Quarterly Report • Aug 29, 2024
Quarterly Report
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Internal use only.
| DEFINITIONS3 | |||||
|---|---|---|---|---|---|
| CONSOLIDATED FINANCIAL STATEMENTS 4 | |||||
| CONSOLIDATED STATEMENT OF INCOME 4 | |||||
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 4 | |||||
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION5 | |||||
| CONSOLIDATED STATEMENT OF CASH FLOWS6 | |||||
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 7 | |||||
| SHARE CAPITAL AND RESERVES7 | |||||
| EARNINGS PER SHARE7 | |||||
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 8 | |||||
| INTRODUCTION 8 | |||||
| MAIN TRANSACTIONS FOR THE FIRST SIX MONTHS OF 2024 AND 2023 WITH EFFECT ON THE SCOPE OF THE CFE GROUP 8 | |||||
| 1. | GENERAL POLICIES 10 | ||||
| 2. | CONSOLIDATION METHODS 11 | ||||
| 3. | SIGNIFICANT ACCOUNTING POLICIES 12 | ||||
| 4. | SEGMENT REPORTING 13 | ||||
| 5. | ACQUISITIONS AND DISPOSALS OF SUBSIDIARIES 17 | ||||
| 6. | OTHER OPERATING INCOME 17 | ||||
| 7. | FINANCIAL RESULT 18 | ||||
| 8. | INCOME TAX 18 | ||||
| 9. | INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD 19 | ||||
| 10. | PROVISIONS OTHER THAN THOSE RELATING TO NON-CURRENT EMPLOYEE BENEFIT OBLIGATIONS 20 | ||||
| 11. | INFORMATION RELATED TO STOCK OPTION PLANS ON OWN SHARES 21 | ||||
| 12. | CONTINGENT ASSETS AND LIABILITIES 22 | ||||
| 13. | DERIVATIVE FINANCIAL INSTRUMENTS 22 | ||||
| 14. | NET FINANCIAL DEBT 24 | ||||
| 15. | OTHER COMMITMENTS GIVEN 25 | ||||
| 16. | OTHER COMMITMENTS RECEIVED 25 | ||||
| 17. | LITIGATION 26 | ||||
| 18. | RELATED PARTIES 26 | ||||
| 19. | SUBSEQUENT EVENTS 27 | ||||
| 20. | IMPACT OF FOREIGN CURRENCIES 27 | ||||
| 21. | SEASONAL NATURE OF THE BUSINESS 27 | ||||
| ALTERNATIVE PERFORMANCE MEASURES RECONCILIATION 28 | |||||
| STATEMENT ON THE TRUE AND FAIR NATURE OF THE FINANCIAL STATEMENTS 30 | |||||
| GENERAL INFORMATION ABOUT THE COMPANY 31 | |||||
| STATUTORY AUDITOR'S REPORT ON THE REVIEW OF THE CONSOLIDATED CONDENSED INTERIM FINANCIAL INFORMATION AS AT 30 JUNE 2024 AND |
| Working capital requirement | Inventories + trade and other operating receivables + contract assets + other current non-operating assets – trade and other operating payables – current tax liabilities – contract liabilities – other current non-operating liabilities |
|---|---|
| Capital employed | Equity of Real Estate Development segment + net financial debt of Real Estate Development segment |
| Net financial debt (NFD) | Non-current financial liabilities + current financial liabilities - cash and cash equivalents |
| Net financial surplus | Cash and cash equivalents – non-current financial liabilities – current financial liabilities |
| Income from operating activities | Revenue + other operating income + raw materials, consumables, services and subcontracted work + personnel expenses + other operating expenses + depreciation and amortisation |
| Operating Income (EBIT) | Income from operating activities + share of profit (loss) of investments accounted for using equity method |
| EBITDA | Income from operating activities + depreciation and amortisation |
| Return on equity (ROE) | Net income, share of the group / equity, share of the group (opening) |
| Order book | Revenue to be generated by the projects for which the contract has been signed and has come into effect (after notice to proceed has been given or conditions precedent have been fulfilled) and for which project financing is in place. |
| For the period ended June 30 (in € thousands) |
Notes | 2024 | 20231 |
|---|---|---|---|
| Revenue | 4 | 600,701 | 641,695 |
| Other operating income | 6 | 20,558 | 17,233 |
| Raw materials, consumables, services and subcontracted work | (434,064) | (478,752) | |
| Personnel expenses | (126,106) | (125,470) | |
| Other operating expenses | (39,354) | (34,662) | |
| Depreciation and amortisation | (10,968) | (10,018) | |
| Income from operating activities | 10,767 | 10,026 | |
| Share of profit (loss) of investments accounted for using equity method |
9 | (6,144) | 7,172 |
| Operating income | 4,623 | 17,198 | |
| Cost of financial debt | 7 | (1,512) | 992 |
| Other financial expenses and income | 7 | 5,123 | (646) |
| Financial result | 3,611 | 346 | |
| Result before tax | 8,234 | 17,544 | |
| Income tax expenses | 8 | (3,682) | (4,969) |
| Result for the period | 4,552 | 12,575 | |
| Non-controlling interests | (383) | (98) | |
| Result for the period - share of the group | 4,169 | 12,477 | |
| Earnings per share (share of the group) (EUR) (diluted and basic) | 0.17 | 0.50 |
| For the period ended June 30 (in € thousands) |
Notes | 2024 | 2023 |
|---|---|---|---|
| Result for the period - share of the group | 4,169 | 12,477 | |
| Result for the period | 4,552 | 12,575 | |
| Changes in fair value related to financial derivatives | 13 | 2,891 | 443 |
| Exchange differences on translation | 20 | (3,047) | 3,608 |
| Deferred taxes | (723) | (111) | |
| Other elements of the comprehensive income to be reclassified to profit or loss in subsequent periods |
(879) | 3,940 | |
| Re-measurement on defined benefit and contribution plans | 0 | 0 | |
| Deferred taxes | 0 | 0 | |
| Other elements of the comprehensive income not to be reclassified to profit or loss in subsequent periods |
0 | 0 | |
| Total other elements of the comprehensive income recognized directly in equity |
(879) | 3,940 | |
| Comprehensive income: | 3,673 | 16,515 | |
| - Share of the group | 3,291 | 16,436 | |
| - Attributable to non-controlling interests | 382 | 79 | |
| Comprehensive income (share of the group) per share (EUR) (diluted and basic) |
0.13 | 0.66 |
1 The consolidated statement of income for the period ended 30 June 2023 has been restated to reclassify an amount of €8.9 million from the caption "Raw materials, consumables, services and subcontracted work" to the caption "Other operating expenses".
