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Warimpex Finanz- und Beteiligungs AG

Annual Report Apr 29, 2025

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Annual Report

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WARIMPEX GROUP

Key Figures

in EUR '000 2024 Change 2023
adjusted
Investment Properties revenues 13,172 13% 11,702
Hotels revenues 6,061 6% 5,701
Development and Services revenues 2,275 58% 1,441
Total revenues 21,508 14% 18,844
Expenses directly attributable to revenues -12,239 24% -9,840
Gross income from revenues 9,270 3% 9,005
Gains or losses from the disposal of properties -90
EBITDA 1,118 -27% 1,527
Depreciation, amortisation, and remeasurement -9,662 221% -3,011
EBIT -8,544 476% -1,484
Financial result -7,660 67% -4,579
Gains or losses from continuing operations -16,485 -5,592
Profit or loss for the period (annual result) -84,807 -23,807
Net cash flow from operating activities 15,865 -36% 24,791
Net assets as at 31 December 229,189 -38% 371,273
Equity as at 31 December 73,081 -40% 122,036
Equity ratio 32% -1 pp 33%
Number of shares 54,000,000 54,000,000
Earnings per share in EUR -1.63 -0.46
Number of treasury shares as at 31 December 1,939,280 1,939,280
Number of office and commercial properties 6 -4 10
Lettable space 85,000 m2 -53,200 m2 138,200 m2
m² with sustainability certificates 80,000 m2 -26,300 m2 106,300 m2
in % of the total floor area 94% 17 pp 77%
Number of hotels 2 -1 3
Number of hotel rooms (adjusted for proportionate share of ownership) 537 -294 831
31/12/2024 Change 31/12/2023
Gross asset value (GAV) in EUR millions 229.7 -36% 360.1
NNNAV per share in EUR 1.68 -37% 2.68
EPRA NTA per share in EUR 1.62 -37% 2.56
End-of-period share price in EUR 0.572 -23% 0.745

WARIMPEX ANNUAL REPORT 2024

  • 06 Warimpex An Overview
  • 07 Highlights in 2024
  • 08 Foreword by the Chairman of the Management Board
  • 11 Investor Relations

13 Corporate Governance Report including Diversity Concept

16 Boards and Officers of the Company

23 Consolidated Non-Financial Statement

  • 24 WARIMPEX Business Model
  • 25 Warimpex An Overview
  • 27 Warimpex Sustainability Strategy
  • 33 Voluntary Reporting on the EU Taxonomy
  • 44 Environment and Energy
  • 47 Sustainable Corporate Culture (Ethics and Compliance)
  • 49 Employees
  • 51 Human Rights

53 Group Management Report

  • 53 Economic Conditions
  • 54 Real Estate Markets
  • 60 Business Development: Assets, Financial Position, and Earnings Situation
  • 65 Real Estate Assets
  • 68 Additional Non-Financial Performance Indicators Including Employee and Environmental Matters
  • 75 Material Risks and Uncertainties
  • 81 Outlook

82 Consolidated Financial Statements of Warimpex Finanz- und Beteiligungs AG

  • 83 Consolidated Income Statement
  • 84 Consolidated Statement of Comprehensive Income
  • 85 Consolidated Statement of Financial Position
  • 86 Consolidated Statement of Cash Flows
  • 87 Consolidated Statement of Changes in Equity
  • 88 Notes to the Consolidated Financial Statements
  • 150 Auditor's Report

156 Supervisory Board Report

  • 158 Declaration by the Management Board
  • 159 Financial Calendar
  • 159 Publication Details

Mogilska 35 Office Krakow, PL

Warimpex is a "hybrid" real estate company that develops and operates properties itself as an asset manager and property owner until the time at which the highest added value can be realised through sale. The majority of these projects is located in Central and Eastern Europe.

Accordingly, the Warimpex Group generates ongoing cash flows from the letting of office space and the operation of hotel properties while simultaneously realising proceeds from property sales.

Sustainability is a key success factor for Warimpex. Environmental and social megatrends are leading to new requirements for properties – at a pace that will accelerate significantly in the coming years. We are already taking measures today to ensure that our properties remain attractive and retain their value over the long term, with a focus on innovative buildings for a carbon-free future, the efficient use of resources, proximity to nature, and health and well-being. In this way, we also contribute to the transition to a sustainable economy and society.

The hybrid business model is particularly well-suited to allow Warimpex to integrate environmental and social aspects into its property development activities. Because Warimpex does not just develop properties with a short-term outlook, but also holds them in its portfolio and operates them itself for an indefinite period of time, long-term value retention and low operating costs are in the Group's own interest.

WARIMPEX An Overview

Evolution of the Warimpex Group

Warimpex was founded in 1959 by Stefan Folian as an import/export and transit trading company. From 1982 onwards, under the management of Georg Folian and Franz Jurkowitsch, the Company started to specialise in real estate projects in Central and Eastern Europe. Since that time, the Warimpex Group has developed real estate with investments amounting to more than two billion euros, including hotels in the five-, four-, and three-star categories. Warimpex has increasingly focused on the development of office buildings in recent years.

Development and asset management

Real estate project development and operations are coordinated by Warimpex in Vienna together with the local branch offices in Budapest, Krakow, and Łódź. Warimpex also builds upon its successful, long-standing cooperative projects with international hotel groups such as the InterContinental Group, Kempinski, and Accor.

The Warimpex Group's real estate development projects and the operation of its properties have an impact on the social, ecological, and economic environments in which it does business. Because of this, the Company bears great responsibility. It has firmly anchored the fulfilment of this responsibility into its corporate culture, and sees living up to this responsibility as a central element in its success. This applies to new and existing buildings. In the further development of existing properties into hotel and office buildings, we attach considerable importance to compliance with the requirements for the preservation of the historic features of the properties. Building energy-efficient buildings is a matter of course for us.

Existing portfolio

As at the end of 2024, Warimpex was the owner of six commercial and office buildings with a total floor area of some 85,000 square metres in Poland and Hungary, plus two hotels (one of which is leased) with a total of 744 rooms (roughly 537 rooms when adjusted for the proportionate share of ownership) in Poland and Germany.

Due to the long service life of properties, the decisions we make today have an impact for the next 10 to 30 years. In the coming years, climate protection and the sustainable use of resources will become even more important than they already are today. Real estate companies have to respond now – for instance in the area of climate protection. In order to achieve the 2-degree target defined at the Paris climate conference in 2015, we will have to transform into a low-carbon economy that hardly emits any carbon dioxide by 2050. This already has to be factored into long-term investments today. Warimpex is aware of its far-reaching responsibility in this context and does not see properties merely as economic goods, but also takes the ecological and social aspects into account in every stage of the planning. This basic philosophy reflects a deep-seated conscientiousness and respect for people and the environment and shapes both the Company's corporate culture and its concrete activities in all areas of business.

Operational highlights

02/2024 Mogilska 35 Office distinguished with BREEAM – Excellent certificate

03/2024

Warimpex successfully closes sale of Palais Hansen stake

04/2024

Red Tower office building in Łódź receives BREEAM certificate

06/2024

Cowork by Memos opens a further storey in the Red Tower in Łódź

08/2024

Warimpex office building with WELL Health-Safety certificate

10/2024

Warimpex exits Russia

Financial highlights

  • Revenues (continuing operations) of EUR 21.5 million (up 14 per cent)
  • Gross income from revenues (continuing operations) of EUR 9.3 million (up 3 per cent)
  • EBITDA (continuing operations) of EUR 1.1 million (down 27 per cent)
  • Depreciation, amortisation, and remeasurement (continuing operations) of minus EUR 9.7 million
  • EBIT (continuing operations) of minus EUR 8.5 million
  • Loss for the period (continuing operations) of EUR 16.2 million
  • Loss for the period (overall) of EUR 84.8 million
  • Property assets (gross asset value) of EUR 229.7 million (down 36 per cent)
  • EPRA NTA per share EUR 1.62 (down 37 per cent)

Franz Jurkowitsch

CHAIRMAN OF THE MANAGEMENT BOARD

FOREWORD BY THE CHAIRMAN OF THE MANAGEMENT BOARD Dear Shareholders,

We look back on a challenging year in which the entire industry was confronted with higher inflation, high interest rates, and geopolitical distortions due to the ongoing conflict in Ukraine. Overall, we achieved stable operational growth, but the result for 2024 was impacted significantly by our operations in Russia, which we have now disposed of. Three developments were crucial for us last year:

First: The sale of our Russian assets at the beginning of the fourth quarter of 2024, which was an extremely involved process due to the complex market conditions and the very specific transaction terms. This exit allowed us to repay financial liabilities, which will mean lower interest outlay going forward, but above all, we were able to definitively put the risks associated with business activities in Russia behind us.

Second: The good economic development in our core market of Poland. While economic growth slowed in the EU and was even in negative territory in some countries, Poland continued to grow well above the EU average. This had a correspondingly positive impact on our Polish assets. Now, we need to continue leveraging this good momentum and plan to further expand our commitment to Poland with a broadly diversified portfolio in terms of types of property use.

And, finally, third: The interest rate cycle switch initiated by the ECB in June 2024, which has positive effects on the financing and implementation of new projects.

Financial metrics: revenues up by 14 per cent

The exit from Russia had major effects on the consolidated financial statements for 2024. In accordance with the applicable accounting regulations, the activities in Russia were presented as a discontinued operation in the income statement. This also resulted in an adjustment of the prior-year period in 2023. Thus, the disclosures on the earnings situation are based on the continuing operations – unless indicated otherwise.

Revenues improved by 14 per cent to EUR 21.5 million. This was attributable to the increase in revenues from office properties from EUR 11.7 million to EUR 13.2 million that stemmed primarily from the completion of the Mogilska 35 office building at the end of 2023 and the conclusion of new lease agreements. Revenues in the Hotels segment also improved by 6 per cent in annual comparison to EUR 6.1 million. EBITDA retreated from EUR 1.5 million to EUR 1.1 million, above all due to higher expenses directly attributable to revenues. EBIT went from minus EUR 1.5 million in the previous year to minus EUR 8.6 million. This reflects the negative result from depreciation, amortisation, and remeasurement in the amount of EUR 9.7 million.

The financial result (including earnings from joint ventures) went from minus EUR 4.6 million to minus EUR 7.7 million. The increase in finance expenses resulted from the financing of the new office building in Krakow, for which the interest was still capitalised during the construction phase, and from interest on operating credit lines. The financial result does not include income from changes in foreign exchange rates during the financial year; this income amounted to EUR 1.6 million in the prior year.

All in all, this led to a decline in the result for the period for continuing operations from minus EUR 5.6 million in the previous year to minus EUR 16.2 million. Including the discontinued operation, the result went from minus EUR 23.8 million to minus EUR 84.8 million.

Operational highlights for 2024 in Poland and Germany

Our office buildings continued to improve in accordance with the focus on sustainability certifications. For example, the Mogilska 35 and Red Tower offices were distinguished with BREEAM certificates. Warimpex continued to invest in flexible office spaces and opened an additional storey at the Cowork by Memos location in Red Tower in Łódź.

On the property reserves in Darmstadt, the permit planning for the West Yard 29 office development project with roughly 12,500 square metres of lettable space is at a very advanced stage. The construction permit was already issued for the Chopin coliving/office project with around 21,200 square metres of space in Krakow.

In terms of transactions, Warimpex successfully closed the sale of a reserve property in Białystok.

Outlook with a focus on portfolio diversification via mixed-use projects in Poland

Warimpex is currently focusing on new projects based on mixed-use buildings. Plans centre on buildings with combined residential, commercial, and office use in Krakow, where we are currently working intensively on the construction preparations and on obtaining building permits so as to be able to begin construction at a suitable time. In this way, we are using existing property reserves and meeting existing demand in the local housing market while also making a further contribution to diversifying our portfolio.

Another aspect here is the continuous improvement of our assets, with an eye on key sustainability aspects and new forms of working. In the first half of 2025, our Erzsébet Office building in Budapest will be equipped with a modern photovoltaic system, Red Tower in the Polish city of Łódź is persistently being renovated, and our flexible coworking offerings by Memos are being steadily expanded. For our most recent project, Mogilska 35 Office in Krakow, we still expect very good occupancy and a correspondingly higher revenue contribution.

Based on the current budget figures, we expect to achieve a positive operating result in 2025. With our exit from Russia in 2024, the further diversification of our portfolio, and strong local teams, we are confident that we are well equipped to tackle the continuing economic challenges in Europe and around the world.

With this in mind, we would like to especially thank our employees for their tireless dedication last year and not least you, our valued shareholders, for your continued trust in Warimpex.

