 017 | |
| Other operating income | 3 & 4 | 17 073 | 21 278 |
| Gain (loss) on disposals of financial assets | 6 190 | 13 091 | |
| Other operating income | 10 912 | 8 188 | |
| Gain (loss) on disposals of non-financial assets | -29 | -1 | |
| Operating expenses (-) | 3 & 4 | -170 675 | -42 823 |
| Raw materials and consumables used (-) | -161 697 | -155 462 | |
| Changes in inventories of finished goods and work in progress | 125 613 | 173 229 | |
| Employee expenses (-) | 5 | -5 604 | -5 430 |
| Depreciation and amortization (-) | -1 035 | -869 | |
| Impairments (-) | 16 | -56 458 | 5 345 |
| Other operating expenses (-) | 6 | -71 494 | -59 636 |
| Result from operating activities - EBIT | 3 & 4 | -64 128 | 19 463 |
| Financial expenses (-) | 7 | -37 620 | -18 555 |
| Financial income | 7 | 5 815 | 2 386 |
| Share of profit (loss) from investments consolidated by the equity method | -8 432 | -3 016 | |
| Profit (loss) before tax | -104 365 | 278 | |
| Income tax expense (income) (-) | 8 | -3 321 | -1 357 |
| Profit (loss) after tax | -107 686 | -1 079 | |
| Post-tax profit (loss) of discontinued operations | 0 | 0 | |
| Profit (loss) of the period | -107 686 | -1 079 | |
| Non controlling interests | -557 | -236 | |
| Group profit (loss) | -107 129 | -843 | |
| EARNINGS PER SHARE (In EUR) | Notes | 2023 | 2022 |
| Total number of issued shares | 9 | 43 739 703 | 7 038 845 |
| of which own shares | |||
| 313 434 | 313 427 | ||
| Weighted average number of shares (excluding own shares) | 10 107 697 | 6 725 086 | |
| Basic earnings per share | 9 | -10,60 | -0,13 |
| Diluted earnings per share | 9 | -10,60 | -0,13 |
| Proposal of gross dividend per share | 9 | 2,67 | |
| OTHER ELEMENTS OF THE OVERALL PROFIT AND LOSSES (In thousands of EUR) | Notes | 2023 | 2022 |
| Group share result | -107 129 | -843 | |
| Items not to be reclassified to profit or loss in subsequent periods: | |||
| Employee benefits | 23 | -116 | 667 |
| Items to be reclassified to profit or loss in subsequent periods: | |||
| Translation adjusments (*) | 13 583 | -10 489 | |
| Cash flow hedge | 21 | -252 | 554 |
| Overall total results of the group | -93 914 | -10 111 | |
| Overall profits and losses of the period attributable to third parties | -557 | -236 |
| Total number of issued shares | |
|---|---|
| of which own shares | |
| Weighted average number of shares (excluding own shares) | |
| Basic earnings per share | |
| Diluted earnings per share | |
| Proposal of gross dividend per share |
| In thousands of EUR | Notes | 2023 | 2022 |
|---|---|---|---|
| Operating revenue | 3 & 4 | 89 474 | 41 008 |
| Turnover | 82 668 | 34 991 | |
| Property rental income | 6 806 | 6 017 | |
| Other operating income | 3 & 4 | 17 073 | 21 278 |
| Gain (loss) on disposals of financial assets | 6 190 | 13 091 | |
| Other operating income | 10 912 | 8 188 | |
| Gain (loss) on disposals of non-financial assets | -29 | -1 | |
| Operating expenses (-) | 3 & 4 | -170 675 | -42 823 |
| Raw materials and consumables used (-) | -161 697 | -155 462 | |
| Changes in inventories of finished goods and work in progress | 125 613 | 173 229 | |
| Employee expenses (-) | 5 | -5 604 | -5 430 |
| Depreciation and amortization (-) | -1 035 | -869 | |
| Impairments (-) | 16 | -56 458 | 5 345 |
| Other operating expenses (-) | 6 | -71 494 | -59 636 |
| Result from operating activities - EBIT | 3 & 4 | -64 128 | 19 463 |
| Financial expenses (-) | 7 | -37 620 | -18 555 |
| Financial income | 7 | 5 815 | 2 386 |
| Share of profit (loss) from investments consolidated by the equity method | -8 432 | -3 016 | |
| Profit (loss) before tax | -104 365 | 278 | |
| Income tax expense (income) (-) | 8 | -3 321 | -1 357 |
| Profit (loss) after tax | -107 686 | -1 079 | |
| Post-tax profit (loss) of discontinued operations | 0 | 0 | |
| Profit (loss) of the period | -107 686 | -1 079 | |
| Non controlling interests | -557 | -236 | |
| Group profit (loss) | -107 129 | -843 | |
| EARNINGS PER SHARE (In EUR) | Notes | 2023 | 2022 |
| Total number of issued shares | 9 | 43 739 703 | 7 038 845 |
| of which own shares | 313 434 | 313 427 | |
| Weighted average number of shares (excluding own shares) | 10 107 697 | 6 725 086 | |
| Basic earnings per share | 9 | -10,60 | -0,13 |
| Diluted earnings per share | 9 | -10,60 | -0,13 |
| Proposal of gross dividend per share | 9 | 2,67 | |
| OTHER ELEMENTS OF THE OVERALL PROFIT AND LOSSES (In thousands of EUR) | Notes | 2023 | 2022 |
| Group share result | -107 129 | -843 | |
| Items not to be reclassified to profit or loss in subsequent periods: | |||
| Employee benefits | 23 | -116 | 667 |
| Items to be reclassified to profit or loss in subsequent periods: | |||
| Translation adjusments (*) | 13 583 | -10 489 | |
| Cash flow hedge | 21 | -252 | 554 |
| Overall total results of the group | -93 914 | -10 111 | |
| Overall profits and losses of the period attributable to third parties | -557 | -236 |
(*) Please refer to the Consolidated Statement of Changes in Equity - page 201
ASSETS
| In thousands of EUR | Notes | 31.12.2023 | 31.12.2022 |
|---|---|---|---|
| NON-CURRENT ASSETS | 243 715 | 237 510 | |
| Property, plant and equipment | 12 | 10 199 | 8 981 |
| Investment properties | 13 | 21 514 | 21 482 |
| Intangible assets | 11 | 178 | 223 |
| Investments consolidated by the equity method | 14 | 69 050 | 83 380 |
| Deferred tax assets | 19 | 2 041 | 3 670 |
| Other non-current financial assets | 17 | 140 733 | 97 248 |
| Non-current trade and other receivables | 17 | 0 | 22 526 |
| CURRENT ASSETS | 1 084 989 | 1 037 963 | |
|---|---|---|---|
| Inventories | 16 | 993 273 | 962 407 |
| Other current financial assets | 17 | 1 924 | 337 |
| Derivatives | 17 | 118 | 0 |
| Current tax receivables | 18 | 588 | 1 182 |
| Current trade and other receivables | 17 | 30 802 | 39 040 |
| Current loans payments | 18 | 11 | 103 |
| Cash and cash equivalents | 17 | 45 676 | 25 093 |
| Other current assets | 18 | 12 597 | 9 801 |
| TOTAL ASSETS | 1 328 704 | 1 275 473 |
| Group shareholders' equity | |
|---|---|
| Issued capital | |
| Reserves | |
| Treasury shares (-) | |
| Non controlling interests |
| Non-current interest bearing borrowings |
|---|
| Non-current provisions |
| Pension obligation |
| Derivatives |
| Deferred tax liabilities |
| Current trade and other payables |
| Other non-current liabilities |
| CURRENT LIABILITIES |
| Current interest bearing debts |
| Current provisions |
| Current tax payables |
| Current trade and other payables |
| Other current liabilities |
| TOTAL FOLITY AND IARILITIES |
| In thousands of EUR | Notes | 31.12.2023 | 31.12.2022 |
|---|---|---|---|
| TOTAL EQUITY | 344 308 | 273 618 | |
| Group shareholders' equity | 343 082 | 271 373 | |
| Issued capital | 10 | 317 193 | 133 621 |
| Reserves | 10 | 40 962 | 152 825 |
| Treasury shares (-) | 9 &10 | -15 073 | -15 073 |
| Non controlling interests | 1 226 | 2 245 | |
| NON-CURRENT LIABILITIES | 470 217 | 546 143 | |
| Non-current interest bearing borrowings | 21 | 450 808 | 533 679 |
| Non-current provisions | 20 | 10 213 | 5 263 |
| Pension obligation | 23 | 565 | 442 |
| Derivatives | 21 | 0 | -370 |
| Deferred tax liabilities | 19 | 920 | 945 |
| Current trade and other payables | 21 | 6 006 | 4 797 |
| Other non-current liabilities | 21 | 1 705 | 1 387 |
| CURRENT LIABILITIES | 514 179 | 455 712 | |
| Current interest bearing debts | 21 | 403 735 | 358 965 |
| Current provisions | 20 | 7 941 | 7 701 |
| Current tax payables | 22 | 2 954 | 3 488 |
| Current trade and other payables | 21 & 22 | 86 886 | 74 098 |
| Other current liabilities | 22 | 12 663 | 11 460 |
| TOTAL EQUITY AND LIABILITIES | 1 328 704 | 1 275 473 |
(indirect method)
| In thousands of EUR | 31.12.2023 | 31.12.2022 | |
|---|---|---|---|
| Operating activities | |||
| Net result (group share) | -107 129 | -843 | |
| Result of non controlling interests | -557 | -237 | |
| Result of Equity method Cies | 8 432 | 3 016 | |
| Interest charges | 34 360 | 16 556 | |
| Interest incomes | -5 759 | -2 370 | |
| Income tax expense | 8 | 1 883 | 1 445 |
| Result for the year | -68 770 | 17 567 | |
| Depreciation | 1 035 | 869 | |
| Amortisation and impairment | 56 060 | 579 | |
| Translation adjustments | 1 827 | 171 | |
| Fair value adjustments | 13 | 399 | -5 924 |
| Provisions | 1 535 | -6 265 | |
| Deferred taxes | 8 | 1 438 | -87 |
| (Profit)/Loss on disposal of fixed assets | -6 154 | -13 090 | |
| Adjustments for non cash items | 56 140 | -23 747 | |
| Variation of inventories | -130 359 | -177 554 | |
| Variation of trade and other amounts receivables | 16 625 | 10 104 | |
| Variation of trade payables | 21 206 | 7 365 | |
| Variation of amounts payable regarding wage taxes | 73 | -406 | |
| Variation of other receivables and payables | 1 455 | 7 258 | |
| Net variation on working capital | -91 000 | -153 233 | |
| Interests received | 5 759 | 2 370 | |
| Income tax paid | -2 439 | -5 289 | |
| Income tax received | 657 | 3 146 | |
| Cash from operating activities (+/-) | -99 653 | -159 186 | |
| Investment activities | |||
| Acquisitions of intangible and tangible fixed assets | -825 | -1 166 | |
| Acquisitions of financial investments | -1 805 | -1 814 | |
| New loans | -22 528 | -10 190 | |
| Subtotal of acquired investments | -25 158 | -13 170 | |
| Disposals of intangible and tangible fixed assets | 3 | 0 | |
| Disposals of financial investments | 17 516 | 17 011 | |
| Reimbursement of loans | 26 222 | 483 | |
| Subtotal of disinvestments | 43 741 | 17 494 | |
| Cash from investment activities (+/-) | 18 583 | 4 324 | |
| Financial activities | |||
| Increases in capital | 10 | 175 633 | 0 |
| Treasury shares | -7 | 0 | |
| New borrowings | 21 | 324 052 | 212 364 |
| Repayment of borrowings | 21 | -350 400 | -90 760 |
| Interests paid | -34 701 | -14 188 | |
| Dividends paid to company's shareholders | 9 | -10 011 | -17 078 |
| Directors' entitlements | -410 | -410 | |
| Cash from financial activities (+/-) | 104 156 | 89 928 | |
| Net cash variation | 23 086 | -64 934 | |
| Cash and cash equivalent at the beginning of the year | 25 168 | 92 116 | |
| Net variation in cash and cash equivalent | 23 086 | -64 934 | |
| Effect of exchange rate changes | -748 | -2 014 | |
| Cash and cash equivalent at end of the year | 17 | 47 506 | 25 168 |
| In thousands of EUR | Notes | Issued capital |
Share issue premium |
Hedging reserves |
Own shares |
"Consoli dated reserves" |
"IAS 19R reserves" |
Cumu lative translation adjus ments |
Minority interests |
Total Equity |
|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | ||||||||||
| Balance as of 01.01.2022 | 72 039 | 61 582 | -184 -15 073 194 743 -1 009 -13 535 | 2 480 301 043 | ||||||
| Profit/loss of the period | - | - | - | - | -843 | - | - | -236 | -1 079 | |
| Other elements of the overall results(1) | - | - | 554 | - | - | 667 -10 489 | - -9 268 | |||
| Total comprehensive income | - | - | 554 | - | -843 | 667 -10 489 | -236 -10 347 | |||
| Paid dividends | 9 | - | - | - | - -17 078 | - | - | - -17 078 | ||
| Balance as of 31.12.2022 | 72 039 | 61 582 | 370 -15 073 176 822 | -342 -24 024 | 2 244 273 618 | |||||
| 2023 | ||||||||||
| Balance as of 01.01.2023 | 72 039 | 61 582 | 370 -15 073 176 822 | -342 -24 024 | 2 244 273 618 | |||||
| Profit/loss of the period | - | - | - | - -107 129 | - | - | -557 -107 686 | |||
| Other elements of the overall results(1) | - | - | -252 | - | - | -116 | 13 583 | - | 13 215 | |
| Total comprehensive income | - | -252 | - -107 129 | -116 | 13 583 | -557 -94 471 | ||||
| Capital increase | 10 | 185 525 | 3 987 | - | - | - | - | - | - 189 512 | |
| Costs of capital increase | - -5 940 | - | - | - | - | - | - -5 940 | |||
| Dividends | 9 | - | - | - | - -17 950 | - | - | - -17 950 | ||
| Others | - | - | - | - | - | - | - | -461 | -461 | |
| Balance as of 31.12.2023 | 257 564 59 629 | 118 -15 073 | 51 743 | -458 -10 441 | 1 226 344 308 |
(1) The Group owns multiple Hungarian, Romanian, Polish and UK subsidiaries. It has opted to employ the local currency as its operating currency in each of these countries.
The change in equity for the 2023 financial year is essentially characterised by the result for the year (€-107.13 m), by the capital increases (€183.57 m net of expenses), the dividends (€-17.95 m) as well as the translation differences (€-13.58 m).
The positive translation differences for the financial year recorded in equity primarily result from the gains made by the Forint (€6.94 m) and the Zloty (€7.05 m) against the Euro. See also Note 17 (Financial assets) and Note 2 (Risk management).
The Annual General Meeting of shareholders on 28 April 2023, decided to propose an optional dividend for 2022. Following the General Meeting on 27 June 2023, the total dividend of €17.95 million was converted into share capital and share premiums of €3.95 million and €3.99 million respectively. The remaining balance of €10.01 million was distributed and paid out. A second capital increase of €181.57 million took place on 30 November 2023. The related expenses (€5.94 m) were allocated under the "share premiums" heading. See also Notes 9 and 10.
The consolidated financial statements on 31 December 2023 were prepared in compliance with the IFRS (International Financial Reporting Standards) as adopted in the European Union.
The accounting principles applicable to the preparation and the presentation of consolidated financial statements on 31 December 2023 have not been altered from those used for the preparation and the presentation of the consolidated financial statements on 31 December 2022.
The Group prepared its interim financial statements on the basis of property development activities as a going concern, using the value creation cycle usually described and covering an identical territory of the 10 countries in which it operates. The completion of the value creation cycle implies the disposal of projects at the end of the cycle, without excluding early disposals, as a function of opportunities and particular circumstances.
During the 2023 fiscal year, disruptions in the financial and banking sectors emerged internationally, further prolonging the wait-and-see approach adopted by investors. The combination of high debt levels and rising interest rates resulted in a significant increase in the company's financial expenses.
In this context of the year 2023, Atenor concluded several transactions and took several measures, notably:
The macroeconomic landscape of 2024 still presents a high degree of uncertainty, influenced notably by international tensions. In this context, the outlook for the real estate investment market, particularly residential and office properties, remains influenced by interest rate developments. Atenor's priority will continue to be debt reduction through the completion of its mature projects, specifically: Wellbe, Realex (Conference Center), Twist, UP-site Bucharest, and Lake 11 (phase 1), which will contribute both to a positive margin and to net debt reduction.
The group maintains 18-month cash flow forecasts at all times and ensures that it has sufficient liquidity to carry out its operations, taking certain assumptions into account.
The planned conclusion by 31 December 2024 of operations already in progress on 31 December 2023 will entail a substantial reduction in the Group's net debt relative to the position on 31 December 2023.
In this context, Atenor has conducted several sensitivity analyses, taking into account the assumptions and uncertainties mentioned above, in order to consider potential scenarios with a negative impact on cash flow. To date, Atenor believes that all envisaged measures should be sufficient to mitigate the potential negative impacts.
Lastly, particular attention is paid to compliance with the covenants negotiated with two banks during 2023. Several covenants were tested for the first time on the basis of the financial statements drawn up on 31 December 2023, and others on 30 June 2024. Given the foreseeable evolution of activities, cash flow forecasts lead to compliance with said covenants.
For both short- and medium-term cash management, the Group also relies on a network of banking relationships maintained with several banks.
The consolidated financial statements on 31 December 2023 were prepared in accordance with the IFRS (International Financial Reporting Standards) standards, as adopted by the European Union.
Atenor did not apply any new IFRS provisions in advance that had not entered into effect in 2023 and did not apply any European exceptions to IFRS.
The new IFRS standards and IFRIC interpretations and the amendments to the old standards and interpretations, which applied for the first time in 2023, did not have a significant direct impact on the figures reported by Atenor.
The new IFRS standards and IFRIC interpretations and the amendments of the old standards and interpretations, applied for the first time in 2023, had any significant direct impact on the figures reported by the Company.
Atenor has not adopted these new or amended standards and interpretations in advance. Atenor is continuing its analysis of the possible impact of these new standards and interpretations. The future application of the new or amended standards and interpretations whose entry into force is set at 1st January 2024 should not have a significant impact on the consolidated financial statements of Atenor.
The "Pillar 2" Directive (minimum taxation of the OECD international tax reform), as transposed into Belgian law in the 2024 Finance Act, does not apply to Atenor, as the group does not meet the minimum threshold (Consolidated revenue: €750 million).
The consolidated financial statements of the Group were made up by the Board of Directors on 21 March 2024.
The consolidated financial statements include the financial statements of Atenor SA and its directly or indirectly controlled subsidiaries, as well as investments in joint ventures.
Audits are carried out on subsidiaries when the Group:
As a general rule, the Group is considered to have control when it holds at least 50% of a company's securities.
The subsidiaries are fully consolidated from the date of effective control until that control is lost. Intra-group transactions and results are eliminated.
A joint venture is a contractually agreed-upon partnership where the Group and one or more other parties exercise joint control over a company and hold entitlements to its net asset value. Control is considered joint when all parties sharing such control must act together and take unanimous decisions on the activities relevant to the joint venture.
Joint ventures are recognised according to the equity method. Under this method, investments are initially recorded at their acquisition cost. This value is then adjusted to take account of the Group's share in the undistributed profit or loss since the acquisition.
The financial statements of subsidiaries and joint ventures are drawn up for the same reporting period as Atenor SA. They all use the same evaluation rules.
The consolidated financial statements have been prepared on the basis of historical cost, with the exception of certain financial instruments that are entered in the accounts according to the convention of fair value in conformity with the handling of the different categories of financial assets and liabilities defined by the IFRS 9 standard.
The financial statements are presented in thousands of euros and rounded off to the nearest thousand.
In the consolidated statement of financial position, both assets and liabilities are classified as current and non-current. This classification is based on duration. For durations of up to 12 months, assets and liabilities are entered as "current". For durations of over 12 months, they are entered as "non-current".
A tangible fixed asset is booked in the accounts if it is probable that future economic advantages will be derived from this element by the Group and if the cost of this asset can be evaluated in a reliable way.
Tangible fixed assets are subject to the application of the terms relating to the depreciation of assets (IAS 36) and to the duration of the utility of the significant components of the assets (IAS 16). Land, installations and machines held with a view to their use in the production of goods and services, or for administrative purposes, are initially assessed at their acquisition value with the deduction of accumulated amortisation and any losses of value that may be recognised.
The acquisition value includes all the directly imputable charges necessary to bring the asset into a state where it can fulfil the function for which it is intended. Depreciation is calculated based on estimated economic lifetime and assessed on an annual basis, with a deduction of the residual value if this is significant. Borrowing costs are activated, where applicable, as tangible fixed assets under the conditions stipulated by IAS 23. The depreciations are calculated linearly on the estimated duration of service life of the assets as of the date on which the asset is ready to be used, taking into account the residual value of the assets concerned, if this is significant. Depreciation is booked in the income statement under the category "Depreciation and amortisation (-)".
| Structures | 20 - 33 years |
|---|---|
| Installations and equipment 10 - 15 years | |
| Machines | 3 - 8 years |
| Computer materials | 3 - 10 years |
| Furniture | 2 - 10 years |
| Mobile equipment | 4 years |
| Outfitting of rented property | 9 years (duration of the lease) |
The profit or the loss resulting from the transfer or the decommissioning of a tangible fixed asset corresponds to the difference between the income from the sale and the accounting value of the tangible fixed asset. This difference is taken into account in the income statement. The grounds are assumed to have an unlimited service life and are not depreciated.
Later expenditures are booked into the income statement at the moment when they are incurred. Such an expense is activated only when it can be clearly demonstrated that it has led to an increase in the future economic advantages expected from the use of the tangible fixed asset in comparison with its normal performance as initially estimated.
Atenor's activities in the field of real estate development may lead the group to hold various types of buildings categorised by the use to which they are assigned:
Each category has its own specific accounting principles for the recognition of assets at inception and their subsequent measurement.
Assets held as investment property represent real estate held to earn rents or real estate leased on a long-term basis pending either the implementation of a mediumterm real estate project or the sale of the asset.
Investment property is initially recognized at cost, including related transaction costs (legal fees, transfer fees, and other transaction costs) and, where applicable, borrowing costs. After initial recognition, investment property is accounted for at its fair value.
Investment property under development is measured at fair value less estimated costs of completion if the fair value can be reliably determined. Investment property under construction whose fair value cannot be reliably determined is measured at cost less depreciation until the fair value can be reliably determined. The cost of investment property under development includes attributable interest and other related expenses. Interest is calculated on development expenditure by reference to a specific loan. Where applicable, interest is not capitalised when no development activity takes place. A property ceases to be under development when it is completed.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the valuation date. Fair value is based on active market prices, adjusted, if necessary, for differences in the nature, location, or condition of the specific asset.