| (in € thousands) | Notes | June 2024 | December 2023 |
|---|---|---|---|
| Intangible assets | 5,042 | 3,881 | |
| Goodwill | 23,910 | 23,894 | |
| Property, plant and equipment | 96,026 | 95,087 | |
| Investments accounted for using equity method | 9 | 172,785 | 185,365 |
| Other non-current financial assets | 141,484 | 142,790 | |
| Non-current financial derivatives | 13 | 986 | 336 |
| Other non-current assets | 12,909 | 11,321 | |
| Deferred tax assets | 10,906 | 8,529 | |
| Non-current assets | 464,048 | 471,203 | |
| Inventories | 187,603 | 161,844 | |
| Trade and other operating receivables | 329,395 | 313,580 | |
| Contract assets | 69,882 | 68,411 | |
| Other current non-operating assets | 8,387 | 5,637 | |
| Current financial derivatives | 13 | 914 | 2,657 |
| Current financial assets | 4,246 | 3,162 | |
| Cash and cash equivalents | 14 | 116,646 | 154,092 |
| Current assets | 717,073 | 709,383 | |
| Total assets | 1,181,121 | 1,180,586 | |
| Share capital | 8,136 | 8,136 | |
| Share premium | 116,662 | 116,662 | |
| Retained earnings | 117,210 | 122,962 | |
| Treasury shares | 11 | (4,330) | (4,410) |
| Defined benefit and contribution pension plans | (12,035) | (12,035) | |
| Reserves related to financial derivatives | 13 | 7,774 | 5,606 |
| Exchange differences on translation | 20 | (3,197) | (151) |
| Equity – share of the group | 230,220 | 236,770 | |
| Non-controlling interests | 5 | (377) | |
| Equity | 230,225 | 236,393 | |
| Employee benefit obligations | 9,174 | 9,401 | |
| Non-current provisions | 10 | 44,055 | 42,044 |
| Other non-current liabilities | 18,137 | 26,499 | |
| Non-current financial liabilities | 14 | 192,224 | 190,965 |
| Non-current financial derivatives | 13 | 0 | 125 |
| Deferred tax liabilities | 1,400 | 3,150 | |
| Non-current liabilities | 264,990 | 272,184 | |
| Current provisions | 10 | 15,460 | 15,274 |
| Trade and other operating payables | 318,364 | 317,761 | |
| Contract liabilities | 216,531 | 201,618 | |
| Current tax liabilities | 12,393 | 9,358 | |
| Current financial liabilities | 14 | 63,955 | 56,394 |
| Current financial derivatives | 13 | 0 | 0 |
| Other current non-operating liabilities | 59,203 | 71,604 | |
| Current liabilities | 685,906 | 672,009 | |
| Total equity and liabilities | 1,181,121 | 1,180,586 |
| For the period ended June 30 (in € thousands) |
Notes | 2024 | 2023 |
|---|---|---|---|
| Operating activities | |||
| Income from operating activities | 10,767 | 10,026 | |
| Depreciation and amortisation of (in)tangible assets and investment property |
4.5 | 10,968 | 10,018 |
| (Decrease)/increase of provisions | (1,350) | (1,536) | |
| Impairments on assets and other non-cash items | 291 | 1,285 | |
| Loss/(profit) on disposal of tangible and financial fixed assets | (935) | (520) | |
| Dividends received from investments accounted for using equity method |
9 | 12,628 | 11,830 |
| Cash flows from (used in) operating activities before changes in working capital |
32,369 | 31,103 | |
| Decrease/(increase) in trade receivables and other current and non-current receivables |
(13,942) | (63,401) | |
| Decrease/(increase) in inventories | (24,903) | (14,632) | |
| Increase/(decrease) in trade payables and other current and non-current payables |
(5,665) | 26,270 | |
| Income tax (paid)/received | (7,401) | (6,415) | |
| Cash flows from (used in) operating activities | (19,542) | (27,075) | |
| Investment activities | |||
| Proceeds from sales of intangible assets and property, plant and equipment |
1,553 | 723 | |
| Purchases of intangible assets and of property, plant and equipment |
(7,047) | (12,165) | |
| Change of the investment percentage net of cash acquired/sold |
5 | 550 | 0 |
| Capital decrease/(increase) of investments accounted for using equity method |
0 | (1,550) | |
| Repayment of borrowings (new borrowings) given to investments accounted for using equity method |
(3,518) | 11,039 | |
| Cash flows from (used in) investing activities | (8,462) | (1,953) | |
| Financing activities | |||
| Interest paid | (9,336) | (4,456) | |
| Interest received | 7,824 | 5,448 | |
| Other financial expenses and income received/(paid) | 95 | (1,058) | |
| Receipts from new borrowings | 14.1 | 23,739 | 67,759 |
| Repayment of borrowings | 14.1 | (22,068) | (13,299) |
| Buy back of own shares | 0 | 0 | |
| Dividends received/(paid) | (9,921) | (9,969) | |
| Cash flows from (used in) financing activities | (9,667) | 44,425 | |
| Net increase/(decrease) in cash position | (37,671) | 15,397 | |
| Cash and cash equivalents, opening balance | 154,092 | 127,149 | |
| Effects of exchange rate changes on cash and cash equivalents |
225 | 1,541 | |
| Cash and cash equivalents, closing balance | 116,646 | 144,087 |
Acquisitions and disposals of subsidiaries net of cash acquired do not include entities that are not a business combination (Real Estate Development segment). They are not considered as investment operations and are directly reflected in cash flows from operating activities.
| (in € thousands) | Share capital | Share premium | Retained earnings | Treasury shares | contribution pension Defined benefit and plans |
Reserves related to financial derivatives |
Exchange differences on translation |
Equity – share of the group |
Non-controlling interests |
Equity |
|---|---|---|---|---|---|---|---|---|---|---|
| December 2023 | 8,136 | 116,662 | 122,962 | (4,410) | (12,035) | 5,606 | (151) | 236,770 | (377) | 236,393 |
| Comprehensive income for the period | 4,169 | 2,168 | (3,046) | 3,291 | 382 | 3,673 | ||||
| Dividends paid to shareholders | (9,921) | (9,921) | (9,921) | |||||||
| Movements related to treasury shares an share-based payments |
80 | 80 | 80 | |||||||
| Change in consolidation scope and other movements |
||||||||||
| June 2024 | 8,136 | 116,662 | 117,210 | (4,330) | (12,035) | 7,774 | (3,197) | 230,220 | 5 | 230,225 |
| (in € thousands) | Share capital | Share premium | Retained earnings | Treasury shares | contribution pension Defined benefit and plans |
Reserves related to financial derivatives |
Exchange differences on translation |
Equity – share of the group |
Non-controlling interests |
Equity |
| December 2022 | 8,136 | 116,662 | 105,696 | (3,735) | (10,050) 9,687 | (1,743) | 224,653 | (127) | 224,526 | |
| Comprehensive income for the period |
12,477 | 332 | 3,627 | 16,436 | 79 | 16,515 | ||||
| Dividends paid to shareholders | (9,969) | (9,969) | (9,969) | |||||||
| Movements related to treasury shares and share-based payments |
80 | 80 | 80 | |||||||
| Change in consolidation scope and other movements |
4,334 | 4,334 | (170) | 4,164 | ||||||
| June 2023 | 8,136 | 116,662 | 112,538 (3,655) | (10,050) 10,019 | 1,884 | 235,534 | (218) | 235,316 |
The share capital on 30 June 2024 was divided into 25,314,482 ordinary shares. These shares are without nominal value. The owners of ordinary shares have the right to receive dividends and have one vote per share in Shareholders' General Meetings.
A dividend of €9,921 thousand, corresponding to €0.40 gross per share (less treasury shares held) was proposed by the Board of Directors and approved by the ordinary general meeting on May 2, 2024. This dividend was paid in May 2024.
Basic earnings per share are the same as diluted earnings per share due to the absence of any potentially dilutive ordinary shares in circulation. It is calculated as follows:
| For the period ended June 30 | 2024 | 2023 |
|---|---|---|
| Result for the period - share of the group (in € thousands) | 4,169 | 12,477 |
| Comprehensive income - share of the group (in € thousands) | 3,291 | 16,436 |
| Number of ordinary shares at balance sheet date | 25,314,482 | 25,314,482 |
| Weighted average number of ordinary shares outstanding during the period | 24,801,925 | 24,922,324 |
| Earnings per share, based on the weighted average number of ordinary shares outstanding during the period (basic): |
||
| Earnings per share (share of the group) (€) | 0.17 | 0.50 |
| Comprehensive income per share (share of the group) (€) | 0.13 | 0.66 |
Compagnie d'Entreprises CFE SA (hereinafter referred to as the "Company" or "CFE") is a public limited company incorporated under Belgian law and headquartered in Belgium. The consolidated financial statements for the period ended 30 June 2024 include the financial statements of the company, its subsidiaries and its interests in companies accounted for using equity method (the "CFE group"). CFE is 62.12% controlled by the Belgian investment group Ackermans & van Haaren (XBRU BE0003764785) whose ultimate controlling shareholder is Stichting Administratiekantoor "Het Torentje". CFE and Ackermans & van Haaren are companies listed on Euronext Brussels.