Vienna, April 2025

Franz Jurkowitsch

Investor Relations

The share price was EUR 0.745 and PLN 4.00 at the beginning of the year and saw very volatile development throughout the year. The closing price at 30 December 2024 was EUR 0.572 and PLN 2.44.

KEY SHARE DATA

ISIN AT0000827209
Number ofshares as at 31/12/2024 54,000,000
Price as at 30/12/2024 EUR 0.572 PLN 2.44

WARIMPEX

Corporate Governance Report

In accordance with the recommendation in the AFRAC opinion on corporate governance reports, the corporate governance report of the parent company and the consolidated corporate governance report are being merged into a single report.

Commitment to the Code of Corporate Governance

Warimpex is committed to compliance with the Austrian Code of Corporate Governance (ACCG) as well as the Polish Best Practice for GPW Listed Companies 2021. The Management Board declares that it complies with both sets of guidelines to the best of its ability and published its corporate governance report at www.warimpex.com (Company/ESG). Deviations from individual corporate governance rules relate to the Company's structure and/or to Polish rules that are not complied with due to the Company's primary orientation towards the relevant Austrian regulations.

Austrian Code of Corporate Governance, as amended in January 2023

The Austrian Code of Corporate Governance (as amended in January 2023 and which was applied for financial year 2024, www.corporate-governance.at) contains rules that must be followed (L-Rules), rules that are not mandatory for the Company but for which justification must be provided in the event of non-compliance (C-Rules), and rules that are entirely optional for the Company. Failure to comply with them requires no justification (R-Rules). Overall, the Company's statutes and the internal terms of reference for the Management Board and the Supervisory Board comply with the L-Rules in full, and with all of the C-Rules except as explained below:

  • The Company has neither outsourced its internal auditing functions nor set up a separate staff unit for internal auditing purposes, which would be required by Rule 18. The Company has no intention to make such changes at this time. The Management Board has judged that such measures would be disproportionately cost intensive, and the implementation of Rule 18 is not planned for the foreseeable future for cost reasons.
  • The remuneration of the Management Board is made up of fixed and variable components. The amount of the variable remuneration is not linked to any non-financial criteria as defined in Rule 27. This is intended to ensure objectivity and transparency. For further disclosures and information regarding the remuneration paid to the individual Supervisory Board members and the individual members of the Management Board, please consult sections 9.3.2.3. and 9.3.2.4. in the notes to the consolidated financial statements. Additional information is available in the report on the remuneration policy and the annual remuneration report on Warimpex's website.
  • The following committees have been formed: the Audit Committee, the Project Committee, and the Personnel Committee. According to C-Rule 59, the majority of the members of a committee must meet the criteria for independence according to C-Rule 53. Mr Korp and Mr Wengust are no longer independent members as of the 2024 financial year due to their long-standing membership in the Supervisory Board (over 15 years).
  • According to Rule 62, an external evaluation of compliance with the C-Rules must take place regularly, in any case at least every three years. The results of this evaluation must be presented in the corporate governance report. An internal evaluation is completed on the basis of the External Evaluation of Compliance with the Austrian Code of Corporate Governance questionnaire, which is also used for external evaluations. No external evaluation is conducted for cost reasons.
  • The financial auditor does not assess the effectiveness of the Company's risk management system in a separate report as defined in Rule 83. Such an external evaluation is not conducted for cost reasons, as in the course of auditing the financial statements, financial auditors also gain an understanding of the internal controls that are relevant for the audit.

Poland – Best Practice for GPW Listed Companies 2021

The Company has decided to comply with these Polish rules, with the following exceptions. The majority of the exceptions relate to Austrian law, to which the Company is subject.

  • Rules 1.4.1–1.5: The Company voluntarily prepares a detailed consolidated non-financial statement. This report includes a sustainability strategy. An equal pay index for employees is not published due to the significant differences in the employees' areas of responsibility and places of employment. The Company's sponsorship activities are not reported separately for each charity organisation due to the very low extent to which the Company engages in such activities.
  • Rules 2.1–2.2: The Company does not have a binding diversity concept. Further information can be found in this report under the heading "Diversity concept – measures for promoting women".
  • Rule 2.11.: Austrian law does not require an assessment by the Supervisory Board of the internal control, risk management, and compliance systems and other such systems. Austrian law requires that a Supervisory Board report be submitted to the Annual General Meeting; the contents of this report do not fully satisfy the Polish regulations.
  • Rules 3.1 and 3.4–3.8: The Company has neither outsourced its internal auditing functions nor set up a separate staff unit for internal auditing purposes. The Company has no intention to make such changes at this time. The Management Board has judged that such measures would be disproportionately cost intensive, and the implementation of this is not planned for the foreseeable future for cost reasons.
  • Rules 4.1, 4.3, and 4.5.: Webcasts of the Company's Annual General Meeting are not offered due to the high costs involved. The Company allows votes to be cast by authorised proxy, and this option is exercised by numerous Polish institutional investors. Annual General Meetings are conducted according to Austrian law.
  • Rule 6.4: The Company's remuneration policy, which was prepared in accordance with Austrian stock corporation regulations and put to a vote by the Annual General Meeting, provides for meeting attendance fees for each meeting of the Supervisory Board or a committee. Annual fixed remuneration can also be established by way of a resolution of the Annual General Meeting.

SUMMARY OF THE BOARDS AND OFFICERS AND THE CORRESPONDING REMUNERATION

Management

Board

Daniel Folian Deputy Chairman

Year of birth: 1980 First appointed: 1 January 2018 Appointed until 31 December 2027 Responsibilities: finances and accounting, investor relations, and financial management

Franz Jurkowitsch

Chairman of the Management Board

Year of birth: 1948 First appointed: 2 September 1986 Appointed until 31 December 2027 Responsibilities: strategy and corporate communications

Florian Petrowsky Member of the Management Board

Year of birth: 1967 First appointed: 1 May 2014 Appointed until 30 April 2029 Responsibilities: transaction management, organisation, human resources, and legal issues

Alexander Jurkowitsch

Member of the Management Board

Year of birth: 1973 First appointed: 31 July 2006 Appointed until 31 March 2029 Responsibilities: planning, construction, IT, and information management

Supervisory Board

Hubert Staszewski

Member of the Supervisory Board

Year of birth: 1972 First appointed: 8 June 2016 Current period of office ends in 2027 (42nd AGM)

Thomas Aistleitner

Deputy Chairman of the Supervisory Board Chairman of the Audit Committee Member of the Project Committee Member of the Personnel Committee

Year of birth: 1953 First appointed: 11 June 2012 Current period of office ends in 2026 (41st AGM)

Gina Goëss Member of the Supervisory Board

Year of birth: 1956 First appointed: 14 September 2021 Current period of office ends in 2025 (40th AGM)

Günter Korp

Chairman of the Supervisory Board Deputy Chairman of the Audit Committee/financial expert Chairman of the Personnel Committee Deputy Chairman of the Project Committee

Year of birth: 1945 First appointed: 16 October 2009 Current period of office ends in 2026 (41st AGM)

Harald Wengust

Member of the Supervisory Board Chairman of the Project Committee Member of the Audit Committee Deputy Chairman of the Personnel Committee

Year of birth: 1969 First appointed: 16 October 2009 Current period of office ends in 2026 (41st AGM)

The members of the Supervisory Board are independent as defined by C-Rule 53 of the Austrian Code of Corporate Governance – with the exception of Günter Korp and Harald Wengust, who no longer qualify as independent members due to serving for more than 15 years on the Supervisory Board. The guidelines for independence are based on the guidelines published in Annex 1 to the Code.

A member of the Supervisory Board shall be deemed independent if said member does not have any business or personal relations with the Company or its Management Board that constitute a material conflict of interests and are therefore suited to influence the behaviour of the member.

The Supervisory Board shall also follow the guidelines below when defining the criteria for the assessment of the independence of a member of the Supervisory Board:

  • The Supervisory Board member shall not have served as a member of the Management Board or as a management-level staff member of the Company or one of its subsidiaries in the past five years.
  • The Supervisory Board member shall not maintain or have maintained in the past year any business relations with the Company or one of its subsidiaries to an extent of significance for the member of the Supervisory Board. This shall also apply to relationships with companies in which a member of the Supervisory Board has a considerable economic interest, but not for exercising functions in the bodies of the Group.
  • The approval of individual transactions by the Supervisory Board pursuant to L-Rule 48 does not automatically mean the person is qualified as not independent.
  • The Supervisory Board member shall not have acted as auditor of the Company or have owned a share in the auditing company or have worked there as an employee in the past three years.
  • The Supervisory Board member shall not be a member of the management board of another company in which a member of the Management Board of the Company is a supervisory board member.
  • A Supervisory Board member may not remain on the Supervisory Board for more than 15 years. This shall not apply to Supervisory Board members who are shareholders with a direct investment in the Company or who represent the interests of such a shareholder.
  • The Supervisory Board member shall not be a close relative (direct offspring, spouse, life partner, parent, uncle, aunt, sibling, niece, nephew) of a member of the Management Board or of persons who hold one of the positions described in the previous items.

A directors and officers liability insurance policy has been taken out.

Information about the procedures of the Management Board and Supervisory Board

The Management Board

The terms of reference for the Management Board govern the composition and procedures of the Board, collaboration between the Management Board and Supervisory Board, how conflicts of interest are to be handled, the reporting and disclosure obligations of the Board, and what decisions require the approval of the Supervisory Board (including the most important business transactions of the Company's material subsidiaries). The Management Board generally meets at least every two weeks to exchange information and decide on motions.

Working principles of the Supervisory Board

The Supervisory Board discusses the position and objectives of the Company and adopts motions to fulfil its duties, in particular the supervision and strategic assistance of the Management Board. In addition to the composition, procedures, working principles, and responsibilities of the Supervisory Board, the terms of reference for this Board also govern how conflicts of interest are to be handled and specify the Supervisory Board committees (Audit Committee, Personnel Committee, and Project Committee) and their responsibilities and powers. The Supervisory Board held five meetings during the reporting period. Please refer to the Supervisory Board report for information about the focuses of the activities of and the number of meetings of the individual committees during the financial year.

Meetings were also held between the Supervisory Board and Management Board to discuss issues of Company management. All members of the Supervisory Board took part in more than half of the meetings of this Board during the reporting period.

Committees

The Supervisory Board appoints an Audit Committee, a Project Committee, and a Personnel Committee from among its members.

A separate strategy committee has not been formed because all such issues are handled by the Supervisory Board as a whole. The members of the committees are appointed for the duration of their tenure on the Supervisory Board. Each committee elects a chairman and a deputy chairman from among its members. Please refer to the information about the boards and officers of the Company for further details.

Diversity concept – measures for promoting women

There is currently one woman serving on the Supervisory Board of Warimpex. There are four women in management positions – including one woman who serves as an authorised officer (Prokuristin) and one woman who serves as a country director – which represents a share of 36 per cent.

There are currently no concrete measures for the promotion of women in managerial positions in place at the Company.

At this time, the Company does not have a binding diversity concept that stipulates the consideration of criteria such as age, gender, education, and professional background in the appointment of members of the Management Board and Supervisory Board. The Company does not want to limit itself in the selection of board members. Nevertheless, the Management Board and Supervisory Board are very diverse in terms of the age, educational and professional background, and nationality of the members.

20

Consolidated Non-Financial Statement

Warimpex is not required to issue a consolidated non-financial statement pursuant to § 267a UGB (Austrian Sustainability and Diversity Improvement Act, NaDiVeG). However, Warimpex has decided to make its reporting as comprehensive as possible and voluntarily publish a non-financial report despite the fact that the Group has fewer than 500 employees.

WARIMPEX – Business Model

Warimpex is a "hybrid" real estate company that develops and operates properties itself as an asset manager and property owner until the time at which the highest added value can be realised through sale. The majority of these projects is located in Central and Eastern Europe.

Accordingly, the Warimpex Group generates stable cash flows from the letting of office space and the operation of hotel properties while simultaneously realising proceeds from property sales.

In contrast to pure real estate portfolio companies, Warimpex combines the steady business of the asset management segment with the high profitability of the property development segment. Under this strategy, the property development units benefit from the stable cash flow from the developed properties, and the typical exit risk of a pure project developer is simultaneously minimised because the completed properties are generally held in the Company's portfolio initially in order to wait for the right time to sell.

WARIMPEX – AN OVERVIEW

Evolution of the Warimpex Group

Warimpex was founded in 1959 by Stefan Folian as an import/export and transit trading company. From 1982 onwards, under the management of Georg Folian and Franz Jurkowitsch, the Company started to specialise in real estate projects in Central and Eastern Europe. Since that time, the Warimpex Group has developed real estate with investments amounting to more than two billion euros, including hotels in the five-, four-, and three-star categories. Warimpex has increasingly focused on the development of office buildings in recent years.