If such information is not available, Atenor uses alternative valuation methods, such as recent prices in less active markets or discounted cash flow projections. Valuations are performed as of the balance sheet date by professional appraisers who have recognised and relevant qualifications and recent experience in the location and category of investment property being appraised.
The fair value of investment property reflects, among other things, rental income from current leases and other assumptions that market participants would make when setting the price of the property under current market conditions. Changes in fair value are recognised in the consolidated statement of comprehensive income.
The intangible fixed assets are evaluated initially at cost. The intangible fixed assets are recognised as assets if it is probable that the future economic advantages that can be attributed to the asset will go to the enterprise and if the cost of this asset can be evaluated in a reliable way. After initially being entered in the accounts, the intangible fixed assets are evaluated at cost reduced by the combination of the amortisations and the combination of the depreciations and cumulated loss of value of assets.
The intangible assets of Atenor primarily include software programs.
The intangible fixed assets have a fixed economic life and are consequently depreciated according to the linear method on the basis of the best estimation of their duration of utility. The depreciation is booked in the accounts in the income statement under the category "Depreciation and amortisation (-)".
Except for the current intangible assets, which are subjected to an annual impairment test, tangible and intangible fixed assets are the object of an impairment test only when there is an indication showing that their accounting value will not be recoverable by their use (utility value) or their sale (fair value less sale costs).
If an asset does not generate cash flows independent of those of other assets, the Group will conduct an estimate of the recoverable value of the cash generating unit (CGU) to which this asset belongs. The recoverable value is the higher value between the fair value decreased by the costs of the sale and the utility value.
The fair value is the price that would be received for the sale of an asset or paid for the transfer of a liability on a normal transaction between market participants on the evaluation date.
The utility value is the current value of the future cash flows likely to result from an asset or a UGT.
A loss of value is the amount by which an asset's or UGT's book value exceeds its recoverable value.
When a loss of value is recovered later, the accounting value of the asset or of a CGU is increased to reach the revised estimate of its recoverable value, without, however, being higher than the accounting value that would have been determined if no loss of value had been entered in the accounts for this asset or this CGU in the course of previous financial years.
The goodwill constitutes the difference between the acquisition cost determined at the time of the regrouping of companies and the Group share in the fair value of the assets, liabilities and any identifiable benefits.
When control has been obtained over one or more other units that do not constitute "businesses", the regrouping is not classified as a "business combination". When it concerns a group of assets or of net assets that do not constitute a "business", the cost is distributed among the individual identifiable assets and liabilities based on their fair values relating to the date of acquisition. And such an acquisition of asset(s) does not give rise to the recognition of a goodwill.
This surplus is not accounted separately as "goodwill" but has been allocated to assets and liabilities identifiable based on their relative fair values at the time of their acquisition. To summarise, transferred assets appear in the buyer's balance sheet at their fair value plus the "extra price" paid, without recognition of deferred taxes.
The Group records a non-current asset (or any entity intended to be disposed of) as held for sale if the accounting value is or will be recovered primarily through a sales transaction rather than through continued use.
The non-current assets held for sale are valued at the lowest of their accounting value or of their fair value reduced by the costs of sale.
A discontinued activity is a unit (or a group of units) generating cash flows, that has been either disposed of or is held for sale. It appears in the income statement under a single amount and its assets and liabilities are presented in the balance sheets separately from the other assets and liabilities.
The inventories made of real estate projects are valued at the lowest between the cost and the net realisable value. The net realisable value is the estimated selling price as part of a normal development process of a real estate project, less the estimated costs to completion and the estimated costs necessary for the sale.
The cost includes the acquisition costs and the direct and indirect costs of conversion or development, including appropriate borrowing costs.
All the projects under development in foreign countries are valuated in inventory according to the acquisition prices and market prices related to studies and construction costs. All active steps which contribute to the completion of the project illustrate the value creation brought by Atenor and justify to maintain an asset value "at cost" as long as the project demonstrates its feasibility and its profitability, irrespective of market changes.
An abandoned project and/or a project whose net realisable value is inferior to the net book value will be subject to an appropriate value adjustment.
The regular updating of the feasibilities (cost price, rental price, transfer parameters) of the projects makes it possible to check the extent to which the potential margin is affected by the evolution of economic and financial conditions. Consequently, this estimated result per project incorporates the exchange risk as a parameter of the feasibility of each of the projects.
The amount of any write-downs to bring stocks down to their net realisable value and any "stock" losses are booked as expenses for the period in which the writedown or loss occurs. The amount of any reversal of "stock" depreciations resulting from an increase in the net realisable value is booked as a reduction of the amount of stocks booked in expenses in the period in which the reversal occurs.
A provision is constituted when the Group has a legal or implicit obligation at the date of the balance sheet and at the latest during the approval of the consolidated financial statements by the Board of Directors. The registered provisions meet the three-fold condition of resulting from a past transaction or event, of having a probability of leading to an outflow of resources and of being able to estimate the outflow of resources in a reliable way.
The provisions are the object of discounting in order to take into account the course of time. Each year, Atenor reviews the discounting rates used for each of its provisions.
In the application of the evaluation rules, the establishment of provisions for charges to be paid constitutes a matter subject to judgement.
Insofar as risks and undertakings are concerned for which an actual disbursement is disputed and judged not very probable, Atenor will provide qualitative indications in Notes 2, 25 and 27 (Risks Management, Disputes and Rights and obligations).
The costs of borrowing directly attributable to the acquisition, construction or production of a qualified asset are incorporated into the cost of this asset.
A qualified asset is an asset requiring a long period of preparation before it can be used or sold. The buildings intended for sale registered in the inventory account meet this criterion because the studies, the construction and the sales and commercialisation process can take several years.
The rate used to determine these costs will correspond to the weighted average borrowing costs applicable to the specific or general loans contracted to finance the real estate projects concerned.
Atenor will start the capitalisation of the costs of borrowing as soon as the permits that are indispensable to the preparation of the asset have been issued and the implementation of the construction site is actually launched.
The capitalisation of the costs of borrowing is suspended during the long periods during which the normal development of the project is interrupted.
The capitalisation of borrowing costs is stopped when residential and office units under construction are sold.
Financial assets and liabilities are initially assessed at fair value, except for trade receivables, which are assessed at their transaction value, as long as the contract does not have a major funding component.
The transaction costs directly attributable to the acquisition or issuing of a financial asset or liability are added to or deducted from the fair value of that financial asset or liability, depending on the case (with the exception of financial assets or liabilities assessed at fair value through profit or loss).
Financial assets include loans to related parties, receivables including trade and other receivables, and cash and cash equivalents.
Financial liabilities include trade debts, financial borrowings, and derivative financial instruments.
Acquisitions and sales of financial assets are recognised at their transaction date.
Financial assets and liabilities are offset, and the net amount is presented in the consolidated statement of financial position if there is a current legally enforceable right to set off the recognised amounts and if there is an intention to settle on a net basis, realise the assets and settle the liabilities simultaneously.
The Group's financial assets are divided into two categories:
(a) Financial assets at amortised cost
(b) Financial assets at fair value through profit and loss statement
Financial assets at amortised cost are then assessed using the effective interest rate (EIR) method and are subject to impairment. Gains and losses are accounted for in the income statement when the asset is derecognised, modified, or impaired.
The Group's financial assets include trade receivables, loans to associated enterprises, and other non-current assets.
The only financial assets subsequently assessed at fair value through profit and loss statement are derivative instruments, when the position is positive, and the Beaulieu property certificates. See financial liabilities at fair value through profit and loss statement under 2.9.3.
For the purpose of the subsequent assessment, financial liabilities are divided into two categories:
Financial liabilities at fair value through profit and loss statement include only derivative financial instruments. Variations in the fair value of derivative financial instruments constituting cash flow hedging instruments are reported directly in equity. The ineffective portion is reported as net profit or loss. Changes in the fair value of derivatives designated and qualifying as fair value hedges are recognised in the income statement in the same way as changes in the fair value of hedged assets or liabilities attributable to hedged risks.
Derivative financial instruments are recognised as financial instruments at fair value through the income statement when the fair value is positive, and as financial liabilities when the fair value is negative.
Financial liabilities at amortised cost include trade debts and financial borrowings. After their initial recognition, interest-bearing loans and borrowings are valued at their amortised cost using the effective interest rate method.
Financial charges relating to financial borrowings, including settlement or redemption premiums and commissions, are charged over the period of availability, with the exception of borrowing costs related to qualifying assets.
A financial asset is only derecognised when the contractual rights on the cash flows from that financial asset expire or when that asset and substantially all of the risks and benefits inherent to the ownership thereof are transferred to another party. When a financial asset is derecognised, the difference between the carrying value of the asset and the sum of the consideration received and to be received is recognised as profit or loss.
A financial liability is derecognised when its obligations have been paid, cancelled, or expire. The difference between the accounting value of a derecognised financial liability and the consideration paid and to be paid, including transferred non-monetary assets and liabilities assumed, is recognised as profit or loss.
The expected credit loss model is applied to financial assets that are not assessed at fair value through the profit and loss statement.
The following assets are included within the scope of possible impairment assessment:
The simplified method, i.e., assessment of expected losses over their lifetime, is used for trade receivables and contract assets (IFRS 9.5.5.15). An assessment of expected losses over 12 months is calculated for other financial assets.
At the end of each financial year, a risk assessment is carried out to confirm that the credit risk linked to financial assets did not considerably increase since the initial recognition.
Expected credit losses are assessed for each financial asset on an individual basis and are generally insignificant, given the existing guarantees (physical assets, securities, down payments, various collateral).
The Group measures the fair value of its financial assets and liabilities according to a hierarchy of fair values. Financial instruments are classified in the hierarchy of fair values according to the lowest level of input that is significant to the fair value measurement.
Level 1: Quoted prices in active markets
The fair value of instruments quoted in active markets is the quoted offer price at the balance sheet date.
Level 2 : Directly and indirectly observable data other than quoted prices
Where appropriate, derivative instruments are valued by a financial institution based on market parameters.
Level 3 : Non-observable market data
Atenor provides the methods used to determine the fair value for each type of financial instrument:
The fair value of cash and cash equivalents, trade receivables, trade debts, accrued liabilities for remuneration and benefits, and other accrued liabilities are considered equal to the respective carrying value of these instruments due to their short-term maturities, and reflects the selling prices of the goods and other assets disposed of in promises and certified deeds.
The fair value of unlisted financial assets available for sale is estimated at their carrying value, taking account of business developments in the enterprises in question and existing shareholder agreements. These amounts are negligible.
Financial debts are valued according to maturity date, based on discounted cash flows or costs amortised using the effective interest rate method, justified by agreements and amounts borrowed.
The Group has foreign assets and considers the currency of each country as the "functional" currency in terms of IAS 21, which handles the "effects of changes in foreign exchange rates" in the individual reports of each entity and defines the manner of converting into euros (the reporting currency) the financial reports prepared in another currency by foreign subsidiaries.
The use of the local currency as the functional currency was chosen in line with the operational needs for execution of the projects.
The group is exposed to currency fluctuations for the countries in which it conducts its activities. Transactions in foreign currencies are recorded, when initially booked in the operating currency, by applying the exchange rate on the date of the transaction. At the end of the financial year, the monetary assets and liabilities are converted at the closing rates. The gains or losses resulting from this conversion are booked in the profit and loss account, except for the restatement of the inter-company advances that are part of the net investment in the subsidiary. The conversion of the subsidiaries' financial reports in the operating currency (local currency) into the consolidation currency gives rise to exchange differentials, which are booked directly under the heading of exchange differentials for equity.
The Group uses hedge accounting in accordance with IFRS 9. The exchange differentials on the hedged elements or the hedging instruments are booked at fair value directly under equity regarding the hedging of cash flow.
For further information, please see "Note 17 – Current and non-current financial assets".
Segment information is prepared, both for internal reporting and external disclosure, on a single sector of activity, i.e. real-estate development projects (office and residential buildings, the retail activity is less significant compared to the first two). This activity is presented, managed and monitored by project. The various project committees, the Executive Committee and the Board of Directors are responsible for monitoring the various projects and assessing their performances.
However, based on the location of the projects, two geographical segments are henceforth identifiable: on the one hand, Western Europe, covering Belgium, the Grand Duchy of Luxembourg, France, the Netherlands, Germany, the United Kingdom as well as Portugal and on the other hand, Central Europe, covering Poland, Hungary and Romania.
Atenor forms part of complex real estate transactions in which the results are acknowledged according to contractual undertakings on the one hand and to the extent of completion on the other hand. The principles of income recognition are applicable for operations qualified as "share deal" and "asset deal", as well as for sales of buildings constructed, to be built or to be completed in the future.
In the light of the IFRS 15 principles (Revenue from ordinary operations from Contracts with Customers), these accounting principles are implemented for the recognition of revenues on progress taking into account the specificities of the activity of a real estate project developer, or for sales contracts with revenue recognition at the time of the actual transfer of the risks and advantages of ownership of the properties of the buyer.
Income is recognised under the percentage of completion method or "at a point in time" according to performance obligations in compliance with IFRS 15 to the extent that it can be considered as definitively acquired, with deduction of all reasonably foreseeable charges associated with the obligations assumed by Atenor in respect of the acquirer, in particular as regards the construction and the letting of the building.
In application of IFRS 15 § 35, recognition using the percentage-of-completion method is based on the creation or valuation of the property over which the acquirer obtains control, as and when it is created or valued.
The sales of accepted buildings are recorded at a point in time, which corresponds to the date of signing of the sale agreement. The sales of buildings under construction are recognised according to the percentage of completion.
The degree of progress of works can be determined in various ways. Atenor uses the method that reliably measures the works executed. The methods selected may include, according to the type of contract:
• the relationship that exists between the costs incurred for the works executed up to the date in question and the total estimated costs of the contract;
• the progress, in physical terms, of part of the works of the contract.
The progress of the payments and advances received from customers does not necessarily reflect the amounts recognised based on the percentage of completion:
The classification as current or non-current is linked to the date of completion of the building sold (date of provisional delivery).
Certain commitments made to tenants and/or buyers entail setting up provisions at the time the profit or loss is recognised. These provisions are essentially for concessions for tenant improvements commonly negotiated in their local market for space that is not yet let at the time of sale, and for a guaranteed level of rent, if any, over a limited period after delivery of the development for the same space. These provisions are inherently variable as they depend on the commercial success of each development.
The company's taxes are based on the profit and loss for the year and include the taxes for the year and the deferred taxes. They are taken up in the profit and loss account, except if they concern elements directly taken up in the equity funds, in which case they are entered directly in the equity funds.
The tax for the financial year is the amount of tax to be paid based on the taxable profit for the financial year, as well as any corrections concerning previous years. It is calculated based on the local tax rate that is applicable at the closing date.
Deferred taxes are recognised on all taxable or deductible time differences, except the initial booking of the goodwill - of an asset or liability in a transaction that is not a company consolidation and that affects neither the accounting profit nor the taxable profit.
In the event of an acquisition of (real-estate) assets, no deferred tax is recognised, and the asset is recognised at its fair value plus the price difference part if any.
The time differences are the differences between the
book value of an asset or of a liability, and its tax base.
A deferred tax liability must be booked for all the taxable time differences. A deferred tax asset must be booked for all the deductible time differences insofar as it is probable that a taxable benefit, on which these deductible time differences may be assigned, will be available.
Deferred tax assets concerning deferrals of tax losses and tax credits are not recognised insofar as there are convincing indications that future taxable benefits will be available to use these tax assets. On each closing date, Atenor reconsiders the deferred tax assets, whether recognised or not, on the basis of the future profitability indications of the companies concerned. The deferred tax is calculated at the applicable tax rate.
At the beginning of a contract, the Group assesses whether it is or contains a lease contract, i.e., if it grants the right to control the use of a given asset for certain period, in return for consideration.
On the starting date of the lease, the Group recognises an asset under the right of use and a liability representing an obligation to pay rent, with the exception of shortterm leases (12 months or less) and leases for low-value assets. The Group recognises the rent payable under such leases as an operating expense on a straight-line basis for the term of the lease.
Leases entered into by the Group mainly concern real property and vehicles.
Assets under usage rights are measured at cost less accumulated amortisations and impairment losses, adjusted for revaluations of lease obligations. The cost includes the initial amount of the lease obligation, the rent paid at or before the start date, and the initial direct costs. Assets under usage rights are amortised on a straight-line basis over either the term of the lease or the useful life of the underlying asset, whichever is shorter. They are reviewed for impairment as described under Point 2.2.
Lease obligations are initially valued at the discounted value of rent payments that have not yet been made. This value is calculated using the implicit interest rate in the lease when it can be easily determined. Otherwise, the Group's incremental borrowing rate is used. The value of lease obligations is then increased to take account of interest and decreased by the amount of rent payments made, then revaluated for any changes made to the leases.
Leases entered into by the Group as lessor are exclusively for properties. This concerns either properties acquired for the purpose of development and leased out until the start of development, or properties intended for sale, received and leased out in whole or in part. Such leases are classified as simple leases, where the risks and benefits inherent to property ownership are not transferred to the lessee. Lease income is recognised on a straight-line basis as income for the term of the lease.
Atenor discloses decisions, where applicable, and makes assumptions for the application of Atenor's accounting policies and those of each of its entities when they have an impact on the financial statements.
Benefits after employment include pensions and other benefits linked with retirement, as well as life insurance and medical care after employment. The benefits are taken up either in the plans at fixed contributions with a minimum guaranteed yield in accordance with the Belgian legislation, or in the pension plans at fixed benefits.
The contributions of the plans at fixed contributions are covered in the profit and loss account at the time when they are due. For these plans, the intrinsic value approach is used to determine whether a pension liability should be recognised or not. According to this method, the liabilities correspond to the sum of all the individual differences between the mathematical reserves (reserve calculated by capitalising past contributions at the technical interest rate applied by the insurer, taking into account the profit sharing) and the minimum legal performance guarantee.
For the pension plans at fixed benefits, the amount booked in the accounts at the date of the balance sheet is determined as being the updated value of the obligation concerning the fixed benefits, according to the projected unit credit method. The updated version of the defined benefit obligation is determined by updating the future cash flows, estimated on the basis of highquality corporate bonds denominated in the currency in which the benefit must be paid and whose due dates are near to those of the corresponding liabilities for the pension scheme.
The re-evaluation includes the actuarial gains and losses, the effect of the asset cap (where applicable) and the yield of the plan's assets (before interest) which are immediately entered in the statement of financial position by recording a debit or credit in the other items of the overall result for the period in which they occur. The re-evaluation booked in the "Other overall result" heading is not reclassified in results.
The past service cost is booked in the result for the period in which the plan was modified. The net interest is booked in result and calculated by applying the update rate to the liabilities or assets for the defined services.
The Group has issued share-based option plans. For payment transactions based on shares and paid in cash, the Group measures the acquired goods or services as well as the liability incurred at the fair value of the liability. Until the liability is settled, the Group will re-measure the fair value at each reporting date and at the date of settlement, recognising any changes in fair value as profit or loss for the period.
In general, for payments in shares to which IFRS 2 is applicable, the fair value of benefits of beneficiaries received in exchange for the allocation of options is recognised as a charge. The total amount to be attributed in charges linearly over the period of acquisition of rights is determined in reference to the fair value of the options allocated.
The fair value of the options is measured at the allocation date and at every reporting date taking into account market parameters as well as assumptions concerning the number of options that should be exercised. Each year, at the balance sheet closing date, the Group reviews its estimates based, first, on the price on the company's balance sheet of the Atenor share underlying the options issued, and second, on the remaining balance of unexercised options. The impact of the revision of the initial estimations is booked in the income statement and the liabilities are corrected consequently over the remaining acquisition period of the rights. When the options reach maturity (without being exercised), the liabilities are derecognised. The simple extension of the period for the exercise of options without change in the duration of acquisition of the rights does not modify the initial booking of the plan in the accounts.
The other payments made to the staff and based on shares are also registered in the equity accounts in application of IFRS 2 and booked as costs over the vesting period.
Redeemed equity instruments (treasury shares) are recognised at cost and deducted from shareholders' equity. These transactions have no impact on the result, that is to say that no gain or loss needs to be recognised on the income statement when an entity buys, sells, issues, or cancels its own shareholders' equity. Any consideration paid or received must be recognised directly under shareholders' equity.
To value the assets and liabilities that appear in the consolidated financial statements, the Group must necessarily make certain estimates and use its judgement in certain areas. The estimates and hypotheses used are determined on the basis of the best information available at the time of the closure of the financial statements. Nevertheless, by definition, the estimates rarely correspond to actual fulfilments, so that the accounting valuations that result inevitably contain a certain degree of uncertainty. The estimates and hypotheses that could have a significant impact on the valuation of the assets and liabilities are commented below.
By focussing on the delivery of sustainable assets, i.e. in line with its strategy as described in its sustainability report, by developing properties that are aligned in terms of taxonomy, which have a minimum BREEAM certification of "Excellent" and minimum Gold certification of Well, Atenor wishes to meet the demands of market actors who have set goals for themselves in terms of sustainable development, while at the same time carrying on green finance-orientated activities for the same or even lower building costs. The adoption of a sustainable approach (for example, by renovating an existing building or by using prefab materials), leads to a reduction in certain costs (water and materials consumption, transport, waste management etc.) and the overall cost of a project. Atenor estimates that this will contribute to keeping the returns on its projects above the market average over the long term. The return is an indicator that translates the amount of the rent into the expected market value of the financial market for the underlying asset. The weaker the return is, the greater the value at which the market appraises the asset. Over the long term, the value of sustainable buildings is expected to be greater than that of older buildings. Atenor estimates that applying its ESG strategy to new projects will contribute to keeping return levels below the market average over the long term despite increased interest rates and will also play a role in rising rental prices.
The projected financial incidences of risks and opportunities associated with environmental challenges (climate change, pollution, water, biodiversity, circular economy) are set out in detail in the non-financial part of this report. These are above all qualitative. Qualitative incidences are appraised separately for each project under development. Being buildings that are aligned on the criteria of "substantial contribution" to "attenuating climate change" and "do no major harm" to the criterion of "preventing and controlling pollution", we are able to state that there are no pollution issues in the assets. There is therefore no impairment to set out. On the contrary, the assets preserve their financial value with respect to climate-related matters.
As a property development actor, Atenor discloses forecast information on its projects and perspectives. This information is subject to variation and forecastrelated uncertainties that may affect their completion.
Atenor is engaged in sustainable urban real estate development, operating in several European countries.
Atenor faces risks and uncertainties inherent to this activity and, in particular, the changes in international economic trends and in the markets in which the buildings are constructed as well as the changes in the financial market fundamentals, such as interest rates and the volume of funds intended for real estate investment.
The Board of Directors is attentive to the analysis and management of the various risks and uncertainties the group faces.