The Board of Directors authorised the publication of the CFE group's consolidated financial statements on 26 August 2024.
During the first half of 2024, no changes in the consolidation scope affected the Real Estate Development segment of the CFE Group.
During the first half of 2024, the main changes in the consolidation scope in the Multitechnics segment of the CFE Group are as follows:
During the first half of 2024, the main changes in the consolidation scope in the Construction & Renovation segment of the CFE Group are as follows:
During the first half of 2024, the main changes in the consolidation scope in the Investments & Holding segment of the CFE Group are as follows:
During the first half of 2023, the main changes in the consolidation scope in the Real Estate Development segment of the CFE Group are as follows:
During the first half of 2023, the main changes in the consolidation scope in the Multitechnics segment of the CFE Group are as follows:
During the first half of 2023, no changes in the consolidation scope affected the Construction & Renovation segment of the CFE Group.
During the first half of 2023, the main changes in the consolidation scope in the Investments & Holding segment of the CFE Group are as follows:
The interim report for the period ended 30 June 2024 has been prepared in accordance with IAS 34 Interim Financial Reporting. The interim report does not include all the information of the annual report and its annexes, and should be read in conjunction with the CFE's annual report of 31 December 2023.
The accounting principles used at 30 June 2024 are the same as those used for the consolidated financial statements at 31 December 2023, except for the standards and/or amendments to standards described below as endorsed in the European Union, mandatorily applicable as of 1 January 2024.
The application of these standards and interpretations had no material impact on the consolidated financial statements of CFE.
1.3. STANDARDS AND INTERPRETATIONS PUBLISHED, BUT NOT YET APPLICABLE FOR THE ANNUAL PERIOD BEGINNING ON 1 JANUARY 2024
The Group did not apply early any of the following new standards and interpretations, application of which was not mandatory at 30 June 2024.
Companies in which the group, directly or indirectly, holds the majority of voting rights enabling control to be exercised, are fully consolidated.
Companies over which the group exercises joint control with other shareholders are consolidated using the equity method. This applies in particular to Deep C Holding, GreenStor, Green Offshore and certain subsidiaries of BPI.
The change in the scope of consolidation of the CFE group between December 2023 and June 2024 is summarised as follows:
| Number of entities | June 2024 | December 2023 |
|---|---|---|
| Global integration | 64 | 64 |
| Equity method | 88 | 91 |
| Total | 152 | 155 |
Reciprocal operations and transactions relating to assets and liabilities and income and expenses between integrated companies are eliminated in the consolidated financial statements. This elimination is carried out:
In most cases, the operating currency of companies and establishments corresponds to the currency of the country concerned.
The financial statements of foreign companies whose operating currency is different from that used in preparing the group's consolidated financial statements are translated at the closing rate for the items of the consolidated statement of financial position and at the average rate for the period for the items of the consolidated statement of income. Any resulting conversion differences are recognised as exchange differences resulting from the translation in the consolidated reserves. Goodwill relating to foreign companies is considered to be part of the assets and liabilities acquired and, as such, is converted at the exchange rate applicable on the closing date.
Transactions in foreign currency are converted into euros at the exchange rate on the transaction date. Financial assets and monetary liabilities denominated in foreign currencies are converted into euros at the exchange rate applicable at the closing date of the period. The resulting exchange profits and losses are recognised in the 'foreign exchange income' heading, and are presented under 'other financial income and expenses' in the consolidated statement of income.
Foreign exchange profits and losses on loans denominated in foreign currencies or on foreign exchange derivatives used to hedge participations in foreign subsidiaries are recorded under the heading 'exchange differences on translation' resulting from the conversion in 'other elements' of the consolidated statement of comprehensive income, and are the object of a separate reserve in equity.
The preparation of financial statements according to the IFRS standards requires the use of estimates, as well as the formulation of judgments and assumptions that affect the amounts shown in those financial statements, particularly with regard to the following items:
These estimates assume the operation is a going concern and are made on the basis of the information available at the time they were established. Estimates may be revised if the circumstances on which they were based alter or if new information becomes available. Actual results may be different from these estimates.
The unfavorable effects of current market conditions are mainly observable in the cost of financing following the rise in interest rates both in the Euro zone and in Poland.
This environment is prompting some of CFE's customers, particularly property developers, to postpone the start-up of projects for which building permits have already been obtained, and calls for tender for new projects.
Segment reporting is presented in respect of the group's operating segments. Segment results and assets and liabilities include items that can be directly attributed to a segment.
The CFE group can be divided into four operating segments:
The Real Estate Development segment develops real estate projects in Belgium, Luxembourg and Poland.
The Multitechnics segment includes the activities of the VMA and MOBIX divisions:
The Construction & Renovation segment includes all CFE subsidiaries active in Belgium, Poland, the Grand Duchy of Luxembourg and in Germany, which specialize in the construction and renovation of office buildings, residential buildings, hospitals, hotels, schools, car parks and industrial buildings. The companies Wood Shapers (construction and promotion of projects using bio-based and hybrid materials) and LTS (production and assembly plants for prefabricated wooden elements) are also part of this segment.
Besides the holding activities, this segment includes participations in Deep C Holding, Green-Offshore, GreenStor and in one Design Build Finance and Maintenance contract in Belgium.
We refer to the section "Segment analysis" in the press release.
| For the period ended June 30, 2024 (in € thousands) |
Real Estate Development |
Multi technics |
Construction & Renovation |
Investments & Holding |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|
| Revenue | 29,265 | 157,796 | 442,222 | 1,017 | (29,599) | 600,701 |
| EBITDA | 6,286 | 6,335 | 12,166 | (1,873) | (1,179) | 21,735 |
| % Revenue | 21.48% | 4.01% | 2.75% | 3.62% | ||
| Depreciation and amortisation | (642) | (4,761) | (5,230) | (335) | 0 | (10,968) |
| Income from operating activities | 5,644 | 1,574 | 6,936 | (2,208) | (1,179) | 10,767 |
| Share of profit (loss) of investments accounted for using equity method |
(8,155) | (14) | (163) | 2,188 | 0 | (6,144) |
| Operating income (EBIT) | (2,510) | 1,559 | 6,773 | (20) | (1,179) | 4,623 |