Development and asset management

Real estate project development and operations are coordinated by Warimpex in Vienna together with the local branch offices in Budapest, Krakow, and Łódź. Warimpex also builds upon its successful, long-standing cooperative projects with international hotel groups such as the InterContinental Group, Kempinski, and Accor.

As at the end of 2024, Warimpex was the owner, co-owner, or leaseholder of six commercial and office buildings with a total floor area of some 85,000 square metres in Poland, Hungary, and Germany, plus two hotels with a total of 744 rooms (roughly 537 rooms when adjusted for the proportionate share of ownership).

Reporting framework

Warimpex has defined the following points in accordance with the requirements of the ESRS (European Sustainability Reporting Standards), whose future mandatory applicability for Warimpex is currently in question due to the Omnibus package presented by the EU in the spring of 2025:

Organisational boundaries

The operational control approach according to IFRS is applied for data limitation. All KPIs listed in the ESG reporting refer to Warimpex Finanz- und Beteiligungs AG and all fully consolidated subsidiaries in the specified reporting period or as at the specified reporting date (unless otherwise indicated). The reporting on the consumption data of the property portfolio solely includes developed properties that were in operation throughout the reporting year.

Properties that were acquired, sold, or completed during the reporting period and thus were not part of the property portfolio for the entire period were not taken into account.

Scope

We strive to report on all properties within the organisational boundary defined above. This excludes (developed) properties that are classified as property reserves such as temporary buildings or buildings for interim use.

Office properties make up the core segment of Warimpex; as at the reporting date, office properties accounted for roughly 79 per cent of the entire property portfolio, with the rest consisting of hotels (9 per cent) and projects under development/property reserves (12 per cent).

The property portfolio based on the scope described above includes:

  • 6 developed buildings, thereof 5 multi-tenant office buildings
  • 1 hotel

Of these,

  • 5 buildings were heated with district heat, and
  • 2 buildings with gas.

Data on owner-occupied and let-out properties is presented separately.

In order to be able to provide comprehensive data on the total energy consumption of our buildings, we make every effort to obtain tenant consumption data (electricity purchased directly by the tenant) for all buildings by requesting this data on a regular basis.

Scope of reporting

The procedure for the allocation of CO2 emissions is based on the responsibility principle. Therefore, energy consumption and the resulting CO2 emissions are allocated to the party – Warimpex or a tenant – that has control over the consumption and can influence it via various measures. The consumption data was defined as follows:

  • Scope 1 includes all direct greenhouse gas emissions from sources that Warimpex owns or controls. In the case of buildings, the primary source of scope 1 emissions is the combustion of fossil fuels on site and, if applicable, biomass to generate heat, e.g. for electricity generation, space heating, the production of hot water, or for cooking. Company vehicles are also included under scope 1.
  • Scope 2 includes indirect emissions from the generation of purchased or acquired electricity, steam, heat, or cooling. In the case of properties, scope 2 primarily refers to electricity consumption. As such, shared electricity always falls under scope 2 for lessors. Emissions from purchased heat or cooling, e.g. from district heat or district cooling, also fall into this category.

The Greenhouse Gas (GHG) Protocol defines two calculation methods:

The location-based method quantifies scope 2 emissions on the basis of the average emissions intensity of grids on which energy consumption occurs. Emissions factors are often defined according to national borders, but can be based at local level.

The market-based method quantifies scope 2 emissions on the basis of the emissions associated with the generators that supply electricity to the organisation. As such, the market-based method reflects the decisions of an organisation with regard to its electricity supply and provides a mechanism for capturing the procurement of renewable energy, which ultimately reduces emissions. Warimpex applies the market-based method.

• Scope 3 includes all other indirect emissions that are not attributable to the purchase of energy-related emissions. The limits for scope 3 can be very broad depending on the reporting objective, including upstream and downstream emissions from various parts of the value chain. Embodied carbon and upfront carbon according to life cycle modules A1–A5 are classified as upstream emissions. Downstream emissions fall under life cycle modules B1–B5 and C1–C4.

Scope 3 always accounts for the largest share in the real estate sector.

The factors of the given energy provider (for district heat and electricity) from the relevant energy contracts are applied for the market-based calculation.

WARIMPEX Sustainability Strategy

  • energy efficiency,
  • use of renewable energy sources,
  • carbon reduction, and
  • quality of interior space (comfort, air quality, etc.)

The following ESG guidelines, among others, are implemented in the Group under the sustainability strategy:

Enviromental
Green buildings • Providing sustainable buildings that are operated with minimal negative climate effects
• Certifications (LEED, BREEAM, DGNB, and WELL)
• Contributing to the circular economy through renovation, waste minimisation, and the efficient use of resources
Combatting
climate change
• Providing and constructing new buildings with a focus on climate change mitigation and climate change
adaptation
• Reducing the carbon footprint
• Improving energy efficiency and reducing emissions in our buildings
Social
Tenants • Professional and efficient collaboration in order to find solutions to all problems and optimally meet the
tenants' needs
• Tenant inclusion through collaboration and raising awareness for environmental and social impacts in the use
of properties
Employees • Creating optimal employment conditions
• Respecting employee rights and paying adequate salaries
• Creating a positive working atmosphere based on mutual trust and respect
Communities • Providing high-quality buildings
• Developing flexible office space (Memos coworking)
Governance
Compliance • Continuous adherence to the highest business ethics standards
• Zero tolerance for any form of corruption, fraud, or anticompetitive and monopolistic conduct
• Providing a whistleblower tool
• Maintaining relationships with our partners and stakeholders based on mutual trust
• No aggressive tax practices
Risk management • Ensuring sustainable profitability of the business model
• Identifying risks and providing methods for minimising their impact
Transparency • Developing and providing ESG indicators

Due to the long service life of properties, the decisions we make today have an impact for the next 10 to 30 years. In the coming years, climate protection and the sustainable use of resources will become much more important than they already are today. Real estate companies have to respond now – for instance in the area of climate protection. In order to achieve the 2-degree target defined at the Paris climate conference in 2015, we will have to transform into a low-carbon economy that hardly emits any carbon dioxide by 2050. This already has to be factored into long-term investments during the planning phase. Warimpex is aware of its far-reaching responsibility in this context and does not see properties merely as economic goods, but also takes the ecological and social aspects into account in every stage of the planning. This basic philosophy reflects a deep-seated conscientiousness and respect for people and the environment and shapes both the Company's corporate culture and its concrete activities in all areas of business.

The Warimpex Group's real estate development projects and the operation of its properties influence the social, ecological, and economic environments in which it does business. Because of this, the Company bears great responsibility. It has firmly anchored the fulfilment of this responsibility into its corporate culture, and sees living up to this responsibility as a central element in its success. This applies to new and existing buildings. In the further development of existing properties into hotel and office buildings, we attach considerable importance to compliance with the requirements for the preservation of the historic features of the properties. Building energy-efficient buildings is a matter of course for us because the operating costs of these buildings are lower.

Warimpex familiarises its team with the sustainability strategy through training measures. The short chain of command and the annual focus on a few selected projects make it possible to select the right sustainability certification for each property development and optimally implement the strategic priorities. Warimpex's Management Board monitors the consistent adherence to the sustainability strategy for every real estate project and in the overall portfolio. It is also responsible for the implementation of the sustainability activities in the other categories such as sustainable corporate culture (ethics and compliance), social responsibility, employees, and human rights.

Sustainability and health certificates in the Group

BREEAM (BRE Environmental Assessment Method)

BREEAM is an internationally recognised certification system that assesses the quality of a building in terms of sustainability. The assessment and certification can take place in many different phases of the life cycle of a building, including during the planning, construction, renovation, or operation.

The evaluation covers the following categories:

  • Energy
  • Health and well-being
  • Innovation
  • Land use
  • Materials
  • Pollution
  • Management
  • Transport
  • Waste
  • Water

The critical requirements include aspects such as the use of legally planted and harvested timber and the use of asbestos-free materials.

Depending on the number of points achieved, a project is assigned the following status:

  • Pass: 30 to 44 per cent
  • Good: 45 to 54 per cent
  • Very Good: 55 to 69 per cent
  • Excellent: 70 to 84 per cent
  • Outstanding: over 84 per cent

(Leadership in Energy and Environmental Design)

LEED-certified properties offer the following benefits:

  • Improved energy efficiency
  • Lower CO2 emissions and lower impact on climate change
  • Lower operating costs
  • Protection of water resources
  • Healthier sites for people
  • Closed-loop waste management

In order to obtain LEED certification, points are assigned for CO2 emissions, energy consumption, water, waste, transport, materials, health, and indoor environmental quality.

Depending on the number of points achieved, a property is assigned the following status:

  • Certified: 40 to 49 points
  • Silver: 50 to 59 points
  • Gold: 60 to 79 points
  • Platinum: over 79 points

WELL BUILDING STANDARD

The WELL Health-Safety Rating of the international WELL Building Institute (IWBI) is based on the concept of measuring the characteristics of buildings in terms of their effect on human health. The following seven factors are applied:

  • Air
  • Water
  • Food
  • Light
  • Fitness
  • Comfort
  • Understanding

Implementation of the sustainability strategy

A project aimed at preparing a sustainability strategy for the development of properties was completed successfully. Along with internal strategic requirements for renovation projects and new construction projects in the office and hotel segments, sustainability standards were defined for Warimpex's properties. The aspects taken into account in this context include requirements from tenants and investors as well as criteria for sustainability certifications such as the BRE Environmental Assessment Method (BREEAM), the Deutsche Gesellschaft für Nachhaltiges Bauen (DNGB) Certification System, and Leadership in Energy and Environmental Design (LEED).

Therefore, this project included the following measures:

    1. Survey to ascertain the sustainability requirements of the key customers
    1. Clarification of the importance and use of sustainable building certifications
    1. Development of minimum sustainability standards for Warimpex real estate projects
    1. Definition of new, sustainable energy solutions for hotels and office buildings

As a result, the Company now has a clear definition of the sustainability priorities for developments, a process for dealing with sustainability certifications, and a guideline and questionnaire for optimised energy solutions.

The sustainability priorities are energy efficiency, the use of renewable energy sources, the reduction of carbon dioxide emissions, and the quality of interior space (comfort, air quality, etc.).

BREEAM In-Use has been selected as the standard certification, though different certifications may be employed depending on the country, project type, and market requirements. Different certifications may also exist in the given country, for example when it is necessary to differentiate between new buildings and existing buildings. There are currently no Leed certificates in the Group.

The plan is to have all new buildings certified during the construction phase and to gradually have existing buildings certified. The fulfilment of sustainability requirements as required for these certifications does not just benefit the owners – it also directly benefits the tenants in the form of cost savings. Certification will also pay off in the long run: It is conceivable that excessive carbon dioxide emissions will be "punished" with higher taxes in the future, for example. For this reason, the Warimpex Group decided to switch to green electricity as far as possible at all properties. Following this, all Polish properties were switched to green electricity in 2024.

In addition, further properties in Krakow and Łódź are to be certified according to the Well Building Standard in order to improve health, safety, and well-being in the buildings.

These building certifications will become a unique selling point that is indicative of high sustainability standards for the Warimpex Group's properties.

As at the reporting date, 94 per cent (in terms of square metres; 2023: 77 per cent) of the building stock was certified:

Opening m2 Certificate
Mogilska 35 Office Krakow 2023 11,900 BREEAM In-Use – Excellent
Mogilska 43 Office Krakow 2019 12,900 BREEAM In-Use – Excellent, WELL
Ogrodowa Office Łódź 2018 28,400 BREEAM In-Use – Excellent, WELL
Red Tower Łódź 1978 12,200 BREEAM In-Use – Very Good
Erzsébet Budapest 1963/65 14,400 BREEAM In-Use – Very Good
80,000
TIMELINE
2013 First BREEAM – Good certification for Le Palais Office, Warsaw
2017 First ESG report published
2018 BREEAM – Very Good for Ogrodowa Office, Łódź
2019 BREEAM – Very Good for Mogilska 43 Office, Krakow
2020 Following optimisation measures, BREEAM – Excellent issued
for Ogrodowa Office, Łódź, and Mogilska 43 Office, Krakow
2021 LEED – Gold for Zeppelin Tower, St. Petersburg
2023 BREEAM – Excellent for Mogilska 35 Office, Krakow
2023 Clever – Recertification according to Russian sustainability standards
for Jupiter and Avior Tower, St. Petersburg
2024 BREEAM – Very Good for Red Tower, Łódź
2024 WELL Health-Safety for Mogilska 35 Office, Krakow
2024 BREEAM – Very Good for Erzsébet, Budapest

Voluntary Reporting on the EU Taxonomy

The Taxonomy framework deals with disclosures for large public interest entities with more than 500 employees. In addition, from 1 January 2025 the scope of application was expanded at EU level to include companies that exceed at least two of the following three criteria: 250 employees, net turnover of EUR 50 million, or a balance sheet total of EUR 25 million. It is also set out at present that further companies will be subject to mandatory reporting starting on 1 January 2026 and 1 January 2027. During the reporting period, however, a new Omnibus package was presented by the EU under which the application of the EU Taxonomy may apply to fewer companies than before.