Atenor's earnings depend primarily on the sale of its projects after their development. Atenor's income may therefore fluctuate from year to year depending on the number of the real estate projects sold during a given year.
These risks, associated with economic conditions, may arise from unfavourable political and economic circumstances.
Atenor considers the likelihood of these risks materialising as moderate and the negative impact of their occurrence on the company's results as significant.
Were these risks inherent in the sale of assets to materialise, they could affect a project whose contribution is expected to occur during a given financial year.
Atenor's results mainly depend on the sales value of its projects after development. In this regard, Atenor is exposed to the risk of economic conditions and their impact on the real estate sector in general, including the office and residential real estate segments in which Atenor operates.
The residential and office markets depend on the confidence of, on the one hand, investors, i.e., the prospective buyers of the office or residential properties developed by the Group, and, on the other hand, private sector companies, households and public sector players, i.e. the prospective tenants of these properties. The residential market also depends on the financial resources (equity and credit) that households are able to devote to housing (purchase or rental). However, the real estate development sector does not keep pace with the business cycle of the industry and services sector.
Should the economic situation in countries where Atenor operates deteriorate, Atenor's earnings outlook could be revised downwards accordingly. This situation would affect the results of the sale of projects that have reached maturity and would also result in a reduction or slowdown in expected rental income before the sale of these office buildings.
Atenor considers the likelihood of these risks materialising to be moderate and the negative impact of these risks on the Company's results to be limited, given the multiyear value creation cycle of projects.
The Group is required to comply with numerous urban planning rules. Atenor regularly acquires land, existing buildings or companies holding such assets. In most cases, Atenor anticipates changes or modifications to urban planning rules by the competent political and/ or administrative authorities. Anticipated changes in planning regulations, which generally concern zoning or permitted building sizes, may not materialise, materialise differently than predicted, be subject to conditions other than those envisaged or materialise later than expected. Were such situations to occur, the Group may need to reconsider the planned projects to limit the impact of these unforeseen urban developments. As part of the regular update of project feasibility parameters, Atenor remains vigilant to the technical and financial consequences of such situations.
Generally, the Group acquires assets without building permits and thus exposes itself to the risk of not obtaining a permit for the planned project, significant delays in obtaining the permit or obtaining a permit subject to rede-sign of the initially envisaged project, which may result in additional delays or budget overruns.
Due to the specific nature of its activities, Atenor is dedicated to obtaining the necessary permits in compliance with the conditions imposed by the competent public authorities. In some cases, issuance of a permit may be subject to appeal.
Atenor considers the likelihood of these risks occurring, for projects both in Belgium and abroad, to be moderate, and the negative impact of the occurrence of these risks on the Company's results to be moderate.
If the risks inherent in planning rules and deadlines do materialise (including failure to obtain a permit), they could, depending on the circumstances, impact the project execution timeline and/or its completion cost and therefore affect the profitability of the project concerned.
Before acquiring a project, Atenor generally engages external specialised advisors to conduct a feasibility study relating to urban planning and technical, environmental, and financial aspects. Unforeseen execution and opera-tional issues related to external factors other than planning rules, counterparties (including, for example, new regulations, particularly regarding soil pollution or energy performance, bureaucracy, environmental protection or project planning deviations) and undetected risks may arise during the development of a project. Such issues can lead to delays in delivery, budget overruns or substantial modifications to the initially envisaged project, which may adversely affect the profitability of the project concerned. The potential negative effect largely depends on the time required to resolve the issues encountered and the costs incurred to address the problem.
Atenor considers the selection of strategic urban locations for its projects as a fundamental profitability criterion. However, the choice of a location for projects remains subject to the inherent risks of development activities.
The complexity of projects, regulatory compliance, the involvement of multiple stakeholders, the need to obtain permits, searches for tenants and, ultimately, securing financing are all activities and risks the Group must contend with. To manage these specific risks, Atenor has implemented and utilised internal control systems for many years and employs staff who are experienced in the development of offices and residential properties. Despite these internal control systems of its employees, the risk remains substantial.
Atenor considers the likelihood of these risks occurring to be moderate and the negative impact of the occurrence of these risks on the Company's results to be moderate.
If the risks inherent in development activities do materialise, they could affect cash flows and the profitability of a project, particularly by increasing service provider costs and delaying the realization of sales or rental income.
The Group's main counterparties are construction companies. There is a risk of construction companies or suppliers used by these construction companies going bankrupt. Over the past 10 years, a dispute has arisen with a contractor, resulting in a financial impact of approximately €2.5 million.
In addition to this counterparty risk, the Group is exposed to the risk of budget overruns, which can be caused by price increases occurring between budgeting and price fixing with construction companies or suppliers.
Furthermore, Atenor develops certain projects in partnership with other players in the real estate sector, future occupants or professional investors. Such partnerships also entail risks of disputes between partners in project management and/or marketing. Over the past ten years, several disputes have arisen with certain (former) partners. However, all these disputes have been resolved without exceeding the budgets set for the projects concerned.
In general, Atenor selects its main counterparties based on the specific needs of a project. When investors seek to lease or acquire a project or enter into a partnership, Atenor verifies the reputation and solvency of these potential counterparties. Regarding the leasing of buildings developed by the Group, Atenor assumes the risks associated with the counterparty during the leasing period until the time of sale.
Atenor considers the likelihood of these risks materialising to be moderate and the negative impact of these risks materialising on the Company's results to be limited. If the inherent risks associated with counterparties do materialise, they could have an impact on cash flows.
Real estate development involves financing projects as they progress (acquisition, feasibility study, construction). Atenor reasonably believes that it will continue to be able to attract project financing as and when needed in order to carry out its activities. Mobilising such project financing in the normal course of business, based on the progress of each project, helps to finance the working capital requirement.
Atenor considers the likelihood of these risks materialising to be moderate and the negative impact of these risks materialising on the Company's results to be significant. If the risks associated with insufficient working capital do materialise, they could have an impact on the financing and progress (delay or halt) of certain projects.
Atenor's liquidity position could become strained if a combination of circumstances arises, such as the occurrence of one or more risk factors referred to in this section, including:
Therefore, Atenor considers the likelihood of such a combination of risk factors adversely affecting its liquidity position to be moderate and the negative impact of these risks materialising to be significant.
The development of the Group's projects requires significant financing. The Group's strategy in this regard is to obtain the necessary financing from diversified sources.
The Group's financial policy is to maintain long-term equity (equity + medium and long-term debt) that exceeds the acquisition value of its assets (land and leased buildings).
The Group remains exposed to the risk of having to borrow under more costly financial terms than expected. Were this risk to materialise, it could affect Atenor's financial situation and/or results. In future, the Group may also face credit condition restrictions due to a widespread tightening of debt markets.
High levels of debt would expose the Group to the risk of being unable to obtain external financing necessary for its operations in a timely manner.
The Group could technically be unable to repay its shortterm debts or meet its financial obligations to its suppliers; this situation would slow down or halt ongoing work, impacting the projects concerned.
The Group's debt consists of corporate financing and project financing, where applicable, at the level of its subsidiaries. The above-mentioned risks related to corporate financing similarly apply to project financing, exposing Atenor to the risk of not obtaining financing as projects progress.
To assess the likelihood of such an event, the Group relies on the fact that it has never defaulted on its financial obligations to credit institutions or other financing establishments, even during recent difficulties.
Were the Group's debt levels to exceed certain critical thresholds, these exceedances would expose the Group to the risk of non-renewal of expiring financing agreements and require renegotiation of financing agreements on less favourable terms. Trust between the Group and investors and/or between the Group and financial institutions could erode in the event of non-compliance with contractual conditions such as covenants and conventional debt ratios, eventually leading to the Group's debt becoming due before its maturity.
The likelihood of the Group's debt levels exceeding certain critical thresholds is considered moderate. Atenor also assesses the likelihood of risks associated with high debt levels as low. Were this risk to materialise in isolation, the negative impact for Atenor would be low. Only the combination of this risk factor with other risk factors could have a significant impact.
To mitigate risks related to high debt levels, the Group maintains regular and transparent relationships with banks. In addition, Atenor strives to deliver developments that adhere to high ESG standards. The consideration by credit institutions and the financial community of the urgency of meeting ambitious ESG challenges in the context of the massive renewal of obsolete real estate makes the Group a preferred partner in achieving their business goals.
Atenor also believes that sustainability begins with economic viability. Based on this conviction, Atenor has opted to strengthen its balance sheet structure. In view of the economic context, cyclical turbulence and increased financing costs, Atenor has chosen to review its debt ratio.
In principle, the Group's financing at the level of the company and financing at the level of the project are guaranteed on the basis of 1- to 12-month short-term Euribor base rates. When loans are extended for longer terms (between two and five years), the Group will take out fixed rate advances or, at the lender's request, variable rate advances accompanied by a swap that allows for a variable rate to be converted to a fixed rate (IRS). In the context of project financing, the banks will authorise drawdowns of 1 to 12 months during the credit financing period in question (a period linked to the duration of the construction works). The financial charges related to project financing may vary widely from one project to another. Generally, these charges show a 4 to 6% variation from the value of the development project in question and can occasionally exceed 8%. Taking into account the budgets prepared for every project, the impact of a hike in short-term rates is limited. The financial charges portion of a project's budget generally shows a 3 to 6% variation from the overall budget. The negative impact that would ensue from a short-term interest rate hike (or an increase in financial charges linked to this shortterm financing) is expected to remain under control, taking into account the average duration of an office or residential project.
Following a long period of relatively low short-term interest rates, the European Central Bank and other central banks have had to adapt their monetary policies over the last few months by introducing multiple increases to their base rates in order to combat inflationary spikes brought about by the Covid-19 Pandemic and the war in Ukraine. Persistent inflation over the course of the next two to three years could, due to its very nature, prove harmful for the overall economic landscape. Keeping interest rates high for an extended period may have an adverse impact on the profitability of certain projects structures with a higher leveraging effect (shareholders' equity/ debt). However, it should also be noted that, in this regard, as a general rule, in the property sector, inflation is having a positive impact on sales prices and rents. As it happens, the adverse impact of the interest rate rise is generally offset by an increase in the sales prices and rents received by the Group.
The Group only uses derivative instruments for hedging purposes. Derivatives are included on the balance sheet at their fair value. Changes in the fair value of derivative financial instruments constituting cash-flow hedges are recognised directly on the balance sheet. Changes in the fair value of derivatives designated and qualifying as fair value hedges are recognised on the income statement, as are changes in the fair value of the hedged asset or liability.
The Group carries on some of its activities in non-Eurozone countries, specifically Poland, Hungary, Romania and the United Kngdom.
The Group considers the currency of each country as its "functional" currency as defined in IAS 21. This standard, as well as Regulation (EC) 1126/2008 of 3 November 2008, concern the "effects of exchange rate variations" in the individual statements of each entity and set out the rules on how to integrate these financial statements (drawn up in a different currency) into financial statements in euros (presentation currency).
The Group is exposed to currency fluctuations in the countries it operates in, in particular the Hungarian Forint ("HUF"), Romanian Lei ("RON"), Polish Zloty ("PLN") and Pound Sterling ("GBP"). Foreign currency transactions are initially recorded in the functional currency by using exchange rates on the date of the transaction. At the financial year-end, the monetary assets and liabilities are converted to the end-of-year exchange rates. The gains or losses resulting from this conversion are recorded on the profit and loss statement and intercompany advances that fall under net participation in the subsidiary are adjusted prior to consolidation. The conversion of the subsidiaries' financial statements from their functional currency (local currency) to the consolidation currency gives rise to unrealised gains and/or losses which are accounted for directly under the heading "unrealised gains and/or losses" in equity.
The Group applies hedging accounting pursuant to IFRS 9. When it comes to cash flow hedging, unrealised gains and/or losses on hedged elements or hedging instruments are accounted for directly in equity at their fair value.
The projects under development in Poland, Hungary, Romania and the UK are accounted for in inventory on the basis of purchase prices and the market prices of design and construction costs. All the steps that actively contribute to a project's success reflect the creation of value in euros that is contributed by the Company and justify keeping an asset value at cost to the extent that the feasibility study of a project proves its profitability with regard to current market conditions. If a project has had to be abandoned and that its net trade value proves to be lower than its net book value, the value of the project would be adjusted to an adequate value. No scenario of this type is currently envisaged for the projects in Poland, Hungary, Romania or the United Kingdom.
Regularly updating the project's feasibility parameters (cost price, rental price and conditions of sale) allows the Group to control the extent to which the potential profit margin can be affected by the change in economic and financial conditions. The projected profit per project reflects potential falls in exchange rates over the project lifecycle and therefore include the exchange rate risk as a feasibility parameter for each project.
An exchange rate risk can arise when a project located in one of the above countries is sold. This is because of the time needed to repatriate the funds and, where applicable, to liquidate the companies that held the project. The conversion of the funds in the foreign entity in question involves accounting for unrealised gains and/ or losses that have an impact on Atenor's consolidated profit and loss statement.
To understand the exchange rate effects in the four above countries, the following information has to be taken into account:
Legal or arbitral proceedings may be brought against Atenor in connection with its activities, by buyers or vendors of properties, tenants, creditors, contractors, subcontractors, former or current employees of Atenor, public authorities or other relevant persons.
Were legal and regulatory risks to materialise, they could have an impact on Atenor's cash flows.
These risks are specific to Atenor's business and to the real estate sector more generally, bearing in mind the application of numerous complex and continually evolving laws which may give rise to disputes between sector players. In view of the level of investment associated with these transactions, an increase in the number of projects increases the likelihood of litigation.
Segment information is prepared, both for internal reporting and external disclosure, on a single segment of activity, i.e., real property development projects (office and residential properties, retail activity being accessory to the first two mentioned). This activity is presented, managed, and monitored on a project-byproject basis. The monitoring of the various projects and the evaluation of their performance are ensured by the different weekly Project Operational Committees, the Group Management Committee and the Board of Directors.
However, based on the location of the projects, two geographical segments are henceforth identifiable: on the one hand there is Western Europe, covering Belgium, the Grand Duchy of Luxembourg, the Netherlands, France, Germany, Portugal and the UK, and, on the other hand, there is Central Europe, covering Poland, Hungary and Romania.
The Atenor activity report provides more detailed information on the results and purchases and sales during the reporting period.
| 31.12.2023 | 31.12.2022 | ||||||
|---|---|---|---|---|---|---|---|
| In thousands of EUR | Western Europe |
Central Europe |
Total | Western Europe |
Central Europe |
Total | |
| Operating revenue | 51 249 | 38 225 | 89 474 | 36 114 | 4 894 | 41 008 | |
| Turnover | 49 144 | 33 524 | 82 668 | 33 082 | 1 909 | 34 991 | |
| Property rental income | 2 105 | 4 701 | 6 806 | 3 032 | 2 985 | 6 017 | |
| Other operating income | 7 656 | 9 417 | 17 073 | 16 155 | 5 123 | 21 278 | |
| Gain (loss) on disposals of financial assets | 6 190 | 6 190 | 13 091 | 13 091 | |||
| Other operating income | 1 469 | 9 443 | 10 912 | 3 065 | 5 123 | 8 188 | |
| Gain (loss) on disposals of non-financial assets | -3 | -26 | -29 | -1 | -1 | ||
| Operating expenses (-) | -91 649 | -79 026 | -170 675 | -35 200 | -7 623 | -42 823 | |
| Raw materials and consumables used (-) | -70 588 | -91 109 | -161 697 | -67 041 | -88 421 | -155 462 | |
| Changes in inventories of finished goods and work | |||||||
| in progress | 57 813 | 67 800 | 125 613 | 76 610 | 96 619 | 173 229 | |
| Employee expenses (-) | -4 668 | -936 | -5 604 | -4 625 | -805 | -5 430 | |
| Depreciation and amortization (-) | -757 | -278 | -1 035 | -673 | -196 | -869 | |
| Impairments (-) | -26 224 | -30 234 | -56 458 | 5 411 | -66 | 5 345 | |
| Other operating expenses (-) | -47 225 | -24 269 | -71 494 | -44 882 | -14 754 | -59 636 | |
| Result from operating activities - EBIT | -32 744 | -31 384 | -64 128 | 17 069 | 2 394 | 19 463 | |
| Financial expenses (-) | -39 606 | 1 986 | -37 620 | -21 859 | 3 304 | -18 555 | |
| Financial income | 5 401 | 414 | 5 815 | 2 353 | 33 | 2 386 | |
| Share of profit (loss) from investments consolidated by the equity method |
-8 432 | -8 432 | -3 016 | -3 016 | |||
| Profit (loss) before tax | -75 381 | -28 984 | -104 365 | -5 453 | 5 731 | 278 | |
| Income tax expense (income) (-) | -3 104 | -217 | -3 321 | -1 304 | -53 | -1 357 | |
| Profit (loss) after tax | -78 485 | -29 201 | -107 686 | -6 757 | 5 678 | -1 079 | |
| Post-tax profit (loss) of discontinued operations | |||||||
| Profit (loss) of the period | -78 485 | -29 201 | -107 686 | -6 757 | 5 678 | -1 079 | |
| Intercompany elimination | 15 715 | -15 715 | 0 | 4 866 | -4 866 | 0 | |
| Consolidated result | -62 770 | -44 916 | -107 686 | -1 891 | 812 | -1 079 | |
| Overall profits and losses of the period attributable | |||||||
| to third parties | -557 | -557 | -236 | -236 | |||
| Group share result | -62 213 | -44 916 | -107 129 | -1 655 | 812 | -843 |
| 31.12.2023 | 31.12.2022 | ||||||
|---|---|---|---|---|---|---|---|
| ASSETS In thousands of EUR | Western Europe |
Central Europe |
Total | Western Europe |
Central Europe |
Total | |
| Non-current assets | 241 347 | 2 368 | 243 715 | 236 912 | 598 | 237 510 | |
| Property, plant and equipment | 8 113 | 2 086 | 10 199 | 8 560 | 421 | 8 981 | |
| Investment properties | 21 514 | 21 514 | 21 482 | 21 482 | |||
| Intangible assets | 82 | 96 | 178 | 119 | 104 | 223 | |
| Investments consolidated by the equity method | 69 050 | 69 050 | 83 380 | 83 380 | |||
| Deferred tax assets | 2 041 | 2 041 | 3 670 | 3 670 | |||
| Other non-current financial assets | 140 547 | 186 | 140 733 | 97 175 | 73 | 97 248 | |
| Non-current trade and other receivables | 0 | 22 526 | 22 526 | ||||
| Current assets | 635 103 | 449 886 | 1 084 989 | 660 505 | 377 458 | 1 037 963 | |
| Inventories | 588 967 | 404 306 | 993 273 | 612 039 | 350 368 | 962 407 | |
| Other current financial assets | 1 924 | 1 924 | 337 | 337 | |||
| Derivatives | 118 | 118 | |||||
| Current tax receivables | 544 | 44 | 588 | 608 | 574 | 1 182 | |
| Current trade and other receivables | 24 402 | 6 400 | 30 802 | 32 828 | 6 212 | 39 040 | |
| Current loans payments | 11 | 11 | 103 | 103 | |||
| Cash and cash equivalents | 12 359 | 33 317 | 45 676 | 9 318 | 15 775 | 25 093 | |
| Other current assets | 6 896 | 5 701 | 12 597 | 5 272 | 4 529 | 9 801 | |
| TOTAL ASSETS | 876 450 | 452 254 | 1 328 704 | 897 417 | 378 056 | 1 275 473 |
| Western | |
|---|---|
| LIABILITIES AND EQUITY In thousands of EUR | Europe |
| 31.12.2023 | 31.12.2022 | ||||||
|---|---|---|---|---|---|---|---|
| Western | Central | Western | Central | ||||
| LIABILITIES AND EQUITY In thousands of EUR | Europe | Europe | Total | Europe | Europe | Total | |
| Total equity | 397 910 | -53 602 | 344 308 | 289 586 | -15 968 | 273 618 | |
| Group shareholders' equity | 396 684 | -53 602 | 343 082 | 287 341 | -15 968 | 271 373 | |
| Issued capital | 317 193 | 317 193 | 133 621 | 133 621 | |||
| Reserves | 94 564 | -53 602 | 40 962 | 168 793 | -15 968 | 152 825 | |
| Treasury shares (-) | -15 073 | -15 073 | -15 073 | -15 073 | |||
| Non controlling interest | 1 226 | 1 226 | 2 245 | 2 245 | |||
| Non-current liabilities | 458 181 | 12 036 | 470 217 | 525 595 | 20 548 | 546 143 | |
| Non-current interest bearing borrowings | 442 542 | 8 266 | 450 808 | 514 119 | 19 560 | 533 679 | |
| Non-current provisions | 8 142 | 2 071 | 10 213 | 5 263 | 5 263 | ||
| Pension obligation | 565 | 565 | 442 | 442 | |||
| Derivatives | 0 | -370 | -370 | ||||
| Deferred tax liabilities | 920 | 920 | 945 | 945 | |||
| Non-current trade and other payables | 6 006 | 6 006 | 4 797 | 4 797 | |||
| Other non-current liabilities | 6 | 1 699 | 1 705 | 29 | 1 358 | 1 387 | |
| Current liabilities | 20 359 | 493 820 | 514 179 | 82 236 | 373 476 | 455 712 | |
| Current interest bearing debts | 363 599 | 40 136 | 403 735 | 357 516 | 1 449 | 358 965 | |
| Current provisions | 4 227 | 3 714 | 7 941 | 3 953 | 3 748 | 7 701 | |
| Deferred tax liabilities | 2 814 | 140 | 2 954 | 3 467 | 21 | 3 488 | |
| Current trade and other payables | 47 294 | 39 592 | 86 886 | 38 058 | 36 040 | 74 098 | |
| Other current liabilities | 10 452 | 2 211 | 12 663 | 10 484 | 976 | 11 460 | |
| Intercompany elimination / not allocated | -408 027 | 408 027 | -331 242 | 331 242 | |||
| TOTAL EQUITIES AND LIABILITIES | 876 450 | 452 254 | 1 328 704 | 897 417 | 378 056 | 1 275 473 |
| 31.12.2023 | 31.12.2022 | |||||||
|---|---|---|---|---|---|---|---|---|
| Western | Central | Inter | Western | Central | Inter | |||
| In thousands of EUR | Europe | Europe | Segment | Total | Europe | Europe | Segment | Total |
| Operating activities | ||||||||
| Net income (group share) | -62 213 | -44 916 | -107 129 | -1 654 | 811 | -843 | ||
| Result of non controlling interests | -557 | -557 | -237 | -237 | ||||
| Result of Equity method Cies | 8 432 | 8 432 | 3 016 | 3 016 | ||||
| Interest charges | 37 148 | 12 063 | -14 851 | 34 360 | 20 218 | 364 | -4 026 | 16 556 |
| Interest incomes | -19 977 | -633 | 14 851 | -5 759 | -6 248 | -148 | 4 026 | -2 370 |
| Income tax expense | 1 665 | 218 | 1 883 | 1 392 | 53 | 1 445 | ||
| Result for the period | -35 502 | -33 268 | 0 | -68 770 | 16 487 | 1 080 | 0 | 17 567 |
| Depreciations | 757 | 278 | 1 035 | 673 | 196 | 869 | ||
| Impairment losses | 25 826 | 30 234 | 56 060 | 513 | 66 | 579 | ||
| Unrealised foreign exchange gains/(losses) | -62 | 1 889 | 1 827 | 20 | 151 | 171 | ||
| Fair value adjustments | 399 | 399 | -5 924 | -5 924 | ||||
| Provisions (Increases / Reversals) | -342 | 1 877 | 1 535 | -1 641 | -4 624 | -6 265 | ||
| Deferred taxes (Increases / Reversals) | 1 438 | 1 438 | -87 | -87 | ||||
| (Profit)/Loss on disposal of fixed assets | -6 180 | 26 | -6 154 | -13 090 | -13 090 | |||
| Adjustments for non cash items | 21 836 | 34 304 | 0 | 56 140 | -19 536 | -4 211 | 0 | -23 747 |
| Variation of inventories | -59 585 | -70 774 | -130 359 | -78 696 | -98 858 | -177 554 | ||
| Variation of trade and other amounts receivables | 16 428 | 6 033 | -5 836 | 16 625 | 10 905 | 6 369 | -7 170 | 10 104 |
| Variation of trade payables | 17 693 | -2 323 | 5 836 | 21 206 | -17 245 | 17 440 | 7 170 | 7 365 |
| Variation of amounts payable regarding wage taxes | 47 | 26 | 73 | -375 | -31 | -406 | ||
| Variation of other receivables and payables | -4 132 | 5 587 | 1 455 | 9 772 | -2 514 | 7 258 | ||
| Net variation on working capital | -29 549 | -61 451 | 0 | -91 000 | -75 639 | -77 594 | 0 | -153 233 |
| Interests received | 19 976 | 634 | -14 851 | 5 759 | 6 248 | 148 | -4 026 | 2 370 |
| Income tax (paid) paid | -2 329 | -110 | -2 439 | -2 065 | -3 224 | -5 289 | ||
| Income tax (paid) received | 85 | 572 | 657 | 2 969 | 177 | 3 146 | ||
| Cash from operating activities (+/-) | -25 483 | -59 319 | -14 851 | -99 653 | -71 536 | -83 624 | -4 026 | -159 186 |
| Investment activities | ||||||||
| Acquisitions of intangible and tangible fixed assets | -706 | -119 | -825 | -1 041 | -125 | -1 166 | ||
| Acquisitions of financial investments | -1 805 | -1 805 | -1 814 | -1 814 | ||||
| New loans | -89 446 | -145 | 67 063 | -22 528 | -97 863 | -2 | 87 675 | -10 190 |
| Subtotal of acquired investments | -91 957 | -264 | 67 063 | -25 158 | -100 718 | -127 | 87 675 | -13 170 |
| Disposals of intangible and tangible fixed assets | 1 | 2 | 3 | 0 | 0 | |||
| Disposals of financial investments | 17 516 | 17 516 | 17 011 | 17 011 | ||||
| Reimbursement of loans | 26 188 | 34 | 26 222 | 482 | 1 | 483 | ||
| Subtotal of disinvestments | 43 705 | 36 | 0 | 43 741 | 17 493 | 1 | 0 | 17 494 |
| Cash from investment activities (+/-) | -48 252 | -228 | 67 063 | 18 583 | -83 225 | -126 | 87 675 | 4 324 |
| Financial activities | ||||||||
| Increase in capital | 175 633 | 1 925 | 0 | 177 558 | 2 704 | 442 | 0 | 0 |
| Subcription by the group | -1 925 | 0 | 0 | -1 925 | -3 146 | 0 | 0 | 0 |
| Treasury shares | -7 | -7 | 0 | 0 | ||||
| New borrowings | 297 433 | 93 682 | -67 063 | 324 052 | 209 386 | 90 653 | -87 675 | 212 364 |
| Repayment of borrowings | -349 161 | -1 239 | -350 400 | -89 844 | -916 | -90 760 | ||
| Interests paid | -37 614 | -11 938 | 14 851 | -34 701 | -18 000 | -214 | 4 026 | -14 188 |
| Paids dividends | -4 418 | -5 593 | -10 011 | -17 078 | -17 078 | |||
| Directors' entitlements | -410 | -410 | -410 | -410 | ||||
| Cash from financial activities (+/-) | 79 531 | 76 837 | -52 212 | 104 156 | 83 612 | 89 965 | -83 649 | 89 928 |
| Net variation ot the period | 5 796 | 17 290 | 0 | 23 086 | -71 149 | 6 215 | 0 | -64 934 |
| Cash and cash equivalent at the beginning of the year | 9 393 | 15 775 | 25 168 | 81 994 | 10 122 | 92 116 | ||
| Net variation in cash and cash equivalent | 5 796 | 17 290 | 0 | 23 086 | -71 149 | 6 215 | 0 | -64 934 |
| Effect of exchange rate changes | -1 000 | 252 | -748 | -1 452 | -562 | -2 014 | ||
| Cash and cash equivalent at end of the year | 14 189 | 33 317 | 0 | 47 506 | 9 393 | 15 775 | 0 | 25 168 |
| In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Total of the ordinary revenue | 89 474 | 41 008 |
| of which turnover | 82 668 | 34 991 |
| of which investment property rental income | 6 806 | 6 017 |
| Total of the other operating income | 17 073 | 21 278 |
| of which gain (loss) on disposals of financial assets | 6 190 | 13 091 |
| of which other operating income | 10 912 | 8 188 |
| of which gain (loss) on disposals of non-financial assets | -29 | -1 |
| Total of the operating charges | -170 675 | -42 823 |
| Result of operating activities | -64 128 | 19 463 |
Revenue from ordinary activities amounted to €89.47 million on 31 December 2023. This mainly consisted of (a) revenue from the sale of flats in residential projects (City Dox and Twist) amounting to a total of €32.98 million, (b) revenue from pre-sales of the Au Fil des Grands Prés project (offices; €12.41m), (c) revenue from the sale of the Roseville office project in Budapest (€33.21m), as well as (d) rental income from @Expo (Bucharest), Nysdam (La Hulpe), Arena Business Campus A (Budapest), University Business Center II, and Fort 7 (Warsaw) buildings, amounting to €5.87 million.