| % Revenue | (8.58%) | 0.99% | 1.53% | 0.77% | ||
| Financial result | 2,328 | (280) | 4,678 | (3,115) | 0 | 3,611 |
| Income tax expenses | 889 | (1,796) | (3,077) | 7 | 295 | (3,682) |
| Result for the period - share of the group | 324 | (517) | 8,374 | (3,128) | (884) | 4,169 |
| % Revenue | 1.11% | (0.33%) | 1.89% |
| For the period ended June 30, 2023 (in € thousands) |
Real Estate Development |
Multi technics |
Construction & Renovation |
Investments & Holding |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|
| Revenue | 73,059 | 171,229 | 455,116 | 1,038 | (58,747) | 641,695 |
| EBITDA | 11,134 | 3,168 | 5,364 | 713 | (335) | 20,044 |
| % Revenue | 15.24% | 1.85% | 1.18% | 3.12% | ||
| Depreciation and amortisation | (566) | (4,404) | (4,645) | (403) | 0 | (10,018) |
| Income from operating activities | 10,568 | (1,236) | 719 | 310 | (335) | 10,026 |
| Share of profit (loss) of investments accounted for using equity method |
(1,876) | (9) | 5 | 9,052 | 0 | 7,172 |
| Operating income (EBIT) | 8,692 | (1,245) | 724 | 9,362 | (335) | 17,198 |
| % Revenue | 11.90% | (0.73%) | 0.16% | 2.68% | ||
| Financial result | 453 | (534) | 1,163 | (736) | 0 | 346 |
| Income tax expenses | (2,310) | (639) | (2,083) | (20) | 83 | (4,969) |
| Result for the period - share of the group | 6,738 | (2,418) | (196) | 8,606 | (253) | 12,477 |
| % Revenue | 9.22% | (1.41%) | (0.04%) |
| For the period ended June 30, 2024 (in € thousands) |
Real Estate Development |
Multi technics |
Construction & Renovation |
Investments & Holding |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Goodwill | 0 | 22,999 | 911 | 0 | 0 | 23,910 |
| Property, plant and equipment | 5,438 | 46,614 | 39,995 | 4,003 | (24) | 96,026 |
| Non-current loans to consolidated group | ||||||
| companies | 0 | 0 | 0 | 40,000 | (40,000) | 0 |
| Other non-current financial assets | 108,691 | 0 | 0 | 32,793 | 0 | 141,484 |
| Investments accounted for using equity method | 93,663 | 165 | 3,544 | 75,413 | 0 | 172,785 |
| Other non-current assets | 11,733 | 1,762 | 14,811 | 163,298 | (161,761) | 29,843 |
| Inventories | 170,864 | 6,811 | 10,729 | 24 | (825) | 187,603 |
| Cash and cash equivalents | 7,507 | 4,053 | 62,048 | 43,038 | 0 | 116,646 |
| Internal cash position - Cash pooling - assets | 875 | 50,436 | 167,701 | 26,540 | (245,552) | 0 |
| Other current assets | 22,648 | 122,748 | 268,676 | 15,056 | (16,304) | 412,824 |
| Total assets | 421,419 | 255,588 | 568,415 | 400,165 | (464,466) | 1,181,121 |
| LIABILITIES | ||||||
| Equity | 153,357 | 92,016 | 96,569 | 50,894 | (162,611) | 230,225 |
| Non-current borrowings to consolidated group companies |
40,000 | 0 | 0 | 0 | (40,000) | 0 |
| Non-current financial liabilities | 43,747 | 26,191 | 19,641 | 102,645 | 0 | 192,224 |
| Other non-current liabilities | 46,155 | 1,855 | 20,746 | 4,010 | 0 | 72,766 |
| Current financial liabilities | 22,411 | 5,962 | 5,212 | 30,370 | 0 | 63,955 |
| Internal cash position - Cash pooling - liabilities | 29,009 | 13,349 | 13,192 | 190,002 | (245,552) | 0 |
| Other current liabilities | 86,740 | 116,215 | 413,055 | 22,244 | (16,303) | 621,951 |
| Total liabilities | 268,062 | 163,572 | 471,846 | 349,271 | (301,855) | 950,896 |
| Total equity and liabilities | 421,419 | 255,588 | 568,415 | 400,165 | (464,466) | 1,181,121 |
| For the period ended December 31, 2023 (in € thousands) |
Real Estate Development |
Multi technics |
Construction & Renovation |
Investments & Holding |
Eliminations between segments |
Consolidated total |
| ASSETS | ||||||
| Goodwill | 0 | 22,982 | 912 | 0 | 0 | 23,894 |
| Property, plant and equipment | 5,642 | 45,988 | 39,469 | 4,012 | (24) | 95,087 |
| Non-current loans to consolidated group companies |
0 | 0 | 0 | 44,000 | (44,000) | 0 |
| Other non-current financial assets | 113,345 | 0 | 171 | 29,274 | 0 | 142,790 |
| Investments accounted for using equity method | 104,502 | 182 | 3,531 | 77,150 | 0 | 185,365 |
| Other non-current assets | 9,839 | 2,085 | 11,307 | 180,107 | (179,271) | 24,067 |
| Inventories | 145,285 | 7,349 | 10,010 | 25 | (825) | 161,844 |
| Cash and cash equivalents | 4,390 | 3,249 | 78,045 | 68,408 | 0 | 154,092 |
| Internal cash position - Cash pooling - assets | 17,749 | 42,529 | 167,981 | 23,753 | (252,012) | 0 |
| Other current assets | 25,346 | 136,210 | 241,129 | 14,864 | (24,102) | 393,447 |
| Total assets | 426,098 | 260,574 | 552,555 | 441,593 | (500,234) | 1,180,586 |
| LIABILITIES | ||||||
| Equity | 159,141 | 88,897 | 90,975 | 77,500 | (180,120) | 236,393 |
| Non-current borrowings to consolidated group companies |
40,000 | 0 | 4,000 | 0 | (44,000) | 0 |
| Non-current financial liabilities | ||||||
| 53,424 | 26,054 | 18,838 | 92,649 | 0 | 190,965 | |
| Other non-current liabilities | 53,710 | 1,882 | 21,093 | 4,534 | 0 | 81,219 |
| Current financial liabilities | 10,341 | 5,835 | 4,951 | 35,267 | 0 | 56,394 |
| Internal cash position - Cash pooling - liabilities | 18,435 | 14,386 | 9,368 | 209,823 | (252,012) | 0 |
| Other current liabilities | 91,047 | 123,520 | 403,330 | 21,820 | (24,102) | 615,615 |
| Total liabilities | 266,957 | 171,677 | 461,580 | 364,093 | (320,114) | 944,193 |
| For the period ended June 30, 2024 (in € thousands) |
Real Estate Development |
Multitechnics | Construction & Renovation |
Investments & Holding |
Consolidated total |
|---|---|---|---|---|---|
| Cash flows from (used in) operating activities before changes in working capital |
16,087 | 5,354 | 11,422 | (494) | 32,369 |
| Cash flows from (used in) operating activities | (17,799) | 722 | (9,726) | 7,261 | (19,542) |
| Cash flows from (used in) investing activities | (148) | (2,918) | (2,416) | (2,980) | (8,462) |
| Cash flows from (used in) financing activities | 21,037 | 3,040 | (4,032) | (29,712) | (9,667) |
| Net increase/(decrease) in cash position | 3,090 | 844 | (16,174) | (25,431) | (37,671) |
| For the period ended June 30, 2023 (in € thousands) |
Real Estate Development |
Multitechnics | Construction & Renovation |
Investments & Holding |
Consolidated total |
| Cash flows from (used in) operating activities before changes in working capital |
19,336 | 2,933 | 6,341 | 2,493 | 31,103 |
| Cash flows from (used in) operating activities | (5,305) | (3,691) | (12,147) | (5,932) | (27,075) |
| Cash flows from (used in) investing activities | (696) | (3,097) | (6,706) | 8,546 | (1,953) |
| Cash flows from (used in) financing activities | 9,336 | 5,124 | 20,141 | 9,824 | 44,425 |
The cash flow from (used in the context of) financing activities includes the amounts of cash pooling compared to other segments. A positive amount corresponds to a use of liquidity in the cash pooling. This item also includes cash-flows related to external financing, especially and primarily in Real Estate Development and Investments & Holding segments.
| For the period ended June 30, 2024 (in € thousands) |
Real Estate Development |
Multitechnics | Construction & Renovation |
Investments & Holding |
Consolidated total |
|---|---|---|---|---|---|
| Depreciation | (642) | (4,761) | (5,230) | (335) | (10,968) |
| Investments | 667 | 5,871 | 7,523 | 309 | 14,370 |
| For the period ended June 30, 2023 (in € thousands) |
Real Estate Development |
Multitechnics | Construction & Renovation |
Investments & Holding |
Consolidated total |
| Depreciation | (566) | (4,404) | (4,645) | (403) | (10,018) |
The investments include the acquisitions of intangible assets and property, plant and equipment. These mainly concern assets recognized as right of use within the meaning of IFRS 16 (equipment, offices and vehicles) and the equipment for the Mobix division. Acquisitions through business combinations are not included in these amounts.