Warimpex has decided to make its reporting as comprehensive as possible and voluntarily apply the EU Taxonomy although the Group has fewer than 500 employees.

The EU Taxonomy is the EU's classification system for the definition of "environmentally sustainable" business activities. The scope of the economic activities listed in the EU Taxonomy is not all-encompassing, but is limited to sectors that have a significant environmental footprint and thus have particularly high potential to make a positive contribution to a sustainable economy. As an energy- and thus emissions-intensive sector, construction and real estate is one of the industries addressed by the EU Taxonomy.

According to the EU Taxonomy, an economic activity is considered environmentally sustainable if it makes a substantial contribution to at least one of the environmental objectives, does no significant harm to any of the other environmental objectives, and complies with certain minimum safeguards, particularly with regard to responsible corporate governance, human rights, and labour rights. Entities must report on whether their activities make a substantial contribution to an environmental objective and do no significant harm to the environmental objectives based on the detailed technical screening criteria specified by the European Commission.

Article 18 of the EU Taxonomy Regulation lays down requirements for minimum social safeguards. These minimum safeguards ensure that key policies such as the OECD Guidelines for Multinational Enterprises and the United Nations Guiding Principles on Business and Human Rights are complied with. The latter contain the principles and rights that are defined in eight of the ten fundamental conventions specified in the ILO Declaration on Fundamental Principles and Rights at Work as well as in the International Bill of Human Rights.

Warimpex considers human rights to be fundamental values and pledges to comply with the OECD Guidelines for Multinational Enterprises and the United Nations Guiding Principles on Business and Human Rights. Specifically, the core issues of "social matters and employment", "respecting human rights", "combatting corruption and bribery", "taxation", and "fair competition" were addressed under the minimum social safeguards. No violations of the minimum safeguards have been identified in recent years, including violations of labour rights or human rights, corruption or competition laws, or tax laws.

Compliance with the minimum safeguards is ensured through the application of Group-wide organisational policies (e.g. the Code of Conduct and ESG guidelines). In addition, corresponding processes and measures in procurement are intended to ensure that suppliers also comply with the valid requirements.

The analysis of the Taxonomy eligibility of the Group's business areas yielded the following results:

Investment Properties Hotels Development and Services
Economic activity 7.7 Acquisition and ownership of buildings 7.7 Acquisition and ownership of buildings
Economic activity 7.1. Construction of new buildings
Taxonomy-eligible? Yes No Yes

Warimpex hired an external expert to assess whether its properties are Taxonomy-aligned. The expert applied the following approach:

Measurement categories and documentation:

Climate change mitigation

The documentation consists of energy performance certificates for every building, test reports for air leaks and thermal integrity, tests according to EN 13187 (Thermal performance of buildings – Qualitative detection of thermal irregularities in building envelopes – Infrared method) and EN 13829 (Thermal performance of buildings – Determination of air permeability of buildings – Fan pressurization method), and analysis reports on the life cycle analysis conducted according to EN 15978 (BS EN 15978:2011, Sustainability of construction works – Assessment of environmental performance of buildings – Calculation method).

Climate change adaptation

The documentation consists of the physical climate risk assessment prepared according to the recommendations of the Task Force on Climate-Related Financial Disclosures (TCFD) and the current climate projections under the RCP 4.5 scenario, as well as energy efficiency certificates and the documentation of the implemented adaptation measures.

Developed properties:

Substantial contribution criteria (environmental objective):

Climate change mitigation

Buildings that were built before 31 December 2020 must have at least a class A energy performance certificate. Alternatively, the building must be within the top 15 per cent of the national or regional building stock expressed as operational primary energy demand (PED) and demonstrated by adequate evidence.

Climate change adaptation

Buildings that were built before 31 December 2020 must have at least a class C energy performance certificate. Alternatively, the building must be within the top 30 per cent of the national or regional building stock expressed as operational primary energy demand (PED) and demonstrated by adequate evidence.

Method for determining the top 15 and 30 per cent of the buildings in Poland:

Data from the central register of the energy performance of buildings was used to determine the primary energy consumption of buildings. The central register of the total energy efficiency of buildings contains a list of the energy performance certificates that have been issued for buildings in Poland since 2015.

In addition, the Polish Ministry of Economic Development and Technology published information on the energy efficiency of buildings in connection with the provisions of Commission Delegated Regulation (EU) 2021/2139 of 4 June 2021 supplementing Regulation (EU) 2020/852 of the European Parliament and of the Council.

The climate change mitigation criterion to be assessed (top 15 per cent) can be deemed to be met by residential buildings with a primary energy demand of less than 76.59 kWh/square metre (per year) and non-residential buildings with a primary energy demand of less than 118.26 kWh/square metre (per year).

The climate change adaptation criterion to be assessed (top 30 per cent) can be deemed to be met by residential buildings with a primary energy demand of less than 84.91 kWh/square metre (per year) and non-residential buildings with a primary energy demand of less than 155.00 kWh/square metre (per year). This was supported with corresponding evidence, i.e. via comparison with data from the energy performance certificate.

In addition, the expert conducted a climate risk assessment screening for developed properties and identified heat stress as a potential risk. This risk is accounted for through structural measures such as the orientation of the building, the adaptation of the peak cooling load, and shading. According to the assessment, the properties that qualified as Taxonomy-aligned meet the DNSH criteria.

Buildings under construction:

For real estate projects that are currently under construction, the expert assesses whether they are being built in a Taxonomy-aligned manner or whether adaptations are necessary. There were no buildings in the construction phase during the financial year. The Group strives to ensure Taxonomy alignment for new construction projects. When the buildings are still under construction, some of the requirements for new buildings such as the energy performance certificate, air tests, risk mitigation, and so forth are not yet available. Since the given building has no energy use history, no assessment can be conducted regarding whether it is operated efficiently. The electricity consumption can only be estimated on the basis of the planning.

To this end, the expert applies the following methodology:

The primary energy demand, which defines the total energy efficiency of the building, is at least 10 per cent below the threshold that was defined in the requirements for nearly zero-energy buildings (NZEB) in the national plans for the implementation of Directive 2010/31/EU.

The expert also conducts a climate risk assessment screening for buildings under construction in line with the DNSH criterion.

Key performance indicators on Taxonomy-aligned economic activities

Key performance indicator for turnover (turnover KPI)

This key performance indicator expresses the percentage of turnover generated from Taxonomy-aligned economic activities.

The numerator reflects the portion of turnover contained in the denominator that is generated from Taxonomy-aligned economic activities.

The denominator corresponds to the turnover according to IFRS 15 and IFRS 16 generated during the reporting period.

Revenue 2024 2023
adjusted
Turnover (denominator of the KPI) In EUR '000 21,508 18,844
thereof Taxonomy-aligned (numerator of the KPI) In EUR '000 9,160 7,531
% 43% 40%

The total revenues for 2023 were adjusted because the revenues from discontinued operations are not to be included. The discontinued operation pertains to all activities of the Russian subsidiaries, which were completely disposed of in 2024.

The Taxonomy-aligned revenues of the continuing operations in 2024 stem from three office properties in Krakow and Łódź (2023: two office properties) and rose in annual comparison, primarily due to the additional revenues from Mogilska 35 Office, which opened at the end of 2023.

Key performance indicator for investment expenses (CapEx KPI)

This key performance indicator expresses the percentage of investments made in Taxonomy-aligned economic activities.

The numerator reflects the portion of investments contained in the denominator that are made for Taxonomy-aligned economic activities.

The denominator corresponds to the intangible (IAS 38) and tangible assets, which in the Group comprise additions to property, plant, and equipment (IAS 16), investment properties (IAS 40) including additions to rights of use (IFRS 16), and, if applicable, additions from business combinations (IFRS 3).

CapEx 2024 2023
Additions (denominator of the KPI) In EUR '000 7,480 16,134
thereof Taxonomy-aligned (numerator of the KPI) In EUR '000 4,568 11,865
% 61% 74%

The CapEx additions during the financial year pertained primarily to tenant adaptations in Krakow and Łódź while the comparatively higher additions in the prior year resulted primarily from the construction of the Taxonomy-aligned Mogilska 35 Office.

No CapEx plan pursuant to Annex I of the Delegated Regulation was prepared during the reporting period.

Key performance indicator for operating expenses (OpEx KPI)

This key performance indicator expresses the percentage of operating expenses incurred for Taxonomy-aligned economic activities.

The numerator reflects the portion of expenses contained in the denominator that are incurred for Taxonomy-aligned economic activities.

Contrary to turnover and investments (CapEx), the denominator for the operating expenses cannot be directly correlated to the corresponding items in the consolidated financial statements because according to Commission Delegated Regulation (EU) 2021/2178 of 6 June 2021, only certain operating expenses are permitted to be used for reporting purposes as defined by the EU Taxonomy Regulation.

The denominator includes direct, non-capitalised costs related to research and development, building renovation measures, shortterm leasing, maintenance, and repairs as well as all other directly attributable costs that are relevant for the ongoing maintenance and preservation of the functionality of fixed assets.

OpEx 2024 2023
Operating expenses (denominator of the KPI) In EUR '000 518 1,057
thereof Taxonomy-aligned (numerator of the KPI) In EUR '000 191 153
% 37% 14%

Because the definition of OpEx according to the EU Taxonomy is very narrow, this KPI is of lesser significance for the Group.

Summary of Taxonomy eligibility and alignment:

Turnover / total turnover
Taxonomy-aligned per goal Taxonomy-eligible per goal
CCM 0% 61%
CCA 43% 61%
WTR 0% 0%
CE 0% 0%
PPC 0% 0%
Bio 0% 0%
CapEx / total CapEx
Taxonomy-aligned per goal Taxonomy-eligible per goal
CCM 0% 89%
CCA 61% 89%
WTR 0% 0%
CE 0% 0%
PPC 0% 0%
Bio 0% 0%
OpEx / total OpEx
Taxonomy-aligned per goal Taxonomy-eligible per goal
CCM 0% 88%
CCA 37% 88%
WTR 0% 0%
CE 0% 0%
PPC 0% 0%
Bio 0% 0%
Bio 0% 0%
Substantial contribution criteria
TURNOVER
Economic activities (1)
Code
(2)
Turnover
(3)
Proportion
of turnover,,
year 2024
(4)
Climate
Change
Mitigation
(5)
Climate
Change
Adaptation
(6)
Water
(7)
in EUR '000 % Y; N; N/EL Y; N; N/EL Y; N; N/EL
A. Taxonomy-eligible activities+D7
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Acquisition and ownership of buildings CCA 7.7 9,160 43% N Y N/EL
Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1) 9,160 43% 43%
Of which enabling
Of which transitional
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Y; N; N/EL Y; N; N/EL Y; N; N/EL
Acquisition and ownership of buildings CCA 7.7 4,011 19% EL EL N/EL
Turnover of Taxonomy-eligible but not environmentally sustainable
activities (not Taxonomy-aligned activities) (A.2)
4,011 19% 19%
A. Turnover of Taxonomy-eligible activities (A.1 + A.2) 13,171 61% 61%
B. Taxonomy-non-eligible activities
Turnover of Taxonomy-non-eligible activities 8,337 39%
Total 21,508 100%
Substantial contribution criteria
CapEx
Economic activities (1)
Code
(2)
CapEx
(3)
Proportion
of CapEx,
year 2024
(4)
Climate
Change
Mitigation
(5)
Climate
Change
Adaptation
(6)
Water
(7)
in EUR '000 % Y; N; N/EL Y; N; N/EL Y; N; N/EL
A. Taxonomy-eligible activities
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Construction of new buildings CCA 7.1 0 0% N Y N/EL
Acquisition and ownership of buildings CCA 7.7 4,568 61% N Y N/EL
CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) 4,568 61% 61%
Of which enabling
Of which transitional
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Y; N; N/EL Y; N; N/EL Y; N; N/EL
Construction of new buildings CCA 7.1 0 0% EL EL N/EL
Acquisition and ownership of buildings CCA 7.7 2,067 28% EL EL N/EL
CapEx of Taxonomy-eligible but not environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
2,067 28% 28%
A. CapEx of Taxonomy-eligible activities (A.1 + A.2) 6,635 89% 89%
B. Taxonomy-non-eligible activities
CapEx of Taxonomy-non-eligible activities 845 11%
Total 7,480 100%
Code
(2)
OpEx
(3)
Proportion
of OpEx,
year 2024
(4)
Climate
Change
Mitigation
(5)
Climate
Change
Adaptation
(6)
Water
(7)
in EUR '000 % Y; N; N/EL Y; N; N/EL Y; N; N/EL
CCA 7.7 191 37% N Y N/EL
191 37% 37%
Y; N; N/EL Y; N; N/EL Y; N; N/EL
CCA 7.7 266 51% EL EL N/EL
266 51% 51%
457 88% 88%
61 12%
518 100%
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Substantial contribution criteria
DNSH criteria ("Does Not Significantly Harm")
Climate
Change
Mitigation
(11)
Climate
Change
Adaptation
(12)
Water
(13)
Pollution
(14)
Circular
Economy
(15) Biodiversity
(16)
Minimum
Safeguards
(17)
Proportion of
Taxonomy-aligned
(A.1.) or -eligible
(A.2.) turnover,
year 2023
(18)
Category
enabling
activity
(19)
Category
transitional
activity
(20)
Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
Y Y Y Y Y Y Y 40%
Y Y Y Y Y Y Y 40%
Y Y Y Y Y Y Y E
Y Y Y Y Y Y Y T
22%
62%