Out of a total turnover of €82.67 million, €44.52 million corresponds to revenue recognised on a percentage-ofcompletion basis (contracts concluded before 2023) and €38.15 million relates exclusively to the financial year.
The other operating income (€17.07m) mainly includes the proceeds from the sales of 50% of the stakes in Tage Une Fois, Square 42, Markizaat and De Molens (€6.19m) and the reinvoicing of the fit-out works in the sold projects (Vaci Greens E and Roseville) or in rented projects, as well as other rental charges (€9.94m).
Out of a total €89.47 million in revenue from ordinary activities, two transactions represent more than 10%, namely the sale of the Roseville project and the sale of Lot 5 of the City Dox project recognised based on completion.
As a reminder, revenue from ordinary activities amounted to €41.01 million on 31 December 2022.
It mainly consisted of (a) revenue from the sale of flats in
residential projects (City Dox, Twist) for a total of €18.17 million, (b) the revenue earned from pre-sales of the Au Fil des Grands Prés project (offices; €12.37m), (c) additional income from the sale of the Vaci Greens E building in 2021 (€1.77m) as well as (d) rental income from the Nysdam (La Hulpe), Astro 23 (Brussels), Arena Business Campus A (Budapest), @Expo (Bucharest) and UBC II (Warsaw) buildings totalling €4.74 million.
The other operating income (€21.28m) mainly included the profits from the sale of 50% of the stake in Cloche d'Or Development (€13.09m) and the recharging of fitout costs for divested projects Vaci Greens E and Buzz (€3.87m).
The net operating income amounted to €-64.13m, compared to €19.46m in 2022. This was predominantly influenced, on the one hand, by the net result of the sales of the stakes mentioned above (€5.45m), by the sale of the various flats in residential projects, as mentioned above (total of €4.66m), from the results of pre-sales of office buildings in the Roseville (capital loss) and Au Fil des Grands Prés (capital gain) projects for a total of €-2.10m, as well as rental income, net of charges, from the @Expo, Nysdam, Arena Business Campus A, Lakeside and Fort 7 buildings (total of €2.99m) and, on the other hand by, write-downs recorded in view of the market conditions encountered in 5 projects (€-55.87m) and to various corporate costs and property allowances (€-13.33m). Operating charges are detailed in Notes 5 and 6.
| In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Wages and salaries | -4 420 | -4 275 |
| Social security contributions | -892 | -841 |
| Other personnel charges | -292 | -314 |
| Total personnel charges | -5 604 | -5 430 |
| In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Wages and salaries | -4 420 | -4 275 |
| Social security contributions | -892 | -841 |
| Other personnel charges | -292 | -314 |
| Total personnel charges | -5 604 | -5 430 |
| Employment in full-time equivalents | 2023 | 2022 |
| Average number of workers | 57.0 | 57.0 |
Personnel costs have increased slightly compared to the previous year (+€0.17m), mainly due to the effect of indexing, with the average number of workers within the group remaining stable over the year.
11 new employees joined the group and 9 left in 2023 with the average number of workers within the group remaining stable over the year.
| In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Services and other goods | -50 247 | -52 201 |
| Provisions (increase/amounts written back) | -1 535 | 6 265 |
| Other charges | -19 635 | -14 609 |
| Gain / Loss (exchange costs) | -77 | 909 |
| Total | -71 494 | -59 636 |
| Total | -71 494 | -59 636 |
|---|---|---|
| Gain / Loss (exchange costs) | -77 | 909 |
| Other charges | -19 635 | -14 609 |
| Provisions (increase/amounts written back) | -1 535 | 6 265 |
| Services and other goods | -50 247 | -52 201 |
"Other operating expenses" have increased significantly compared to 2022 (€+11.86m), with variations mainly occurring in the following items:
Twist project (€2.55m), as well as various real estate withholding taxes, local taxes, and mortgage fees (mainly related to the Beaulieu, Realex, Astro, and Com'Unity projects (€4.38m));
• "Foreign exchange gains/losses": the result of foreign exchange costs compared to 2022, a financial year which had seen gains by both the Polish zloty and the Hungarian forint.
As a reminder, in 2022, "Other charges" recorded in particular the rental guarantees paid on sold projects (mainly Vaci Greens, HBC, City Dox B6 (€3.27m)), the urban development tax for lots 5 and 7.1 of the City Dox project (€1.67m), the non-recoverable VAT from the Twist and Berges de l'Argentine projects (€2.83m), as well as various property and local taxes (mainly related to the Beaulieu and Com'Unity projects (€2.37m)).
| In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Interest expenses | -41 131 | -22 791 |
| Activated interests on projects in development (IAS 23) | 6 771 | 6 235 |
| Other financial expenses | -3 260 | -1 999 |
| Interest income | 5 759 | 2 370 |
| Other financial income | 56 | 16 |
| Total financial results | -31 805 | -16 169 |
In 2023, net financial results amounted to €31.81 million, compared to €16.17 million in 2022. The increase in net financial charges (+€15.64m) is mainly due to the rise in interest rates on the group's slightly decreased net debt (€-60.44m over 2022). Capitalisations (IAS 23; +€6.77m) related to ongoing developments are stable with respect to 2022.
The financial result mainly includes on the one hand the net interests connected with the bond issues (€12.23 m), to the bank financing and via CP and (E)MTN of Atenor (€15.93m) as well as financing for the projects in Hexaten, Haverhill, I.P.I., Highline, Victor Hugo 186, Bords de Seine Une Fois, the companies in the Realex project and Atenor Luxembourg (€9.67m). On the other hand, it includes the capitalisation of financial charges (IAS 23 – rate of 4.39%) related to various projects under construction (€6.77m).
The other financial costs (€3.26m as at 31 December 2023) include debt issuance costs spread over the repayment period of the loans, the Loi Breyne commissions and property agent commissions, as well as bank fees.
Interest earnings consist mainly of the interest on advances to equity affiliates (€5.34m).
As a reminder, in 2022, net financial costs amounted to €16.17 million. This increase in net financial costs (€4.27m) was mainly due to the increase in Atenor's average net debt (€+125.01m compared to 2021). Capitalisations (IAS 23; €6.24m) related to ongoing developments remained stable compared to 2021.
Please also refer to the "Consolidated Cash Flows Statement" and Note 21 on "Financial liabilities".
| I. Income tax expense / Income - current and deferred In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Income tax expense / Income - current | ||
| Current period tax expense | -1 759 | -1 475 |
| Adjustments to tax expense/income of prior periods | -124 | 31 |
| Total current tax expense, net | -1 883 | -1 444 |
| Income tax expense / Income - Deferred | ||
| Related to the current period | 67 | -357 |
| Related to tax losses | -1 505 | 444 |
| Total deferred tax expense | -1 438 | 87 |
| Total current and deferred tax expense | -3 321 | -1 357 |
| II. Reconciliation of statutory tax to effective tax In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Profit before taxes | -104 365 | 278 |
| Statutory tax rate | 25% | 25% |
| Tax expense using statutory rate | 26 091 | -70 |
| Tax adjustments to | ||
| - results of prior periods / increases | -215 | -70 |
| - non-taxable revenues | 1 987 | 7 059 |
| - non-tax deductible expenses | -1 536 | -1 435 |
| - recognising deferred taxes on previously unrecognised tax losses | 193 | 558 |
| - on deferred tax assets and deferred taxes liabilities | -1 524 | -139 |
| - on taxable revenues with a different rate (1) | -7 551 | 20 |
| - not booked deferred tax of the period | -18 704 | -6 557 |
| - other adjustments | -2 062 | -723 |
| Tax expense using effective rate | -3 321 | -1 357 |
| Profit before taxes | -104 365 | 278 |
| Effective tax rate | -3.18% | 487.95% |
| (1) Rate in our subsidiaries abroad |
| Rate in our subsidiaries abroad: | 2023 | 2022 |
|---|---|---|
| Luxembourg | 27.19% | 27.19% |
| Romania | 16.00% | 16.00% |
| Hungary | 9.00% | 9.00% |
| France | 25.00% | 25.00% |
| Poland (2) | 19.00% | 19.00% |
| Portugal | 22.50% | 22.50% |
| Germany | 15.83% | 15.83% |
| The Netherlands | 15.00% | 15.00% |
| Great Britain | 19.00% | 19.00% |
In 2023, Atenor's tax liability consisted of current taxes and deferred taxes of €-1.88 million and €-1.44 million respectively. These amounts mainly relate to:
Unrecognised deferred tax assets in 2023 amounted to €18.70 million. They relate to entities for which there is no, or is not yet any, concrete prospect of taxable income realisation (including Haverhill Investments: € 4.42m; Wehrhahn Estate: € 2.37m; NRW Développement: € 2.07m; BDS Une Fois: € 2.05m; 186 Victor Hugo: € 1.59m and Leaselex: € 1.18m).
| Amount of dividends distributed after the closing date (in thousands of euros) Gross dividend per share (in euro) |
|
|---|---|
| Number of shares profiting from the dividend | 43 739 703 |
Atenor has no plans to pay any dividends for the financial year 2023. In future, Atenor intends to adopt a dividend policy based on earnings and a distribution rate of at least 50%.
As there are no potential dilutive ordinary shares, basic
earnings per share are identical to the diluted earnings per share.
Given the weighted number of shares excluding treasury shares, the basic and diluted earnings per share are determined as follows:
| Basic earnings and diluted earnings per share are determinated following (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Total number of issued shares | 43 739 703 | 7 038 845 |
| of which own shares / treasury shares | 313 434 | 313 427 |
| Weighted average number of shares (excluding own shares) | 10 107 697 | 6 725 086 |
| Net consolidated result (group share and in thousands of euros) | -107 129 | -843 |
| Basic earnings (in euros) | -10.60 | -0.13 |
| Diluted earnings per share (in euros) | -10.60 | -0.13 |
| In thousands of EUR | 2023 | 2022 |
| Dividends on ordinary shares declared and paid during the period: | 10 011 | 17 078 |
| Year | Gross dividend per share |
|---|---|
| 2022 | 2.67 € |
| 2021 | 2.54 € |
| 2020 | 2.42 € |
| 2019 | 2.31 € |
| 2018 | 2.20 € |
| 2017 | 2.08 € |
| 2016 | 2.04 € |
| 2010 to 2015 | 2.00 € |
| 2007 to 2009 | 2.60 € |
| 2006 | 1.30 € |
In 2023, as in 2015, 2014 and 2013, the optional dividend was chosen by a majority of shareholders (to a maximum of 76% in 2013, 82.11% in 2014, 79.69% in 2015 and 60.35% in 2023) contributing their receivable dividend to the capital increase which took place on 27 June 2023.
On 31 December 2023, the structure of shareholding is as follows:
| Of which shares forming part of the joined |
||||
|---|---|---|---|---|
| Number of shares | Holdings in % | shareholding | Holdings in % | |
| ALVA SA (1) & consorts | 764 611 | 1.75 | 521 437 | 1.19 |
| LUXEMPART SA (1) | 6 819 439 | 15.59 | 6 819 439 | 15.59 |
| 3D NV (1) | 13 157 350 | 30.08 | 13 157 350 | 30.08 |
| FORATENOR SA (1) | 4 767 744 | 10.90 | 4 767 744 | 10.90 |
| Stéphan SONNEVILLE SA(1)(2) & consorts | 1 621 624 | 3.71 | 1 109 624 | 2.54 |
| Midelco NV | 2 000 000 | 4.57 | ||
| Lintrust NV | 300 000 | 0.69 | ||
| Vandewiele Group NV | 2 000 000 | 4.57 | ||
| Subtotal | 31 430 768 | 71.86 | 26 375 594 | 60.30 |
| Own shares | 7 | 0.00 | ||
| Treasury shares | 313 427 | 0.72 | ||
| Public | 11 995 501 | 27.42 | ||
| Total | 43 739 703 | 100.00 |
(1) Signatories of the Shareholders' Agreement
(2) Managing Director, company controlled by Mr. Stéphan Sonneville
In compliance with article 74 of the law of 1 April 2007, these shareholders have informed the company that they held as a joined holding, at the date of entry into effect of the aforementioned law, more than 30% of those shares with voting rights.
The Annual General Meeting of 28 April 2023 decided to propose an optional dividend for the 2022 financial year. Shareholders were given the opportunity, during the period from 7 June 2023 to 20 June 2023 (inclusive), to opt for the issuance of new shares in exchange for their claim to the net dividend of €1.869.
| Total of issued shares profiting from 2023 dividend (1) | |
|---|---|
| of which own shares | |
| Number of shares on 31.12.2023, issued and fully paid |
60.35% of shareholders opted for the dividend in shares. As such, Atenor's share capital was increased by €7.94 million (including the share premium) through the issuance of 386,165 new shares.
A second capital increase of €181.57 million, carried out on 30 November 2023, raised Atenor's share capital to €257,563,853.72, represented by 43,739,703 shares. The associated costs (€5.94m) were allocated under the "share premium" heading in the consolidated financial statements.
| in thousands of EUR | Ordinary shares | |
|---|---|---|
| Number of shares on 31.12.2023, issued and fully paid | 43 739 703 | |
| of which own shares | 7 | |
| Total of issued shares profiting from 2023 dividend (1) | 43 739 696 | |
| Movements in own and treasury shares | Amount (in thousands of EUR) |
Number of own shares |
| On 01.01.2023 (average price : € 48.09 per share) | 15 073 | 313 427 |
| Movements during the period: | ||
| - acquisitions | 112 | 2 450 |
| - sales | -112 | -2 443 |
| On 31.12.2023 (average price : € 48.09 per share (1) | 15 073 | 313 434 |
| - sales | -112 | -2 443 |
|---|---|---|
| - acquisitions | 112 | 2 450 |
| Movements during the period: | ||
| On 01.01.2023 (average price : € 48.09 per share) | 15 073 | 313 427 |
(1) As a reminder, on 31 December 2023, Atenor SA held 7 own shares
The Atenor Group Investments (AGI) and Atenor Long Term Growth (ALTG) subsidiaries still hold 163,427 and 150,000 Atenor-shares respectively (situation unchanged compared to 31 December 2022).
Please refer to Note 23 (employee benefits) for the stock option plans.
On 31 December 2023, equity amounted to €343.08 million, and the balance sheet total to €1,328.70 million. As an independent developer of real estate projects, Atenor is not subject to any capital requirements. Atenor hopes to maintain a reasonable ratio between the invested capital and the balance sheet total.
Members of the Executive Committee, among other things, ensure that they regularly inform the Board of Directors and the Audit Committee of the performance of the balance sheet and its components in such a way as to control the group's consolidated net indebtedness.
The aim of Atenor's policy is to maintain a healthy balance sheet structure. Note 21 provides more detailed information on the Group's indebtedness policy.
| 2023 (In thousands of EUR) | Software | Total | |
|---|---|---|---|
| Movements in intangible assets | |||
| Gross book value as at 01.01.2023 | 335 | 335 | |
| Cumulated depreciations as at 01.01.2023 | -112 | -112 | |
| Intangible assets, beginning balance | 223 | 223 | |
| Investments | 5 | 5 | |
| Depreciations - dotation (-) | -55 | -55 | |
| Foreign currency exchange increase (decrease) | 5 | 5 | |
| Intangible assets, ending balance | 178 | 178 | |
| Gross book value as at 31.12.2023 | 346 | 346 | |
| Cumulated depreciations as at 31.12.2023 | -168 | -168 | |
| Intangible assets, ending balance | 178 | 178 |
2022 (In thousands of EUR) Software Total
| Movements in intangible assets | ||
|---|---|---|
| Gross book value as at 01.01.2022 | 331 | 331 |
| Cumulated depreciations as at 01.01.2022 | -306 | -306 |
| Intangible assets, beginning balance | 25 | 25 |
| Investments | 217 | 217 |
| Disposals - deallocation (-) | -211 | -211 |
| Depreciations - dotation (-) | -17 | -17 |
| Depreciations - reversal (+) | 211 | 211 |
| Foreign currency exchange increase (decrease) | -2 | -2 |
| Intangible assets, ending balance | 223 | 223 |
| Gross book value as at 31.12.2022 | 335 | 335 |
| Cumulated depreciations as at 31.12.2022 | -112 | -112 |
| Intangible assets, ending balance | 223 | 223 |
As at 31 December 2023, this item includes only the amortised value of other intangible assets relating to software investments made over the year.
| 2023 (In thousands of EUR) | Constructions in progress |
Land and buildings |
Plant and equipment |
Motor vehicles |
Fixtures and fittings |
Other property, plant and equipment |
Total |
|---|---|---|---|---|---|---|---|
| Movements in property, plant an equipment | |||||||
| Gross book value as at 01.01.2023 | 0 | 6 813 | 6 | 18 | 1 462 | 3 504 | 11 803 |
| Cumulated depreciations as at 01.01.2023 | 0 | -1 115 | -1 | -18 | -910 | -777 | -2 822 |
| Property, plant and equipment, beginning balance |
0 | 5 698 | 5 | 0 | 552 | 2 727 | 8 981 |
| Investments | 102 | 287 | 389 | ||||
| Rights of use (IFRS 16) | 1 830 | 1 830 | |||||
| Disposals / deallocation (-) | -554 | -23 | -30 | -607 | |||
| Reclassifications from/to the "Inventories" | 6 | 6 | |||||
| Depreciation - dotation (-) | -520 | -1 | -216 | -243 | -980 | ||
| Depreciation - reversal (+) | 554 | 21 | 3 | 578 | |||
| Foreign currency exchange increase (decrease) | 0 | 2 | 2 | ||||
| Property, plant and equipment, ending balance | 0 | 7 008 | 4 | 0 | 436 | 2 752 | 10 199 |
| Gross book value as at 31.12.2023 | 0 | 8 089 | 6 | 18 | 1 553 | 3 771 | 13 437 |
| Cumulated depreciations as at 31.12.2023 | 0 | -1 081 | -2 | -18 | -1 117 | -1 019 | -3 238 |
| Property, plant and equipment, ending balance | 0 | 7 008 | 4 | 0 | 436 | 2 752 | 10 199 |
The "Property, plant and equipment" entry amounts to a total of €10.20 million on 31 December 2023 (compared with €8.98 million the previous year). It includes the group's furniture and motor vehicles, the fixtures and fittings of the leased buildings (entered under "other fixed assets") as well as the usage rights on the leased buildings (IFRS 16). Investments during the period amounted to €2.22 million, of which €1.83 million in leasehold rights following the new lease agreement signed for the offices of our subsidiary, Atenor Hungary (IFRS 16).
