Annual Report • Mar 8, 2021
Annual Report
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Regulated information
La Hulpe, 8 March 2020
1
ATENOR ended the 2020 financial year with a net consolidated result of 24.13 million Euro, compared to 37.78 million Euro in 2019.
The Board of Directors will propose a gross dividend of € 2.42 per share to the General Assembly, an increase of almost 5% compared to the previous year.
| results | 31.12.2020 | 31.12.2019 |
|---|---|---|
| Net consolidated result (group share) | 24,129 | 37,777 |
| Profit per share (in Euro)1 | 4.00 | 7.08 |
| Number of shares | 7,038,845 | 5,631,076 |
| of which own shares | 313,427 | 313,427 |
| Balance sheet | 31.12.2020 | 31.12.2019 |
| Total assets | 1,058,442 | 837,975 |
| Cash position at the end of the period | 67,887 | 45,447 |
| Net indebtedness (-) | -589,539 | -494,530 |
| Total of consolidated equity | 261,212 | 187,048 |
Taking into account the weighted average number of shares held during the year (see page 8, Earnings per share). The result per share amounts to € 3.43 if we consider the total number of shares of 7,038,845.
Revenue from ordinary activities amounted to 131.99 million Euro on 31 December 2020. These mainly include: (a) the revenue earned by the forward sale of the apartments of the residential projects (City Dox, Au Fil des Grands Prés, La Sucrerie and Les Berges de l'Argentine phase 1) for a total of 33.28 million Euro, (b) the income generated from the sales in future state of completion of the office buildings Au Fil des Grands Prés, Buzz and Vaci Greens E for a total of 79.03 million Euro, as well (c) the lease revenues of the buildings Hermès Business Campus (Bucharest), Lakeside and University Business Center (Warsaw) and Nysdam (La Hulpe) for 15.29 million euros.
Other operating revenue (€ 48.54 M) mainly includes the balance of the gross additional price relating to the sale of the shares in The One Office SA, following the signing of the usufruct agreement for the building with the European Commission as well as the re-invoicing of the development costs (€ 33.81 M), the usufruct royalty (retroceded to Immo Beaulieu SA) of the Beaulieu building (€ 6.24 M) , as well asthe reinvoicing of service charges and miscellaneous costs of the buildings leased (€ 6.51 M).
The operating result amounted to 40.18 million Euro, compared with € 52.90 M in 2019. This was mainly influenced by the sale of the various apartments in residential projects as mentioned above (total of € 6.38 M), the results of the progress of the pre-sold Au Fil des Grands Prés, Buzz and Vaci Greens E office buildings (€ 19.19 M), as well as the rental revenue, net of charges, from the HBC, Lakeside, UBC and Nysdam buildings (total of € 13.73 M) as well as and additional net income relating to the sale of The One Office SA (€ 16.75 million).
The net financial result was-9.88 million Euro, compared with -9.31 million Euro in 2019. The increase of net financial charges was mainly due to the increase in ATENOR's average net indebtedness, compensated by a larger share of capitalized borrowing costs (IAS23) compared with 2019.
Income taxes: The amount for this item was 5.15 million Euro (compared with € 5.32 M in 2019). This item includes both statutory tax and the deferred tax assets and liabilities linked to the progress of the sale of the aforementioned projects.
Taking the preceding factors into account, the group net result of the financial year was 24.13 million Euro compared with 37.78 million Euro in 2019.
Consolidated shareholder equity was 261.21 million Euro compared with 187.05 million at 31 December 2019, an increase of 24.7% of the total balance up by 74.16 million euros compared to 31 December 2019, mainly following the capital increase carried out in June 2020.
At 31 December 2020, net consolidated financial indebtedness was 589.54 million Euro, compared with a net consolidated indebtedness of 494.53 million Euro as at 31 December 2019.
In October 2020, a new "retail" type bond was successfully issued in two tranches for a total amount of 100 million Euro. The implementation of several project financings as well as the use of existing cash for the development of projects within the portfolio also explain this increase.
Consolidated indebtedness consists, on the one hand, of a long-term debt of 433 million Euro and, on the other hand, of a short-term debt of 224.46 million Euro. Available cash was 67.89 million Euro compared with 45.45 million Euro at end 2019.
The "buildings held for sale" classified under "Stock" represent the real estate projects in the portfolio and in the course of development. This item amounted 775.71 million Euro, an increase of 167.68 million Euro in comparison with 31 December 2019 (€ 608.02 M).
This net variation results primarily (a) from the acquisition of the sites of U'man (Bezons), Square 42 (Belval) and Heinrichstrasse (Dusseldorf) projects for 54.56 million Euro, (b) from the continuation of the works and studies of the Vaci Greens, Arena Business Campus (Budapest), Buzz (Leudelange), Com'Unity (Bezons), @Expo, Dacia, UP-site Bucharest (Bucharest), City Dox (Brussels) and Au Fil des Grands Prés (Mons) projects, for a total of 191.50 million Euro and (b) from the sale of apartments in the City Dox, Au Fil des Grands Prés, La Sucrerie and the pre-sold office buildings Buzz, Au Fil des Grands Prés and Vaci Greens E which reduce the stock by 75.46 million Euro. The balance of the net change in this item (€ 2.9 M) is distributed over other projects under development.
On 31 December 2020, ATENOR LONG TERM GROWTH SA held 150,000 ATENOR shares.
The number of ATENOR shares held on 31 December 2020 by the subsidiary ATENOR GROUP INVESTMENTS was 163,427 (situation that was unchanged from December 2019).
These shares aim to serve the share option plans (2017 to 2019) allocated to ATENOR staff and some of its service providers.
The Board of Directors will propose, to the General Meeting of 23 April 2021, the payment (for the financial year 2020) of a gross dividend of 2.42 Euro per share, i.e. a net dividend after withholding tax (30%) of 1.694 Euro per share.
