Quarterly Report • Aug 31, 2017
Quarterly Report
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La Hulpe, 31 August 2017
The first half of 2017 closed with a consolidated net profit (group share) of 16.75 million Euro compared to a result of 6.65 million Euro for the first half of 2016.
This result has been generated principally by the sale of the Vaci Greens buildings (A and B) and the margin generated on pre-sold projects, both office and residential. The lease revenues of the HBC (Bucharest) and Nysdam (La Hulpe) buildings have also brought a contribution. The revenue of this semester has once again been diverse with 10 projects contributing to the results.
| Results | 30.06.2017 | 30.06.2016 |
|---|---|---|
| Net consolidated result (group share) | 16,749 | 6,646 |
| Profit per share (in Euro) | 2.97 | 1.18 |
| Number of shares | 5,631,076 | 5,631,076 |
| of which own shares | 172,927 | 175,,535 |
| Balance sheet | 30.06.2017 | 31.12.2016 |
| Total assets | 612,697 | 686,090 |
| Cash position at the end of the period | 114,555 | 145,395 |
| Net indebtedness (-) | -276,771 | -305,078 |
| Total of consolidated equity | 147,787 | 139,395 |
Table of key consolidated figures ('000 Euro) - Limited review of the auditor
The revenues from ordinary activities as at 30 June 2017 amounted to 144.18 million Euro. They mainly consist of (a) revenue realised on the sale of the A and B buildings of the Vaci Greens project in Budapest (€ 96.95 M), (b) turnover on the pre-sale of the CBC building in Namur (€ 7.23 M), (c) revenue from the sale of apartments in residential projects: Palatium in Brussels (€ 10.38 M), Au Fil des Grands Prés in Mons (€ 8.01 M), UP-site in Brussels (€ 5.23 M), Les Brasseries de Neudorf in Luxembourg (€ 3.55 M) and Port du Bon Dieu in Namur (€ 2.09 M) as well as (d) lease revenues on the Hermes Business Campus buildings in Bucharest (€ 4.27 M).
The other operating revenue (€ 3.69 M) mainly includes the reinvoicing of service charges and miscellaneous costs of the leased buildings (€ 2.47 M) and the realised gains arising, from the sale of the Senior Island holding (City Dox project) as construction works on the rest home progressed (€ 0.91 M).
The operating result amounts to 25.07 million Euro, an increase of 76% as compared to 30 June 2016. It is mainly influenced by the sale of building A and B of the Vaci Greens project (Budapest; € 18.97 M), the pre-sale of the CBC building (Namur; € 1.31 M), by the sale of apartments of the various residential projects, mainly Au Fil des Grands Prés (Mons), Palatium (Brussels), City Dox (Anderlecht) and The One (Brussels) for respectively € 1.72 M, € 0.83 M, € 0.64 M and € 0.42 M.
The rental revenue net of charges of the HBC (Bucharest; € 3.93 M) and Nysdam (La Hulpe; € 0.28 M) buildings and the sales of the Senior Island holding in Anderlecht (City Dox project; € 0.91 M) bring an additional contribution to the result.
Finally, general expenses amount to 3.92 million Euro.
The net financial result amounts to -4.93 million Euro compared with -4.53 million Euro for the first half of 2016. The light increase of net financial charges over the first half year is mainly due to the recognition of interest expense relating to the EMTN issuance (€ 86.10 M) of October 2016, offset by the collection of interest on receivables compared to the first semester of 2016.
Taxes amounted to 3.33 million Euro on 30 June 2017 and are mainly composed, on the one hand, of a use of deferred tax assets linked to the projects developed in ATENOR s.a. (€ 0.87 M), and on the other hand, of taxes and deferred tax liabilities relating mainly to the Vaci Greens (€ 0.84M) Port du Bon Dieu (€ 0.47 M) and Au Fil des Grands Prés (€ 0.35) projects.
The net result (group share) of the first half of the financial year amounts to 16.75 million Euro.
The consolidated shareholders' equity amounts to 147,79 million Euro, which represents 24% of the balance sheet total.
As at 30 June 2017, the Group has a net financial indebtedness of 276.77 million Euro (including cash amounting to € 114.55 M) compared with a net financial indebtedness of 305.08 million Euro (including cash amounting to € 145.40 M) as at 31 December 2016.
This decrease in net debt of the Group (€ -28.31 M) in comparison with 31 December 2016 is mainly due to the sale of the buildings A and B of the Vaci Greens project.