Depreciation for the period amounted to €0.98 million (of which €92,000 relates to the recognised right-of-use in 2023), against €0.85 million in 2022. No impairment loss was recognised.
| 2022 (In thousands of EUR) | Constructions in progress |
Land and buildings |
Plant and equipment |
Motor vehicles |
Fixtures and fittings |
Other property, plant and equipment |
Total |
|---|---|---|---|---|---|---|---|
| Movements in property, plant an equipment | |||||||
| Gross book value as at 01.01.2022 | 0 | 2 242 | 6 | 18 | 1 237 | 3 000 | 6 503 |
| Cumulated depreciations as at 01.01.2022 | 0 | -665 | 0 | -18 | -777 | -562 | -2 023 |
| Property, plant and equipment, beginning balance |
0 | 1 577 | 6 | 0 | 460 | 2 438 | 4 480 |
| Investments | 278 | 513 | 791 | ||||
| Rights of use (IFRS 16) | 4 571 | 4 571 | |||||
| Disposals / deallocation (-) | -35 | -35 | |||||
| Depreciation - dotation (-) | -450 | -1 | -183 | -218 | -852 | ||
| Depreciation - reversal (+) | 34 | 34 | |||||
| Foreign currency exchange increase (decrease) | -2 | -6 | -8 | ||||
| Property, plant and equipment, ending balance | 0 | 5 698 | 5 | 0 | 552 | 2 727 | 8 981 |
| Gross book value as at 31.12.2022 | 0 | 6 813 | 6 | 18 | 1 462 | 3 504 | 11 803 |
| Cumulated depreciations as at 31.12.2022 | 0 | -1 115 | -1 | -18 | -910 | -777 | -2 822 |
| Property, plant and equipment, ending balance | 0 | 5 698 | 5 | 0 | 552 | 2 727 | 8 981 |
This item includes the Nysdam building in La Hulpe. This building is currently leased at an occupancy rate of 93% and generated net rental income of €1.01 million as at 31 December 2023. The building is currently under management and may subsequently be redeveloped or sold.
In 2022, it was transferred from the inventory heading and, in application of IAS 40, valued at its net fair value of €21.48 million, on the basis of an expert's report dated 30 June 2022. A new expert's report dated 31 December 2023 did not reveal any significant difference in value (loss of €0.4m in 2023). This adjustment is set out under the heading "Value adjustments" in the Consolidated overall profit and loss sheet.
On the basis of data from the valuation technique, the fair value of the investment property was classified as Level 3 fair value.
Investment property is the company's only asset that is measured at fair value on a recurring basis.
The fair value of investment property (including investment property held by joint ventures) is determined by professionally qualified independent appraisers using valuation techniques that meet recognised international professional appraisal standards.
Atenor determines that the fair value established
reflects the maximum and optimal use of the investment property by the company. Models used to measure investment property may include the current net value of estimated future cash flows and/or recent transactions on comparable properties.
The property's fair value was determined on the basis of discounted cash flows using equivalent returns of between 6.00% and 7.5%. This data includes:
| (In thousands of EUR | 2023 | 2022 |
|---|---|---|
| At the end of the preceding period | 21 482 | 0 |
| Gains / (Losses) arising from changes in te fair value | -399 | 5 924 |
| Investments | 431 | 156 |
| Transfer from "Inventories" (at cost) | 15 402 | |
| At the end of the period | 21 514 | 21 482 |
During 2023, there were no transfers from Level 3 to Level 2.
| Participations (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Victor Estates | 550 | 814 |
| Victor Properties | 3 | 31 |
| Victor Bara | 4 142 | 4 262 |
| Victor Spaak | 7 424 | 7 634 |
| Immoange | 525 | 672 |
| Markizaat | 10 294 | |
| CCN Development | ||
| CCN Housing B1 | 1 822 | 2 154 |
| CCN Housing B2 | 606 | 785 |
| CCN Office A1 | 8 884 | 9 243 |
| CCN Office C-D | 38 584 | 40 183 |
| De Molens | 368 | |
| Cloche d'Or Development | 1 139 | 2 736 |
| Ten Brinke Mybond Verheeskade | 4 036 | 4 225 |
| Laakhaven Verheeskade II | -35 | |
| Lankelz Foncier | ||
| Square 42 | ||
| Square 48 | 1 335 | 14 |
| Tage Une Fois | ||
| Total | 69 050 | 83 380 |
| Investments (In thousands of EUR) | 2023 | 2022 |
| At the end of the preceding period | 83 380 | 78 729 |
| Share in result | -8 432 | -3 016 |
| Acquisitions, price adjustments and restructuring | 221 | 3 934 |
| Disposals | -11 108 | |
| Capital increases | 1 340 | |
| Reclassification to other items | 3 648 | 3 733 |
| At the end of the period | 69 050 | 83 380 |
| At the end of the preceding period | |
|---|---|
| Share in result | |
| Acquisitions, price adjustments and restructuring | |
| Disposals | |
| Capital increases | |
| Reclassification to other items | |
| At the end of the period |
| o | |
|---|---|
| 4 | |
| (In thousands of EUR) | Sums due to related parties |
Sums due to the group from related parties |
|---|---|---|
| Immoange | ||
| share of the group : 50% | - | 2 885 |
| Victor Estates | ||
| share of the group : 50% | - | 5 644 |
| Victor Properties | ||
| share of the group : 50% | - | 326 |
| Victor Bara | - | |
| share of the group : 50% | 2 415 | |
| Victor Spaak share of the group : 50% |
- | 4 278 |
| CCN Developpement | ||
| share of the group : 50% | - | 20 050 |
| Cloche d'Or Development | ||
| share of the group : 50% | - | 30 977 |
| Ten Brinke Mybond Verheeskade | ||
| share of the group : 50% | - | 8 149 |
| Laakhaven Verheeskade II | ||
| share of the group : 50% | - | 15 525 |
| Lankelz Foncier | - | |
| share of the group : 50% Square 42 |
23 003 | |
| share of the group : 50% | - | 5 533 |
| Square 48 | ||
| share of the group : 50% | - | |
| Tage Une Fois | ||
| share of the group : 51% | - | 21 067 |
| At the end of the period | 139 852 |
| In thousands of EUR | Non-current | assets Inventories | Other current assets |
Non-current liabilities |
Current liabilities |
Equity Group share | Value of the investment |
|
|---|---|---|---|---|---|---|---|---|
| Immoange | 7 611 | 156 | -6 718 | 1 049 | 50% | 525 | ||
| Victor Estates | 12 211 | 22 | -11 134 | 1 099 | 50% | 550 | ||
| Victor Properties | 659 | 5 | -658 | 6 | 50% | 3 | ||
| Victor Bara | 13 109 | 10 | -4 836 | 8 283 | 50% | 4 142 | ||
| Victor Spaak | 23 401 | 10 | -8 564 | 14 847 | 50% | 7 424 | ||
| CCN Development | 13 370 24 582 | -40 102 | -1 523 | -3 673 | 50%* | -3 362 | ||
| CCN Housing B1 | 7 164 | -3 521 | 3 643 | 50% | 1 822 | |||
| CCN Housing B2 | 2 785 | -1 573 | 1 212 | 50% | 606 | |||
| CCN Office A1 | 20 605 | 21 | -2 858 | 17 768 | 50% | 8 884 | ||
| CCN Office C-D | 89 640 | 72 | -12 545 | 77 167 | 50% | 38 584 | ||
| Cloche d'Or Development | 143 797 | 1 194 | -61 955 | -80 758 | 2 278 | 50% | 1 139 | |
| Ten Brinke Mybond Verheeskade | 25 963 | 527 | -16 298 | -2 120 | 8 072 | 50% | 4 036 | |
| Laakhaven Verheeskade II | 30 384 | 624 | -31 051 | -137 | -180 | 50% | -90 | |
| Lankelz Foncier | 96 481 | 372 | -55 418 | -50 055 -8 620 | 50% | -4 310 | ||
| Square 48 | 7 | 11 521 | 793 | -9 568 | -83 | 2 670 | 50% | 1 335 |
| Square 42 | 23 470 | 742 | -24 526 | -170 | -484 | 50% | -242 | |
| Tage Une Fois | 180 | 46 150 | 6 468 | -51 359 | -2 044 | -605 | 51% | -309 |
| Total | 187 | 568 321 35 598 | -290 277 -189 297 124 532 | 60 737 | ||||
| Investments consolidated by the equity method |
69 050 | |||||||
| Investments tranferred to "non-current provisions" |
8 313 |
* participation of 33.33 % up to 30.09.2020
| In thousands of EUR | Operating | result Financial result | Income taxes | Result after taxes |
Group share | |
|---|---|---|---|---|---|---|
| Immoange | -38 | -256 | -294 | 50% | -147 | |
| Victor Estates | 3 | -531 | -528 | 50% | -264 | |
| Victor Properties | -25 | -31 | -56 | 50% | -28 | |
| Victor Bara | -12 | -230 | -242 | 50% | -121 | |
| Victor Spaak | -11 | -408 | -419 | 50% | -210 | |
| Markizaat | 689 | 80 | -387 | 382 | 50% | 191 |
| CCN Development | -272 | -875 | -1 147 | 50% | -574 | |
| CCN Housing B1 | -547 | -118 | -665 | 50% | -333 | |
| CCN Housing B2 | -307 | -51 | -358 | 50% | -179 | |
| CCN Office A1 | -625 | -93 | -718 | 50% | -359 | |
| CCN Office C-D | -2 801 | -397 | -3 198 | 50% | -1 599 | |
| De Molens | 864 | -157 | -199 | 508 | 50% | 254 |
| Cloche d'Or Development | 706 | -3 776 | -124 | -3 194 | 50% | -1 597 |
| Ten Brinke Mybond Verheeskade | 179 | -571 | 15 | -377 | 50% | -189 |
| Laakhaven Verheeskade II | 914 | -1 055 | 33 | -108 | 50% | -54 |
| Lankelz Foncier | -140 | -4 696 | -32 | -4 868 | 50% | -2 434 |
| Square 48 | -35 | -2 | -37 | 50% | -19 | |
| Square 42 | -4 | -703 | -707 | 50% | -354 | |
| Tage Une Fois | 396 | -1 231 | 14 | -821 | 51% | -419 |
| Share in net result | -8 432 |
The investments consolidated by the equity method are companies which are subject to joint control in accordance with the IFRS 11 (Joint arrangements) and IAS 28 (Participations in associated companies and joint ventures) standards.
On 31 December 2023, Atenor was in partnership for the Nör.Bruxsel project in Brussels (CCN Development and its subsidiaries), for Cloche d'Or, Perspectiv and Kyklos in Luxembourg (Cloche d'Or Development, Lankelz Foncier, Square 48), Verheeskade I and II (TBMB and Laakhaven Verheeskade II), as well as Move'Hub (Immoange and Victor Estates, Properties, Bara, Spaak).
During the first half of 2023, Atenor also entered into a 50/50 partnership with Besix Red for the Wellbe project in Portugal and with Cores Development/Ravago for the Square 42 project in Luxembourg, resulting in the recognition in the accounts of the stakes in Tage Une Fois and Square 42 via the equity method. In parallel, Markizaat and De Molens (De Molens project in Deinze) were sold on 28 June 2023, thereby exiting from Atenor's scope of consolidation. These 3 transactions (Wellbe, Square 42 and Markizaat/De Molens), with sale prices totalling €17.51 million, generated gross capital gains amounting to €6.19 million.
The net change of €-14.33 million compared to 31 December 2022 essentially reflects:
(€2.43m), CCN Development (€0.57m), Tage Une Fois (€0.31m), Square 42 (€0.24m) and Laakhaven Verheeskade II (€0.09m);
• The capital increase of Square 48 (€1.34m).
Investments with negative values on 31 December 2023 were classified as non-current provisions: Lankelz Foncier (€-4.31m), CCN Development (€-3.36m), Tage Une Fois (€ 0.31m), Square 42 (€-0.24m) and Laakhaven Verheeskade II (€-0.09m).
See also Note 20.
Details on the related projects can be found in the activity report.
The relations between Atenor SA and its subsidiaries are detailed in Note 28 relating to the structure of the Group. Refer also to Note 14 concerning the investments consolidated by the equity method.
The remuneration received directly or indirectly by the CEO is generally defined for both his role on the Board of Directors and directly or indirectly in the Company and its subsidiaries. The total remuneration of the CEO, both the fixed portion and the variable portion, is set by the Board of Directors at the proposal of the Nomination and Remuneration Committee, based on the performance of the company and of the CEO.
The amount of the remuneration and other benefits granted, directly or indirectly, for the 2023 financial year amounted to €740,616 and can be broken down as follows (company cost):
Regarding the remuneration in the form of stock options, Stéphan Sonneville SA: (i) exercised 900 Atenor Group Investments options granted and accepted in 2018. The benefit due to Stéphan Sonneville SA related to the exercise of these 900 options amounted to €8,082. (ii) did not exercise any Atenor Group Participations stock options. (iii) did not acquire any stock options.
In March 2024, Stéphan Sonneville SA exercised 26 Atenor Group Participations options granted and accepted in March 2021. The benefit due to Stéphan Sonneville SA related to the exercise of these 26 options amounts to €183,924.
Also refer to the remuneration report in the Corporate Governance Statement (see page 122).
The Company will propose that the General Assembly approve its Remuneration policy.
During the financial year, there were no credits, advances or share options granted to the Directors.
| NOTE 16 – INVENTORIES | ||
|---|---|---|
| (In thousands of EUR) | 2023 | 2022 |
| Buildings intended for sale, beginning balance | 962 407 | 932 994 |
| Capitalized expenses | 194 343 | 196 767 |
| Disposals of the year | -70 755 | -25 447 |
| Exits from the consolidation scope | -57 477 | -135 912 |
| Entries in the consolidation scope | 11 861 | |
| Reclassifications from/to the "Inventories" | -111 | -12 768 |
| Borrowing costs (IAS 23) | 6 771 | 6 235 |
| Foreign currency exchange increase (decrease) | 13 917 | -10 836 |
| Write-offs (recorded) | -55 869 | -514 |
| Write-offs (written back) | 47 | 27 |
| Movements during the year | 30 866 | 29 413 |
| Buildings intended for sale, ending balance | 993 273 | 962 407 |
| Accounting value of inventories mortgaged (limited to granded loans) | 256 538 | 189 377 |
"Buildings held for sale" classified under "Inventories" represent the real estate projects in the portfolio and under development. Several buildings in the portfolio are leased pending redevelopment or sale, mainly Arena Business Campus A (Budapest), @Expo (Bucharest) and UBC II (Warsaw).
During 2023, the item "Inventories" ("Buildings held for sale") was mainly influenced by:
following the equity accounting of the Square 42 and Tage Une Fois shareholding (€57.48m); and
The book value of the pledged inventories, limited if necessary to the granted outstanding amount, consists of the buildings intended for sale from the projects: Realex (€60m), Lakeside and UBC 2 (€16.77m), Beaulieu (€18.9m), City Dox (€10.10m), Victor Hugo 186 (€45m), Astro 23 (€7.41m), UP-site Bucharest (€22.96m), Au Fil des Grands Prés (€7.78m), Les Berges de l'Argentine (€28.38m), Arena Business Campus (€6.73m) and Twist (€32.5m).
| Other financial | Trade and other | Cash and cash | ||
|---|---|---|---|---|
| In thousands of EUR | investments | Derivatives | receivables | equivalents |
| MOVEMENTS IN FINANCIAL ASSETS | ||||
| Non-current financial assets | ||||
| Beginning balance | 97 248 | 22 526 | ||
| Acquisitions | 22 528 | |||
| Disposals (-) | -26 222 | |||
| Exits from the scope of consolidation | 47 177 | |||
| Reclassification (to) from other items | -22 825 | |||
| Increase (decrease) in the discounted amount ari sing from the passage of time and of any change in |
||||
| the discount rate | 299 | |||
| Other increase (decrease) | 2 | |||
| Ending balance | 140 733 | 0 | ||
| Fair value | 140 733 | 0 | ||
| Valuation | level 3 | level 3 | ||
| Current financial assets | ||||
| Beginning balance | 337 | 39 040 | 25 093 | |
| Acquisitions | 1 756 | 21 331 | ||
| Disposals (-) | -18 677 | |||
| Exits from the consolidation scope | -1 884 | -1 551 | ||
| Reclassification (to) from other items | 370 | 12 195 | ||
| Impairments (-) | -169 | -68 | ||
| Foreign currency exchange increase (decrease) | 196 | 803 | ||
| Other increase (decrease) | -252 | |||
| Ending balance | 1 924 | 118 | 30 802 | 45 676 |
| Fair value | 1 924 | 118 | 30 802 | 45 676 |
| Valuation | levels 1 & 3 | level 2 | level 3 | level 3 |
Where not listed on an active market, the other financial assets are maintained at historical cost if their fair value
cannot be reliably determined using a different valuation technique.
| Other financial | ||||
|---|---|---|---|---|
| OTHER FINANCIAL ASSETS | Shares | Loans | assets | Total |
| Non current assets | ||||
| Beginning balance | 96 478 | 770 | 97 248 | |
| Additions (investments) | 22 380 | 148 | 22 528 | |
| Disposals (-) | -26 184 | -38 | -26 222 | |
| Exits from the scope of consolidation | 47 177 | 47 177 | ||
| Foreign currency exchange increase (decrease) | 2 | 2 | ||
| Ending balance | 139 851 | 882 | 140 733 | |
| Fair value | 139 851 | 882 | 140 733 | |
| Valuation | level 3 | level 3 | level 3 | |
| Current assets | ||||
| Beginning balance | 337 | 337 | ||
| Acquisitions | 1 756 | 1 756 | ||
| Impairments (-) | -169 | -169 | ||
| Ending balance | 1 924 | 1 924 | ||
| Fair value | 1 924 | 1 924 | ||
| Valuation | level 3 | levels 1 & 3 | levels 1 & 3 |
"Non-current Loans" concern the net advances granted to equity affiliates. The variation for the financial year is notably explained by the repayments for the year (€-3.80m) as well as by the transfer to this item of 50% of the receivables from Tage Une Fois and Square 42 following the sale of 50% of these holdings (€47.17m). See also Note 14.
On 31 December 2023, "Other current financial assets" concerned in particular the term deposits (€1.83m - various short-term maturities) made with Belgian banks (Belfius, BNP Paribas Fortis, KBC and ING).
This entry also includes debt securities (€0.09m) whose valuation at the stock market price at 31 December 2023, led to the recognition of an impairment loss of €169,000.
| 2023 | 2022 | |||
|---|---|---|---|---|
| Trade and other receivables (In thousands of EUR) | Current | Non-current | Current | Non-current |
| Trade and other receivables | ||||
| Trade receivables, gross | 11 301 | 21 431 | 12 350 | |
| Allowance for bad and doubtful debts | -175 | -106 | ||
| Other receivables | 19 676 | 17 715 | 10 176 | |
| Total trade and other receivables | 30 802 | 0 | 39 040 | 22 526 |
| Fair value | 30 802 | 0 | 39 040 | 22 526 |
| Valuation | level 3 | level 3 | level 3 | level 3 |
"Trade and other receivables" are valued at their nominal value or at fair value in the case of a variable counterparty for the additional price, which is a good representation of their market value. The payment terms depend mainly on the conditions agreed regarding the sale of shares or major assets.
The change in "Clients and other non-current debtors" is explained, on the one hand, by the reclassification to short-term of the receivable due in 2024 from the buyer of the stake in NGY (€8m), the receivable relating to the development of the Verheeskade II project (€2.48m), and the assets on contracts linked to the sales of flats in the Twist and City Dox Lot 7 projects (€2.03m), and, on the other hand, by the transfer to the "long-term advances" heading of the revenues acquired from the sales on completion of flats in the City Dox Lot 5 project (€10.32m).
"Clients and other current debtors" decreased from €39.04 million to €30.80 million on 31 December 2023, i.e. with a decrease of €8.24 million mainly impacted by the collection of the 2023 instalment of the receivable from the purchaser of the NGY stake (€8m) and billing instalments for offices O2 and P of the Au Fil des Grands Prés project (€7.17m).
The assets pledged within the context of project financing are detailed in Note 27 "Rights and commitments".
| Cash & cash equivalents (in thousands of EUR) | 2023 | 2022 |
|---|---|---|
| CASH AND CASH EQUIVALENTS | ||
| Short-term deposits | 1 830 | 75 |
| Bank balances | 45 675 | 25 091 |
| Cash at hand | 1 | 2 |
| Cash and cash equivalents | 47 506 | 25 168 |
| Fair value | 47 506 | 25 168 |
| Valuation | level 3 | level 3 |
Taking into account the cash investments presented in "Other financial assets" of €1.83 million, total cash reserves now stand at €47.51 million.