B. Taxonomy-non-eligible activities

B. Taxonomy-non-eligible activities

B. Taxonomy-non-eligible activities

Turnover of Taxonomy-non-eligible activities 8,337 39% Total 21,508 100%

CapEx of Taxonomy-non-eligible activities 845 11% Total 7,480 100%

OpEx of Taxonomy-non-eligible activities 61 12% Total 518 100%

DNSH criteria ("Does Not Significantly Harm")
Water
(13)
Climate
Change
Adaptation
(12)
Climate
Change
Mitigation
(11)
(10) (9) Circular
Economy
Pollution
(8)
Biodiversity Pollution
(14)
Circular
Economy
(15)
Biodiversity
(16)
Minimum
Safeguards
(17)
Proportion of
Taxonomy-aligned
(A.1.) or -eligible
(A.2.) CapEx,
year 2023
(18)
Category
enabling
activity
(19)
Category
transitional
activity
(20)
Y/N Y/N Y/N Y; N; N/EL Y; N; N/EL Y; N; N/EL Y/N Y/N Y/N Y/N % E T
Y Y Y N/EL N/EL N/EL Y Y Y Y 69%
Y Y Y N/EL N N/EL Y Y Y Y 4%
Y Y Y Y Y Y Y 74%
Y Y Y Y Y Y Y E
Y Y Y Y Y Y Y T
Y; N; N/EL Y; N; N/EL Y; N; N/EL
N/EL N/EL N/EL
N/EL N N/EL
16%
89%
DNSH criteria ("Does Not Significantly Harm")
Pollution
(8)
Circular
Economy
Biodiversity
(9)
(10)
Climate
Change
Mitigation
(11)
Climate
Change
Adaptation
(12)
Water
(13)
Pollution
(14)
Circular
Economy
(15)
Biodiversity
(16)
Minimum
Safeguards
(17)
Proportion of
Taxonomy-aligned
(A.1.) or -eligible
(A.2.) OpEx,
year 2023
(18)
Category
enabling
activity
(19)
Category
transitional
activity
(20)
Y; N; N/EL Y; N; N/EL Y; N; N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
N/EL N/EL N/EL Y Y Y Y Y Y Y 14%
Y Y Y Y Y Y Y 14%
Y Y Y Y Y Y Y E
Y Y Y Y Y Y Y
Y; N; N/EL Y; N; N/EL Y; N; N/EL
N/EL N/EL N/EL
61%
75%

Materiality and stakeholders

The following sustainability report (prepared in accordance with the requirements of the Austrian Sustainability and Diversity Improvement Act [Nachhaltigkeits- und Diversitätsverbesserungsgesetz, NaDiVeG]) is addressed to all stakeholders as well as everyone else who is interested in Warimpex's environmental, social, and economic performance.

Sustainable development is a multifaceted process that is influenced by many different issues in the areas of the economy, the environment, and society. The potential impact of business activities on these areas of life is determined by a company's core business, industry, and business environment.

Process description and strategic integration

A comprehensive materiality analysis forms the basis for the reporting. The potential material topics for the Warimpex Group were identified and prioritised in a multi-stage process. The topics were analysed with regard to their impact on people and the environment as well as with regard to their importance for the following key stakeholders: investors, shareholders, analysts, banks, employees, suppliers, service providers, tenants, neighbours, peer companies, the media, policymakers, public authorities, and hotel guests. The topics that were deemed to be material can be assigned to the following categories:

  • Environment and energy
  • Sustainable corporate culture (ethics and compliance)
  • Social responsibility
  • Employees
  • Human rights

In the following, Warimpex reports on activities and measures related to the issues deemed to be material, which are described in the overview below:

Topic Description Issue according
to NaDiVeG
Energy efficiency of buildings Thermal quality of buildings, energy-efficient technical
building systems, appliances, etc. support the energy
efficiency of buildings (heating, cooling, electricity
consumption)
Environmental issue
Re-use and urban mining/environmental
management on construction sites
Use of renewable resources as well as materials that are
manufactured in an environmentally friendly manner
and are regionally sourced, contaminant-free,
multifunctional, and recyclable
Noise and dust prevention, exclusion of brownfield
sites, effective waste management, safe handling and
storage of chemicals, and short transport distances
Environmental issue
Sustainable mobility Offering of and incentives to use environmentally
friendly means of transport such as connections to
public transport networks, pedestrian and bike path
networks, provision of infrastructure for bicycles,
e-mobility, and car and bike sharing
Environmental issue
Corporate governance,
compliance, and anti-corruption
Compliance with legal requirements (employment law,
competition law, data protection, etc.), clear contract
awarding processes, proper legal relationships with
contractors
Combatting corruption
and bribery
Barrier-free access and occupant safety Technical components (such as fire protection
measures, escape routes, alarms for dangerous
situations, or evacuation),
structural components (such as signage, lighting, video
surveillance, or concierge services)
Compliance with all legal regulations and requirements
and regular monitoring of this compliance
Social issue
Employee satisfaction Motivation and satisfaction of the team is strengthened
and maintained at a high level
Employee issue
Diversity and equal opportunity Diverse team structure with regard to age, gender,
background, working model, etc.
Employee issue
Work-life balance Different work schedule models, flexible time
management
Employee issue
Respect for human rights Deep-rooted part of the corporate culture that is put
into practice internally and externally
Respect for human rights
Open space design and district climate Prevention of urban heat islands (e.g. through light
coloured surfaces, providing green areas, water areas,
optimised air circulation in districts)
Designing open spaces with near-natural conditions
(creation of habitats for native plants and animals)
Environmental issue
Healthy indoor climate
and quality of interior space
Thermal comfort in winter and summer, visual comfort,
sufficient ventilation, prevention of pollutants
(formaldehyde, volatile organic compounds, and fine
dust), acoustic comfort
Employee issue
Renewable energy Use of green electricity, photovoltaics Environmental issue

Employees Social responsibility

NON-FINANCIAL RISKS

- Risks
Issue Sustainability topic + Opportunities Description of the risk Mitigation measures
Environmental issue Energy efficiency of
buildings
- High operating costs
- Risk of non-implementation
+ Low operating costs for
tenants, contribution to
making Europe climate
neutral by 2050
Limitations in construction due
to a lack of funds or insufficient
resources
Certification of all developed
properties over the medium
term, certification of new
buildings
Environmental issue Re-use and urban
mining/environmental
management on
construction sites
- Risk of material waste
+ Potential for cost savings
Re-use of existing materials Consideration in project concept
Environmental issue Sustainable mobility - Risk of a lack of infrastructure
+ Potential for the use of
environmentally friendly
means of transport
Lack of charging stations, bike
parking spaces, no access to
public transport
Consideration in project concept
Combatting
corruption and
bribery
Corporate governance,
compliance, and
anti-corruption
- Risk of a lack of knowledge
+ Opportunity due to training
Lack of awareness with regard to
bribery and corruption
Training, compliance with
Code of Conduct
Social issue Barrier-free access and
occupant safety
- Risk due to solutions that are
not user-friendly
+ Opportunity due to improved
accessibility
Compliance with legal
requirements
Review of legal requirements for
projects and usability
Employee issue Employee satisfaction - Risk due to loss of skilled
personnel
+ Opportunities for higher
employee satisfaction
Creation of a positive working
climate
Employee reviews, office
facilities and equipment are up
to date
Employee issue Diversity and equal
opportunity
- Risk due to discrimination
+ Opportunities due to openness
Expertise and diversity Promotion of diversity
Employee issue Work-life balance - Risk due to loss of employees
+ Opportunities for innovations
Burnout prevention Training, consumption of
holiday leave, balanced
assignment of work
Respect for
human rights
Respect for
human rights
- Risk of human rights violations Diversity and equal opportunity
in the workplace
Principles apply equally to hiring,
opportunities for promotion, and
remuneration policies
Environmental issue Open space design and
district climate
- Risk of contributing to
overheating in summer and
soil sealing, reduction of quality
of life of occupants and
neighbours
+ Potential for high-quality
public spaces outside of the
building
Effect of the building on the
microclimate of the district,
water retention, people-friendly
environment
Consideration in project concept
Employee issue Healthy indoor climate
and quality of interior
space
- Risk of "sick building
syndrome" – negative health
impact from indoor emissions,
reduced productivity of
occupants
+ Opportunities to ensure
well-being of occupants, boost
productivity of employees in
offices
Thermal comfort, sufficient
lighting, selection of sustainable
materials for interior design
Consideration in project concept
Environmental issue Renewable energy - Risk of negative health impacts
from non-renewable energy
(e.g. fine dust)
+ Opportunity to contribute to
making Europe climate neutral
by 2050
Providing building heat via
renewable energy sources,
generation of own electricity with
photovoltaics, green electricity
from credible providers
Consideration in project concept

ENVIRONMENT AND ENERGY

The topics of energy supply, energy consumption, and energy-related technical building systems are extremely important in the construction and real estate industry. The provision of energy in the form of electricity and heat is the basis for comfortable office facilities. At the same time, energy sources and energy consumption have a significant impact on climate change. Warimpex is aware of its energy-related impact on the environment and society and therefore takes great care with regard to environmental and economic requirements in terms of the energy supply and energy consumption and in terms of enhancing and preserving the value of buildings.

Warimpex also confronts the challenges of our time and makes an essential contribution to the lasting reduction of emissions by planning projects on a long-term basis. Building energy-efficient buildings is a matter of course for us because the operating costs of these buildings are lower. Warimpex believes that sustainability and cost efficiency are not mutually exclusive.

At the beginning of 2013, Warimpex completed the BREEAM – Good-certified Le Palais Office building in Warsaw. In 2018, the newly opened Ogrodowa Office building in Łódź received a BREEAM – Very Good certification. A rating of BREEAM – Very Good was obtained for the Mogilska 43 Office project that was completed in Krakow in 2019. Both properties received BREEAM In-Use – Excellent certification in 2020 following the completion of optimisation measures. The Mogilska 35 Office property that was developed by Warimpex was awarded a BREEAM In-Use – Excellent certificate in 2023. In 2024 and 2025, the developed properties Red Tower, Łódź and Erzsébet, Budapest each received the BREEAM – Very Good certificate.

In general, certifications are planned for all new developments with a minimum standard of BREEAM Excellent, DGNB Gold, or LEED Gold. Although Warimpex's portfolio does not contain any certified hotel properties at this time, the Company nevertheless attaches considerable importance to high environmental standards for existing and future hotels.

When it comes to new projects, the Company plans to maximise the environmental, social, and economic benefits. For Warimpex, this means that properties retain their value or increase in value over the long term while at the same time offering environmental and social benefits. In this context, measures will also be taken to prevent environmental damage. These principles will be followed not only for new construction projects but also for renovations. The Company developed a control model for internal project monitoring aimed at reviewing projects with regard to energy efficiency, flexible floor plans, accessibility, and mobility.

Energy efficiency of the portfolio

Warimpex's direct area of influence lies in the energy-related design of new buildings and modernisation measures at existing properties. In addition, the selection of the energy source can have a positive impact on the energy balance of the properties.