Subject to the approval of the Ordinary General Assembly, the dividend will be paid out from 28 April 2021.
| - | Ex date | 26 April 2021 |
|---|---|---|
| - | Record date | 27 April 2021 |
During 2020, the portfolio of projects grew. As of 31 December 2020, there were 31 projects for a development area of 1,270,000 m². Following the latest transactions at the start of fiscal year 2021, the portfolio totals 32 projects in 9 countries for a surface area of approximately 1,300,000 m².
All the acquisitions were made within the framework of our European growth strategy, paying particular attention to placing these projects in an indisputable logic of sustainability and certification.
This being the case, the expression of the value created in ATENOR's accounts revolves around 3 stages:
The comments that follow are based on these steps.
As a reminder, the relative shares of each region / city in the portfolio are calculated on the basis of the above-ground areas authorized (permits) or potentially constructible (under study or under authorization). The percentages given below reflect the situation as of 31 December 2020.
Following the signing of the usufruct agreement on 29 June 2020, ATENOR took part in specific fit out works delivered in January 2021.
The procedure for applying for planning and environmental permits is continuing. The consultative committee meeting was held on 20 January 2021.
In parallel, the approval procedure for the European Union's acquisition of the new Conference Centre closed with the approval of this acquisition agreement, subject to the condition precedent of obtaining the permits. Clearly, this new Conference Centre is an exemplary building and a perfect match for the key aspects of the European Green Deal.
The construction of phase 2 (including 181 residential units of which 99 subsidized) is continuing. All apartments have been sold. In January 2021, phase 3 was the subject of a sale in the form of the sale of the land and its permit. The permit application, notably for 171 housing units, is under instruction. Permit applications for the final phases are in preparation.
VICTOR [50% ATENOR] – Midi neighbourhood, opposite the South Station (Gare du Midi), Brussels (56,000 m² mixed) Given the current lack of political and administrative consensus for the project, which has been reworked many times, ATENOR and its partner have decided to study a new variant of the project falling within the current framework of the RRU, in terms of size and allocation. The studies were carried over to a project with mainly offices. Regardless, the development of this project retains its potential and will make an undeniable contribution to the neighbourhood as regards mobility, mixing and the quality of public spaces.
CCN [33% ATENOR] – Schaerbeek and St Josse boroughs, next to the North Station (Gare du Nord) (around 130,000 m² mixed)
Studies are moving satisfactorily towards the submission of a planning application for the whole site mid 2021. The "partial dismantlement" permit is expected in the first half of 2021.
The design of this project corresponds completely to the mobility and urban living issues that the Government has recently decided to open up to broad public consultation.
An extension until the end of 2021 has been concluded with the OIB, the current tenant of the premises. In parallel, ATENOR studied a major renovation of these two buildings, in close collaboration with the neighbouring property owner. The permit application was submitted at the end of 2020.
The planned renovation should prove exemplary in terms of heritage (conservation of the style, the scale and the high-grade materials) and of the use of innovative materials and new technologies promoting "intelligent" use of the building.
DE MOLENS [50% ATENOR] – City Centre – Tolpoort road, Deinze (mixed residential and commercial project, ± 32,150 m²) The environmental permit is expected to be issued in the first half of 2021, which will allow to start of commercialization. Demolition work began in early 2021.
The project has been revised in order to meet the Borough Council's expectations as reflected in the studies for the Municipal Challenge Zone (MCZ).
A "RIP", a preliminary information meeting, the first step in the permit application procedure, was held in January 2021. The permit application will be submitted during this year. It should be reminded that this project corresponds to fundamental principles, now-imperative principles in the fight against climate change, particularly by avoiding the dispersal of living areas out of urban centres.
Meanwhile, the office building has received its 5th tenant, thus reaching an occupancy rate of 25%.
The building has an occupancy rate of 100% since December 2019. Rightly, rent collection has not suffered from the exceptional health situation that we are experiencing.
ATENOR still intends to sell this asset as soon as expectations are met.
AU FIL DES GRANDS PRÉS – "Les Grands Prés" shopping precinct district, Mons (approx. 46,000 m² mixed) The permit for the office part (14,600 m²) has been obtained. Work has started, since these buildings have been completely sold (2,900m² to the ONEM, 8,600m² to the Wallonia-Brussels Federation and 3,100m² to the TEC). A permit application for a first phase of 111 dwellings has been rejected and will be reworked in order to meet the particular requirements of the city of Mons.
This project offers passive housing, responding to the growing demand observed in the Mons market.
LA SUCRERIE – Ath (183 residential units, 5 retail units, 1 nursery) The sale of the last apartments is continuing.
THE STAGE (VH I) [50% ATENOR] – Corner of Verheeskade- & Lulof-straat The Hague, Netherlands (Residential/ commercial – 56,000 m²)
In December 2020, ATENOR finalized the acquisition of a 50% share alongside a prominent local actor.
The project involves the demolition of old existing buildings and the new construction of a commercial ground floor, 520 student accommodation and 387 apartments. The permit is expected in 2021. A sale under condition of obtaining a permit has been concluded for the student housing tower with the company Duwo.
ATENOR and the companies Ten Brinke Vastgoedontwikkeling and Myb have created the project company Laakhaven Verheeskade II B.V. of which ATENOR holds 50%. This company has taken over the property and development rights of several adjacent owners of the "The Stage" project. This extension of the project on the Verheeskade includes the demolition of obsolete buildings and offers additional development potential of more than 100,000 m² above ground, including a mainly residential area and a base animated by mixed functions.
TWIST - Belval, Grand-Duchy of Luxembourg (offices, housing and retail units – 15,060 m²)
The building permit was obtained at the end of August, and work will begin shortly. The marketing of offices and housing is launched.