The "buildings held for sale" classified under "Inventories (Stock)" represent the real estate projects in portfolio and in the course of development. This item amounts to 396.68 million Euro, a net decrease of 32.53 million Euro in comparison with 31 December 2016. This change is mainly due to (a) the sale of the A and B buildings of the Vaci Greens project in Budapest (€ -63.57 M), (b) acquisitions of neighbouring buildings around the Realex project and in zone 1 of the Au Fil des Grands Prés project in Mons (€ +16.64 M), (c) the continuation of works of The One (Brussels), City Dox (Anderlecht), Vaci Greens block D (Budapest) and the Hermes Business Campus (Bucharest) projects, representing in total +19.61 million Euro and (d) the apartment sales of the Palatium, Au Fil des Grands Prés, Port du Bon Dieu and UP-site projects which have decreased the stock by 8.33 million Euro. The remaining balance of the net variation of this item (€ +3.12 M) is distributed over the other projects in development.
In the course of the first half of the year, ATENOR continued the development of its 17 projects in portfolio representing approx. 640,000 m².
The favourable evolution observed over the last few months of the projects in portfolio shows an active management of our projects in a satisfactory real estate market.
The projects experienced the following developments:
THE ONE - European Quarter, rue de la Loi, Brussels (29,000 m² of offices & 9,000 m² of residential)
The construction works have continued according to schedule with their provisional delivery scheduled for late 2018. To date, the structural works have reached the 16th floor (of 21).
On the commercial side, 37% of the apartments and the two ground-floor retail spaces have been sold (excluding reservations). The global marketing campaign launched at the end of May gave new impulse to the sales process.
The One building has been selected for the proposition as Belgian candidate to house the European Medicines Agency (EMA). Contacts regarding office leasing are also ongoing.
The appeal to the Council of State brought against the building permit by well-known associations has not progressed.
Notwithstanding the existing permit for the construction of 42,000 m² of office space, the decision was made to postpone the launch of the project in the light of a probable request for proposals from European institutions. In this context, we proceeded in March of this year with the acquisition of the VDAB building and its direct neighbour with the aim to extend the Realex project or to develop a new project of 10,000 m².
PALATIUM – Quartier Louise, near the Palais de Justice, Brussels (approx. 14,000 m² mixed)
The redevelopment works that started in late 2015 have continued, with their provisional delivery scheduled for late 2017.
On the sales front, 74% of the 152 apartments and the three office spaces have already been sold. Since February 2017, model apartments have been supporting the marketing.
The phase one construction works and the sales process relating to the building of 93 apartments (26% of which are already sold), 8,500 m² of integrated business services, 71 service flats (11% of which have already been sold) and one rest home, i.e. 39,500 m² in total, have continued, with delivery scheduled for mid-2018.
We remind you that the subsidiary developing the rest home was subject to a share purchase agreement with an institutional investor in December 2015; the margin is recorded as construction works progress.
Furthermore, the application for the subdivision permit for phase two of the project, of a mainly residential nature introduced in May 2016, is still in progress. We remind you that this second phase incorporates the development contract launched by CITYDEV.BRUSSELS and won by ATENOR; it concerns 16,393 m² of apartments, 12,471 m² of them devoted to subsidized housing.
The master plan for the Midi district should be granted regulatory power on the basis of the provisions foreseen in the new COBAT (Drafting of a Development Master Plan: PAD), due in September. On the issuing authority's suggestion, ATENOR will study, once the planning framework has been established, the launch of an architecture contest integrating the latest parameters set out in the master plan. Following this contest, and in parallel to the PAD's planning appraisal, the building and environmental permit applications will be filed as soon as possible, with a view to executing the Victor project, as indicated in the Government's programme.
Renovation works on the street-front offices (phase 1 – 4,000 m²) are scheduled to start in mid-September for delivery in Autumn 2018.
In parallel, and in the wake of the decision by the District to halt the PCAR procedure, discussions are under way with the appropriate authorities to establish a guideline for the remainder of the program, the aim being to file a permit application as soon as possible for the second phase of the project, of a mainly residential nature.
The building, currently 80% let, generates a gross annual lease revenue of 1.1 million Euro. Contacts are in progress for the leasing of the remainder of the spaces.
We remind you that this building was acquired in 2015 for the purposes of a future redevelopment.
Construction works, which started in January 2016, are continuing according to schedule for a delivery planned on 4 September 2017.
The development margin is recorded as construction works progress.
The five blocks of the first phase (168 apartments in total) are 100% pre-sold. The first two were delivered in December 2016 and April 2017 respectively. The sale of the 6th residential block (34 apartments) started and already shows a rate of 74% of pre-sold apartments.
Following depollution work at the edge of the plot, two new blocks (64 apartments) will complete this initial phase. The application for the building permit was filed in June.