Financial assets are also summarised as follows:
| (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Investments held until their maturity | 47 600 | 25 430 |
| Loans & debts | 170 653 | 158 047 |
| Financial assets available at sale | 882 | 767 |
| Total of current and non current financial assets | 219 135 | 184 244 |
| Total of current and non current financial assets | 219 135 | 184 244 |
|---|---|---|
| Financial assets available at sale | 882 | 767 |
| Loans & debts | 170 653 | 158 047 |
| Investments held until their maturity | 47 600 | 25 430 |
The main financial risks can be summarised as follows:
• Forex risks: by virtue of its activities, Atenor is exposed to exchange rate variations in the Forint (Hungary), the Zloty (Poland), the Lei (Romania) and the Pound Sterling (United Kingdom). The balance sheets of foreign companies are converted into euros at the official exchange rate at closure of the financial year (see table below). The conversion of the financial statements of the subsidiaries from the functional currency (local currency) to the consolidation currency gave rise to translation differences presented in the equity.
Transactions in foreign currencies are recorded, when initially recorded in the operating currency, by applying the exchange rate on the date of the transaction. At the end of the financial year, the monetary assets and liabilities are converted at the closing rates. The gains or losses resulting from this conversion are recorded in the profit and loss account, except for the restatement of the inter-company advances that form part of the net investment in the subsidiary.
The Group uses hedge accounting in accordance with IFRS 9. (See Note 1 – Main accounting methods – paragraph 2.10 – Exchange rate risks).
The table below covers the variations of exchange rates for 2023/2022.
| Exchange rate (€ 1 =) | Closing rate | Average rate | |||
|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | ||
| Forint (Hungary) - HUF | 382.78 | 400.25 | 380.53 | 393.01 | |
| Leu (Romania) - RON | 4.9746 | 4.9474 | 4.9520 | 4.9335 | |
| Zloty (Poland) - PLN | 4.3480 | 4.6899 | 4.5284 | 4.6883 | |
| Pound sterling - GBP | 0.8666 | 0.8828 | 0.8679 | 0.8545 |
Atenor uses financial derivative instruments exclusively for hedging purposes. These financial instruments are measured at their fair value with changes in value charged to the income statement, except for those financial instruments qualified as "Cash flow hedges", for which the part of the profit or the loss on the hedging instrument regarded as constituting an effective hedge is booked directly through the equity account under the "other items of global income" heading. With regard to "Fair value hedges", changes in the fair value of the derivatives defined and qualified as fair value hedges are recorded in the results account as changes to the fair value of the hedged asset or liability, attributable to the hedged risk.
As part of the financing of €22 million signed in 2019 by its Polish subsidiary Haverhill Investments, Atenor simultaneously concluded a hedging rate contract covering 71% of the credit. The fair value of this financial instrument qualified as a "cash flow hedge" (€0.12m) is directly recognised under shareholders' equity.
For each category of financial instrument, Atenor supplies the methods applied to determine their fair value.
Beaulieu certificates
The derivative instruments are, where appropriate, valued by a financial institution on the basis of market parameters.
The fair value of the "Current and non-current financial assets" (including liquid assets) is close to the market value. The fair value of non-listed financial assets available for sale is estimated at their book value, taking into account the performance of the business of the companies concerned and existing shareholder agreements. Their amount is insignificant.
The fair value of "Trade and other receivables" corresponds to their nominal value (deducting any impairment loss) and reflects the sale price of the goods and other assets sold in the provisional agreements and notarial deeds.
Out of a total of €219.25 million, financial assets denominated in foreign currencies amounted to €40.31 million, i.e. 18.39% and consist of current financial assets (€40.12m).
Given the nature of these financial assets and their short maturities, there is no need for a sensitivity analysis, as it would only reveal an insignificant impact.
| NOTE 18 - OTHER CURRENT AND NON-CURRENT ASSETS | |||||
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| Other Assets (In thousands of EUR) | Current | Non-current | Current | Non-current | |
| Other assets | |||||
| Current tax receivables | 588 | 1 182 | |||
| Current loans payments | 11 | 103 | |||
| Other assets | 12 597 | 9 801 | |||
| Total other assets | 13 196 | 11 086 | |||
| Fair value | 13 196 | 11 086 |
Other current assets consist mainly of receivable tax assets (€0.59m), prepaid expenses and asset regularisation accounts (prepaid interest, insurance and commissions to be deferred and accrued interest earned for €12.60m). The increase of €2.11 million is mainly due to commissions related to the leases of the Lakeside project, which will be spread over the term of the contracts (€1.17m)
Current tax assets exclusively include Belgian and foreign direct taxes to be recovered.
| 2023 | 2022 | |||
|---|---|---|---|---|
| Other Assets (In thousands of EUR) | Deferred tax assets Deferred tax liabilities Deferred tax assets Deferred tax liabilities | |||
| Stock of buildings intended for sale | 13 551 | 5 451 | ||
| Amounts receivable | -775 | -3 124 | ||
| Received advance payments | -13 483 | -3 015 | ||
| Tax losses | 2 089 | 3 675 | ||
| Other | -261 | -262 | ||
| Compensation | -13 599 | 13 599 | -5 456 | 5 456 |
| Total deferred taxes related to temporary differences |
2 041 | -920 | 3 670 | -945 |
Deferred tax assets or liabilities are recorded in the balance sheet on the temporary differences between the statutory and consolidated results. The deferred tax liabilities relate mainly to recognition of revenue according to the degree of progress of the projects.
Deferred tax assets and liabilities are offset when they relate to the same legal entity.
See also Note 8 concerning the deferred tax booked in results.
Deferred tax assets not recognised concern entities for which there is no, or for which there is not yet, any specific likelihood of creating any taxable profit to which these deductible time differences could be linked.
| (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Total of not booked deferred tax assets | 43 305 | 28 885 |
Deferred taxes relating to Atenor's fiscal losses and tax credits brought forward were recognised at the level of future estimated taxable profits. Deferred tax assets not recognised amounted to €43.70 million. Deferred tax assets relating to the tax losses of the real estate
subsidiaries in Belgium or abroad are recognised only where there is evidence that a sufficient tax base will emerge in the foreseeable future that will enable them to be used.
| Net deferred tax | Net deferred tax | ||
|---|---|---|---|
| (In thousands of EUR) | assets | liabilities | Net situation |
| On 01.01.2022 | 3 267 | -594 | 2 673 |
| Deferred tax expense and income recorded in profit and loss | 438 | -351 | 87 |
| Changes in the deferred taxes recorded in equity (foreign currency | |||
| exchange adjustments) | -35 | -35 | |
| On 31.12.2022 | 3 670 | -945 | 2 725 |
| On 01.01.2023 | 3 670 | -945 | 2 725 |
| Deferred tax expense and income recorded in profit and loss | -1 505 | 67 | -1 438 |
| Reclassification (to) from other items | 42 | -42 | |
| Exits from the consolidation scope | -166 | -166 | |
| On 31.12.2023 | 2 041 | -920 | 1 121 |
| (In thousands of EUR | Guarantee | provisions Other provisions | Total |
|---|---|---|---|
| Provisons (both current and non-current) | |||
| Provisions, beginning balance | 8 300 | 4 664 | 12 964 |
| Additional provisions | 4 181 | 4 181 | |
| Increase (decrease) to existing provisions | 2 289 | 2 289 | |
| Amounts of provisions used (-) | -4 943 | -4 943 | |
| Increase (decrease) resulting from the variation of the exchange rate | 161 | 161 | |
| Increase (decrease) of the discounted amount resulting from the pas sage of time and the variation of the discount rate |
-146 | -146 | |
| Other increase (decrease) | 3 648 | 3 648 | |
| Provisions, ending balance | 9 842 | 8 312 | 18 154 |
| Non-current provisions, ending balance | 1 901 | 8 312 | 10 213 |
| Current provisions, ending balance | 7 941 | 7 941 |
The risks connected with given guarantees or with ongoing disputes are subject to provisions when the conditions for recognition of these liabilities are met.
"Non-current provisions" amounted to €10.21 million and mainly include the negative values of 5 equity-accounted investments, Lankelz Foncier (€4.31 m), CCN Development (€3.36 m), Tage Une Fois (€0.31 m), Square 42 (€0.24 m) and Laakhaven Verheeskade II (€0.09 m) as well as the long-term share of the provision relating to the rental guarantees granted in the context of the Roseville office building (€1.90 m).
(See also Note 14).
Non-current provisions were revalued, resulting in a profit of €0.15 million.
"Current provisions" totalled €7.94 million. They include the provisions relating to the rental guarantees granted in connection with the sale of the NGY equity interest (€3.56 m) and the Vaci Greens F (€2.25 m), Roseville (€1.47 m) and B6 office buildings of the City Dox project (€0.39 m) as well as the guaranteed return provision of €0.27 million established in connection with the sale of Naos.
Contingent liabilities and rights and commitments are described in Notes 25 and 27 to the financial statements.
| In thousands of EUR | Current Non-current |
|||||
|---|---|---|---|---|---|---|
| 2023 | Up to 1 year | 1-5 years | More than 5 years |
Total | Fair value(*) | Valuation |
| Derivatives | - | level 2 | ||||
| Financial liabilities | ||||||
| Finance lease debts (IFRS 16) | 675 | 2 152 | 4 319 | 7 146 | 7 056 | level 3 |
| Credit institutions | 273 860 | 152 332 | 6 733 | 432 925 | 434 006 | level 3 |
| Bond isssue | 65 000 | 259 903 | 324 903 | 295 169 | levels 1 & 3 | |
| Other loans | 64 200 | 25 369 | 89 569 | 88 393 | levels 1 & 3 | |
| Total financial liabilities according to their maturity |
403 735 | 439 756 | 11 052 | 854 543 | 824 624 | |
| Other financial liabilities | ||||||
| Trade payables | 42 053 | 42 053 | 42 053 | level 3 | ||
| Other payables | 43 118 | 6 006 | 49 124 | 49 124 | level 3 | |
| Other financial liabilities | 1 705 | 1 705 | 1 705 | level 3 | ||
| Total amount of other liabilities according to their maturity |
85 171 | 7 711 | 92 882 | 92 882 |
| In thousands of EUR | Current | Non-current | ||||
|---|---|---|---|---|---|---|
| 2022 | Up to 1 year | 1-5 years | More than 5 years |
Total | Fair value(*) | Valuation |
| Derivatives | -370 | -370 | -370 | level 2 | ||
| Financial liabilities | ||||||
| Finance lease debts (IFRS 16) | 403 | 1 050 | 4 319 | 5 772 | 5 764 | level 3 |
| Credit institutions | 134 162 | 169 086 | 303 248 | 305 557 | level 3 | |
| Bond isssue | 20 000 | 269 848 | 55 000 | 344 848 | 335 343 | levels 1 & 3 |
| Other loans | 204 400 | 34 376 | 238 776 | 238 688 | levels 1 & 3 | |
| Total financial liabilities according to their maturity |
358 965 | 474 360 | 59 319 | 892 644 | 885 352 | |
| Other financial liabilities | ||||||
| Trade payables | 35 865 | 35 865 | 35 865 | niveau 3 | ||
| Other payables | 35 362 | 4 797 | 40 159 | 40 159 | niveau 3 | |
| Other financial liabilities | 1 387 | 1 387 | 1 387 | niveau 3 | ||
| Total amount of other liabilities according to their maturity |
71 227 | 6 185 | 77 412 | 77 412 |
(*) The fair value of financial instruments is determined as follows:
If their maturity is short-term, the fair value is presumed to be similar to the amortised cost.
For non-current fixed-rate debts, by discounting the future interest flows and capital reimbursements at a rate of 4.39%, corresponding to the Group's weighted average financing rate.
For listed bonds, on the basis of the closing price.
The Group's debt policy evolved in 2023, particularly in response to the increase in interest rates and market conditions.
The Group's indebtedness is structured through direct financing concluded by the parent company and through financing, if need be, concluded by its subsidiaries.
The Group finances itself with various top ranked banking partners at international level. It maintains a strong longterm relationship with them, enabling it to deal with the Group's financing needs.
The Group diversified its sources of financing from 1999 by entering into a program of short-, medium- and long-term commercial papers (CP/MTN) and tasked Belfius Bank with commercialising them to private and public institutional investors. Since 2016, the Group has continued the diversification of its sources of funding by issuing a total of seven issues (4 in 2016 for a total of €86.1 million and 3 in 2018 for a total of €14.5 million) of medium and long term within the framework of its European Medium Term Notes (EMTN) programme. In April 2019, Atenor has launched two bond issues of 4 and 6 years aimed at retail investors and qualified investors (€20 and €40 million). In October 2020, Atenor again issued two bond loans of 4 and 6 years, aimed at private investors and qualified investors (€35 and €65 million). In March 2021, Atenor issued its first "Green Retail Bond" in two tranches (4- and 6-year maturities) totalling €100 million. In October 2021, Atenor continued the policy of diversifying its sources of financing, setting up two programmes for the issue of short- and medium-term negotiable securities (Negotiable European Commercial Paper (NEU CP), and Negotiable European Medium-Term Notes (NEU MTN), respectively for the maximum amounts of €200 million and €100 million, which have been registered with Banque de France. In March 2022, Atenor successfully issued its second Green Retail Bond for €55 million over a 6-year period. The early closure of this issuance demonstrated financial markets' demand for credible sustainable investments at that time. The rise in interest rates during 2022 gradually deterred financial investors from the real estate sector. In response to this trend, Atenor shifted its financing focus from direct financing in the financial markets (Corporate financing) to project financing.
In 2023, the group faced two significant repayment deadlines (€20 million in bonds issued in 2019 and €30 million in EMTNs issued in 2016). In March 2023, disruptions in the financial and banking sectors occurred internationally, prolonging the wait-and-see position adopted by investors a few months earlier. Faced with these difficulties, Atenor implemented measures in 3 areas:
In general, Atenor and its subsidiaries obtain the necessary financing to successfully complete the construction of real estate projects. This financing is aimed at covering the entire period of construction by marketing within a reasonable delay, generally one year after the end of the works. Within the framework of this financing, assets under construction and the shares of Atenor's subsidiaries are generally given in pledge in favour of the lending credit establishments. When the prospects for marketing appear favourable and offer a sufficient margin of manoeuvre concerning the promotion of the project, Atenor may decide to finance its projects directly or to finance the subsidiaries developing the projects.
The financing of the Group and the financing of projects through the Group's subsidiaries are provided based on a short-term rate, the 1- to 12-month Euribor. When loans are extended for longer terms (from 2 to 5 years), the Group takes out advances at a fixed rate or at a floating rate accompanied by a swap transforming the floating rate into a fixed rate (IRS). Within the framework of project financing, the banks authorise overdrafts of 1 to 12 months for the term of the financing linked with the term of the construction. Within this framework and taking into account the budgets prepared for each project, financial costs fluctuate significantly depending on the structuring of the transactions, but they generally do not represent more than 10% of the total. Consequently, the sensitivity to a strong variation of the short-term rates remains reasonably under control over the average life of an office or residential project.
Following the tightening of the European Central Bank's monetary policy in 2023, the 3-month Euribor (a commonly used short-term financing rate) reached a peak of 4% in October and could impact the profitability of long-term projects if it remains at this elevated level. As a result of this significant interest rate volatility in the short term and a currently inverted yield curve (longterm rates < short-term rates), banks are seeking more interest rate hedging on loans. To address this, the Group implemented an interest rate swap (IRS) in December to finance a project in Belgium.
Atenor uses financial derivative instruments exclusively for the purposes of hedging. These financial instruments are assessed at their fair value with variations in value assigned to the P&L account, except for the financial instruments qualified as "Cash flow hedge", for which the part of the profit or the loss on the hedge instrument considered to constitute an effective hedge is booked directly through equity account under the "other items of the overall result" heading. As far as "Fair value hedges" are concerned, changes in the fair value of the derivatives designated and qualified as fair value hedges are booked in the results account, just like the changes to the fair value of the asset or of the liability hedged, assignable to the hedged risk.
Please refer to the "Consolidated statement of changes in equity", page 201.
| Current | Non-current | ||
|---|---|---|---|
| FINANCIAL DEBTS (In thousands of EUR ) |
Up to 1 year | More than 1 year |
Total |
| Movements on financial liabilities | |||
| On 31.12.2022 | 358 965 | 533 679 | 892 644 |
| Movements of the period | |||
| - New loans | 150 325 | 173 510 | 323 835 |
| - Reimbursement of loans | -339 744 | -10 200 | -349 944 |
| - Lease liabilities (IFRS 16) - new contracts | 53 | 1 777 | 1 830 |
| - Lease liabilities (IFRS 16) - repayments | -456 | -456 | |
| - Exits from the consolidation scope | -13 767 | -13 767 | |
| - Variations from foreign currency exchange | -751 | 934 | 183 |
| - Short-term/long-term transfer | 235 273 | -235 273 | 0 |
| - Others | 70 | 148 | 218 |
| On 31.12.2023 | 403 735 | 450 808 | 854 543 |
On 31 December 2023, the group's indebtedness amounted to €854.54 million, compared with €892.64 million at the end of 2022, i.e. a decrease of €38.10 million.
New borrowings over the year included:
Repayments principally related to:
"Non-current financial debts" amounted to €450.81 million (net of costs) on 31 December 2023. They include 2 EMTN's taken out in 2018 (€10m), 3 in 2021 (€7.5m) and 1 in 2022 (€2.5m), 5 "retail bond"-type bond tranches issued in 2019 (€40m), 2020 (€65m), 2021 (€25m and €75m) and 2022 (€55m), the long-term maturities of the Hexaten credit (€12.03m), Atenor's corporate credit from Belfius Bank (€69m), credits related to the Victor Hugo 186 (€45m), Beaulieu (€18.90m), Arena Business Campus A (€6.73m) and Astro 23 (€7.41m) projects and MTNs totaling €5.50 million, and long-term lease liabilities amounting to €6.47 million.
"Current financial debts" totalled €403.74 million on 31 December 2023 against €358.96 million at the end of 2022. They include credits related to the Realex (€60m), City Dox (€10.10m), Twist (€32.50m), UP-site Bucharest (€22.96m), and Lakeside (€16.77m) projects, 2 bond loans of €30 and €35 million respectively maturing in 2024, the outstanding CP, EMTN, and MTN maturing within the year (€47.10m), the Belfius CP backup line (€100m), the BNPPF corporate credit (€10m), the CEHDF overdraft facility (€15m), credits from Atenor Luxembourg (€17.10m) and Atenor Long Term Growth (€5.88m), the 2024 maturities of the Hexaten credit (€0.65m) and rent liabilities (€0.68m). Six property leases are affected by the IFRS 16 standard. The subsidiary Atenor Hungary entered into a new lease agreement for its offices in the Roseville building. The initial rent liability of this new agreement (€1.83 million) was calculated by discounting future payments under the agreement at a rate of 2.58%.
Repayments totalled €0.46 million for the year. This amount is included in the table above under "loan repayments" and in the consolidated cash flow statement on page 200.
The financial liabilities classified under "Other loans" (€89.57m) concern both the bond issues under the EMTN programme and the "Commercial Papers" as well as "Medium Term Notes" taken out by Atenor SA in the context of its CP/MTN programme marketed by Belfius Bank as well as the €17.10 million credit provided by private funds to the subsidiary Atenor Luxembourg.
The accounting value of the financial debts correspond to their nominal value, adjusted by the costs and commissions for the setting up of these loans and by the adjustment linked to the valuation of the financial derivatives.
Fixed rate and floating rate debt at 31 December 2023 stood at €369.6 million and €478 million respectively. Assuming that these levels remain relatively constant and representative of average levels over 2024, an increase in the Euribor of 50 basis points over 12 months would generate an additional interest expense of €2.67 million. This impact will be lower in the income statement due to the capitalisation of financial charges for projects for which building permits have been obtained and implemented.
The subsidiaries Haverhill Investment (Poland), NOR Residential Solutions (Romania) and Hungaria Greens (Hungary) have taken out bank loans in euros. These loans, initially recorded at the exchange rate on the
The maturity schedule of the Group's financial liabilities is as follows:
| Nominal value (in thousands of EUR) | < than 1 year | 1 to 5 years | more than 5 years | |
|---|---|---|---|---|
| Maturity date of: | 2024 | 2025-2028 | 2029 + | Total |
| Bonds | 65 000 | 260 000 | 325 000 | |
| EMTN - MTN | 19 100 | 25 500 | 44 600 | |
| Commercial Papers | 28 000 | 28 000 | ||
| Credit institutions | 273 866 | 152 332 | 6 733 | 432 931 |
| Leases liabilities | 675 | 2 152 | 4 319 | 7 146 |
| Other loans | 17 100 | 17 100 | ||
| Total debts | 403 741 | 439 984 | 11 052 | 854 777 |
| CURRENT AND NON CURRENT FINANCIAL LIABILITIES | Nominal value (in EUR) |
|
|---|---|---|
| Bonds | ||
| Retail bond - tranche 2 at 3.50% | 05.04.2018 to 05.04.2024 | 30 000 000 |
| Retail bond - tranche 2 at 3.50% | 08.05.2019 to 08.05.2025 | 40 000 000 |
| Retail bond - tranche 1 at 3.25% | 23.10.2020 to 23.10.2024 | 35 000 000 |
| Retail bond - tranche 2 at 3.875% | 23.10.2020 to 23.10.2026 | 65 000 000 |
| Green bond - tranche 1 at 3.00% | 19.03.2021 to 19.03.2025 | 25 000 000 |
| Green bond - tranche 2 at 3.50% | 19.03.2021 to 19.03.2027 | 75 000 000 |
| Green bond (EMTN) - at 4.625% | 05.04.2022 to 05.04.2028 | 55 000 000 |
| Total Bond issues | 325 000 000 | |
| Via Credit institutions | ||
| Atenor Long Term Growth | 5 880 000 | |
| Atenor | Corporate (BNPPF) | 10 000 000 |
| Corporate (Belfius) | 169 000 000 | |
| Corporate (Caisse d'Epargne Hauts de France) | 15 000 000 | |
| Projects | Le Nysdam (via Hexaten) | 12 675 000 |
| City Dox (via Immmobilière de la Petite Île) | 10 100 000 | |
| Realex (via Leaselex) | 60 000 000 | |
| Beaulieu (via Atenor) | 18 900 000 | |
| Astro 23 (via Highline) | 7 406 613 | |
| Twist (via Atenor Luxembourg) | 32 500 000 | |
| Victor Hugo (via 186 Victor Hugo) | 45 000 000 | |
| Lakeside (via Haverhill) | 16 775 000 | |
| UP-site (via NOR Residential Solutions) | 22 960 198 | |
| ABC Budapest (via Hungaria Greens) | 6 733 509 | |
| CURRENT AND NON CURRENT FINANCIAL LIABILITIES | Nominal value (in EUR) |
|
|---|---|---|
| Bonds | ||
| Retail bond - tranche 2 at 3.50% | 05.04.2018 to 05.04.2024 | 30 000 000 |
| Retail bond - tranche 2 at 3.50% | 08.05.2019 to 08.05.2025 | 40 000 000 |
| Retail bond - tranche 1 at 3.25% | 23.10.2020 to 23.10.2024 | 35 000 000 |
| Retail bond - tranche 2 at 3.875% | 23.10.2020 to 23.10.2026 | 65 000 000 |
| Green bond - tranche 1 at 3.00% | 19.03.2021 to 19.03.2025 | 25 000 000 |
| Green bond - tranche 2 at 3.50% | 19.03.2021 to 19.03.2027 | 75 000 000 |
| Green bond (EMTN) - at 4.625% | 05.04.2022 to 05.04.2028 | 55 000 000 |
| Total Bond issues | 325 000 000 | |
| Via Credit institutions | ||
| Atenor Long Term Growth | 5 880 000 | |
| Atenor | Corporate (BNPPF) | 10 000 000 |
| Corporate (Belfius) | 169 000 000 | |
| Corporate (Caisse d'Epargne Hauts de France) | 15 000 000 | |
| Projects | Le Nysdam (via Hexaten) | 12 675 000 |
| City Dox (via Immmobilière de la Petite Île) | 10 100 000 | |
| Realex (via Leaselex) | 60 000 000 | |
| Beaulieu (via Atenor) | 18 900 000 | |
| Astro 23 (via Highline) | 7 406 613 | |
| Twist (via Atenor Luxembourg) | 32 500 000 | |
| Victor Hugo (via 186 Victor Hugo) | 45 000 000 | |
| Lakeside (via Haverhill) | 16 775 000 | |
| UP-site (via NOR Residential Solutions) | 22 960 198 | |
| ABC Budapest (via Hungaria Greens) | 6 733 509 | |
| Total financial debts via credit institutions | 432 930 320 |
| Other loans | Nominal value (in EUR) |
|
|---|---|---|
| CP | 2024 | 28 000 000 |
| MTN | 2024 | 1 000 000 |
| 2025 | 5 000 000 | |
| 2026 | 500 000 | |
| EMTN | 2024 | 8 100 000 |
| 2025 | 10 000 000 | |
| 2026 | 2 500 000 | |
| 2027 | 5 000 000 | |
| Green EMTN | 2024 | 10 000 000 |
| 2025 | 2 500 000 | |
| Private funds | Twist (via Atenor Luxembourg) | 17 100 000 |
| Total other payables | 89 700 000 | |
| Leases liabilities (IFRS 16) | ||
| Atenor Luxembourg | 555 325 | |
| Atenor France | 229 504 | |
| Atenor Deutschland | 102 053 | |
| Atenor Hungary | 1 777 044 | |
| Atenor Romania | 162 363 | |
| Fleethouse | 4 319 858 | |
| Total leases liabilities | 7 146 148 |
TOTAL FINANCIAL DEBTS 854 776 468
Given the conditions of the capital market in 2016, Atenor has carried out a number of bond issues in the form of "Private Placements" under its EMTN programme. Three issues were placed during the first half of 2018, and two of them matured in February and May of 2021 respectively.