Construction work is continuing according to plan. It may be recalled that in December 2018, the project was sold before completion. Marketing of the office building is in progress.
Studies are continuing and a permit application for the whole project will be submitted in March 2021, with permit delivery scheduled for the end of 2021.
SQUARE 42 – Central Square, Esch-sur-Alzette, Grand-Duchy of Luxembourg (21,600 m² mixed: offices & retail) This project, acquired after a contest, comprises the development of a building with 20,343 m² of office and 1,238 m² of retail space. A permit application will be submitted soon for work scheduled to start in 2022.
The construction work is continuing, without impacting on the completion date (third quarter of 2021). In a generally sluggish market, it is being marketed on the basis of differentiated sales pitches that offer a specific response to the work organization issues raised by the health crisis. Contacts are underway.
Located nearby Com'Unity, this project has had since end 2019 a permit free of all claims authorizing the construction of 25,450 m² of offices.
AM WEHRHAHN – Shopping Street Am Wehrhahn in Düsseldorf city centre – (4,245 m² of housing and retail) Building work continues. Marketing is directed towards a bloc sale before completion.
In July 2020, ATENOR signed, via a new subsidiary, a sale agreement for the acquisition of a second project in Düsseldorf. This project will be the first office development that ATENOR will undertake in Germany. Studies for the submission of a permit application are underway.
WELLBE – District of the 1998 Universal Exhibition, Lisbon – (27,850 m² of offices and 1,250 m² of retail) The permit application was submitted in November 2019. It covers 27,850 m² of offices and 1,250 m² of retail space. The permit is expected to be obtained in the coming weeks, which will allow the start of work and marketing.
A permit application was submitted for the demolition of the existing building and for the construction of the new building with a leasable surface area of 24,000 m². The demolition permit is expected to be granted before the end of March and will allow work to begin, pending the construction permit. In the meantime, the two buildings (Lakeside and UBC 2) are generating an annual lease income of €2.7 million.
This building, still occupied by prestigious tenants, is subject of major renovation studies. These renovations will begin upon completion of the Lakeside building.
Discussions with the city concerning the adaptation of the master plan are progressing slowly due to the health crisis. Technical studies on the development of a first hotel-office phase have progressed.
The 5th (E) and 6th (F) buildings of this campus have been delivered. As a reminder, building E has been sold in a future state of completion. The pre-lease rate stands at 37%. The Vaci Greens F building, already 73% pre-leased, was sold in December 2020 under conditions precedent which should be lifted in March 2021.
Delivery has been taken of the first building (A). The building is 17% pre-leased and marketing is continuing. In parallel, structural work on the second building (B) is continuing.
ROSEVILLE – Becsi Street 68-70 and 74-80, District 3 of Budapest (16,150 m² of offices and retail) The permit application was submitted in June and obtained on 3 September 2020. Construction work is in progress.
BAKERSTREET I– Hengermalonut 18, Buda South District, Budapest (18,625 m² of offices and retail) A permit application was submitted in September 2020. The granting of a permit is expected soon, thus enabling marketing to start.
HERMES BUSINESS CAMPUS – Boulevard D. Pompeiu, Bucharest (75,130 m² of offices)
The buildings have been refinanced, long-term, for a sum of €80 million in September 2020.
Negotiations for a sale are underway, though it is not possible to say at this stage if the transaction can be concluded in 2021. In any case, this disposal will only have a limited impact on the results.
In the meantime, these buildings have had their leases renewed and are generating rental income of approx. €10.3 million per year.
DACIA ONE – Intersection of Calea Victoria and Boulevard Dacia, CBD, Bucharest (16,300 m² of offices and retail) Construction work should finish during the third quarter of 2021. As a reminder, the building is 100% pre-leased. Negotiations for a sale are underway, though it is not possible to say at this stage if the transaction can be concluded in 2021.
Construction work began during February 2020. The pre-leasing rate is currently 24 %. Contacts are underway for the leasing of the remainder.
UP-SITE BUCHAREST – Floreasca/Vacarescu district, Bucharest (2 towers totalling 31,250 m² residential and retail) The construction permit was obtained in June 2020. Pre-marketing is launched in a mid to high end residential market that is still active in Bucharest.
The health crisis will continue to weigh on the level of activity in the real estate sector in 2021. The slowdown in decision-making and administrative processes due to various restrictions and the climate of uncertainty that has set in are the most obvious manifestation of this. Office leases are declining and permit issuance is slower. These trends are however to be modulated according to the 9 countries where ATENOR is present.
By implementing an European growth strategy, both in the office and housing market, targeting both the public sector and private actors, ATENOR has thus shown the resilience of its business model. Its ability to close future sales also helps smoothen the impact of the economic downturn.
Resolutely focused on the renewal of the urban fabric driven by sustainability requirements and qualitative changes in office and housing demands, ATENOR retains its potential for value creation.
Through this positioning and on the basis of its portfolio of diversified projects, ATENOR displays favourable prospects for 2021, driven by several major transactions, some of which are in the process of being finalized in several countries.