The planning permit encompassing the other plots (phase 2) of the project and linking the commercial gallery to the new station, is still pending. Ultimately, it will enable the development of several hundred residential units, local retail shops and offices. As soon as it is obtained, a first building permit for offices will be submitted.
The first two blocks have been delivered and the delivery of the third and fourth ones began this month. To date, 69% of the 91 apartments have been sold.
The construction of the 5 th block (35 apartments) that started in December 2016, is in progress.
A new marketing campaign and a series of open days were organized in June with the aim of maintaining a satisfactory rate of sales.
The works and the clearing of remarks are finally coming to an end; only a few apartments remain to be delivered as a result of modifications requested by the buyers.
Reminder: all apartments have been sold and 3 commercial premises are still for sale.
All the necessary authorizations were obtained in July and construction work began as soon as the earthworks were completed. The building is 51% pre-leased following the signing of a lease with the Arηs IT group and the A3T consultancy, audit and accounting services company.
Contacts will shortly be launched to lease the remaining spaces.
On 7 July 2017, via a French subsidiary, ATENOR acquired an approximately 7,000 m² site on the banks of the Seine in the Paris La Défense perimeter area, in Bezons (France). The site already has a building permit for an office building of some 32,500 m² above ground.
The project will be carried out in partnership with a French firm and overseen by project manager HRO. ATENOR will own 95% of the joint venture.
ATENOR intends to file a new building permit application soon, with a view to optimizing the building's sustainability, and construction will begin following the granting of the permit.
We remind you that, in a very active investment market, we have completed, over the first half of 2017, the sale of the buildings A and B of Vaci Greens, representing turnover of over 96 million Euro.
In parallel, we also signed two new lease contracts for those A and B buildings, taking their occupancy rate to 93% and 95% respectively, leading to an additional positive impact on the 2017 results.
The works on the 4th block, the Vaci Greens D building (17,000 m²), are continuing for a delivery scheduled in the 1st quarter of 2018. This building has a pre-lease of 3,200 m² and active negotiations are under way on both rentals and sale. Architectural studies are still under way concerning the development of the last two blocks (E and F) of the campus (45,000 m²).
In general, the economic outlook remains favourable and continues to have a positive influence on the office rental and investment market.
To date, the three buildings (72,000 m²) are fully leased, with the final spaces still being fitted out for tenants taking up occupancy in phases.
Contacts are ongoing regarding the future sale of these buildings, although there are no plans to push through a sale in 2017, given the continuing upward trend in the investment market.
DACIA ONE – Intersection of Calea Victoria and Boulevard Dacia, CBD, Bucharest (15,000 m² of office space) A permit application for 15,800 m² will be submitted in the next few months under a zonal urban plan or PUZ (Planul Urbanistic Zonal). An application for a renovation permit for the protected building has been submitted and is expected to be issued in the next few weeks. Construction works will therefore run through to the end of 2019.
The lease market has also shown its interest in this ideally located project.
development of plot 46 in the Square Mile district, part of the new residential and tertiary development hub across the districts of Sanem and Esch-sur-Alzette. The project consists of developing a 14,300 m² mixed-use building on a 2,880 m² site, comprising office space, housing and shops. The next stage will be to file a specific development plan or PAP (Plan d'Aménagement Particulier) in consultation with the local authorities.
On 9 March 2012, the District Court of Luxembourg partially accepted this request, to the limit of 0.37 million Euro. On 24 May 2012, ATENOR appealed this ruling and set aside provisions in 2012 in the amount of 0.37 million Euro. The case is still pending on appeal. The pleadings will be heard on 8 January 2018.
The proceedings are still in progress before the Luxembourg district court. On 17 November 2016, the latter issued a "provisional" judgement assigning an additional appraisal assignment to the same expert, which started on 26 April 2017.
As ATENOR has stated since the beginning of these legal procedures and has repeatedly stated in its annual reports, ATENOR is confident that its position and its good faith will be recognised in court.
On 31 December 2016, ATENOR s.a. held 11,308 own shares.
Following various transactions over the first half of the year, ATENOR s.a. held 9,500 own shares at end June 2017. Although the policy is not strictly speaking a systematic buyback of own shares, Atenor seizes any opportunity for such buybacks in view of the value of the shares and the comfortable cash position. The ATENOR GROUP INVESTMENTS subsidiary owns 163,427 ATENOR shares in order to fulfil the commitments made towards the beneficiaries of the 2014-2017 SOPs.
Barring any major unforeseen events, ATENOR expects to achieve a positive result for the current financial period at least equivalent to that of 2016.
In addition, further investments are envisaged as part of the ongoing process of project purchase-value add-sale, with special emphasis on diversifying activities internationally.