However, energy efficiency does not just depend on the building itself. The careful use of energy by the occupants is also a decisive factor and can make a significant contribution to climate protection. However, Warimpex can only influence the individual behaviour of the occupants to a very limited extent. The steering measures in this regard are focused on clear and targeted communication with occupants, such as through notices at the property.

One key task for Warimpex is to create the conditions for low energy consumption at its buildings. This includes the energy-efficient design of new properties as well as the gradual energy-related modernisation of suitable existing properties.

Indicators for 2024

The indicators are presented differently for the asset classes of offices and hotels in order to provide a clear picture. For hotels, indicators are reported on a per-room basis in order to improve comparability. In contrast, the energy consumption figures for office properties are based on the square metres of lettable space.

The indicators were collected for the first time in 2017 and thus form the basis for the ongoing monitoring of energy consumption. Warimpex aims to improve these indicators on an ongoing basis and take them into consideration in the planning of new projects.

Particular emphasis was placed on energy-efficient and environmentally friendly design for the office buildings built by the Group in Poland: A green wall was built at the Mogilska 43 Office project in Krakow, and a green roof was implemented for the Ogrodowa

Office project in Łódź. These measures not only contribute to the occupants' well-being, but also play a decisive role in environmental and climate protection. The energy consumption for cooling is reduced and the burden on the sewer system is minimised by the water retention. At the same time, these measures help to counteract urban heating and the formation of heat islands.

The Company ensures the energy-efficient operation of its own hotels by planning the occupancy of the rooms so that vacant rooms or floors do not have to be fully heated. Care is taken in the initial planning of the projects to ensure that hotel areas can be supplied with energy individually and a major contribution can be made to reducing heating demand.

Environmental management and safety on construction sites/re-use and urban mining

At construction sites, the Company does everything in its power to prevent noise and dust, to clean up brownfield sites, and to ensure effective waste management for building demolitions. The efficient separation of secondary raw materials is facilitated by working with companies that provide separation with as little mixing of materials as possible. It is important to Warimpex to maintain good relations and optimal communication with all stakeholders. One notable example in this context is the fact that the heating system of the direct neighbours of the Mogilska 43 Office construction site was converted to a district heat connection. In addition, vouchers for professional car washes were handed out to neighbours during the demolition work at this construction site. Warimpex plans to continue preventing complaints and lawsuits through good communication with neighbours.

All legal requirements are complied with in the Company's construction activities, and there have been no official complaints or fatal workplace accidents to date. Warimpex receives monthly reports from the general contractors containing updates on the progress of projects and, if applicable, information about violations of safety requirements and accidents on construction sites. Warimpex has set a clear goal to continue to avoid legal complaints and major violations of safety requirements at construction sites. In addition, the monthly reports from the general contractors for future projects will be expanded to include information about workplace accidents and official complaints related to occupational safety, environmental issues, and other legal issues.

The rehabilitation of old buildings is prioritised whenever possible in order to save resources, costs, and time. Construction activities are always resource-intensive. The intense use of raw materials contributes to the waste of resources and thus represents a risk to the environment. This risk is minimised by ensuring the optimal continued use of existing buildings in projects. For example, an 45

old office building in Munich was converted into a hotel and an old office building that was built in Budapest in the 1960s was gutted and refurbished into an office building that meets today's requirements.

In 2024, there was yet again a rehabilitation project: The Red Tower office building that was acquired in Łódź in 2022 (built in 1978) is being renovated storey by storey and will be repositioned on the market.

Sustainable mobility

Mobility involves a number of current and future challenges pertaining to climate change, particularly in urban areas. This includes the risk of local air pollution due to emissions from automobile traffic in the form of nitrogen oxide as well as energy consumption.

Due to the rising demand for charging stations for electric vehicles, there is a risk that it will not be possible to provide a sufficient number of EV charging stations for the occupants of buildings. Forward-looking, intelligent mobility and traffic concepts are viable solutions in this context, including the increased use of public transport and car-sharing programmes as well as the further electrification of mobility in urban areas. In order to meet these requirements, it is important to account for a sufficient number of charging stations with a suitable charging capacity and charging connection in the initial planning stages and to observe and evaluate various concepts in order to determine which ones should be implemented at a site to optimally meet the demand.

E-mobility in particular represents an essential and groundbreaking topic. In this context, the future need for parking spaces with electric charging points or cable conduits for later retrofitting efforts at the building already have to be taken into consideration in the design and planning phase – generally around three years before completion. Among Warimpex's existing properties, Ogrodowa Office, Mogilska 43 Office, and Mogilska 35 Office currently offer EV charging stations, and EV charging stations are also planned for new projects. In order to make commuting to work by bicycle more attractive for employees, our office properties have over 400 bicycle parking spaces along with showers and changing rooms. This equates to an average of around 0.5 bicycle parking spaces per 100 square metres of office space.

The majority of the Warimpex Group's properties are in central locations in primary and secondary cities. Good transport connections for the users of the building (employees and customers) are an important factor for all of the projects. Hotels and office properties have to be easy to get to – both with public transport such as buses or trains as well as with cars and coaches. Public transport stations are generally located within a radius of 200 metres, and a connection to the airport must be available.

In the future, it will become increasingly important to offer optimal connections to the public transport network in a city because significant restrictions on private transport such as car-free zones or parking restrictions are to be expected. It is also crucial to promote sustainable mobility (electric vehicles, car sharing, etc.) because property users will see these offerings as decisive factors. In order to optimally address these developments, Warimpex has set itself the goal of taking sustainable mobility into consideration as a criterion for future projects.

In-house environmental management

in t CO2
2024 2023 2022 2021 2020 2019 2018 2017
Flights 39 46 20 37 46 129 113 123
Kilometres driven by car 0.7 12 19 19 22 29 32 64

Note: This table only applies to employees of Warimpex Finanz- und Beteiligungs AG

The volume of carbon dioxide emissions caused by travel activities in 2024 decreased compared with the prior year. This reduction is the result of a decline in travel due to changes in employees' travel behaviour. As at 31 December 2024, all company cars aside from one had electric drivetrains.

The goal is to remain below 50 t of carbon dioxide emissions.

Warimpex's employees have a high level of travel because all of the Company's projects are located outside of Austria. This impacts the environment through increased emissions and represents a danger to employee safety due to the increased risk of car accidents. Travel planning is the responsibility of the relevant project team, but reducing travel to an absolute minimum is a basic principle at Warimpex. Efforts are made in the planning of business travel to combine the travel of individual employees and to form carpools in order to keep travel expenses and the environmental impact as low as possible. Some project sites can be reached by train or plane, while others are more conducive to travelling by car because they are more easily accessible by car or require technical equipment to be taken along. In order to reduce business travel, the use of teleconferences and video conferences is encouraged. The necessary technology required for this is provided by Warimpex.

New developments are evaluated and incorporated into the Company's IT on an ongoing basis in order to ensure the optimal use of new technologies. This enables cross-border collaboration in projects to be simplified and employees' travel to be optimised. Warimpex acquired three electric vehicles for its vehicle fleet as part of a pilot project in order to study usage behaviour and gather valuable information both for future travel and for the charging infrastructure and other requirements for office locations. Along with the ongoing maintenance and modernisation of the vehicle fleet, investments are being made in employee training for business travel in the form of driving courses.

SUSTAINABLE CORPORATE CULTURE (ETHICS AND COMPLIANCE)

Around the world, bribery and corruption hinder investment activities and disrupt international competition. In addition, the economic, social, and environmental well-being of society is jeopardised by the diversion of funds through corrupt practices. Companies play an important role in combatting these practices because corruption is damaging not only to democratic institutions but also to proper corporate governance. In addition, some of the countries in which Warimpex does business have poor rankings according to the Corruption Perceptions Index and are thus exposed to a higher risk of corruption.

  • Code of Conduct (including Anti-Bribery and Corruption Policy)
  • ESG guidelines
  • Whistleblower system

Corporate governance, compliance, and anti-corruption

Therefore, the implementation of effective corporate governance practices represents a significant sustainability topic with regard to fostering a responsible corporate culture.

As a listed company, Warimpex operates in accordance with the rules of the Austrian Code of Corporate Governance (January 2023 version) and the Polish Best Practice for GPW Listed Companies 2021. These codes are voluntary agreements for proper corporate governance and control aimed at achieving responsible value creation focused on sustainability and a long-term vision. These measures ensure that the interests of all stakeholders whose welfare is dependent upon the success of the Company are optimally served and that a high level of transparency is provided.

Code of Conduct

The Code of Conduct (CoC) is a summary of the general rules of conduct for Warimpex employees. The CoC has been applied at Warimpex AG since 2013, was extended to all of the fully consolidated companies in 2018, and was adapted to the current requirements in 2024.

Warimpex's employees are required to obey the law at all times in their business dealings and to clearly reject all forms of bribery and corruption through their own, unambiguous conduct. The CoC documents the Company's interactions with employees, customers, suppliers, and all other stakeholders and provides orientation for day-to-day conduct. The ethical and legal rules and guidelines are specified in the CoC and promote individual responsibility and an open, respectful, and responsible working climate.

Employees receive ongoing training in order to foster an open and honest working climate. As in the prior year, training courses were offered on current topics such as cybersecurity and data protection in 2024. Training sessions were also held on the Code of Conduct and corruption prevention as well as occupational safety. The various workdays of employees due to different scheduling models and travel are taken into account when planning the dates for training by offering multiple courses on different days so that everyone can participate. In addition, Warimpex strives to offer additional training as needed when it becomes apparent that a certain topic is important at the moment or is requested by the employees.

No cases related to corruption or violations of internal compliance guidelines have been identified to date.

Whistleblower system

Since 2023, Warimpex has been using a portal that allows potential legal violations and violations of the ethical standards (Code of Conduct) to be reported anonymously.

  • This portal is aimed at
  • allowing suspected misconduct to be reported anonymously at any time, and
  • ensuring that tips are taken seriously, handled confidentially, and processed systematically.

We strive to encourage openness and support anyone who reports concerns in good faith, even if they prove to be unfounded.

No incidents have been reported in the whistleblower system thus far.

SOCIAL RESPONSIBILITY

Barrier-free access and occupant safety in planning and operations

Barrier-free access is taken into account in accordance with legal requirements in both new construction and in the renovation/refurbishment of existing properties. All offices and hotels offer barrier-free access. The safety of the occupants is ensured through regular monitoring in line with local ordinances (e.g. inspection by the fire department or work inspectors) and at the management level (inspection together with the operators of the relevant property). Our own random inspections ensure the safety of the occupants of our properties and minimise the risk of a violation of the applicable regulations. No significant complaints (e.g. imminent hazards) have been lodged by authorities in relation to safety requirements to date. In acute cases, individual measures are taken to ensure the safety of the occupants at the given property. For example, increased security checks have been performed at the entrances to hotels in response to terrorist attacks in a given destination.

The goal is to prevent complaints by authorities and customers and to meet all legal requirements in order to guarantee the safety of the occupants at all times. At the greet hotel in Darmstadt, 2 of 194 hotel rooms are barrier-free (1 per cent).

EMPLOYEES

Employee satisfaction

Warimpex aims to offer opportunities for growth and career advancement, to reward outstanding performance, to promote collaboration at all levels, and to ensure an open corporate culture. The working world is constantly changing due to more vigorous demands and increasing requirements for flexibility. It is becoming more and more difficult for employees to achieve a balance between their careers, family duties, and private lives. A consistent policy of equal treatment, flexitime work models, and teleworking opportunities represent the pillars of a healthy work-life balance for Warimpex's employees.

Hotels are operated by hotel management companies under management agreements. Therefore, control over personnel matters and the management of the hotel staff are the responsibility of the hotel managers and are not influenced by Warimpex.

Employees in the Group

As at 31 December 2024, there were 57 full or part-time employees in asset and property management and in administrative positions and 30 full or part-time employees in the Hotels segment of the fully consolidated companies of Warimpex Group. The following charts show the distribution of the employees according to regional assignment and area of responsibility.

The duties in asset and property management include the management of the existing properties and development properties by the managers, technicians, and project controllers. The finance segment comprises the Group accounting department and the bookkeeping departments. The support functions provide administrative and organisational assistance to the other two segments.

In order to guard against the risk of losing highly qualified staff members, Warimpex's employees are provided with state-of-theart technical equipment to make the work process as smooth and efficient as possible. This is intended to ensure a safe and pleasant work environment for everyone. Employees are also supported through the open and honest corporate culture. Warimpex has flat hierarchies; particular emphasis is placed on fostering a level playing field and respectful collaboration. The Company also takes the individual needs of the employees into consideration by offering various working models such as part-time schedules, teleworking, and other possibilities, and adapting these models as necessary.