| − | Ordinary General Assembly 2020 | 23 April 2021 | ||||
|---|---|---|---|---|---|---|
| − | Dividend payment (subject to the approval of the General Assembly) | 28 April 2021 | ||||
| − | Intermediate declaration for first quarter 2021 | 19 May 2021 | ||||
| − | Half-yearly results 2021 | 6 September 2021 | ||||
| − | Intermediate declaration for third quarter 2021 | 18 November 2021 | ||||
| − | General Assembly 2021 | 22 April 2022 | ||||
| Contacts and Information |
For more detailed information, please contact Stéphan Sonneville SA, CEO or Mr Sidney D. Bens, CFO. +32 (2) 387.22.99 +32 (2) 387.23.16 e-mail : [email protected] www.atenor.eu
| Notes 2020 2019 Operating revenue 131.989 107.207 Turnover 115.230 91.631 Property rental income 16.759 15.576 Other operating income 48.540 45.314 Gain (loss) on disposals of financial assets 19.283 37.848 Other operating income 29.261 7.454 Gain (loss) on disposals of non-financial assets -4 1 2 Operating expenses (-) -140.353 -99.626 Raw materials and consumables used (-) -235.837 -177.372 Changes in inventories of finished goods and work in progress 184.695 145.606 Employee expenses (-) -3.021 -4.513 Depreciation and amortization (-) -619 -532 Impairments (-) -246 281 Other operating expenses (-) -85.325 -63.096 RESULT FROM OPERATING ACTIVITIES - EBIT 40.176 52.895 Financial expenses (-) -11.438 -11.211 Financial income 1.554 1.897 Share of profit (loss) from investments consolidated by the equity method -1.180 -638 PROFIT (LOSS) BEFORE TAX 29.112 42.943 Income tax expense (income) (-) 7 -5.148 -5.315 PROFIT (LOSS) AFTER TAX 23.964 37.628 Post-tax profit (loss) of discontinued operations 0 0 PROFIT (LOSS) OF THE PERIOD 23.964 37.628 Non controlling interests -165 -149 Group profit (loss) 24.129 37.777 EARNINGS PER SHARE EUR 2020 2019 Total number of issued shares(1) 7.038.845 5.631.076 of which own shares 313.427 313.427 Weighted average number of shares (excluding own shares) 6.029.226 5.333.821 Basic earnings 4,00 7,08 Diluted earnings per share 4,00 7,08 Proposal of gross dividend per share 2,42 2,31 Other elements of the overall profit and losses In thousands of EUR 2020 2019 Group share result 24.129 37.777 Items not to be reclassified to profit or loss in subsequent periods : Employee benefits -198 -241 Items to be reclassified to profit or loss in subsequent periods : Translation adjusments -12.132 -4.245 Cash flow hedge 1 2 -16 -351 Overall total results of the group 11.783 32.940 Overall profits and losses of the period attributable to third parties -165 -149 |
In thousands of EUR | ||
|---|---|---|---|
(1) Capital increase carried out on 30 June 2020 (see page 11)
| In thousands of EUR | |||||
|---|---|---|---|---|---|
| Notes | 31.12.2020 | 31.12.2019 | |||
| NON-CURRENT ASSETS | 127.368 | 118.690 | |||
| Property, plant and equipment | 3.517 | 3.406 | |||
| Intangible assets | 3 7 |
8 7 |
|||
| Investments consolidated by the equity method | 64.180 | 59.676 | |||
| Deferred tax assets | 5.070 | 5.261 | |||
| Other non-current financial assets | 49.061 | 12.503 | |||
| Non-current trade and other receivables | 5.503 | 37.757 | |||
| CURRENT ASSETS | 931.074 | 719.285 | |||
| Inventories | 9 | 775.706 | 608.025 | ||
| Other current financial assets | 4 | 37.751 | 6.159 | ||
| Current tax receivables | 1.751 | 776 | |||
| Current trade and other receivables | 79.052 | 54.116 | |||
| Current loans payments | 1 5 |
1 5 |
|||
| Cash and cash equivalents | 4 | 30.713 | 43.745 | ||
| Other current assets | 6.086 | 6.449 | |||
| TOTAL ASSETS | 1.058.442 | 837.975 |
| In thousands of EUR | ||||
|---|---|---|---|---|
| 31.12.2020 | 31.12.2019 | |||
| TOTAL EQUITY | 261.212 | 187.048 | ||
| Group shareholders' equity | 258.564 | 184.251 | ||
| Issued capital | 133.621 | 57.631 | ||
| Reserves | 140.016 | 141.693 | ||
| Treasury shares (-) | -15.073 | -15.073 | ||
| Non controlling interests | 2.648 | 2.797 | ||
| Non-current liabilities | 482.617 | 423.801 | ||
| Non-current interest bearing borrowings | 5 | 433.001 | 364.888 | |
| Non-current provisions | 10.903 | 4.792 | ||
| Pension obligation | 902 | 701 | ||
| Derivatives | 1 2 |
367 | 351 | |
| Deferred tax liabilities | 702 | 3.967 | ||
| Current trade and other payables | 33.959 | 47.034 | ||
| Other non-current liabilities | 2.783 | 2.068 | ||
| Current liabilities | 314.613 | 227.126 | ||
| Current interest bearing debts | 5 | 224.425 | 175.089 | |
| Current provisions | 338 | 1.352 | ||
| Current tax payables | 3.499 | 2.262 | ||
| Current trade and other payables | 74.097 | 40.296 | ||
| Other current liabilities | 12.254 | 8.127 | ||
| TOTAL EQUITY AND LIABILITIES | 1.058.442 | 837.975 |
| Notes | In thousands of EUR | ||
|---|---|---|---|
| 31.12.2020 | 31.12.2019 | ||
| Operating activities | |||
| - Net result | 24.129 | 37.777 | |
| - Result of non controlling interests | -165 | -149 | |
| - Result of Equity method Cies | 1.180 | 638 | |
| - Net finance cost | 9.492 | 9.602 | |
| - Income tax expense | 7 | 8.219 | 1.396 |
| - Result for the year | 42.855 | 49.264 | |
| - Depreciation | 619 | 532 | |
| - Amortisation and impairment | 246 | -281 | |
| - Translation adjustments | 5.264 | -14 | |
| - Provisions | 5.245 | 466 | |
| - Deferred taxes | 7 | -3.071 | 3.919 |
| - (Profit)/Loss on disposal of fixed assets | -19.279 | -37.860 | |
| - SOP / IAS 19 | -1.177 | 773 | |
| - Adjustments for non cash items | -12.153 | -32.465 | |
| - Variation of inventories | -184.954 | -151.471 | |
| - Variation of trade and other amounts receivables | 20.082 | -16.884 | |