ATENOR intends to maintain its dividend policy providing shareholders with an attractive and recurrent return.
Intermediate declaration for third quarter 2017 15 November 2017 Publication of the annual results for 2017 8 March 2018 Annual General Meeting 2017 27 April 2018 Intermediate declaration for first quarter 2018 17 May 2018
For more detailed information, we ask that you contact Stéphan Sonneville sa, CEO or Sidney D. Bens, CFO.
Tel +32 (2) 387.22.99 Fax +32 (2) 387.23.16 e-mail: [email protected] www.atenor.be
| In thousands of EUR | |||
|---|---|---|---|
| Notes | 30.06.2017 | 30.06.2016 | |
| 144.181 | 60.788 | ||
| Operating revenue Turnover |
138.582 | 53.547 | |
| Property rental income | 5.599 | 7.241 | |
| Other operating income | 3.691 | 4.229 | |
| Gain (loss) on disposals of financial assets | 914 | 2.447 | |
| Other operating income | 2.705 | 1.767 | |
| Gain (loss) on disposals of non-financial assets | 7 2 | 1 5 | |
| Operating expenses (-) | -122.801 | -50.761 | |
| Raw materials and consumables used (-) | -60.661 | -50.004 | |
| Changes in inventories of finished goods and work in progress | -36.848 | 17.636 | |
| Employee expenses (-) | -1.322 | -2.260 | |
| Depreciation and amortization (-) | -172 | -263 | |
| Impairments (-) | 539 | 0 | |
| Other operating expenses (-) | -24.337 | -15.870 | |
| RESULT FROM OPERATING ACTIVITIES - EBIT | 25.071 | 14.256 | |
| Financial expenses (-) | -5.767 | -4.712 | |
| Financial income | 833 | 178 | |
| Share of profit (loss) from investments consolidated by the equity method | -115 | -74 | |
| PROFIT (LOSS) BEFORE TAX | 20.022 | 9.648 | |
| Income tax expense (income) (-) | 7 | -3.326 | -3.002 |
| PROFIT (LOSS) AFTER TAX | 16.696 | 6.646 | |
| Post-tax profit (loss) of discontinued operations | 0 | 0 | |
| PROFIT (LOSS) OF THE PERIOD | 16.696 | 6.646 | |
| Non controlling interests | -53 | 0 | |
| Group profit (loss) | 16.749 | 6.646 | |
| EARNINGS PER SHARE | EUR | ||
| 30.06.2017 | 30.06.2016 | ||
| Total number of issued shares | 5.631.076 | 5.631.076 | |
| of which own shares | 172.927 | 175.535 | |
| Weighted average number of shares (excluding own shares) | 5.457.339 | 5.458.446 | |
| Basic earnings | 3,07 | 1,22 | |
| Diluted earnings per share | 3,07 | 1,22 | |
| Other elements of the overall profit and losses | In thousands of EUR | ||
| 30.06.2017 | 30.06.2016 | ||
| Group share result | 16.749 | 6.646 | |
| Items not to be reclassified to profit or loss in subsequent periods : | |||
| Employee benefits | 0 |
Items to be reclassified to profit or loss in subsequent periods :
Translation adjusments 2.800 -915 Cash flow hedge
Overall total results of the group 19.549 5.731
Overall profits and losses of the period attributable to third parties -53 0
| In thousands of EUR | |||
|---|---|---|---|
| Notes | 30.06.2017 | 31.12.2016 | |
| NON-CURRENT ASSETS | 64.853 | 65.577 | |
| Property, plant and equipment | 251 | 355 | |
| Investment property | |||
| Intangible assets | 441 | 2.564 | |
| of which goodwill | 264 | 2.374 | |
| Investments in related parties | 0 | ||
| Investments consolidated by the equity method | 20.474 | 20.589 | |
| Deferred tax assets | 4.865 | 6.000 | |
| Other non-current financial assets | 16.196 | 12.971 | |
| Derivatives | |||
| Non-current trade and other receivables | 22.626 | 23.098 | |
| Other non-current assets | 0 | ||
| CURRENT ASSETS | 547.844 | 620.513 | |
| Assets held for sale | 0 | ||
| Inventories | 9 | 396.675 | 429.209 |
| Other current financial assets | 4 | 75.661 | 41.944 |
| Derivatives | |||
| Current tax receivables | 3.264 | 4.241 | |
| Current trade and other receivables | 27.158 | 36.178 | |
| Current loans payments | 1.018 | 185 | |
| Cash and cash equivalents | 4 | 38.894 | 103.451 |
| Other current assets | 5.174 | 5.305 | |
| TOTAL ASSETS | 612.697 | 686.090 | |