Diversity and equal opportunity

Ensuring equal opportunity between women and men and diversity with regard to the employees' different cultural backgrounds is a key priority for the Company. Diversity is valued at Warimpex. This diversity applies not only to the background of employees from different cultures and countries, but can also be seen in the age structure of the staff. Employees from four countries and with various migration backgrounds work at the Group's headquarters in Vienna. No one is excluded due to their gender, age, or background. On the contrary: The convergence of different views, opinions, and experiences allows many different aspects to be examined and addressed in projects.

A flat hierarchy also allows goals to be achieved through short communication channels, without having to fight through extraneous bureaucracy. Women and men are given equal opportunities to stay connected to the Company even when they are on parental leave. Invitations to company events are also sent to employees on parental leave, and these employees can continue to use communication devices such as their phones and laptops while on leave. It is also possible to work while on parental leave, and many employees take advantage of this opportunity. When employees return from parental leave, their needs are re-evaluated and individually adapted to suit their circumstances. In cases where it is desired and possible, teleworking and flexible working hours are agreed with employees. All of these measures have proven to be effective in the past and will thus be continued in the future. As a result, the risk of potential discrimination against employees is deemed to be low. Warimpex sees the diversity of its employees as an opportunity and utilises it accordingly. The diversity of its employees is an important success factor for Warimpex.

The share of women in the total workforce was just under 54 per cent as at 31 December 2024 and thus declined slightly compared with 2023. Warimpex offers its female and male employees the same opportunities and requirements. What counts are an employee's qualifications and experience in their field, not their nationality or gender. Women and men are provided with the same support – equality is a matter of course at Warimpex and is also reflected in the share of women in the total workforce.

The average age of the employees is roughly 41 years. The Warimpex Group works with an attractive mix of experienced employees and new employees.

HUMAN RIGHTS

Respecting human rights is seen as a deep-rooted part of Warimpex's philosophy and is put into practice each and every day. Freedom of expression is anchored in Warimpex's organisational structure because there are no restrictions on communication of any kind apart from the established confidentiality areas. Warimpex also respects and aims to protect everyone's right to freely practise their beliefs. At hotel buildings, for example, the interior design is kept non-religious as far as possible in order to ensure the religious freedom of all users. This is reflected in the selection of the pictures in the rooms and the lack of religious symbols such as crosses.

Respect for human dignity is primarily an important issue when it comes to employee relations. Warimpex is absolutely opposed to all forms of prejudice and discrimination. It is important that all employees are treated equally regardless of their age, gender, sexual orientation or identity, nationality, ethnic background, disability, religion, or world views. The Company actively promotes a culture characterised by respect, openness, trust, and mutual appreciation.

Warimpex is clearly committed to protecting international human rights. The Company supports and respects the protection of human rights within its sphere of influence and ensures that it is not involved in human rights violations. We expect our suppliers and partners to comply with the legal regulations as well. Warimpex assumes that they comply with the applicable laws for the protection of human rights and that violations are appropriately prosecuted by the competent legal authorities in the jurisdiction of the relevant suppliers and partners. We do not see a need or a possibility to take additional internal initiatives in this area. We are not aware of any human rights violations in connection with supply chains to date. We assume that our suppliers and partners take action if they become aware of such issues. Proven violations are punished and can result in the termination of the business relationship with the respective supplier or partner.

Social commitment – impact on society and the environment

Warimpex aims to reduce poverty and promote the arts and culture with donations and sponsorship activities. To this end, donations are regularly made to the following organisations: Teach for Austria, Freispiel, and Entwicklungshilfeklub.

We get involved on a personal basis: Members of the Management Board take part in the events at schools and hold presentations as part of the Teach for Austria programme.

Effects of inflation and higher energy prices

Although inflation has retreated from the recent highs in some countries, it is possible that energy prices will remain elevated and/ or volatile for some time. In this context, efforts to develop energy-efficient buildings or make older buildings more environmentally friendly through renovations are all the more important.

Group Management Report

FOR THE FINANCIAL YEAR FROM 1 JANUARY TO 31 DECEMBER 2024

Economic Conditions

Attention continued to be focused on the geopolitical developments again in 2024. On 24 February 2022, Russian troops invaded Ukraine, thus starting a conflict that has resulted in significant economic upheavals due to the international sanctions imposed against Russia as well as the reactions in Russia and will most likely continue to have an impact for some time. For information about the impact of the Ukraine conflict on the Group, please refer to the information in the consolidated financial statements as at 31 December 2024, section 3.4.1 and 5.1. (Sale of the Russian operation).

In addition, inflation rose significantly in the Eurozone starting in 2022, due in part to energy price increases and shortages caused by the Ukraine conflict. The ECB reacted by raising the key interest rate to 4.5 per cent in multiple steps. Subsequently, inflation declined again in the Eurozone; the key rate was lowered further from 4.5 per cent to 3.15 per cent over the course of 2024.

Economic growth in the EU slowed and was negative in some countries such as Germany and Austria. In Poland, now the primary market of the Group, growth is still well above the EU average, however.

REAL ESTATE MARKETS

Mogilska 43 Office Krakow, PL

Economic environment

As was the case in the previous year, prime yields for office properties were between 6.25 per cent and 6.50 per cent1 in Krakow and between 7.50 per cent and 7.75 per cent2 in Łódź. Rents in Krakow were between EUR 10.00 and EUR 18.00 per square metre (2023: between EUR 10.00 and EUR 16.00 per square metre) and rents in Łódź were between EUR 9.00 and EUR 15.00 (2023: between EUR 9.00 and EUR 15.00 per square metre).3 At the end of 2024, the vacancy rate was 19.0 per cent in Krakow (end of 2023: 19.8 per cent) and 22.7 per cent in Łódź (end of 2023: 21 per cent).4

Existing portfolio: 4 office properties, 1 hotel

Warimpex bought the Red Tower in Łódź at the end of June 2022. Renovations were started during the 2022 financial year and are continuously progressing. The Red Tower is located in the heart of Łódź, is 80 metres high, and offers a gorgeous panoramic view as one of the highest office buildings in the city. The property was built in 1978 and completely modernised from 2006 to 2008. With more than 12,400 square metres of lettable space, the Red Tower offers office space with flexible partitioning and layouts. A typical storey has an area of around 650 square metres with large windows and light wells that ensure that all workstations are well lit. Around 43 per cent of the space in the office building was occupied as at the reporting date.

Ogrodowa Office was opened in Łódź in 2018. The building is a state-of-the-art office property located directly in the Łódź city centre near the Manufaktura shopping centre. The tenants include Orange Polska, PwC Poland, and Harman Connected Services. Ogrodowa Office was awarded BREEAM In-Use – Excellent certification and is classified as Taxonomy-aligned according to the technical criteria of the EU Taxonomy Regulation. Around 84 per cent of the space in the office building was occupied as at the reporting date.

Mogilska 43 Office was completed in early April 2019. As at the reporting date, 99 per cent of the office space was let out. Mogilska 43 Office is an ultra-modern, class A office building that encompasses a total of 12,900 square metres over nine floors. Large glass surfaces provide natural lighting for the offices, and the efficient climate control system ensures the optimal temperature and humidity. Green balconies and terraces can be accessed directly from the office level. The building's ground floor contains retail and service spaces, and the two-storey garage offers 203 parking spaces as well as bike racks, changing rooms, and showers. Mogilska 43 Office meets the highest environmental standards and has been awarded BREEAM In-Use – Excellent certification. The office property is classified as Taxonomy-aligned according to the technical criteria of the Taxonomy Regulation.

An office building in Krakow (Mogilska 41 Office) with roughly 5,100 square metres of space was acquired in 2017, renovated, and handed over to the new tenant in September 2019. The building has been fully occupied since then.

The grand opening of Mogilska 35 Office, an office building with roughly 11,900 square metres of space, was celebrated in November 2023. In 2024, the building was awarded BREEAM In-Use – Excellent certification. Based on the environmental standards that were taken into account in the development of the property, it is also classified as Taxonomy-aligned in accordance with the technical criteria of the EU Taxonomy Regulation. As at the reporting date, 71 per cent of the office space was already occupied.

Warimpex has been 50 per cent leaseholder of the five-star InterContinental hotel in Warsaw since the end of December 2012. As part of a lease agreement, the hotel is being leased back at a fixed rate and managed under the InterContinental brand until 2040. Occupancy at the InterContinental hotel declined slightly from 80 per cent in the prior year to 79 per cent while the average room rate in euros advanced by roughly 4 per cent.

Under development: 3 buildings, reserve properties

In recent years, Warimpex has acquired smaller, partially developed properties adjacent to the three existing Mogilska office buildings. The Mogilska Phase IV and V projects are planned to be subsequently built on these properties. The initial demolition work has already been completed.

Warimpex is also the owner of a development property next to the Chopin Hotel in Krakow, on which a co-living/office building with around 21,200 square metres of space is to be built. A building permit has already been issued.

Warimpex sold the property in Białystok during the financial year.

2 Knight Frank, Report for Warimpex

3 Knight Frank, Report for Warimpex

4 Knight Frank, Report for Warimpex

REAL ESTATE MARKETS Hungary

Economic environment

In Budapest, average monthly rents remained at EUR 14.605, prime yields advanced by 25 basis points year-on-year to 7.0 per cent6, and vacancy rose to 13.9 per cent (up 0.6 percentage points year-on-year).7

Existing portfolio: 1 office property

In Budapest, Warimpex owns the Erzsébet office building, which has a total net floor space of around 14,400 square metres.

Roughly 96 per cent of the space in Erzsébet Office was let out as at the reporting date; 12,700 square metres (of 14,400 square metres) are let to the insurance company Groupama Biztositó zRT, a Hungarian branch of the international Groupama Group.

5 CBRE, Report for Warimpex

6 CBRE, Report for Warimpex 7 CBRE, Report for Warimpex

REAL ESTATE MARKETS Austria

Warimpex sold its stake of around 10 per cent in the company holding the Palais Hansen Kempinski Vienna hotel at the end of 2023.

REAL ESTATE MARKETS Russia

Warimpex disposed of its final remaining project in Russia, AIRPORTCITY St. Petersburg, at the end of October 2024 and is thus no longer active in the Russian market. Up until that point, Warimpex had held 100 per cent of AIRPORTCITY St. Petersburg with three office properties, one multi-use building, one hotel, and property reserves through various Russian companies.

This step ended the history of the Company in the country, which had been a success story up to the invasion of Ukraine by Russian troops in February 2022. Warimpex had been active in Russia since the 1990s, where it acquired a first hotel in Ekaterinburg. In 2009, the first project developed by Warimpex in Russia – the angelo congress and airport hotel – opened its doors. Both hotels were sold successfully in 2015. In the middle of the 2000s, the focus shifted to the St. Petersburg location and AIRPORTCITY, where Airportcity Plaza was built – first with a hotel and then with three office buildings and a multi-use building for parking, storage, and offices with a total lettable space of around 53,100 square metres.

REAL ESTATE MARKETS Germany

Economic environment

Prime yields for office properties in Darmstadt remained more or less stable in annual comparison at 5.0 per cent. The vacancy rate increased from 6.3 per cent to 6.5 per cent. Prime rents in Darmstadt rose to EUR 14.50 per square metre and month.8

Existing portfolio: 1 hotel

In April 2019, Warimpex acquired a hotel property in Darmstadt and later reopened it under the name greet hotel. Cycas Hospitality was tasked with managing the three-star superior conference hotel. Following the pandemic-related restrictions and extensive renovation, the hotel is once again welcoming more guests. With a total of 330 hotel and long-stay rooms and 37 conference, event, and project rooms spanning more than 4,500 square metres of conference, event, and exhibition space, as well as 1,000 square metres of office space that can also be rented on a short-term basis, the hotel is one of the biggest conference and event centres in the Rhine-Main region. The hotel's occupancy (excluding the long-stay area) was 57 per cent during the reporting period (1–12 2023: 49 per cent). The average room rate increased by 3 per cent year-on-year.

Under development: Development properties

The 30,000 square metre hotel property also offers property reserves for the development of further premium office and commercial space. A new zoning plan was approved by the City of Darmstadt in September 2023. The permit planning for the first office building (West Yard 29 with roughly 12,500 square metres) is already at an advanced stage.

8 CBRE Valuation Report for Warimpex

Business Development

Warimpex is a "hybrid" real estate company that develops and operates properties itself as an asset manager and property owner until the time at which the highest added value can be realised through sale. The majority of these projects is located in Central and Eastern Europe.