| - Variation of trade payables | 8.287 | 4.815 | |
| - Variation of amounts payable regarding wage taxes | -71 | 9 3 |
|
| - Variation of other receivables and payables | 28.518 | 9.672 | |
| - Net variation on working capital | -128.138 | -153.775 | |
| - Interests received | 302 | 191 | |
| - Income tax (paid) received | -7.911 | -1.828 | |
| Cash from operating activities (+/-) | -105.045 | -138.613 | |
| Investment activities | |||
| - Acquisitions of intangible and tangible fixed assets | -759 | -2.187 | |
| - Acquisitions of financial investments | -5.684 | -14.206 | |
| - New loans | -36.566 | -807 | |
| - Subtotal of acquired investments | -43.009 | -17.200 | |
| - Disposals of intangible and tangible fixed assets | 5 | 11 | |
| - Disposals of financial investments | 0 | 20.836 | |
| - Reimbursement of loans | 0 | 177 | |
| - Subtotal of disinvestments | 5 | 21.024 | |
| Cash from investment activities (+/-) | -43.004 | 3.824 | |
| Financial activities | |||
| - Increase in capital | 76.006 | ||
| - Treasury shares | -5.067 | ||
| - New borrowings | 216.483 | 164.580 | |
| - Repayment of borrowings | -98.144 | -64.654 | |
| - Interests paid | -9.191 | -8.744 | |
| - Dividends paid to company's shareholders | 6 | -12.284 | -11.747 |
| - Directors' entitlements | -256 | -256 | |
| Cash from financial activities (+/-) | 172.614 | 74.112 | |
| Net cash variation | 24.565 | -60.677 | |
| - Cash and cash equivalent at the beginning of the year | 45.447 | 106.590 | |
| - Net variation in cash and cash equivalent | 24.565 | -60.677 | |
| - Non cash variations (Cur. conversion, chge in scope, ) | -2.125 | -466 | |
| - Cash and cash equivalent at end of the year | 4 | 67.887 | 45.447 |
In thousands of EUR
| Issued capital | Share issue premium |
Hedging reserves | Own shares | Consolidated reserves |
Profit/loss of the period |
IAS 19R reserves |
Cumulative translation adjusments |
Minority interests |
Total Equity | |
|---|---|---|---|---|---|---|---|---|---|---|
| 2019 | ||||||||||
| Balance as of 01.01.2019 | 57.631 | - | - | -10.006 | 135.992 | - | -402 | -15.863 | 2.946 | 170.298 |
| Profit/loss of the period | - | - | - | - | - | 37.777 | - | - | -149 | 37.628 |
| Other elements of the overall results (1) | - | - | -351 | - | - | - | -241 | -4.245 | - | -4.837 |
| Total comprehensive income | - | - | -351 | - | - | 37.777 | -241 | -4.245 | -149 | 32.791 |
| Capital increase | - | - | - | - | - | - | - | - | - | - |
| Paid dividends | - | - | - | - | -11.747 | - | - | - | - | -11.747 |
| Own shares | - | - | - | -5.067 | - | - | - | - | - | -5.067 |
| Share based payment | - | - | - | - | 773 | - | - | - | - | 773 |
| Others | - | - | - | - | - | - | - | - | - | |
| Balance as of 31.12.2019 | 57.631 | - | -351 | -15.073 | 125.018 | 37.777 | -643 | -20.108 | 2.797 | 187.048 |
| 2020 | ||||||||||
| Balance as of 01.01.2020 | 57.631 | -351 | -15.073 | 162.795 | - | -643 | -20.108 | 2.797 | 187.048 | |
| Profit/loss of the period | - | - | - | - | 24.129 | - | - | -165 | 23.964 | |
| Other elements of the overall results (1) | - | -16 | - | - | - | -198 | -12.132 | - | -12.346 | |
| Total comprehensive income | - | -16 | - | - | 24.129 | -198 | -12.132 | -165 | 11.618 | |
| Capital increase | 14.408 | 61.582 | - | - | - | - | - | - | - | 75.990 |
| Paid dividends | - | - | - | -12.284 | - | - | - | - | -12.284 | |
| Own shares | - | - | - | - | - | - | - | - | ||
| Share based payment / Valuation | - | - | - | -1.176 | - | - | - | - | -1.176 | |
| Others | - | - | - | - | - | - | - | 16 | 1 6 |
|
| (1) The Group detains Hungarian, Romanian and Polish |
subsidiaries that | opted for the local currency | as their operating |
currency | in each of the countries. The negative conversion |
(1) The Group detains Hungarian, Romanian and Polish subsidiaries that opted for the local currency as their operating currency in each of the countries. The negative conversion differences recorded for the period in equity were mainly due to the downturn in the HUF, RON and the Zloty during the year (-12.13 million Euro).
The consolidated financial statements of the Group as at 31 December 2020 including the annual report including all financial statements and attached notes were adopted by the Board of Directors on 4 March 2021.
The consolidated financial statements as at 31 December 2020 were drawn up in accordance with the IFRS standards as adopted in the European Union.
The valuation rules adopted for the preparation of the consolidated financial situation as at 31 December 2020 have not been modified from the rules followed for the preparation of the annual report as at 31 December 2019, except the application of IFRS 9 (hedge accounting) as well as possible adaptations made necessary by the entry into force of IFRS (International Financial Reporting Standards) standards and interpretations applicable from 1 January 2020.
The Covid-19 pandemic has not had any influence on the evaluation rules, nor on management's judgements.
Furthermore, the impact on the year accounts in 2020 is partly due of a slip in recognized revenues from projects sold before completion, due to the temporary stoppages at a number of sites in March and April 2020.
The slowdown in the office rental market and the containment measures (travel and meeting restrictions, general slowdown in decision-making processes, slowness of administrations) caused a lower rate of activity and a postponement until 2021 of the conclusion of certain transactions.