The breakdown of revenue by country is based on the countries in which services are provided. The revenue of the CFE group breaks down as follows:
| For the period ended June 30 (in € thousands) |
2024 | 2023 |
|---|---|---|
| Belgium | 455,904 | 493,429 |
| Luxembourg | 34,192 | 73,584 |
| Poland | 90,766 | 61,184 |
| Others | 19,839 | 13,498 |
| Consolidated total | 600,701 | 641,695 |
| For the period ended June 30 (in € thousands) |
2024 | 2023 |
|---|---|---|
| Real Estate Development | 29,265 | 73,059 |
| VMA | 113,441 | 121,962 |
| MOBIX | 44,392 | 49,283 |
| Eliminations intra segments | (37) | (16) |
| Multitechnics | 157,796 | 171,229 |
| Construction & Renovation | 442,222 | 455,116 |
| Investments & Holding and eliminations between segments | (28,582) | (57,709) |
| Consolidated total | 600,701 | 641,695 |
The CFE group's revenue from Construction & Renovation segment includes revenue generated for the benefit of the Real Estate Development segment.
The elimination of the revenue common to the Construction & Renovation segment and the Real Estate Development segment, is carried out at the level of eliminations between segments.
As the construction and the sales of the Real Estate Development segment do not take place simultaneously, internally generated revenue is accounted for under work in progress and reversed at the time of sale.
During the first half of 2024, the companies PPP Betrieb Schulen Eupen SA and PPP Schulen Eupen SA, respectively 25% and 19% owned by the CFE group and integrated using the equity method, are dissolved. The impact of this transaction is immaterial in respect of the consolidated statement of income. In the consolidated statement of cashflow, the effect of the transaction (+€550 thousand) is presented on the line "Change of the investment percentage net of cash acquired/sold".
In the Multitechnics, Construction & Renovation and Investments & Holding segments, no other transaction within the meaning of the IFRS 3 Business combinations standard having a significant impact took place during the first six months of 2024.
Acquisitions and disposals in the Real Estate Development segment are not business combinations; therefore the consideration paid is allocated to the land and buildings booked in inventories. No acquisition or disposal occurred during the first half of 2024.
Other operating income, which amounted to €20,558 thousand (June 2023: €17,233 thousand) are primarily related to:
As of 30 June 2024, the financial result amounted to €3,611 thousand, compared to €346 thousand as of 30 June 2023. This increase is primarily related to:
The tax expense amounted to €3,682 thousand for the first half of 2024, compared to €4,969 thousand for the first half of 2023. The effective tax rate amounted to 25.6%, compared to 47.9% as at 30 June 2023. The effective tax rate is defined as the income tax expense over result before tax from which the share of profit (loss) of investments accounted for using equity method have been deducted.
Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions in which CFE operates (ao. Belgium). Ackermans & van Haaren NV (AvH NV) is the Ultimate Parent Entity ('UPE') for Pillar Two purposes of CFE Group's constituent entities. These constituent entities will therefore be in scope of the Pillar Two consequences applicable to the AvH Group.
The Pillar Two legislation is effective for the AvH Group's current financial year beginning 1 January 2024.
As a consequence of the fact that CFE Group is part of the AvH Group, the outcome of Pillar Two impact can only be assessed at the level of the AvH Group. It is impossible for CFE to reasonably estimate the impact of the (expected) Pillar Two legislation.
Based on an assessment made by the AvH Group, the AvH Group has identified potential exposure to Pillar Two top-up taxes in certain jurisdictions. The exact exposure can currently not reasonably be estimated, a.o. since the outcome of the assessment will still be influenced by the expected OECD Administrative Guidance to be published in the course of 2024. However, based on historical data, the group's expected interpretation of further OECD Administrative Guidance and a risk assessment performed, the AvH Group currently does not expect a material exposure.
At June 30 2024,, no provision nor current tax expense has been recognized in CFE Group's consolidated financial statements.
At June 30 2024, CFE group has applied the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.
As of 30 June 2024, investments accounted for using equity method amounted to €172,785 thousand compared to €185,365 thousand as of 31 December 2023. The decrease mainly concerns:
The share of the CFE group in the result of investments accounted for using the equity method is mainly derived from the activities of the Real Estate Development segment and the participations of Deep C Holding in harbour concessions and Green Offshore in concessionary companies of offshore wind farms Rentel and SeaMade.
As of 30 June 2024, these provisions amounted to €59,515 thousand, which represents an increase of €2,197 thousand compared to year-end 2023 (€57,318 thousand).
| (in € thousands) | After-sales service |
Provisions for negative investments accounted for using equity method |
Other risks | Total |
|---|---|---|---|---|
| Balance at the end of the previous period¹ | 15,713 | 24,836 | 16,769 | 57,318 |
| Effects of changes in foreign exchange rates | 15 | 0 | 32 | 47 |
| Transfers between items | 0 | 2,427 | 1,049 | 3,476 |
| Additions to provisions | 1,390 | 0 | 513 | 1,903 |
| Used/reversed provisions | (1,314) | 0 | (1,915) | (3,229) |
| Balance at the end of the period | 15,804 | 27,263 | 16,448 | 59,515 |
| of which current: | 1,580 | 0 | 13,880 | 15,460 |
| non-current: | 14,224 | 27,263 | 2,568 | 44,055 |
The provision for after-sales service increased by €91 thousand and amounted to €15,804 thousand as at 30 June 2024. The change during the first six months of 2024 was mainly the result of additions to and/or reversals of provisions recognized in relation to 10-year warranties.
When the CFE group's share in the losses from investment accounted for using equity method exceeds the carrying amount of the investment, the latter amount is reduced to zero. The losses beyond this amount are not recognized, except for the amount of the CFE group's commitments to these investments accounted for using equity method. The amount of these commitments is accounted for in the non-current provisions, as the group considers having the obligation to support those entities and their projects.
Provisions for other risks decreased by (€321) thousand and amounted to €16,448 thousand as at 30 June 2024.
Provisions for other current risks (€13,880 thousand) mainly include provisions for current litigation (€8,982 thousand) as well as provisions for other current liabilities (€4,898 thousand). As regards other current liabilities, we cannot provide more information on the assumptions made, or on the time of the probable cash outflow, given that negotiations with the customers are in still in progress.
Provisions for other non-current risks include the provisions for risks not directly related to construction site operations in progress.
During the year 2022, the Board of Directors approved a stock option plan to involve the members of the Executive Committee in the long-term growth of the Group. The plan provides that each option is for one CFE share and is granted free of charge. Options have a term of seven years. Options are cancelled if the contractual relationship is terminated before the vesting date. The Remuneration Committee is responsible for monitoring the plan and designating beneficiaries.
During the year 2022, options were granted to two beneficiaries, members of the Executive Committee, who accepted them in full. In the first half of 2024, no options were granted, exercised or cancelled.
| During the financial year | At year-end | ||||||
|---|---|---|---|---|---|---|---|
| Year granted | Options granted |
Options exercised |
Expired options |
Number of options |
Number of exercisable options |
Strike price (in euros) |
Exercise period |
| 2022 | 200,000 | 0 | 0 | 200,000 | 0 | 10.31 | 01/01/2026 – 16/10/2029 |
| 2023 | 0 | 0 | 0 | 200,000 | 0 | 10.31 | 01/01/2026 – 16/10/2029 |
| 2024 | 0 | 0 | 0 | 200,000 | 0 | 10.31 | 01/01/2026 – 16/10/2029 |
| Number of years | |
|---|---|
| December 2022 | 6.8 |
| December 2023 | 5.7 |
| June 2024 | 5.1 |
The value of the options, calculated on the basis of their value when granted, was determined by an independent expert on the basis of the following assumptions:
| Year granted | Quoted market price |
Number of options exercised |
Dividend yield |
Volatility | Interest rate | Expected duration |
Value according to the Black & Scholes method |
|
|---|---|---|---|---|---|---|---|---|
| (€/share) | Total value (€ thousand) |
|||||||
| 2022 | 10.46 | 0 | 4.31% | 33.10% | 2.66% | 7.0 | 2.406 | 481 |
The total value of the options granted amounted to €481 thousand. As no additional stock options were issued during the first half of 2024, the assumptions have not been reassessed and the fair value remains unchanged. The fair value is recognized in the consolidated statement of income on a straight-line basis over the vesting period (3 years). Consequently, during the period ending 30 June 2024, an expense of €80 thousand was recognized in this respect, the impact of which is presented on the line "Movements related to treasury shares and share-based payments" in the consolidation statements of changes in equity.