| LIABILITIES AND EQUITY | |||
| 30.06.2017 | 31.12.2016 | ||
| TOTAL EQUITY | 147.787 | 139.395 | |
| Group shareholders' equity | 144.801 | 136.655 | |
| Issued capital | 57.631 | 57.631 | |
| Reserves | 94.182 | 86.116 | |
| -7.012 | -7.092 | ||
| Treasury shares (-) | 2.986 | 2.740 | |
| Minority interest | |||
| Non-current liabilities | 243.588 | 245.253 | |
| Non-current interest bearing borrowings | 5 | 223.014 | 226.422 |
| Non-current provisions | 5.863 | 2.314 | |
| Pension obligation | 335 | 335 | |
| Derivatives | 0 | ||
| Deferred tax liabilities | 13.361 | 15.193 | |
| Current trade and other payables | 195 | 195 | |
| Other non-current liabilities | 820 | 794 | |
| Current liabilities | 221.322 | 301.442 | |
| Current interest bearing debts | 5 | 168.312 | 224.051 |
| Current provisions | 0 | ||
| 0 | |||
| Pension obligation Derivatives |
0 | ||
| Current tax payables | 5.487 | 4.243 | |
| Current trade and other payables | 39.596 | 66.964 | |
| Other current liabilities | 7.927 | 6.184 | |
| TOTAL EQUITY AND LIABILITIES | 612.697 | 686.090 |
| Notes | In thousands of EUR | |||
|---|---|---|---|---|
| 30.06.2017 | 30.06.2016 | 31.12.2016 | ||
| Operating activities | ||||
| Net result - |
16.749 | 6.646 | 20.375 | |
| Result of non controlling interests - |
-53 | -14 | ||
| Result of Equity method Cies - |
115 | 7 4 | 155 | |
| Net finance cost - |
4.285 | 4.016 | 8.427 | |
| Income tax expense - |
7 | 4.038 | 1.030 | 5.315 |
| Result for the year - |
25.134 | 11.766 | 34.258 | |
| Depreciation - |
172 | 263 | 500 | |
| Amortisation and impairment - |
-539 | 0 | 8 | |
| Translation adjustments - |
2.906 | 2 2 | 1.608 | |
| Provisions - |
3.549 | -557 | -1.162 | |
| Deferred taxes - |
7 | -712 | 1.972 | 9 9 |
| (Profit)/Loss on disposal of fixed assets - |
-986 | -2.462 | -2.692 | |
| SOP / IAS 19 - |
-330 | -391 | -294 | |
| Adjustments for non cash items - |
4.060 | -1.153 | -1.933 | |
| Variation of inventories - |
35.690 | -17.481 | -39.782 | |
| Variation of trade and other amounts receivables - |
9.711 | 49.361 | 65.129 | |
| Variation of trade payables - |
-2.501 | 4.397 | 5.663 | |
| Variation of amounts payable regarding wage taxes - |
-134 | -135 | -25 | |
| Variation of other receivables and payables - |
-24.915 | 2.342 | 4.220 | |
| - Net variation on working capital | 17.851 | 38.484 | 35.205 | |
| Interests received - |
832 | 178 | 775 | |
| Income tax (paid) received - |
-2.460 | -2.513 | -6.468 | |
| Cash from operating activities (+/-) | 45.417 | 46.762 | 61.837 | |
| Investment activities | ||||
| Acquisitions of intangible and tangible fixed assets - |
-56 | -112 | -277 | |
| Acquisitions of financial investments - |
-2.700 | -30 | -5.500 | |
| New loans - |
-3.555 | -1.195 | -3.615 | |
| Subtotal of acquired investments - |
-6.311 | -1.337 | -9.392 | |
| Disposals of intangible and tangible fixed assets - |
71 | 42 | 44 | |
| Disposals of financial investments - |
22.361 | |||
| Reimbursement of loans - |
331 | 19.765 | 19.765 | |
| Subtotal of disinvestments - |
402 | 42.168 | 19.809 | |
| Cash from investment activities (+/-) | -5.909 | 40.831 | 10.417 | |
| Financial activities | ||||
| Increase in capital - |
0 | 0 | 0 | |
| Decrease in capital - |
0 | 0 | 0 | |
| Treasury shares - |
4 2 | -462 | -422 | |
| Proceeds from borrowings - |
6.723 | 58.295 | 165.492 | |
| Repayment of borrowings - |
-66.774 | -72.206 | -95.645 | |
| Interests paid - |
-1.535 | -2.323 | -8.964 | |
| Dividends paid to company's shareholders - |
6 | -11.154 | -10.911 | -10.911 |
| Directors' entitlements - Cash from financial activities (+/-) |
-316 -73.014 |
-316 -27.923 |
-316 49.234 |
|
| Net cash variation | -33.506 | 59.670 | 121.488 | |
| Cash and cash equivalent at the beginning of the year - |
145.396 | 23.158 | 23.158 | |
| Net variation in cash and cash equivalent - |