As regards to the prospects and estimates of future impacts, please refer to the comments in the management report (above).
These amendments and new interpretations have no significant impact on the presentation, disclosure requirements or the consolidated financial performance and / or situation of ATENOR.
ATENOR did not apply early adoption of these new or amended standards and interpretations.
The life cycle of the real estate projects of ATENOR can be summarized in three major phases: the land purchase phase, the project development and construction phase, and the marketing and sales phase. The length and process of these phases are neither similar nor comparable from one project to another.
Follow-up and compliance with the planning of each of these projects are assured by the implementation of a regular communication system. Internal control is provided by:
As soon as a project reaches the construction phase, a monthly progress meeting is held with:
the external specialists to ensure that the agreed deadlines are complied with and
the General Contractor in charge of construction.
This communication system allows ATENOR to determine, monitor and resolve all potential operational risks well upfront.
| In thousands of EUR | ||
|---|---|---|
| 31.12.2020 | 31.12.2019 | |
| Short-term deposits | 37.174 | 1.702 |
| Bank balances | 30.711 | 43.739 |
| Cash at hand | 2 | 6 |
| Cash and cahs equivalents | 67.887 | 45.447 |
Read pages 2 and 9 – comments relating to the main items of the consolidated balance sheet
| In thousands of EUR | |||
|---|---|---|---|
| FINANCIAL DEBTS | Current | Non-current | Total |
| More than | |||
| Up to 1 year | 1 year | ||
| Movements on financial liabilities | |||
| On 31.12.2019 | 175.089 | 364.888 | 539.977 |
| Movements of the period | |||
| - New loans | 15.503 | 200.527 | 216.030 |
| - Reimbursement of loans | -67.080 | -30.053 | -97.133 |
| - Entries in the consolidation scope | |||
| - Lease liabilities (FRS 16) | -188 | -188 | |
| - Exits from the consolidation scope | |||
| - Variations from foreign currency exchange | -384 | -506 | -890 |
| - Short-term/long-term transfer | 101.556 | -101.556 | |
| - Hedging of fair marketvalue | |||
| - Others | -71 | -299 | -370 |
| On 31.12.2020 | 224.425 | 433.001 | 657.426 |
See the comment on page 2 on the consolidated balance and the increase of the indebtedness.
In October 2020, ATENOR successfully issued two retail-type bond tranches at 4 and 6 years - to individual and qualified investors – of respectively € 35 M (3.25% - maturity 2024) and € 65 M (3.875% - maturity 2026). These bonds are listed on Euronext Brussels.
The other significant variations in indebtedness are as follows:
| In thousands of EUR | ||
|---|---|---|
| 2020 | 2019 | |
| Dividends on ordinary shares declared and paid during the period: | 12.284 | 11.747 |
| In thousands of EUR | ||||
|---|---|---|---|---|
| I. Income tax expense / Income - current and deferred | 2020 | 2019 | ||
| Income tax expense / Income - current | ||||
| Current period tax expense | -7.716 | -1.480 | ||
| Adjustments to tax expense/income of prior periods | -503 | 8 4 |
||
| Total current tax expense, net | -8.219 | -1.396 | ||
| Income tax expense / Income - Deferred | ||||
| Related to the current period | 3.534 | -1.365 | ||
| Related to tax losses | -463 | -2.554 | ||
| Total deferred tax expense | 3.071 | -3.919 | ||
| Total current and deferred tax expense | -5.148 | -5.315 |
Read pages 1 & 8
| In thousands of EUR | 31.12.2020 | 31.12.2019 | ||||
|---|---|---|---|---|---|---|
| Western Europe |
Central Europe |
Total | Western Europe |
Central Europe |
Total | |
| Operating revenue | 68.922 | 63.067 | 131.989 | 70.670 | 36.537 | 107.207 |
| Turnover | 67.556 | 47.674 | 115.230 | 69.166 | 22.465 | 91.631 |
| Property rental income | 1.366 | 15.393 | 16.759 | 1.504 | 14.072 | 15.576 |
| Other operating income | 42.104 | 6.436 | 48.540 | 39.042 | 6.272 | 45.314 |
| Gain (loss) on disposals of financial assets | 19.283 | 19.283 | 37.848 | 37.848 | ||
| Other operating income | 22.825 | 6.436 | 29.261 | 1.182 | 6.272 | 7.454 |
| Gain (loss) on disposals of non-financial assets | -4 | -4 | 1 2 |
1 2 |
||
| Operating expenses (-) | -91.280 | -49.073 | -140.353 | -72.495 | -27.131 | -99.626 |
| Raw materials and consumables used (-) | -138.167 | -97.670 | -235.837 | -100.384 | -76.988 | -177.372 |
| Changes in inventories of finished goods and work in | ||||||
| progress | 98.318 | 86.377 | 184.695 | 75.932 | 69.674 | 145.606 |
| Employee expenses (-) | -2.351 | -670 | -3.021 | -4.024 | -489 | -4.513 |
| Depreciation and amortization (-) | -420 | -199 | -619 | -341 | -191 | -532 |
| Impairments (-) | -125 | -121 | -246 | 270 | 1 1 |
281 |
| Other operating expenses (-) | -48.535 | -36.790 | -85.325 | -43.948 | -19.148 | -63.096 |
| RESULT FROM OPERATING ACTIVITIES - EBIT | 19.746 | 20.430 | 40.176 | 37.217 | 15.678 | 52.895 |
| Financial expenses (-) | -11.352 | -86 | -11.438 | -10.020 | -1.191 | -11.211 |
| Financial income | 1.553 | 1 | 1.554 | 1.895 | 2 | 1.897 |
| Share of profit (loss) from investments consolidated by | ||||||
| the equity method | -1.180 | -1.180 | -638 | -638 | ||
| PROFIT (LOSS) BEFORE TAX | 8.767 | 20.345 | 29.112 | 28.454 | 14.489 | 42.943 |
| Income tax expense (income) (-) | -3.633 | -1.515 | -5.148 | -4.434 | -881 | -5.315 |
| PROFIT (LOSS) AFTER TAX | 5.134 | 18.830 | 23.964 | 24.020 | 13.608 | 37.628 |
| Post-tax profit (loss) of discontinued operations | ||||||
| PROFIT (LOSS) OF THE PERIOD | 5.134 | 18.830 | 23.964 | 24.020 | 13.608 | 37.628 |
| Intercompany elimination | 2.557 | -2.557 | 0 | 2.246 | -2.246 | 0 |
| CONSOLIDATED RESULT | 7.691 | 16.273 | 23.964 | 26.266 | 11.362 | 37.628 |
| Overall profits and losses of the period attributable | ||||||
| to third parties | -165 | -165 | -149 | -149 | ||
| Group share result | 7.856 | 16.273 | 24.129 | 26.415 | 11.362 | 37.777 |
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 being accessory to the first two mentioned). This activity is presented, managed and monitored on a project-by-project basis. 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 there is Western Europe, covering Belgium, the Grand Duchy of Luxembourg, the Netherlands, France, Germany and also Portugal and, on the other hand, there is Central Europe, covering Poland, Hungary and Romania.