During the first half of 2024, CFE has not acquired or sold any additional treasury shares compared with the end of December 2023.
As of 30 June 2024, the number of own shares held amounts to 512,557, at an average price of €8.91 per share.
| Year | During the financial year | Year-end balance | |||
|---|---|---|---|---|---|
| Balance at start of year | Purchases | Sales | |||
| 2022 | 0 | 1.241.650 | 849.492 | 392.158 | |
| 2023 | 392.158 | 120,399 | 0 | 512,557 | |
| 2024 | 512,557 | 0 | 0 | 512,557 |
Based on available information at the date on which the financial statements were approved by the Board of Directors, CFE is not aware of any significant contingent assets or liabilities, with the exception of contingent assets or liabilities related to construction contracts (for example, the group's claims against customers or claims by subcontractors), which can be described as normal in the Construction & Renovation and Multitechnics sectors and are handled by applying the percentage of completion method when the revenue is recognized.
CFE also sees to it that the companies of the group take the necessary organisational measures to ensure that the current laws and regulations are observed, including the rules on compliance.
The company uses derivative financial instruments primarily to reduce exposure to adverse fluctuations in interest and foreign exchange rates. The company's policy prohibits the use of such instruments for speculation purposes. The company does not hold or issue financial instruments for trading purposes. Derivatives that do not qualify as hedging instruments under the IFRS 9 standard, however, are presented as instruments held for trading.
As of 30 June 2024, financial derivatives are used to hedge interest-rate risk on corporate financing of CFE SA and BPI Real Estate Belgium SA and to hedge exchange rates risk on the group's operating activities.
The variation in the value of derivatives qualified as cash flow hedges does not directly impact the consolidated statement of comprehensive income, and is recognized in 'other elements of the comprehensive income'. In the event that the value of the derivatives has to be restated, the impact is recognized in the consolidated statement of income.
The fair value variation of exchange rate instruments is considered as construction costs. This variation is presented as an operating result.
The change in fair value linked to hedging instruments in the CFE group's consolidated shareholders' equity also concerns those of companies consolidated using the equity method. This mainly concerns the IRS hedging instruments from concessionary companies of offshore wind farms, SeaMade and Rentel.
As of 30 June 2024, derivative financial instruments have been estimated at their fair value.
| June 30, 2024 (€ thousand) |
FAMMFVV / FLFVPL (3) - Derivatives not designated as hedging instruments |
FAMMFVV / FLFVPL (3) - Derivatives designated as hedging instruments |
Assets/ liabilities measured at amortised cost |
Total of net carrying amount |
Fair value measurement by level |
Fair value of the class |
|---|---|---|---|---|---|---|
| Non-current financial assets | 0 | 986 | 141,484 | 142,470 | 142,470 | |
| Financial loans and receivables (1) | 0 | 0 | 141,484 | 141,484 | Level 2 | 141,484 |
| Derivatives | 0 | 986 | 0 | 986 | Level 2 | 986 |
| Current financial assets | 0 | 914 | 446,041 | 446,956 | 446,956 | |
| Trade and other operating receivables | 0 | 0 | 329,395 | 329,395 | Level 2 | 329,395 |
| Derivatives | 0 | 914 | 0 | 914 | Level 2 | 914 |
| Cash Equivalents (2) | 0 | 0 | 10,798 | 10,798 | Level 1 | 10,798 |
| Cash at bank and in hand (2) | 0 | 0 | 105,848 | 105,848 | Level 1 | 105,848 |
| Total assets | 0 | 1,900 | 587,525 | 589,425 | 589,425 | |
| Non-current financial liabilities | 0 | 0 | 192,224 | 192,224 | 191,260 | |
| Financial liabilities | 0 | 0 | 192,224 | 192,224 | Level 2 | 191,260 |
| Derivatives | 0 | 0 | 0 | 0 | Level 2 | 0 |
| Current financial liabilities | 0 | 0 | 382,319 | 382,319 | 380,955 | |
| Trade and other operating payables | 0 | 0 | 318,364 | 318,364 | Level 2 | 318,364 |
| Financial liabilities | 0 | 0 | 63,955 | 63,955 | Level 2 | 62,591 |
| Derivatives | 0 | 0 | 0 | 0 | Level 2 | 0 |
| Total liabilities | 0 | 0 | 574,453 | 574,453 | 572,215 |
| December 31, 2023 (€ thousand) |
FAMMFVV / FLFVPL (3) - Derivatives not designated as hedging instruments |
FAMMFVV / FLFVPL (3) - Derivatives designated as hedging instruments |
Assets/ liabilities measured at amortised cost |
Total of net carrying amount |
Fair value measurement by level |
Fair value of the class |
|---|---|---|---|---|---|---|
| Non-current financial assets | 0 | 336 | 142,790 | 143,126 | 143,126 | |
| Financial loans and receivables (1) | 0 | 0 | 142,790 | 142,790 | Level 2 | 142,790 |
| Derivatives | 0 | 336 | 0 | 336 | Level 2 | 336 |
| Current financial assets | 0 | 2,657 | 467,672 | 470,329 | 470,329 | |
| Trade and other operating receivables | 0 | 0 | 313,580 | 313,580 | Level 2 | 313,580 |
| Derivatives | 0 | 2,657 | 0 | 2,657 | Level 2 | 2,657 |
| Cash Equivalents (2) | 0 | 0 | 27,215 | 27,215 | Level 1 | 27,215 |
| Cash at bank and in hand (2) | 0 | 0 | 126,877 | 126,877 | Level 1 | 126,877 |
| Total assets | 0 | 2,993 | 610,462 | 613,455 | 613,455 | |
| Non-current financial liabilities | 0 | 125 | 190,965 | 191,090 | 205,549 | |
| Financial liabilities | 0 | 0 | 190,965 | 190,965 | Level 2 | 205,424 |
| Derivatives | 0 | 125 | 0 | 125 | Level 2 | 125 |
| Current financial liabilities | 0 | 0 | 374,155 | 374,155 | 376,495 | |
| Trade and other operating payables | 0 | 0 | 317,761 | 317,761 | Level 2 | 317,761 |
| Financial liabilities | 0 | 0 | 56,394 | 56,394 | Level 2 | 58,734 |
| Derivatives | 0 | 0 | 0 | 0 | Level 2 | 0 |
| Total liabilities | 0 | 125 | 565,120 | 565,245 | 582,044 |
(1) Included in item "Other non-current financial assets"
(2) Included in item "Cash and cash equivalents"
(3) FAMMFV: Financial assets mandatorily measured at fair value through profit and loss FLFVPL: Financial liabilities
measured at fair value through profit and loss.
The fair value of financial instruments can be classified according to three levels (1 to 3) based on the degree to which the inputs to the fair value measurements are observable:
Fair value measurements of level 1 are based on quoted prices (unadjusted) in active markets for identical assets or liabilities;
Fair value measurements of level 2 are based on inputs, other than quoted prices included within level 1, that are observable for the asset or liability, either directly (through prices) or indirectly (through input derived from prices);
Fair value measurements of level 3 are based on valuation techniques comprising inputs which are unobservable for the asset or liability.