Two new issues were placed in 2021. The prospectus was last updated in February 2022 before the issuance of €55 million in April 2022. The bond market has been stagnant since the end of 2022, characterised by a lack of interest from investors in the real estate sector. The prospectus will be updated as soon as we perceive renewed interest by real estate developers.
"Other non-current" liabilities totalled €7.71 million on 31 December 2023. They mainly include discounted instalments received on the sale of flats in the City Dox Lot 5 project (€5.51m). This item, which does not accrue interest, was discounted, resulting in a gain of €0.37 million. The rental guarantees received (€1.71 m) supplement this heading.
"Other current financial liabilities" amounted to €85.17 million at 31 December 2023 compared with €71.23 million in 2022. The change in this item is explained in particular by the increase in trade payables, reflecting the progress of the construction sites (€+6.19 m) as well as the increase of the other liabilities (€+7.75 m).
Other liabilities mainly include advances received for ongoing fit-out works in the Twist project's offices (€11.56 m), instalments received for the sale of the 3 office blocks in Phase 2 of the Au Fil des Grands Prés project (€4.25 m) and flats in the UP-site Bucharest (€19.09 m), Lake 11 Home&Park (€3.22 m) and City Dox Lot 7.1 projects (€1.01 m), with provisional deliveries expected in 2024.
"Trade payables and other current payables" mature in 2024. They are valued at their nominal value, which is a good approximation of their fair value.
Please also refer to Note 2 concerning risk management.
The Group measures the fair value of its financial liabilities using a fair value hierarchy. A financial instrument is classified within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
For instruments quoted on an active market, such as the bond issues and (E)MTNs included in "other borrowings", the fair value corresponds to the quotation on the closure date.
Derivatives are valued, if necessary, by a financial institution on the basis of market parameters.
Depending on their maturity, "Financial liabilities" are valued on a discounted cash flow basis or at amortised cost based on the effective interest rate, justified by conventions and amounts borrowed.
The fair value of trade and other payables is considered to be equal to the respective carrying amount of these instruments due to their short-term maturity.
| (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Financial liabilities at fair value by means of the profit and loss account | ||
| Financial liabilities valued at amortised cost | 947 425 | 970 056 |
| Total | 947 425 | 970 056 |
| In thousands of EUR | Current | Non-current | |||
|---|---|---|---|---|---|
| 2023 | Up to 1 year | 1-5 years More than 5 years | Total | Fair value | Valuation |
| Other liabilities | |||||
| Social debts of which payables to | |||||
| employees | 639 | 639 | 639 | level 3 | |
| Taxes | 4 030 | 4 030 | 4 030 | level 3 | |
| Accrued charges and deferred | |||||
| income | 12 663 | 12 663 | 12 663 | level 3 | |
| Total amount of other liabilities according to their maturity |
17 332 | 17 332 | 17 332 | ||
| In thousands of EUR | Current | Non-current | |||
| 2022 | Up to 1 year | 1-5 years More than 5 years | Total | Fair value | Valuation |
| Other liabilities | |||||
| Social debts of which payables to | |||||
| employees | 565 | 565 | 565 | level 3 | |
| Taxes | 5 794 | 5 794 | 5 794 | level 3 | |
| Accrued charges and deferred | |||||
| income | 11 460 | 11 460 | 11 460 | level 3 | |
| Total amount of other liabilities according to their maturity |
17 818 | 17 818 | 17 818 |
"Other current and non-current liabilities" are recorded at their nominal value, which is a good approximation of their fair value.
"Other current liabilities" mainly consist of :
• taxes and duties due for an amount of €4.03 million. This item includes the income tax to be paid by IPI (€1.85m), Rest Island (€0.19m), Highline Brussels (€0.21m) and Atenor Luxembourg (€0.26m) as well as the VAT debts (€1.08m).
• adjustment accounts (€11.46m) up €1.20 million versus the previous period. These items annually record particularly the interest to be accrued and related to the bond issues, (E)MTNs and other group financings (€10.47m as against €9.96m on 31 December 2022) as well as the deferred rents and rental charges of Hexaten, Hungaria Greens, NOR Real Estate and Haverhill (€2.18m as against €1.5m at the end of the previous financial year).
| Evolution of the employee benefits (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| At the end of the preceding period | 442 | 1 094 |
| Increase (decrease) of existing provisions | 8 | 15 |
| Other variations | 115 | -667 |
| At the end of the period | 565 | 442 |
| of which non-current pension obligation | 565 | 442 |
| of which current pension obligation | |
|---|---|
In 2023, the Group's post-employment benefits covered its group insurance obligations (IAS 19R).
Until 2014, post-employment benefit plans were of the "defined benefit" type. From 2015, new beneficiaries have joined a "defined contribution" type plan with legal performance guarantees. Both types of plan will provide staff with the same benefits on retirement and in the event of their death.
For the "defined benefit" plans, the amount recognised in the balance sheet reflects the present value of the obligations less the fair value of the plan assets.
For the "defined contribution" plan, the pension liability is the amount payable on the valuation date to finance the performance guarantee if all affiliates left the plan on this date or if the plan were to be repealed on this date.
From 2020 onwards, the valuation has also taken in the bonus pension plan to the benefit of management, as well as dormant members of the "fixed contribution" plan.
The plan assets (€2.10m at 31 December 2023) are exclusively composed of assets held by the insurance company.
The key figures below are aggregated for all the plans.
| Statement of financial position (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Present value of the defined benefit obligations | 2 669 | 2 401 |
| Fair value of plan assets | -2 104 | -1 959 |
| Obligations arising from plans | 565 | 442 |
| Overall profit and loss statement (In thousands of EUR | 2023 | 2022 |
|---|---|---|
| Current service costs | 117 | 268 |
| Interest costs on obligations under plans | 90 | 18 |
| Interest income on plan assets | -76 | -12 |
| Defined benefit costs recognized in profit or loss | 131 | 274 |
| Actual (gains)/losses on obligations under plans | 89 | -629 |
| Actual (gains)/losses on plan assets | 26 | -38 |
| Other elements of the overall profit and losses | 115 | -667 |
| Plans costs | 246 | -393 |
| (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Present value ot the obligation, opening balance | 2 401 | 2 801 |
| Current service cost | 117 | 268 |
| Financial cost | 90 | 18 |
| Contributions from plan participants | 21 | 20 |
| Actuarial (gains) losses | 89 | -629 |
| Other increase (decrease) | -49 | -77 |
| Present value ot the obligation, closing balance | 2 669 | 2 401 |
| (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Fair value of the plan assets, opening balance | 1 959 | 1 707 |
| Expected return | 76 | 12 |
| Contributions from employer | 123 | 259 |
| Contributions from plan participants | 21 | 20 |
| Actuarial (gains) losses | -26 | 38 |
| Other increase (decrease) | -49 | -77 |
| Fair value of the plan assets, closing balance | 2 104 | 1 959 |
| Followed assumptions (In thousands of EUR) | 2023 | 2022 |
|---|---|---|
| Discount rate on 31 December | 3.15% | 3.75% |
| Inflation rate | 2.20% | 2.20% |
| Salary increases (in addition to the inflation) | 0.50% | 0.50% |
| Mortality | MR-5/FR-5 | MR-5/FR-5 |
On 5 July 2013, the Nomination and Remuneration Committee put in place a stock option plan on Atenor Group Investments (AGI) shares. This company, a whollyowned subsidiary of Atenor, holds a portfolio of 163,427 Atenor shares of which 150,000 were acquired from Atenor (treasury shares) at a price of €31.88 (weighted average of the 3 months prior to the acquisition) and 13,427 resulting from the exercise of the optional dividend proposed by the shareholders at the May 2014 and 2015 general meetings. These shares are AGI's only assets. The options issued on this subsidiary benefit the members of the Executive Committee, staff and some Atenor service providers.
39,625 options on AGI shares were issued on 12 March 2018. Their exercise price was fixed, with the assent of AGI's auditor, at €31.34 per option, corresponding to their asset value per AGI share on 31 January 2018, after revaluation of the Atenor share portfolio at €49.33 per share, corresponding to the average of the last 20 closing prices. These options, which were exercisable during the periods from 8 to 31 March 2021, 8 to 31 March 2022 or 8 to 31 March 2023, have all been exercised.
The remaining 5.675 options were exercised in 2023 and settled in cash. Given the provision of €36,000 booked as at 31 December 2022, this operation yielded a loss of €31,000.
The Nomination and Remuneration Committee approved on 29 August 2018 the implementation of an options plan on shares of Atenor Long Term Growth SA (ALTG). On 31 December 2019, this company, 100% subsidiary of Atenor holds a portfolio of 150,000 Atenor shares. These shares are ALTG's only assets. The options issued on this subsidiary benefit the members of Atenor's Executive Committee, staff and some of its service providers.
| Attribution | Number of allocated |
Exercise | Number of options on |
Number of lost options |
Number of options exercised |
Number of expired options |
Number of outstanding options |
Number of exercisable options |
Periods for the exercice of the options |
|---|---|---|---|---|---|---|---|---|---|
| year | options | price | 01.01.2023 | during the period | on 31.12.2023 | ||||
| 2019 | 38 100 | € 13.00 | 33 550 | 2 550 | 0 | 0 | 31 000 | 31 000 | from 8 to 31.03.2023 from 8 to 29.03.2024 |
| 2021 | 56 450 | € 10.98 | 49 875 | 5 050 | 0 | 0 | 44 825 | 44 825 | from 8 to 29.03.2024 from 10 to 31.03.2025 from 9 to 31.03.2026 |
| 2022 | 39 200 | € 12.18 | 34 625 | 3 600 | 0 | 0 | 31 025 | 31 025 | from 10 to 31.03.2025 from 9 to 31.03.2026 from 8 to 31.03.2027 |
In 2023, no stock option grants took place.
In view of the valuation based on the closing price of €7.44, no provision was made on 31 December 2023 to cover this stock option plan.
| Attribution | Number of allocated |
Exercise | Number of options on |
Number of lost options |
Number of options exercised |
Number of expired options |
Number of outstanding options |
Number of exercisable |
options Periods for the exercice |
|---|---|---|---|---|---|---|---|---|---|
| year | options | price | 01.01.2022 | during the period | on 31.12.2022 | of the options | |||
| 2019 | 38 100 | € 13.00 | 36 100 | 2 550 | 0 | 0 | 33 550 | 33 550 | from 8 to 31.03.2022 from 8 to 31.03.2023 from 8 to 29.03.2024 |
| 2021 | 56 450 | € 10.98 | 56 450 | 6 575 | 0 | 0 | 49 875 | 49 875 | from 8 to 29.03.2024 from 10 to 31.03.2025 from 9 to 31.03.2026 |
| 2022 | 39 200 | € 12.18 | 36 825 | 2 200 | 0 | 0 | 34 625 | 34 625 | from 10 to 31.03.2025 from 9 to 31.03.2026 from 8 to 31.03.2027 |
Atenor has applied the IFRS 15 standard since 1 January 2018.
Please refer to Note 1 – point 1 (bases for preparation – page 202), which summarises the standard, and point 2.12 (Income from activities – page 209), which defines the principles of the standard applied by the group.
The IFRS 15 standard also requires the presentation of information:
• Breakdown of the turnover:
Please refer to Note 3 – Segment reporting – page 218 which breaks down the turnover per geographical area. In 2023, 59.4% of the turnover, i.e., €49.15 million was made in the "Western Europe" geographical area that covers Belgium, The Netherlands, France, the Grand Duchy of Luxembourg, Germany, Portugal and the UK.
The contribution of the "Central Europe" area, which includes Hungary, Romania and Poland, amounted to €33.52 million in 2023 representing 40.6% of turnover.
Out of a total turnover of €82.67 million, €44.52 million corresponded to turnover recognised in advance (of which €18.44 million concerned contracts signed prior to 2023) and €38.15 million to turnover exclusively from the period.
• Assets and liabilities on contracts:
Assets on contracts came to €3.44 million as at 31 December 2023 (versus €14.95 m as at 31 December 2022) representing the recognition of the progress in sales of flats in the Twist project (€2.85 m) and invoices to be issued for project management fees in the Move'Hub project (€0.37 m), and the remaining proceeds from the sale of the Roseville project (€0.22 m).
Liabilities on contracts amounted to €43.58 million as at 31 December 2023. These relate to sales of offices in the Au Fil des Grands Prés Phase 2 project (€4.25 m) and flats in the City Dox Lots 5 and 7.1 project (€6.22 m), the advance payments received for the sales of flats in the UP-site Bucharest project (€19.09 m) and Lake 11 Home&Park project (€3.22 m) which will be recorded at the time of completion (1st half of 2024). Liabilities on contracts totalled €30.42 million at 31 December 2022.
• The value of the contract portfolio remaining to be executed on the closing date is estimated at €54.37 million spread over the periods 2024 to 2025. This amount includes the advance sales of the City Dox Lots 5 and 7.1, Au Fil des Grands Prés phase 2 and Twist projects.
The real estate sector generally takes a certain amount of time to discover the effect of an economic recovery. Even if significant public funds are being mobilised to revive the economy following the exit from the Coronavirus pandemic, the visibility of this way out of the crisis is still uncertain. The current slowdown in the real estate sector could last for several more months. We remain attentive to the possible consequences of this development, although we are confident in the resilience of the portfolio due to its diversification.
The Board of Directors monitors the analysis and management of the various risks and uncertainties faced by Atenor and its subsidiaries.
On 31 December 2023, Atenor did not face any significant disputes.
As announced in the press release on 5 February 2024, Atenor announced the sale of the AM Wehrhahn project to a German Family Office. This sale will result in a reduction of €18m in the group's net debt. The negative impact of this sale is already reflected in the 2023 results.
On 12 February 2024, the agreement regarding the sale of the Wellbe project (Lisbon) through the Portuguese company Tage Une Fois (co-owned by Atenor and Besix Real Estate Development) was announced, together with the payment of the first instalment. The buyer, Portugal's largest bank, Caixa Geral de Depósitos, will establish its headquarters there. This sale will contribute to reducing Atenor's net debt by €28 million.
No other notable events have occurred since 31 December 2023.
| NOTE 27 - RIGHTS AND OBLIGATIONS | ||
|---|---|---|
| (In thousands of EUR) | 2023 | 2022 |
| Guarantees constituted or irrevocably promised by third parties | ||
| Bank guarantees for security deposits(1) | 38 949 | 35 681 |
| Other security deposits received (2) | 7 474 | |
| Real securities constituted or irrevocably promised by the companies on their own assets | ||
| Mortgages (3) : | ||
| - accounting value of the buildings mortgaged | 269 213 | 202 377 |
| - amount of the registration | 321 861 | 170 698 |
| - with mortgage mandate | 39 448 | 113 894 |
| - with promise to give mortgage | ||
| Receivables and other guaranteed amounts | p.m. | p.m. |
| Pledged accounts | 10 815 | 3 409 |
| Guaranteed securities | p.m. | p.m. |
| Other acquisitions or transfer commitments | ||
| Commitments for the acquisitions of buildings (4) | 2 649 | 12 649 |
| Commitments for the disposals of buildings | p.m. | p.m. |
| Purchase option on buildings | p.m. | p.m. |
| Purchase option on surrendered buildings | ||
| Future markets (foreign currencies sold forward) | ||
| Commitments and guarantees constituted towards third parties | ||
| Various bank guarantees/other security deposits in solidarity (5) | 104 295 | 93 995 |
| Lease guarantees | 157 | 145 |
in favour of ING bank under the loans relating to the City Dox and Twist projects, with maturities at 11 July 2024 and 31 May 2024 respectively;
(1) This item includes the bank guarantees received from contractors within the framework of the City Dox (€11.62m), Twist (€3.61m), UP-site Bucharest (€4.56m), Lakeside (€2.05m), Vaci Greens (fit out; €2.71m), Au Fil des Grands Prés (€2.35m) and @Expo (€1.20m) projects as well as rental bank guarantees received (€5.72m).
the completion guarantees for the City Dox (€5.80m) and Twist (€19.11m) projects; - "Property dealer" guarantees for a total of €7.32 million.
the joint surety lodged by Atenor in the context of the credits for the projects Realex (€15m) and City Dox (€11.80m) as well as the joint guarantee
project Arena Business Campus A (Hungaria Greens KFT);
Financial covenants put in place with banking institutions at Atenor SA are as follows:
Starting on 31 December 2023, and thereafter every six months, (as of 30 June and 31 December):
BNPPF covenants were met as of 31 December 2023. These covenants, like the Belfius ones, will also be met at their maturity date on 30 June 2024.
The covenant set up with Belfius in ALTG (loan balance maximum of 70% of the market value of Atenor SA shares held) had not been met as of 31 January 2024. However, Belfius granted a suspension of the covenant test from 31 January 2024, until early repayment of the loan scheduled for 29 March 2024.