-33.506 | 59.670 | 121.488 | |
| Non cash variations (Cur. conversion, chge in scope, etc) - |
2.665 | 2 | 750 | |
| Cash and cash equivalent at end of the year - |
4 | 114.555 | 82.830 | 145.396 |
In thousands of EUR
| Cumulative | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Issued capital | Hedging reserves | Own shares | Consolidated reserves |
Profit/loss of the period |
IAS 19R reserves |
translation adjusments |
Minority interests |
Total Equity | |
| 2 0 1 6 | |||||||||
| Balance as of 01.01.2016 | 57.631 | - | (6.796) | 92.993 | - | (267) | (16.762) | - | 126.799 |
| Profit/loss of the period | - | - | - | - | 20.375 | - | - | (15) | 20.360 |
| Other elements of the overall results | - | - | - | - | - | (24) | 1.006 | - | 982 |
| Total comprehensive income | - | - | - | - | 20.375 | (24) | 1.006 | (15) | 21.342 |
| Capital increase | - | - | - | - | - | - | - | - | - |
| Paid dividends | - | - | - | (10.911) | - | - | - | - | (10.911) |
| Own shares | - | - | (296) | - | - | - | - | - | (296) |
| Share based payment | - | - | - | (294) | - | - | - | - | (294) |
| Others | - | - | - | - | - | - | 2.755 | 2.755 | |
| Balance as of 31.12.2016 | 57.631 | - | (7.092) | 81.788 | 20.375 | (291) | (15.756) | 2.740 | 139.395 |
| First semester 2 0 1 6 | |||||||||
| Balance as of 01.01.2016 | 57.631 | - | (6.796) | 92.993 | - | (267) | (16.762) | - | 126.799 |
| Profit/loss of the period | - | - | - | - | 6.646 | - | - | - | 6.646 |
| Other elements of the overall results | - | - | - | - | - | - | (915) | - | (915) |
| Total comprehensive income | - | - | - | - | 6.646 | - | (915) | - | 5.731 |
| Capital increase | - | - | - | - | - | - | - | - | - |
| Paid dividends | - | - | - | (10.911) | - | - | - | - | (10.911) |
| Own shares | - | - | (325) | - | - | - | - | - | (325) |
| Share based payment | - | - | - | (391) | - | - | - | - | (391) |
| Others | - | - | - | - | - | - | - | - | - |
| Balance as of 30.06.2016 | 57.631 | - | (7.121) | 81.691 | 6.646 | (267) | (17.677) | - | 120.903 |
| First semester 2 0 1 7 | |||||||||
| Balance as of 01.01.2017 | 57.631 | - | (7.092) | 102.163 | - | (291) | (15.756) | 2.740 | 139.395 |
| Profit/loss of the period | - | - | - | - | 16.749 | - | - | (53) | 16.696 |
| Other elements of the overall results | - | - | - | - | - | - | 2.800 | - | 2.800 |
| Total comprehensive income | - | - | - | - | 16.749 | - | 2.800 | (53) | 19.496 |
| Capital increase | - | - | - | - | - | - | - | - | - |
| Paid dividends | - | - | - | (11.154) | - | - | - | - | (11.154) |
| Own shares | - | - | 80 | - | - | - | - | - | 80 |
| Share based payment | - | - | - | (329) | - | - | - | - | (329) |
| Others | - | - | - | - | - | - | - | 299 | 299 |
| Balance as of 30.06.2017 | 57.631 | - | (7.012) | 90.680 | 16.749 | (291) | (12.956) | 2.986 | 147.787 |
The half-year consolidated financial statements of the Group on 30 June 2017 were adopted by the Board of Directors at 30 August 2017.
The consolidated accounts of 30 June 2017 were prepared in conformity with the IAS 34 standard relating to intermediate financial information.
The intermediate financial accounts must be read alongside the annual report of 31 December 2016.
The evaluation rules adopted for the preparation of the consolidated financial situation of 30 June 2017 were not modified compared to the rules followed for the preparation of the annual report of 31 December 2016.
The consolidated half-year financial statements were prepared in accordance with IFRS standards (International Financial Reporting Standards) as adopted in the European Union.
As regards implementation of the new IFRS 15, and as indicated in the 2016 annual report, ATENOR expects only limited impact from implementation on its 2018 consolidated financial statements, as an analysis of the company's transactions has revealed no new material elements.