Taken at 31 December 2020, this segmentation illustrates the distribution of the contribution to the consolidated result of the projects in both Western and Central Europe.
The ATENOR activity report provides more detailed information about the results and purchases and sales during the period reviewed.
| 31.12.2020 | 31.12.2019 | |||||
|---|---|---|---|---|---|---|
| Western | Central | Total | Western | Central | Total | |
| In thousands of EUR | Europe | Europe | Europe | Europe | ||
| ASSETS | ||||||
| NON-CURRENT ASSETS | 126.853 | 515 | 127.368 | 117.935 | 755 | 118.690 |
| Property, plant and equipment | 3.009 | 508 | 3.517 | 2.715 | 691 | 3.406 |
| Intangible assets | 3 1 |
6 | 3 7 |
3 2 |
5 5 |
8 7 |
| Investments consolidated by the equity | ||||||
| method | 64.180 | 64.180 | 59.676 | 59.676 | ||
| Deferred tax assets | 5.070 | 5.070 | 5.261 | 5.261 | ||
| Other non-current financial assets | 49.060 | 1 | 49.061 | 12.494 | 9 | 12.503 |
| Non-current trade and other receivables | 5.503 | 5.503 | 37.757 | 37.757 | ||
| CURRENT ASSETS | 532.704 | 398.370 | 931.074 | 382.225 | 337.060 | 719.285 |
| Inventories | 412.380 | 363.326 | 775.706 | 316.727 | 291.298 | 608.025 |
| Other current financial assets | 37.751 | 37.751 | 6.159 | 6.159 | ||
| Current tax receivables | 1.691 | 6 0 |
1.751 | 733 | 4 3 |
776 |
| Current trade and other receivables | 63.967 | 15.085 | 79.052 | 34.584 | 19.532 | 54.116 |
| Current loans payments | 1 5 |
1 5 |
1 5 |
1 5 |
||
| Cash and cash equivalents | 15.533 | 15.180 | 30.713 | 21.628 | 22.117 | 43.745 |
| Other current assets | 1.367 | 4.719 | 6.086 | 2.379 | 4.070 | 6.449 |
| TOTAL ASSETS | 659.557 | 398.885 | 1.058.442 | 500.160 | 337.815 | 837.975 |
| LIABILITIES AND EQUITY | ||||||
| TOTAL EQUITY | 252.506 | 8.706 | 261.212 | 188.840 | -1.792 | 187.048 |
| Group shareholders' equity | 249.858 | 8.706 | 258.564 | 186.043 | -1.792 | 184.251 |
| Issued capital | 133.621 | 133.621 | 57.631 | 57.631 | ||
| Reserves | 131.310 | 8.706 | 140.016 | 143.485 | -1.792 | 141.693 |
| Treasury shares (-) | -15.073 | -15.073 | -15.073 | -15.073 | ||
| Non controlling interest | 2.648 | 2.648 | 2.797 | 2.797 | ||
| Non-current liabilities | 374.566 | 108.051 | 482.617 | 367.952 | 55.849 | 423.801 |
| Non-current interest bearing borrowings | 337.318 | 95.683 | 433.001 | 330.066 | 34.822 | 364.888 |
| Non-current provisions | 1.906 | 8.997 | 10.903 | 2.607 | 2.185 | 4.792 |
| Pension obligation | 902 | 902 | 701 | 701 | ||
| Derivatives | 367 | 367 | 351 | 351 | ||
| Deferred tax liabilities | 531 | 171 | 702 | 2.994 | 973 | 3.967 |
| Non-current trade and other payables | 33.909 | 5 0 |
33.959 | 31.584 | 15.450 | 47.034 |
| Other non-current liabilities | 2.783 | 2.783 | 2.068 | 2.068 | ||
| Current liabilities | 32.485 | 282.128 | 314.613 | -56.632 | 283.758 | 227.126 |
| Current interest bearing debts | 221.439 | 2.986 | 224.425 | 165.488 | 9.601 | 175.089 |
| Current provisions | 338 | 338 | 1.352 | 1.352 | ||
| Deferred tax liabilities | 1.779 | 1.720 | 3.499 | 2.245 | 1 7 |
2.262 |
| Current trade and other payables | 35.001 | 39.096 | 74.097 | 28.402 | 11.894 | 40.296 |
| Other current liabilities | 8.642 | 3.612 | 12.254 | 4.752 | 3.375 | 8.127 |
| Intercompany elimination / not allocated | -234.714 | 234.714 | -258.871 | 258.871 | ||
| TOTAL EQUITIES AND LIABILITIES | 659.557 | 398.885 | 1.058.442 | 500.160 | 337.815 | 837.975 |
| In thousands of EUR | |||
|---|---|---|---|
| 2020 | 2019 | ||
| Buildings intended for sale, beginning balance | 608.025 | 459.202 | |
| Activated costs | 259.301 | 216.204 | |
| Disposals of the year | -78.652 | -66.275 | |
| IFRS 15 transition | |||
| Exits from the consolidation scope | |||
| Entries in the consolidation scope | |||
| Reclassifications from/to the "Inventories" | 5 1 |
559 | |
| Borrowing costs (IAS 23) | 4.306 | 2.319 | |
| Foreign currency exchange increase (decrease) | -17.199 | -4.254 | |
| Write-offs (recorded) | |||
| Write-offs (written back) | -125 | 270 | |
| Movements during the year | 167.682 | 148.823 | |
| Buildings intended for sale, ending balance | 775.706 | 608.025 | |
| Accounting value of inventories mortgaged (limited to granded loans) | 190.240 | 120.879 |
See the notes on page 2.