28 - PARTICIPATI
| Company name | Head office | Fraction of the capital directly or indirectly held in % |
|---|---|---|
| Subsidiaries consolidated by the full consolidated method | ||
| 186 VICTOR HUGO | F-75008 Paris | 100.00 |
| ATENOR FRANCE | F-75008 Paris | 100.00 |
| ATENOR DEUTSCHLAND | D-40221 Düsseldorf | 100.00 |
| ATENOR GROUP INVESTMENTS | B-1310 La Hulpe | 100.00 |
| ATENOR GROUP PARTICIPATIONS | B-1310 La Hulpe | 100.00 |
| ATENOR HUNGARY | H-1138 Budapest | 100.00 |
| ATENOR LONG TERM GROWTH | B-1310 La Hulpe | 100.00 |
| ATENOR LUXEMBOURG ATENOR NEDERLAND |
L-8399 Windhof NL-2521DE 's Gravenhage |
100.00 100.00 |
| ATENOR POLAND | PL-02678 Warsaw | 100.00 |
| ATENOR REAL ESTATE DEVELOPMENT | PT-1050-021 Lisbon | 100.00 |
| ATENOR ROMANIA | RO-020335 Bucharest | 100.00 |
| ATENOR TOOLS COMPANY | B-1310 La Hulpe | 100.00 |
| ATENOR UK | B33AX Birmingham | 100.00 |
| BDS UNE FOIS | F-75008 Paris | 99.00 |
| BDS DEUX FOIS | F-75008 Paris | 100.00 |
| BECSI GREENS | H-1138 Budapest | 100.00 |
| BROOKFORT INVESTMENTS | PL-02678 Warsaw | 100.00 |
| CITY TOWER | H-1138 Budapest | 100.00 |
| CONSTRUCTEUR DES BERGES | B-1310 La Hulpe | 80.00 |
| FLEET HOUSE DEVELOPMENT | B33AX Birmingham | 100.00 |
| FREELEX | B-1310 La Hulpe | 90.00 |
| HAVERHILL INVESTMENTS | PL-02678 Warsaw | 100.00 |
| HEXATEN HF IMMOBILIER |
B-1310 La Hulpe L-8399 Windhof |
100.00 100.00 |
| HIGHLINE BRUSSELS | B-1310 La Hulpe | 100.00 |
| HUNGARIA GREENS | H-1138 Budapest | 100.00 |
| IMMOBILIERE DE LA PETITE ILE (IPI) | B-1310 La Hulpe | 100.00 |
| LAKE GREENS | H-1138 Budapest | 100.00 |
| LEASELEX | B-1310 La Hulpe | 90.00 |
| LUXLEX | L-8399 Windhof | 90.00 |
| MONS PROPERTIES | B-1310 La Hulpe | 100.00 |
| NRW DEVELOPPEMENT | B-1310 La Hulpe | 100.00 |
| NOR REAL ESTATE | RO-020335 Bucharest | 100.00 |
| NOR RESIDENTIAL SOLUTIONS | RO-020335 Bucharest | 100.00 |
| ORIENTE UNE FOIS | PT-1050-021 Lisbon | 100.00 |
| REST ISLAND | B-1310 La Hulpe | 100.00 |
| SOAP HOUSE | B-1310 La Hulpe | 100.00 |
| SZEREMI GREENS TAGE DEUX FOIS |
H-1138 Budapest PT-1050-021 Lisbon |
100.00 100.00 |
| THE ONE ESTATE | B-1310 La Hulpe | 100.00 |
| WEHRHAHN ESTATE | B-1310 La Hulpe | 100.00 |
| Joint ventures companies consolidated by the equity method | ||
| CCN DEVELOPMENT | B-1000 Brussels | 50.00 |
| CCN HOUSING B1 | B-1000 Brussels | 50.00 |
| CCN HOUSING B2 | B-1000 Brussels | 50.00 |
| CCN OFFICE A1 | B-1000 Brussels | 50.00 |
| CCN OFFICE C-D | B-1000 Brussels | 50.00 |
| CLOCHE D'OR DEVELOPMENT | L-8399 Windhof | 50.00 |
| IMMOANGE | B-1160 Brussels | 50.00 |
| LAAKHAVEN VERHEESKADE II | NL-7051CS Varsseveld | 50.00 |
| LANKELZ FONCIER | L-5280 Sandweiler | 50.00 |
| SQUARE 42 SQUARE 48 |
L-8399 Windhof L-8399 Windhof |
50.00 50.00 |
| TAGE UNE FOIS | PT-1050-021 Lisbon | 51.00 |
| TEN BRINKE MYBOND VERHEESKADE | NL-7051CS Varsseveld | 50.00 |
| VICTOR BARA | B-1160 Brussels | 50.00 |
| VICTOR ESTATES | B-1160 Brussels | 50.00 |
| VICTOR PROPERTIES | B-1160 Brussels | 50.00 |
| VICTOR SPAAK | B-1160 Brussels | 50.00 |
| ATENOR DEUTSCHLAND D-40221 Düsseldorf 100.00 ATENOR GROUP INVESTMENTS B-1310 La Hulpe 100.00 ATENOR GROUP PARTICIPATIONS B-1310 La Hulpe 100.00 ATENOR HUNGARY H-1138 Budapest 100.00 ATENOR LONG TERM GROWTH B-1310 La Hulpe 100.00 ATENOR LUXEMBOURG L-8399 Windhof 100.00 ATENOR NEDERLAND NL-2521DE 's Gravenhage 100.00 ATENOR POLAND PL-02678 Warsaw 100.00 ATENOR REAL ESTATE DEVELOPMENT PT-1050-021 Lisbon 100.00 ATENOR ROMANIA RO-020335 Bucharest 100.00 ATENOR TOOLS COMPANY B-1310 La Hulpe 100.00 ATENOR UK B33AX Birmingham 100.00 BDS UNE FOIS F-75008 Paris 99.00 BDS DEUX FOIS F-75008 Paris 100.00 BECSI GREENS H-1138 Budapest 100.00 BROOKFORT INVESTMENTS PL-02678 Warsaw 100.00 CITY TOWER H-1138 Budapest 100.00 CONSTRUCTEUR DES BERGES B-1310 La Hulpe 80.00 FLEET HOUSE DEVELOPMENT B33AX Birmingham 100.00 FREELEX B-1310 La Hulpe 90.00 HAVERHILL INVESTMENTS PL-02678 Warsaw 100.00 HEXATEN B-1310 La Hulpe 100.00 HF IMMOBILIER L-8399 Windhof 100.00 HIGHLINE BRUSSELS B-1310 La Hulpe 100.00 HUNGARIA GREENS H-1138 Budapest 100.00 IMMOBILIERE DE LA PETITE ILE (IPI) B-1310 La Hulpe 100.00 LAKE GREENS H-1138 Budapest 100.00 LEASELEX B-1310 La Hulpe 90.00 LUXLEX L-8399 Windhof 90.00 MONS PROPERTIES B-1310 La Hulpe 100.00 NRW DEVELOPPEMENT B-1310 La Hulpe 100.00 NOR REAL ESTATE RO-020335 Bucharest 100.00 NOR RESIDENTIAL SOLUTIONS RO-020335 Bucharest 100.00 ORIENTE UNE FOIS PT-1050-021 Lisbon 100.00 REST ISLAND B-1310 La Hulpe 100.00 SOAP HOUSE B-1310 La Hulpe 100.00 SZEREMI GREENS H-1138 Budapest 100.00 TAGE DEUX FOIS PT-1050-021 Lisbon 100.00 THE ONE ESTATE B-1310 La Hulpe 100.00 WEHRHAHN ESTATE B-1310 La Hulpe 100.00 Joint ventures companies consolidated by the equity method CCN DEVELOPMENT B-1000 Brussels 50.00 CCN HOUSING B1 B-1000 Brussels 50.00 CCN HOUSING B2 B-1000 Brussels 50.00 CCN OFFICE A1 B-1000 Brussels 50.00 CCN OFFICE C-D B-1000 Brussels 50.00 CLOCHE D'OR DEVELOPMENT L-8399 Windhof 50.00 IMMOANGE B-1160 Brussels 50.00 LAAKHAVEN VERHEESKADE II NL-7051CS Varsseveld 50.00 LANKELZ FONCIER L-5280 Sandweiler 50.00 SQUARE 42 L-8399 Windhof 50.00 SQUARE 48 L-8399 Windhof 50.00 TAGE UNE FOIS PT-1050-021 Lisbon 51.00 TEN BRINKE MYBOND VERHEESKADE NL-7051CS Varsseveld 50.00 VICTOR BARA B-1160 Brussels 50.00 VICTOR ESTATES B-1160 Brussels 50.00 VICTOR PROPERTIES B-1160 Brussels 50.00 VICTOR SPAAK B-1160 Brussels 50.00 |
ATENOR FRANCE | F-75008 Paris | 100.00 |
|---|---|---|---|
| Fraction of the capital directly or indirectly | |||
|---|---|---|---|
During the first half of 2023, Atenor entered into a 50/50 partnership with Besix Red for the Wellbe project in Portugal and with Cores Development/Ravago for the Square 42 project in Luxembourg, resulting in the equity method accounting for the Tage Une Fois and Square 42 participations.
The companies Markizaat and De Molens (De Molens project in Deinze) were sold on 28 June 2023, therefore leaving Atenor's scope.
Lastly, the company Immo Silex left the scope following its merger by absorption into the companies Leaselex and Freelex (Realex project).
The External Audit of Atenor SA was carried out by the auditor EY Réviseurs d'Entreprises SRL, represented by Mr Carlo-Sébastien D'Addario. Their annual fees amounted to €59,762.
Fees for audit assignments entrusted to the EY network for Belgian and foreign subsidiaries amounted to €241,011.
The fees for additional assignments (statutory assignments and non-audit services) entrusted to the EY network were approved by the Audit Committee and amount to €299,115 for 2023. With regard to non-audit services only (€235,695 for Belgian entities - cumulative over the 3-year term of office), the Committee notes that the total of these fees - mainly due to major work in connection with the capital increase carried out in 2023 - remained below the 70% mark (in application of article 3:64/2 of the CSA) over the entire 3-year term of office of the statutory auditor (2021-2023). As a precautionary measure, a waiver from the Collège de Supervision des Réviseurs d'Entreprises dated 18 August 2023 had been obtained and forwarded to the Committee.
The Audit Committee has received from the statutory auditor the declarations and information necessary to satisfy itself of its independence.
Stéphan Sonneville SA, CEO, President of the Executive Committee and the Members of the Executive Committee acting in the name of and on behalf of Atenor SA attest that to the best of their knowledge:
• the consolidated financial statements at 31 December 2023 have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and fairly present the assets, financial situation and results of Atenor and the companies included in the consolidation(1) ;
In the context of the statutory audit of the Consolidated Financial Statements) of ATENOR SA (the "Company") and its subsidiaries (together the "Group"), we report to you as statutory auditor. This report includes our opinion on the consolidated statement of the financial position as at 31 December 2023, the consolidated statement of comprehensive income, the consolidated statement of change in equity and the consolidated cash flow statement for the year ended 31 December 2023 and the disclosures including material accounting policy information (all elements together the "Consolidated Financial Statements") as well as our report on other legal and regulatory requirements. These two reports are considered one report and are inseparable.
We have been appointed as statutory auditor by the shareholders' meeting of 23 April 2021, in accordance with the proposition by the Board of Directors following recommendation of the Audit Committee. Our mandate expires at the shareholders' meeting that will deliberate on the Consolidated Financial Statements for the year ending 31 December 2023. We performed the audit of the Consolidated Financial Statements of the Group during 3 consecutive years.
We have audited the Consolidated Financial Statements of ATENOR SA, that comprise of the consolidated statement of the financial position on 31 December 2023, the consolidated statement of comprehensive income, the consolidated statement of change in equity and the consolidated cash flow statement of the year and the disclosures ,including material accounting policy information, which show a consolidated balance sheet total of € 1.328.704 thousands and of which the consolidated income statement shows a loss for the year of € 107.129 thousands.
In our opinion, the Consolidated Financial Statements give a true and fair view of the consolidated net equity and financial position as at 31 December 2023, and of its consolidated results for the year then ended, prepared in accordance with the International Financial Reporting Standards as adopted by the European Union ("IFRS") and with applicable legal and regulatory requirements in Belgium.
We conducted our audit in accordance with International Standards on Auditing ("ISA's") applicable in Belgium. In addition, we have applied the ISA's approved by the International Auditing and Assurance Standards Board ("IAASB") that apply at the current year-end date and have not yet been approved at national level. Our responsibilities under those standards are further described in the "Our responsibilities for the audit of the Consolidated Financial Statements" section of our report.
We have complied with all ethical requirements that are relevant to our audit of the Consolidated Financial Statements in Belgium, including those with respect to independence.
We have obtained from the Board of Directors and the officials of the Company the explanations and information necessary for the performance of our audit and we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the current reporting period.
These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole and in forming our opinion thereon, and consequently we do not provide a separate opinion on these matters.
Atenor enters into real estate development transactions in which the results are recognized according to the contractual commitments on the one hand and the degree of realization on the other hand. As at 31 December 2023, the Group's revenue amounted to € 82.668.000, part of which relates to contracts that generally extend over several years.
Revenues are recognized to the extent that they can be considered earned, after deduction of all reasonably foreseeable expenses related to the obligations that remain with Atenor towards the purchaser. Revenue and profit recognition is therefore based on estimates of the costs to be expected for each contract. Auditing revenue recognition and its recognition in the appropriate period is complex due to the specifics of each transaction and the sales contracts entered into. It often involves a degree of judgement due to the complexity of the projects and the uncertainty of the estimated costs involved. Any changes in these estimates could have material impacts. For these reasons, we consider this as a key audit matter.
For real estate development projects and/or units that have not been sold (in progress or completed), the Group may have to consider impairment losses in relation to the amounts recognized in inventory. This risk is inherent to the real estate development business and includes changes in economic conditions and financial markets, delays in obtaining permits from administrative authorities and marketing difficulties. Impairment losses are estimated on the basis of the net realizable value, which corresponds to the estimated selling price in the normal course of development of a real estate project, less the estimated costs of completion and the estimated costs necessary for the sale.
We considered the identification and assessment of realization risk on non-disposed projects (in progress or completed) to be a key audit matter in our audit as these estimates involve management judgement, both in identifying the projects concerned and in determining the amount of impairment to be taken into account.
The Board of Directors is responsible for the preparation of the Consolidated Financial Statements that give a true and fair view in accordance with IFRS and with applicable legal and regulatory requirements in Belgium and for such internal controls relevant to the preparation of the Consolidated Financial Statements that are free from material misstatement, whether due to fraud or error.
As part of the preparation of Consolidated Financial Statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, and provide, if applicable, information on matters impacting going concern, The Board of Directors should prepare the financial statements using the going concern basis of accounting, unless the Board of Directors either intends to liquidate the Company or to cease business operations, or has no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance whether the Consolidated Financial Statements are free from material misstatement, whether due to fraud or error, and to express an opinion on these Consolidated
In our opinion, after carrying out specific procedures on the Board of Directors' report, the Board of Directors' report is consistent with the Consolidated Financial Statements and has been prepared in accordance with article 3:32 of the Code of companies and associations.
In the context of our audit of the Consolidated Financial Statements, we are also responsible to consider whether, based on the information that we became aware of during the performance of our audit, the Board of Directors' report contain any material inconsistencies or contains information that is inaccurate or otherwise misleading. In light of the work performed, there are no material inconsistencies to be reported.
Our audit firm and our network have not performed any services that are not compatible with the audit of the Consolidated Financial Statements and have remained independent of the Company during the course of our mandate.
The fees related to additional services which are compatible with the audit of the Consolidated Financial Statements as referred to in article 3:65 of the Code of companies and associations were duly itemized and valued in the notes to the Consolidated Financial Statements.
In accordance with the standard on the audit of the conformity of the financial statements with the European single electronic format (hereinafter "ESEF"), we have carried out the audit of the compliance of the ESEF format with the regulatory technical standards set by the European Delegated Regulation No 2019/815 of 17 December 2018 (hereinafter: "Delegated Regulation").
The board of directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereinafter 'the digital consolidated financial statements') included in the annual financial report available on the portal of the FSMA (https://www.fsma.be/en/stori).
It is our responsibility to obtain sufficient and appropriate supporting evidence to conclude that the format and markup language of the digital consolidated financial statements comply in all material respects with the ESEF requirements under the Delegated Regulation.
Based on the work performed by us, we conclude that the format and tagging of information in the digital consolidated financial statements of ATENOR SA per 31 December 2023 included in the annual financial report available on the portal of the FSMA (https://www.fsma. be/en/stori) are, in all material respects, in accordance with the ESEF requirements under the Delegated Regulation.
• This report is consistent with our supplementary declaration to the Audit Committee as specified in article 11 of the regulation (EU) nr. 537/2014.
Diegem, 25 March 2024
Partner
* Acting on behalf of a BV/SRL
Financial Statements based on our audit. Reasonable assurance is a high level of assurance, but not a guarantee that an audit conducted in accordance with the ISA's will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Statements.
In performing our audit, we comply with the legal, regulatory and normative framework that applies to the audit of the Consolidated Financial Statements in Belgium. However, a statutory audit does not provide assurance about the future viability of the Company and the Group, nor about the efficiency or effectiveness with which the board of directors has taken or will undertake the Company's and the Group's business operations. Our responsibilities with regards to the going concern assumption used by the board of directors are described below.
As part of an audit in accordance with ISA's, we exercise professional judgment and we maintain professional skepticism throughout the audit. We also perform the following tasks:
exists, we are required to draw attention in our auditor's report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on audit evidence obtained up to the date of the auditor's report. However, future events or conditions may cause the Company to cease to continue as a going-concern;
• evaluating the overall presentation, structure and content of the Consolidated Financial Statements, and evaluating whether the Consolidated Financial Statements reflect a true and fair view of the underlying transactions and events.
We communicate with the Audit Committee within the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and performing the audits of the subsidiaries. In this respect we have determined the nature and extent of the audit procedures to be carried out for group entities.
We provide the Audit Committee within the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Audit Committee within the Board of Directors, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our report, unless the law or regulations prohibit this.
The Board of Directors is responsible for the preparation and the content of the Board of Directors' report on the Consolidated Financial Statements.
In the context of our mandate and in accordance with the additional standard to the ISA's applicable in Belgium, it is our responsibility to verify, in all material respects, the Board of Directors' report on the Consolidated Financial Statements, as well as to report on these matters.
The statutory accounts have been drawn up in compliance with the Belgian accounting standards.
In conformity with article 3:17 of the Belgian Code on Companies and Associations, the annual statutory accounts of Atenor SA are presented in a summary form. The submission of the statutory accounts will be made at the latest thirty days after their approval.
The auditor issued an unqualified opinion on the statutory annual accounts of Atenor SA.
The annual accounts, the management report and the report of the auditor are available upon simple request at the following address: avenue Reine Astrid, 92 in B-1310 La Hulpe.
The ancillary fixed assets such as the replacement of furniture or office supplies are fully depreciated in the year of acquisition.
• Financial assets: participations and other securities in portfolio.
In general, our participations are valued at their acquisition value, taking into account the amounts remaining to be re-leased, possibly modified by writedowns and or revaluations made in previous years. This rule is however departed from if the current estimated value is permanently less than the value determined as specified above. In this case, a reduction equal to the observed impairment is recorded.
Losses of value are reversed when a lasting added value is observed on the securities that have been the subject of such a reduction.
The estimated value is fixed objectively for each security individually on the basis of one of the following elements:
· market value (when it is significant);
· subscription value (for recent acquisitions); · value of the net asset based on the last balance sheet published (*) ;
· value of the compensation claimed or provided for in the negotiations in progress when it concerns the securities of Zairianised companies;
· other information in our possession in particular enabling the estimation of the risks of various hazards; · realisation value.
For investments in foreign companies, the conversion into euros is done at the exchange rate at the end of the year.
The valuation method for each will therefore be used for each security from year to year unless a change in circumstances leads us to opt for another method. In this case, a special mention is made in the annex.
• Stocks :
Properties acquired or constructed for resale are recognised in stocks. They are valued at their cost-plus price taking into account the percentage of progress of the manufacturing works or services.
This progress percentage represents the ratio of costs incurred and recognised at the reporting date to the total project costs (the budget).
Losses of value are applied on the basis of the kind of activity.
• Debts and other creditors: registered at their original value.
Losses of value are applied in the case where the estimated realisable value is less than the amount of the original receivable as well as in the case of receivables on nationalised assets whose reimbursement has not been made subject to a regulation.
The company draws up and publishes the consolidated accounts and a consolidated management report in conformity with the legal arrangements.
| ASSETS (In thousands of EUR) | 2023 | 2022 | |
|---|---|---|---|
| Fixed Assets | 1 092 673 | 976 600 | |
| I. | Start-up expenses | 6 064 | 376 |
| II. | Intangible assets | 82 | 119 |
| III. | Tangible assets | 2 711 | 2 760 |
| IV. | Financial assets | 1 083 817 | 973 345 |
| Current Assets | 125 564 | 116 952 | |
| V. | Amounts receivable after one year | 0 | 10 475 |
| VI. Stocks and orders in the course of execution |
93 984 | 80 174 | |
| VII. Amounts receivable within one year | 17 496 | 18 857 | |
| VIII. Investments | 1 924 | 337 | |
| IX. Cash at bank and petty cash | 8 765 | 4 036 | |
| X. | Deferred charges and accrued income |
3 395 | 3 072 |
| TOTAL ASSETS | 1 218 237 1 093 552 |
| LIABILITIES (In thousands of EUR) |
2023 | 2022 | |
|---|---|---|---|
| Group capital and reserves | 496 938 300 424 | ||
| I. | Capital | 257 564 | 72 038 |
| II. | Share premiums | 65 569 | 61 582 |
| IV. | Reserves | 21 316 | 20 943 |
| V. | Accumulated profits | 152 488 | 145 860 |
| Provisions and deferred taxes | 3 803 | 4 115 | |
| VII. A. Provisions for liabilities and charges | 3 803 | 4 115 | |
| Creditors | 717 497 | 789 013 | |
| VIII. Amounts payable after one year | 375 826 | 362 046 | |
| IX. Amounts payable within one year | 333 152 | 418 051 | |
| X. | Accrued charges and deferred income | 8 519 | 8 916 |
| TOTAL LIABILITIES | 1 218 237 1 093 552 |
| INCOME STATEMENT (In thousands of EUR) | 2023 | 2022 | |
|---|---|---|---|
| I. | Operating income | 19 715 | 21 077 |
| II. | Operating charges | -31 572 | -31 274 |
| III. Operating profit (loss) | -11 857 | -10 197 | |
| IV. Financial income | 53 609 | 70 680 | |
| V. | Financial charges | -34 156 | -23 187 |
| VI. Profit (loss) before taxes | 7 596 | 37 296 | |
| VIII. Incomes taxes | -135 | -7 | |
| IX. Profit (loss) of the financial year | 7 461 | 37 288 | |
| XI. Profit (loss) of the financial year to be appropriated |
7 461 | 37 288 |
| APPROPRIATION ACCOUNT (In thousands of EUR) |
2023 | 2022 | |
|---|---|---|---|
| A. | Profit to be appropriated | 153 321 | 165 058 |
| 1. Profit/loss for the financial year | 7 461 | 37 288 | |
| 2. Profits brought forward | 145 860 | 127 769 | |
| C. | Appropriations to equity (-) | -373 | 0 |
| 2. To legal reserve | 373 | 0 | |
| 3. To other reserves | 0 | 0 | |
| D. | Profit (loss) to be carried forward (-) | -152 488 -145 860 | |
| 1. Profit to be carried forward | 152 488 | 145 860 | |
| F. | Profit to be distributed (-) | -460 | -19 197 |
| 1. Dividends | 0 | 18 787 | |
| 2. Director's entitlements | 460 | 410 |
Atenor is a limited company (SA).
The registered office is located at avenue Reine Astrid 92 in B-1310 La Hulpe.
Article 4 of its Articles of Association specifies that the company is established for an unlimited duration.
The financial year starts on the first of January and ends on the thirty-first of December each year.
The Articles of Association are available on our website www.atenor.eu.
Avenue Reine Astrid, 92 1310 La Hulpe Belgium Phone: +32-2-387 22 99 E-mail: [email protected] Website: www.atenor.eu Enterprise no.: VAT BE 0403 209 303 LEI no.: 549300ZIL1V7DF3YH40
Euronext Brussels ISIN code: BE0003837540 PEA PME enabling French residents to save at financially attractive conditions.
Euronext Growth Brussels: bonds 2016-2024 at 3.75 % ISIN code: BE0002264332
Euronext Brussels: bonds 2018-2024 at 3.50% ISIN Code: BE0002588664
Euronext Brussels: bonds 2019-2025 at 3.50 % ISIN code: BE0002648294
Euronext Brussels: bonds 2020-2024 at 3.25% ISIN Code: BE0002739192
Euronext Brussels: bonds 2020-2026 at 3.875% ISIN Code: BE0002737188
Euronext Brussels: Green bonds 2021-2025 at 3.00% ISIN Code: BE0002776574
Euronext Brussels: Green bonds 2021-2027 at 3.50% ISIN Code: BE0002775568 Euronext Brussels: Green bonds 2022-2028 at 4.65%
ISIN Code: BE0002844257
Bonds 2018-2025 at 3.50 % ISIN code: BE6302277908
ATE0.BR
ATEB BB
26 April 2024 General Assembly 2023
23 May 2024 Intermediate declaration for first quarter 2024
13 November 2024 Intermediate declaration for third quarter 2024
March 2025 Annual results 2024
25 April 2025 General Assembly 2024

Avenue Reine Astrid, 92 - 1310 La Hulpe - Belgium - Tel. : +32 2 387 22 99 - E-mail : [email protected] - Website : www.atenor.eu VAT: BE 0403 209 303 - RPM Brabant Wallon - Stéphan Sonneville SA, Chief Executive Officer
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