The fair value of financial instruments has been determined using the following methods:
For short-term financial instruments, such as trade receivables and payables, the fair value is considered not to be significantly different from the carrying amount measured at amortized cost;
For floating rate liabilities, the fair value is considered not to be significantly different from the carrying amount measured at amortized cost;
For derivative financial instruments (foreign currency, interest rate or forecasted cash flows), the fair value is determined using valuation models discounting future cash flows based on future interest rate curves, foreign currency curves or other forward prices;
For the other derivative instruments, the fair value is determined by discounting future estimated cash flows;
For fixed rate liabilities, the fair value is determined using valuation models discounting future cash flows based on current market interest rate.
| June 2024 | December 2023 | ||||||
|---|---|---|---|---|---|---|---|
| (in € thousands) | Non current |
Current | Total | Non current |
Current | Total | |
| Bank loans and other financial debts | 51,735 | 42,938 | 94,673 | 42,519 | 37,679 | 80,198 | |
| Drawings on credit facilities | 103,000 | 9,997 | 112,997 | 112,492 | 0 | 112,492 | |
| Lease debts | 37,489 | 11,020 | 48,509 | 35,954 | 10,465 | 46,419 | |
| Total long-term financial debt | 192,224 | 63,955 | 256,179 | 190,965 | 48,144 | 239,109 | |
| Short-term financial debts | 0 | 0 | 0 | 0 | 8,250 | 8,250 | |
| Cash equivalents | 0 | (10,798) | (10,798) | 0 | (27,215) | (27,215) | |
| Cash | 0 | (105,848) | (105,848) | 0 | (126,877) | (126,877) | |
| Net short-term financial debt/(cash) | 0 | (116,646) | (116,646) | 0 | (145,842) | (145,842) | |
| Total net financial debt | 192,224 | (52,691) | 139,533 | 190,965 | (97,698) | 93,267 | |
| Derivative instruments used as interest-rate hedges |
(986) | (222) | (1,208) | (211) | 0 | (211) |
Bank loans and other financial debts (€94,673 thousand as at 30 June 2024) mainly concern the medium-term bank loans of the Real Estate Development segment and allocated to the financing of certain projects, medium term treasury notes issued by CFE SA and BPI Real Estate Belgium SA as well as the financing of the new headquarters of Van Laere NV and VMA NV.
Lease debts (€48,509 thousand as at 30 June 2024) relate to contracts that meet the criteria of the scope of application of IFRS 16 Leases.
No short-term financial debts remain outstanding at 30 June 2024
The change in the total of financial debts is mainly due to:
loans granted (€23,739 thousand) that mainly concern the increase in drawings on the confirmed long-term bank credit facilities of CFE SA (€5 million), new project finance loans in the Real Estate Development segment (€13 million) and new leases (€5 million) in the Multitechnics segment (Mobix and Mobix Engetec);
repayments of borrowings (€22,068 thousand) that mainly concern the decrease in drawings on the confirmed longterm bank credit facilities of BPI Real Estate Belgium SA (€4,500 thousand), repayments of BPI Real Estate Belgium SA's treasury notes maturing in the first half of 2024 (€6.250 thousand) and repayments of leases debts (€9,531 thousand).
As of 30 June 2024, CFE SA held confirmed long-term bank credit facilities of €180 million, of which €95 million was drawn as at 30 June 2024 (€90 million as at 31 December 2023). CFE SA also has the facility of issuing treasury notes up to an amount of €50 million. This source of financing was used to an amount of €35 million as at 30 June 2024. To limit the interest rate risk, interest rate hedging contracts have been put in place for a notional amount of €70 million; the fair value of these derivatives amounts to €(969) thousand. As of 30 June 2024, the amount drawn on the credit facilities is covered to the extent of €70 million.
As of 30 June 2024, BPI Real Estate Belgium SA and its subsidiary BPI Real Estate Luxembourg SA together have confirmed long-term bank credit facilities of €60 million, of which €18 million was drawn as at 30 June 2024 (€22.5 million as at 31 December 2023). BPI Real Estate Belgium SA also has the facility of issuing treasury notes up to an amount of €40 million. An amount of €10.25 million was drawn from this source of funding as of June 30, 2024 (€16.5 million as at 31 December 2023). In order to limit interest rate risk, interest rate hedging contracts have been put in place for a notional amount of €32.4 million; the fair value of these derivatives is (€239) thousand.
Bilateral credit facilities are subject to specific covenants that take into account factors such as financial debt and the ratio of debt to equity or non-current assets. These covenants are fully complied with as of 30 June 2024.
Other commitments given by the CFE Group as of 30 June 2024, other than real security interests, amounted to €330,437 thousand (December 2023: €357,628 thousand) and break down as follows:
| (in € thousands) | June 2024 | December 2023 |
|---|---|---|
| Performance guarantees and performance bonds (a) | 252,165 | 263,051 |
| Bid bons (b) | 0 | 0 |
| Retentions (c) | 0 | 1,749 |
| Other commitments given (d) | 78,272 | 92,828 |
| Total | 330,437 | 357,628 |
(a) Guarantees given in relation to the performance of works contracts. If the construction entity fails to perform, the bank (or insurance company) undertakes to compensate the customer to the extent of the guarantee.
(b) Guarantees provided as part of tenders relating to works contracts.
(c) Security provided by a bank to a client to replace the use of retention money.
(d) Letters of credit – completion guarantee, Breyne Act – mortgage mandates and mortgages
The line item 'Other commitments given' is mainly related to the mortgages granted in the context of project financing in the Real Estate Development segment (mainly Pourpelt, Herrenberg and Mimosas).
Other commitments received by the CFE group as of 30 June 2024 amounted to €54,774 thousand (December 2023: €48,589 thousand) and break down as follows:
| (in € thousands) | June 2024 | December 2023 |
|---|---|---|
| Performance guarantees and performance bonds | 48,791 | 43,175 |
| Other commitments received | 5,983 | 5,414 |
| Total | 54,774 | 48,589 |
CFE group is exposed to a number of claims that may be regarded as normal in the construction and multitechnics sectors. In most cases, the CFE group seeks to conclude a transaction agreement with the counterparty, which substantially reduces the number of lawsuits.
CFE group tries to recover outstanding receivables from its customers. However, it is not possible to estimate these potential assets.
Ackermans & van Haaren (AvH) owns 15,725,684 CFE shares as at 30 June 2024, being the main shareholder of the CFE group with a stake of 62.12% (no change from December 31, 2023).
CFE SA entered into a service contract with Ackermans & van Haaren. The remuneration due by CFE SA under this contract amounted to €188 thousand for the first half of 2024 (compared to €175 thousand for the first half of 2023).
As of 30 June 2024, the CFE Group has joint control with Ackermans & van Haaren over Deep C Holding NV, Green Offshore NV, GreenStor NV and Hofkouter NV.
As of 30 June 2024, the day-to-day management of CFE has been carried out by Trorema SRL represented by Raymund Trost, CEO and Chairman of the Executive Committee. The other six members of the Executive Committee are MSQ SRL represented by Fabien De Jonge, AHO Consulting SRL represented by Alexander Hodac, Artist Valley SA represented by Jacques Lefevre, COEDO SRL represented by Arnaud Regout, Focus2LER SRL represented by Valérie Van Brabant and LAMCO represented by Bruno Lambrecht.
The only transactions between CFE and the members of the Executive Committee are:
Transactions with related parties mainly concerned transactions with companies in which CFE has a significant influence or a joint control. Such transactions are carried out on a market price basis.
There were no significant changes in the nature of transactions with associated parties during the first half of 2024 compared to financial year 2023.
Commercial and financing transactions between the CFE group and investments accounted for using equity method are summarized as follows:
| (in € thousands) | June 2024 | December 2023 |
|---|---|---|
| Assets with related parties | 167,070 | 166,699 |
| Non-current financial assets | 141,430 | 143,955 |
| Trade and other operating receivables | 18,204 | 15,874 |
| Other current assets | 7,436 | 6,870 |
| Liabilities with related parties | 5,945 | 15,154 |
| Other non-current liabilities | 5,867 | 14,936 |
| Trade and other operating payables | 79 | 218 |
| (in € thousands) | June 2024 | June 2023 | |
|---|---|---|---|
| Expenses and income with related parties | 42,265 | 24,996 | |
| Revenue and other operating income | 38,354 | 21,250 | |
| Purchases and other operating expenses | (160) | (199) | |
| Financial expenses and income | 4,071 | 3,945 |
The decrease in other non-current liabilities relates to a change in current account in the Real Estate Development segment (Gravity (€6.3) million and M1 (€2.7) million).