The life cycle of the real estate projects of ATENOR can be summarised 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:
This communication system allows ATENOR to determine, monitor and resolve in timely fashion and as far as possible all potential operational risks well.
| In thousands of EUR | ||||
|---|---|---|---|---|
| 30.06.2017 | 30.06.2016 | 31.12.2016 | ||
| Other current financial assets | 75.661 | 72.762 | 41.944 | |
| Cash and cash equivalents | 38.894 | 10.068 | 103.451 | |
| Total cash at the end of the period | 114.555 | 82.830 | 145.395 |
See table on pages 8
| In thousands of EUR | |||
|---|---|---|---|
| Current | TOTAL | ||
| Up to 1 year | More than 1 year | ||
| MOVEMENTS ON FINANCIAL LIABILITIES | |||
| On 31.12.2016 | 224.051 | 226.422 | 450.473 |
| Movements of the period | |||
| - New loans | 1.373 | 4.991 | 6.364 |
| - Reimbursement of loans | -65.956 | -65.956 | |
| - Entries in the consolidation scope | |||
| - Variations from foreign currency exchange | 107 | 9 | 116 |
| - Short-term/long-term transfer | 8.514 | -8.514 | |
| - Hedging of fair marketvalue | |||
| - Others | 223 | 106 | 329 |
| On 30.06.2017 | 168.312 | 223.014 | 391.326 |
See page 2 comment on the consolidated balance sheet and the decrease in net debt.
According to the IFRS 13, the "fair value" of the bond (listed security) of a nominal value of 60 million Euro (2012-2017) stands on 30 June 2017 at 60.67 million Euro (101.12% listed price on Euronext Brussels). This bond will mature on 26 October 2017.
In 2016, ATENOR issued, in the context of its new European Medium Term Notes (EMTN) programme, four bond tranches of € 30 M (3% - maturity 2021), € 18 M (3.125% - maturity 2022), € 30 M (3.50% - maturity 2023) and € 8.1 M (3.75% - maturity 2024). These bonds are quoted on Alternext Brussels.
At 30 June 2017, the fair values of these bonds stood at 29.61 million Euro (98.70%), 17.42 million Euro (96.79%), 29.06 million Euro (96.88%) and 7.93 million Euro (97.87%) respectively.
We remind you that ATENOR set up, in November 2014, the private placement of a 5-year bond of 25 million Euro whose maturity is fixed at 03.12.2019.
| In thousands of EUR | ||||
|---|---|---|---|---|
| 30.06.2017 | 30.06.2016 | 31.12.2016 | ||
| Dividends on ordinary shares declared and paid during the period: Final dividend for 2016 : € 2,04 Final dividend for 2015 : € 2,00 |
-11.154 | -10.911 | -10.911 |
| In thousands of EUR | ||||
|---|---|---|---|---|
| INCOME TAX EXPENSE / INCOME - CURRENT AND DEFERRED | 30.06.2017 | 30.06.2016 | 31.12.2016 | |
| INCOME TAX EXPENSE/INCOME - CURRENT | ||||
| Current period tax expense | -4.116 | -1.024 | -5.308 | |
| Adjustments to tax expense/income of prior periods | 7 7 | -6 | -7 | |
| Total current tax expense, net | -4.039 | -1.030 | -5.315 | |
| INCOME TAX EXPENSE/INCOME - DEFERRED | ||||
| Related to the current period | 500 | -3.818 | -4.265 | |
| Related to tax losses | 213 | 1.846 | 4.166 | |
| Total deferred tax expense | 713 | -1.972 | -99 | |
| TOTAL CURRENT AND DEFERRED TAX EXPENSE | -3.326 | -3.002 | -5.414 |
See table on page 7
ATENOR exercises its main activity of developing real estate promotion projects essentially in the area of office and residential buildings with relatively homogeneous characteristics and similar viability and risk profiles.
The ATENOR activity report provides more detailed information on the results and purchases and sales during the period reviewed.
| EUR Milliers | ||||
|---|---|---|---|---|
| 30.06.2017 | 30.06.2016 | 31.12.2016 | ||
| Buildings intended for sale, beginning balance | 429.209 | 344.167 | 344.167 | |
| Activated costs | 66.568 | 66.205 | 125.505 | |
| Disposals of the year | -103.416 | -49.944 | -111.897 | |
| Entry in the consolidation scope | 69.392 | |||
| Exit from the consolidation scope | 0 | |||
| Reclassifications from/to the "Inventories" | 2.071 | |||
| Borrowing costs (IAS 23) | 1.158 | 1.220 | 2.185 | |
| Foreign currency exchange increase (decrease) | 117 | -1.021 | -138 | |
| Write-offs (recorded) | -471 | |||
| Write-offs (written back) | 968 | 466 | ||
| Movements during the year | -32.534 | 16.460 | 85.042 | |
| Buildings intended for sale, ending balance | 396.675 | 360.627 | 429.209 | |
| Accounting value of inventories mortgaged (limited to granded loans) | 103.351 | 84.296 | 124.744 |
See comments on page 2.