No new stock option plan was proposed during 2020 to the members of the Executive Committee, personnel and some service providers of ATENOR.
| In thousands of EUR | |||
|---|---|---|---|
| Participations | 2020 | 2019 | |
| VICTOR ESTATES | 1.007 | 1.085 | |
| VICTOR PROPERTIES | 4 8 |
5 5 |
|
| VICTOR BARA | 4.351 | 4.388 | |
| VICTOR SPAAK | 7.783 | 7.846 | |
| IMMOANGE | 933 | 958 | |
| DOSSCHE IMMO | 10.104 | 9.973 | |
| CCN DEVELOPPEMENT | 35.694 | 35.371 | |
| DE MOLENS | 2 3 |
||
| TEN BRINKE MYBOND VERHEESKADE | 4.309 | ||
| LAAKHAVEN VERHEESKADE II | 7 8 |
||
| LANKELZ FONCIER | -150 | ||
| Total | 64.180 | 59.676 |
Within the framework of the Victor project, the (50/50) joint-venture with BPI has led to the consolidation by the equity method of the companies Immoange, Victor Properties, Victor Estates, Victor Spaak and Victor Bara.
In 2019, ATENOR acquired 50% of the shares of the company Dossche Immo, holder of a plot and buildings in Deinze (De Molens project). As at 8 May 2020, ATENOR took a 50% share in the establishment of the De Molens company, which will develop the project of the same name.
In December 2020, ATENOR acquired 50% of the shares of the Dutch company TBMB, which holds land and building rights in The Hague (The Stage project).
ATENOR continued its establishment in the Netherlands by participating at 50% in the constitution of the company Laakhaven Verheeskade II on 16 December 2020. These two companies will develop neighboring projects in the district of Laakhaven (The Hague).
In addition, ATENOR has subscribed to the constitution of Lankelz Foncier SARL up to 50%. This company will develop the Perspectiv '(formerly Lankelz) project in Luxembourg.
No other important change occurred concerning the related parties. Updated information regarding other related parties will be noted in the annual report.
ATENOR does not use derivative instruments for trading purposes.
In the context of its € 22 M of finance contracted in February 2019 via its Polish subsidiary, Haverhill Investments, ATENOR simultaneously concluded a rate hedging contract that covers 71% of the loan. The fair value of this financial instrument qualified as "cash flow hedge" (€ -0.37 M) is booked directly in equity. See the table on page 8
| Ordinary shares | |
|---|---|
| Movements of number of shares Number of shares on 31.12.2020, issued and fully paid of which own shares |
7.038.845 - |
| Total of issued shares profiting from 2020 dividend | 7.038.845 |
| providers. | |
| Note 14. Principal risks and uncertainties | |
| in the resilience of the portfolio due to its diversification. ATENOR and its subsidiaries are confronted with. On 31 December 2020, ATENOR was not confronted with any litigation. |
|
| Note 15. Events after the closing date | |
| 2018. documents with the construction contractor in charge of the construction. residential project called Lake City, which should eventually offer more than 1,300 apartments. |
|
| development potential of approximately 1,300,000 m². Growth (ALTG). ATENOR service providers. |
|
| to 31 March 2025 and from 10 March to 31 March 2026. No other important event occurring since 31 December 2020 is to be noted. |
These shares aim to serve the share options plans (2017 to 2019) allocated to ATENOR staff and some of its service providers.
The real estate sector generally takes a certain amount of time to know the effect of an economic recovery. Even if significant public funds are being mobilized 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, however confident in the resilience of the portfolio due to its diversification.
The Board of Directors is attentive to the analysis and management of the various risks and uncertainties which ATENOR and its subsidiaries are confronted with.
Following these latest transactions at the begin of 2021, ATENOR's portfolio includes 32 projects representing a development potential of approximately 1,300,000 m².
The options issued on this subsidiary benefit the members of the Executive Committee, personnel and some ATENOR service providers.
This SOP 2021 may be exercised during the three following periods: from 8 March to 29 March 2024, from 10 March to 31 March 2025 and from 10 March to 31 March 2026.
Stéphan SONNEVILLE SA, CEO and President of the Executive Committee and the Members of the Executive Committee, including Mr Sidney D. BENS, CFO, acting in the name of and on behalf of ATENOR SA attest that to the best of their knowledge,
The Statutory Auditor, MAZARS – Company Auditors SCRL represented by Mr Xavier DOYEN, has completed the audit work and confirmed that it does not have any reservations concerning to the accounting information included in this press release and that it corresponds with the financial statements as approved by the Board of Directors.
1 Affiliated companies of ATENOR in the sense of article 11 of the Company Code
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