The increase in revenue and other operating income with investments accounted for using equity method is mainly due to Polish projects Chmielna and Cavallia developed in partnership.
No significant changes have occurred in the financial and commercial situation of the CFE group since 30 June 2024.
The activities of the CFE group are mainly within the Euro zone and Poland. Consequently, the exposure to exchange risk is limited. The impact of translating the financial statements of entities whose functional currency is the zloty is recorded in the consolidated statement of comprehensive income under the item "Exchange differences on translation", with a corresponding adjustment to the shareholders' equity of the CFE group which present the cumulative translation differences.
The construction activity is seasonal and susceptible to the climatic conditions of winter.
Revenue and income achieved in the first half year cannot be extrapolated over the full year. The seasonal nature of the business is reflected in a higher use of cash in the first half year.
No adjustments were made to take account of the impact of seasonal factors on the group's financial statements for the first half year.
Income and expenses of the group from normal business operations which are subject to a seasonal, cyclical or occasional nature were recognised following the same valuation rules as at year-end. They were neither anticipated nor deferred in the interim financial statements.
As shown below, the CFE group uses alternative performance measures to assess the group's financial performance. The definitions of those performance measures are presented in the 'Definition' section of this report.
The net financial debt an EBITDA have been computed using the consolidated statement of income and the consolidated statement of financial position:
| Net financial debt For the period ended June 30, 2024 (in € thousands) |
Real Estate Development |
Multi technics |
Construction & Renovation |
Investments & Holding |
Eliminations between segments |
Consolidated total |
|---|---|---|---|---|---|---|
| Non-current borrowings from consolidated companies of the group (*) |
40,000 | 0 | - | 0 | (40,000) | 0 |
| + Non-current financial liabilities | 43,747 | 26,191 | 19,641 | 102,645 | 0 | 192,224 |
| + Current financial liabilities | 22,411 | 5,962 | 5,212 | 30,370 | 0 | 63,955 |
| + Internal cash position - Cash pooling - liabilities (*) |
29,009 | 13,349 | 13,192 | 190,002 | (245,552) | 0 |
| Financial liabilities | 135,167 | 45,502 | 38,045 | 323,017 | (285,552) | 256,179 |
| - Non-current loans to consolidated companies of the group (*) |
0 | 0 | 0 | (40,000) | 40,000 | 0 |
| - Cash and cash equivalents | (7,507) | (4,053) | (62,048) | (43,038) | 0 | (116,646) |
| - Internal cash position - Cash pooling - assets (*) |
(875) | (50,436) | (167,701) | (26,540) | 245,552 | 0 |
| Cash and cash equivalents | (8,382) | (54,489) | (229,749) | (109,578) | 285,552 | (116,646) |
| Net financial debt | 126,785 | (8,987) | (191,704) | 213,439 | 0 | 139,533 |
| Net financial debt For the period ended December 31, 2023 (in € thousands) |
Real Estate Development |
Multi technics |
Construction & Renovation |
Investments & Holding |
Eliminations between segments |
Consolidated total |
| Non-current borrowings from consolidated companies of the group (*) |
40,000 | 0 | 4,000 | 0 | (44,000) | 0 |
| + Non-current financial liabilities | 53,424 | 26,054 | 18,838 | 92,649 | 0 | 190,965 |
| + Current financial liabilities | 10,341 | 5,835 | 4,951 | 35,267 | 0 | 56,394 |
| + Internal cash position - Cash pooling - liabilities (*) |
18,435 | 14,386 | 9,368 | 209,823 | (252,012) | 0 |
| Financial liabilities | 122,200 | 46,275 | 37,157 | 337,739 | (296,012) | 247,359 |
| - Non-current loans to consolidated companies of the group (*) |
0 | 0 | 0 | (44,000) | 44,000 | 0 |
| - Cash and cash equivalents | (4,390) | (3,249) | (78,045) | (68,408) | 0 | (154,092) |
| - Internal cash position - Cash pooling - assets (*) |
(17,749) | (42,529) | (167,981) | (23,753) | 252,012 | 0 |
| Cash and cash equivalents | (22,139) | (45,778) | (246,026) | (136,161) | 296,012 | (154,092) |
(*) These account balances relate to the cash positions with regard to group entities belonging to other group operating segments (mainly CFE SA and CFE Contracting SA).2
| Working capital requirements (in € thousands) |
June 2024 | December 2023 |
|---|---|---|
| Inventories | 187,603 | 161,844 |
| + Trade and other operating receivables | 329,395 | 313,580 |
| + Contract assets | 69,882 | 68,411 |
| + Other current non-operating assets | 8,387 | 5,637 |
| - Trade and other operating receivables | (318,364) | (317,761) |
| - Current tax liabilities | (12,393) | (9,358) |
| - Contract liabilities | (216,531) | (201,618) |
| - Other current non-operating liabilities | (59,203) | (71,604) |
| Working capital requirement | (11,224) | (50,869) |
| EBITDA (in € thousands) |
June 2024 | June 2023 |
|---|---|---|
| Income from operating activities | 10,767 | 10,026 |
| Depreciation and amortisation of intangible assets, property, plant and equipment |
10,968 | 10,018 |
| Consolidated EBITDA | 21,735 | 20,044 |
The capital employed from the Real Estate Development segment has been computed using the consolidated statement of financial position per segment:
| Capital employed (in € thousands) |
June 2024 | December 2023 |
|---|---|---|
| Equity - Real Estate Development segment | 153,357 | 159,141 |
| Net financial debt - Real Estate Development segment | 126,785 | 100,061 |
| Capital employed | 280,142 | 259,202 |
Article 12, paragraph 2, 3° of the Royal Decree of 14.11.2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market.
We certify, in the name and on behalf of Compagnie d'Entreprises CFE SA and on that company's responsibility, that, to our knowledge,
SIGNATURES
| Name: | Fabien De Jonge | Raymund Trost |
|---|---|---|
| *Acting on behalf of a BV/SRL | *Acting on behalf of a BV/SRL | |
| Role: | Chief Financial Officer | Chief Executive Officer and Chairman of the Executive Committee |
Date: 26 August 2024
| Company name: | Compagnie d'Entreprises CFE | |
|---|---|---|
| Head office: | Avenue Edmond Van Nieuwenhuyse 30, 1160 Brussels (Belgium) |
|
| Telephone: | + 32 2 661 12 11 | |
| Legal form: | Public limited company (société anonyme (SA)) | |
| Incorporated under Belgian law | ||
| Date of incorporation: | 21 June 1880 | |
| Duration: | Indefinite | |
| Accounting period: | From 1 January to 31 December | |
| Trade Register entry: | RPM Brussels 0400 464 795 – VAT 400.464.795 | |
| Place where legal documentation can be consulted: | Head office |

EY Bedrijfsrevisoren EY Réviseurs d'Entreprises De Kleetlaan 2 B - 1831 Diegem
Tel: +32 (0) 2 774 91 11 ey.com
We have reviewed the accompanying consolidated statement of financial position of Compagnie d'Entreprises CFE NV/SA as at 30 June 2024, the consolidated statement of income, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the six-month period then ended, and notes ("the consolidated condensed interim financial information"). The board of directors is responsible for the preparation and presentation of this consolidated condensed interim financial information in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated condensed interim financial information based on our review.
We conducted our review in accordance with the 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 accompanying consolidated condensed interim financial information as at 30 June 2024 and for the six-month period then ended is not prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.
Diegem, 28 August 2024
EY Bedrijfsrevisoren BV/EY Réviseurs d'Entreprises SRL Statutory auditor represented by
Marnix Van Dooren* Partner *Agissant au nom d'une SRL
Besloten vennootschap Société à responsabilité limitée RPR Brussel - RPM Bruxelles - BTW-TVA BE0446.334.711-IBAN N° BE71 2100 9059 0069 *handelend in naam van een vennootschap:/agissant au nom d'une société
A member firm of Ernst & Young Global Limited
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