On 24 March 2017, ATENOR issued a new share option tranche (SOP 2017) for the subsidiary named Atenor Group Investments (AGI). The options issued on this subsidiary benefit to the members of the Executive Committee, personnel and service providers.
This SOP may be exercised during the three followings periods from 9 March to 31 March 2020, from 8 March to 31 March 2021 and from 8 to 31 March 2022.
On 8 March 2017, the Board of Directors, on the recommendation of the Remuneration Committee, distributed 980 Atenor Group Participation (AGP) shares in accordance with the remuneration policy described in the "Corporate Governance" section of our 2016 Annual Financial Report (page 63).
| EUR Milliers | ||||
|---|---|---|---|---|
| Montants dus | Montants dus par les | |||
| aux sociétés liées | sociétés liées au groupe | |||
| IMMOANGE | - | 417 | ||
| share of the group: 50% | ||||
| VICTOR ESTATES | - | 4.858 | ||
| share of the group: 50% | ||||
| VICTOR PROPERTIES | - | 255 | ||
| share of the group: 50% | ||||
| VICTOR BARA | - | 2.296 | ||
| share of the group: 50% | ||||
| VICTOR SPAAK | - | 4.091 | ||
| share of the group:50% | ||||
| NAOS | - | 2.646 | ||
| share of the group: 55% |
Following the partial demerger of Immoange, two new companies have been included in ATENOR's scope of consolidation, namely Victor Spaak and Victor Bara.
Within the framework of the VICTOR mixed project, the implemented partnership (50/50) with BPI leads to the consolidation by the equity method of the companies Immoange, Victor Properties, Victor Estates, Victor Spaak and Victor Bara.
ATENOR has receivables as set out in the table above in respect of equity-consolidated affiliates.
No other important change occurred concerning the related parties during the first half of 2017.
ATENOR does not use derivative instruments for trading purposes. No new contract was implemented to cover interest rate hedges or foreign exchange hedges during 2017.
| MOVEMENTS IN OWN SHARES | Montant (EUR milliers) |
Nombre d'actions |
|---|---|---|
| On 01.01.2017 (average price € 40.47 per share) | 7.092 | 174.735 |
| Movements during the period | ||
| - acquisitions | 466 | 10.192 |
| - sales | -546 | -12.000 |
| Own shares as of 30.06.2017 (average price € 40,56 per share) | 7.012 | 172.927 |
| Number of shares to obtain in order to cover | Number of shares |
|---|---|
| - stock options plan 2008 | 7.750 |
| TOTAL | 7.750 |
Although the policy is not strictly speaking a systematic buyback of own shares, ATENOR seizes any opportunity for such buybacks in view of the value of the shares and the comfortable cash position.
The project will be carried out in partnership with a French firm and overseen by project manager HRO. ATENOR will own 95% of the joint venture.
ATENOR intends to file a new building permit application soon, with a view to optimizing the building's sustainability, and construction will begin following the granting of the permit.
No other significant event subsequent to 30 June 2017 is to be noted.
Stéphan SONNEVILLE s.a., 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,
1 Affiliated companies of ATENOR in the sense of article 11 of the Company Code
We have reviewed the condensed consolidated interim financial information of ATENOR SA as of June 30, 2017, and for the period of six months ended on that date, which comprises the condensed consolidated interim statement of profit or loss and other comprehensive income, the condensed consolidated interim statement of financial position, the condensed consolidated interim statement of cash flows, the condensed consolidated interim statement of changes in equity, the accounting policies, and a selection of explanatory notes.
The board of directors is responsible for the preparation and fair presentation of this condensed consolidated interim financial information in accordance with the international standard IAS 34 - Interim Financial Reporting as adopted by the European Union. Our responsibility is to express a conclusion on this condensed consolidated interim financial information based on our review.
We conducted our review in accordance with the international standard ISRE (International Standard on Review Engagements) 2410 ″Review of Interim Financial Information Performed by the Independent Auditor of the Entity″. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the preceding condensed consolidated interim financial information is not prepared, in all material respects, in accordance with the international standard IAS 34 - Interim Financial Reporting as adopted by the European Union.
Brussels, August 30, 2017
Mazars Réviseurs d'Entreprises SCRL Statutory auditor Represented by Xavier DOYEN
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