Accordingly, the Warimpex Group generates stable cash flows from the letting of office space and the operation of hotel properties while simultaneously realising proceeds from property sales.

Assets, Financial Position, and Earnings Situation

Warimpex sold all equity holdings and shareholder loans in Russia on 31 October 2024. Together, the activities of these Russian subsidiaries constitute a geographical segment that must be reported as a discontinued operation up until their sale. Therefore, the gains or losses from continuing operations are presented separately from the gains or losses from the discontinued operation in the income statement and the statement of comprehensive income. The prior-year figures have been adjusted accordingly as per the applicable requirements. The earnings situation pertaining to the continuing operations is explained below.

Earnings situation

Development of revenues

The rise in revenues from the rental of office properties (Investment Properties revenues) from EUR 11.7 million to EUR 13.2 million is due primarily to the completion of Mogilska 35 Office at the end of 2023 and the conclusion of new leases.

In 2024, revenues in the Hotels segment rose to EUR 6.1 million, which represents an increase of 6 per cent over the prior-year period.

Total revenues improved by 14 per cent to EUR 21.5 million, while the expenses directly attributable to revenues increased by 24 per cent to EUR 12.2 million. Along with general cost increases, this rise can be attributed primarily to direct costs pertaining to Mogilska 35 Office. This led to a 3 per cent increase in gross income from revenues to EUR 9.3 million (2023: EUR 9.0 million).

Gains or losses from the disposal of properties

A plot of land in Białystok was sold during the third quarter of 2024. Because the property was already recognised at the fair value (the agreed purchase price), the recognition of the transaction costs results in a loss from the disposal of properties of EUR 0.09 million.

EBITDA

EBITDA (earnings before interest, taxes, depreciation, amortisation, and gains/losses on the remeasurement of investment properties) fell from EUR 1.5 million to EUR 1.1 million due to increased outlay in other expenses and in administrative expenses.

Depreciation, amortisation, and remeasurement

On balance, depreciation, amortisation, and remeasurement led to a loss of EUR 9.7 million (2023: loss of EUR 3.0 million). The net measurement result for the investment properties accounted for minus EUR 8.3 million of this amount in 2024, while a measurement loss of EUR 1.6 million was recognised in the prior year. The measurement losses can be attributed to higher interest rates and higher costs (energy, fit-out) and lower earnings increases. Measurement gains were posted on the sale of the property in Białystok and from new leases in Red Tower.

EBIT

EBIT went from minus EUR 1.5 million to minus EUR 8.6 million. This can be attributed primarily to the negative result from depreciation, amortisation, and remeasurement.

Financial result

Finance income (including earnings from joint ventures) went from minus EUR 4.6 million to minus EUR 7.7 million. The increase in finance expenses resulted from the financing of the new office building in Krakow, for which the interest was capitalised during the construction phase, and from interest on operating credit lines. The financial result included no income from changes in foreign exchange rates during the financial year; this income amounted to EUR 1.6 million in the prior year.

Profit or loss for the period

The profit or loss for the period from continuing operations of the Warimpex Group fell from minus EUR 5.6 million in the prior-year period to minus EUR 16.5 million.

The profit or loss for the period including the discontinued operation went from minus EUR 23.8 million to minus EUR 84.8 million. The loss from the discontinued operation was related to the sale of the Russian subsidiaries.

Segment analysis

For more information, see the detailed comments in section 2. Segment information of the notes to the consolidated financial statements.

The Warimpex Group has defined the business segments of: Investment Properties, Hotels, and Development and Services. The Investment Properties segment contains the income and expenses from the rental of office properties as well as the gains/losses on the remeasurement of the properties. The results from the operation of the hotel properties owned by the Group are shown in the Hotels segment. The Development and Services segment covers development services, activities of the Group parent, and profit contributions from the sale of properties.

Investment Properties segment

in EUR '000 1–12/2024 1–12/2023
Segment revenues 13,172 11,702
Segment EBITDA 5,233 6,286
Property remeasurement result -7,555 -7,923

The rise in revenues is due to the completion of Mogilska 35 Office at the end of 2023 and the conclusion of new leases. Along with general cost increases, the decline in the EBITDA of the Investment Properties segment can be attributed primarily to the additional expenses from the operation of the newly opened Mogilska 35 Office building.

Depreciation, amortisation, and impairments/impairment reversals -791 -757

Hotels segment in EUR '000 1–12/2024 1–12/2023 Segment revenues 6,061 5,701 Segment EBITDA 924 1,031

The revenues and EBITDA of the Hotels segment remained essentially constant.

Development and Services segment

in EUR '000 1–12/2024 1–12/2023
Segment revenues 2,275 1,441
Gains or losses from the disposal of properties -90
Segment EBITDA -5,039 -5,789
Remeasurement result -712 6,288

The results in this segment typically depend heavily on the sale of real estate holdings (share deals) and properties (asset deals) and are subject to significant year-on-year fluctuation. The sale of the plot of land in Białystok initially led to a remeasurement gain in the first half of 2024 and to a minor loss in the amount of the transaction costs in the third quarter.

Assets

Consolidated statement of financial position in EUR '000 31/12/2024 31/12/2023
ASSETS
Non-current assets 225,088 359,450
Current assets 4,101 11,824
Total assets 229,189 371,273
EQUITY AND LIABILITIES
Share capital 54,000 54,000
Retained earnings and reserves 18,947 67,904
Equity attributable to the parent 72,947 121,904
Non-controlling interests 134 133
Total equity 73,081 122,036
Non-current liabilities 131,666 211,517
Current liabilities 24,441 37,720
Total liabilities 156,108 249,237
Total equity and liabilities 229,189 371,273

As Warimpex is a property developer, the assets side of the statement of financial position is dominated by investment properties and property, plant, and equipment. Because more than 50 per cent of the properties held by Warimpex Group are financed through long-term project loans, non-current financial liabilities make up the majority of the liabilities side of the statement of financial position. The decline in net assets as at 31 December 2024 can primarily be attributed to the sale of the Russian operation, which resulted in the disposal of properties and the associated financing arrangements by the Group in particular.

Financial position

Consolidated statement of cash flows in EUR '000 2024 2023
Cash receipts from operating activities 51,161 55,592
Cash payments for operating activities -35,297 -30,801
Net cash flows from operating activities 15,865 24,791
Net cash flows for investing activities 12,645 -10,285
Net cash flows from financing activities -33,178 -21,488
Net change in cash and cash equivalents -4,668 -6,982
Cash and cash equivalents at 31 December 1,479 6,857

Cash flows from operations (net cash flows from operating activities)

The cash flows from operations declined during the financial year as a result of lower advance payments, depreciation of the rouble during the year, and general cost increases.

Cash flows for investing activities

The cash receipts from investing activities stemmed primarily from the sale of the shares and shareholder loans of the Russian subsidiaries and the sale of the reserve property in Białystok (2023: receipts from the sale of Kempinski Palais Hansen hotel in the form of a share deal). The cash payments for investments stemmed primarily from tenant adaptations in Poland (2023: construction activities for Mogilska 35 Office in Krakow).

Cash flows from financing activities

The cash flows from financing activities stem primarily from ongoing and in some cases early loan repayments. In the prior year, loans were taken out for the construction of Mogilska 35 Office.

REAL ESTATE ASSETS

The key figures for the property assets are the most important performance indicators for the business activities of the Group.

On 31 December 2024, the real estate portfolio of the Warimpex Group comprised two hotels with a total of 744 rooms (around 537 rooms when adjusted for the proportionate share of ownership), plus six office properties with total lettable office and commercial space of roughly 85,000 square metres.

Calculation of gross asset value and triple net asset value in EUR millions

Warimpex recognises its property, plant, and equipment such as hotel properties at cost less depreciation according to IAS 16, as is required for owner-operated hotels in IAS 40.12. Changes in the value of investment properties (primarily office buildings) are recognised through profit or loss according to the fair value model in IAS 40.56.

The majority of the properties and development projects are valuated twice annually (on 30 June and 31 December) by independent real estate appraisers.

On 31 December 2024, the following experts appraised Warimpex's portfolio:

Appraiser Fair values as at 31/12/2024 in %
in EUR millions
Knight Frank 167 73%
CB Richard Ellis 62 28%
Others or not appraised 1 0%
230 100%

The fair values are determined in accordance with the valuation standards of the Royal Institute of Chartered Surveyors (RICS). The fair value is the price that would be paid for the transfer of an asset or a liability in a transaction at arm's length terms on the reporting date. The real estate appraisers use an income-based approach (investment method or discounted cash flow method) to calculate the fair values of developed properties, and the comparative method for reserve properties. Development projects are generally measured using the residual value method, taking a developer's profit into account.

For information on the yield used to calculate the fair value, please see section 7.1.3. (investment properties) and section 7.2.2. (hotels) in the notes to the consolidated financial statements as at 31 December 2024.

The economic occupancy rate of the developed properties, calculated as the proportion of the potential market rent, for the office properties in the Group came to 84 per cent (2023 including Russia: 88 per cent). The gross rental yield, calculated as the potential market rent based on the gross fair value, is 8.16 per cent (2023 including Russia: 12.9 per cent).

The gross asset value (GAV) of all Warimpex properties (based on proportionate ownership) came to EUR 229.7 million at 31 December 2024 (31 December 2023: EUR 360.1 million). This decline can be attributed primarily to the sale of the Russian properties, as well as to the sale of the reserve property in Białystok and lower property valuations overall. Warimpex Group's triple net asset value (NNNAV) fell from EUR 139.8 million as at 31 December 2023 to EUR 87.7 million as at 31 December 2024.

The triple net asset value (NNNAV) and the EPRA Net Asset Value are calculated as follows:

in EUR millions 12/2024 12/2023
Equity before non-controlling interests 72.9 121.9
Deferred tax assets -1.0
Deferred tax liabilities 5.8 5.8 11.2 10.2
Carrying amount of existing hotel assets -12.3 -30.0
Fair value of existing hotel assets 21.3 9.0 37.7 7.7
Triple net asset value 87.7 139.8
Number of shares as at 31 December 54.0 54.0
Treasury shares -1.9 -1.9
Number of shares as at 31 December 52.1 52.1
NNNAV per share in EUR 1.68 2.68

The changes in the NNNAV per share and the NAV per share (EPRA NRV, EPRA NTA, EPRA NDV) are primarily due to the sale of the Russian portfolio as well as property measurement losses during the financial year.

31/12/2024 31/12/2024 31/12/2024
EPRA Net Asset Value Metrics EPRA NRV EPRA NTA EPRA NDV
in EUR '000
IFRS Equity attributable to shareholders 72,947 72,947 72,947
Include:
ii.c) Revaluation of other non-current investments 8,798 8,798 8,798
Diluted NAV at Fair Value 81,745 81,745 81,745
Exclude:
v) Deferred tax in relation to fair value gains of IP 5,763 2,881
viii.b) Intangibles as per the IFRS balance sheet -4
Include:
ix) Fair value of fixed interest rate debt 6,025
xi) Real estate transfer tax 5,029 0
NAV 92,536 84,622 87,770
Fully diluted number of shares 52,100 52,100 52,100
NAV per share in EUR €1.78 €1.62 €1.68
31/12/2023 31/12/2023 31/12/2023
EPRA Net Asset Value Metrics EPRA NRV EPRA NTA EPRA NDV
in EUR '000
IFRS Equity attributable to shareholders 121,904 121,904 121,904
Include:
ii.c) Revaluation of other non-current investments 7,542 7,542 7,542
Diluted NAV at Fair Value 129,446 129,446 129,446
Exclude:
v) Deferred tax in relation to fair value gains of IP 7,550 3,775
viii.b) Intangibles as per the IFRS balance sheet -13
Include:
ix) Fair value of fixed interest rate debt 26,973
xi) Real estate transfer tax 7,625 0
NAV 144,621 133,208 156,420
Fully diluted number of shares 52,100 52,100 52,100
NAV per share in EUR €2.78 €2.56 €3.00

ADDITIONAL NON-FINANCIAL PERFORMANCE INDICATORS INCLUDING EMPLOYEE AND ENVIRONMENTAL MATTERS

In preparation for future mandatory sustainability reporting, Warimpex included a voluntary non-financial statement in accordance with the Austrian Sustainability and Diversity Improvement Act (NaDiVEG) in the group management report in the previous years. Based on the Omnibus package proposed at EU level in the spring of 2025, it is now less likely that such a requirement will apply to smaller listed companies in future due to the associated administrative burden. For this reason, the Group has decided to separate the voluntary non-financial reporting from the group management report again and to present the most important non-financial performance indicators directly in the group management report.

EMPLOYEES

Employees in the Group

As at 31 December 2024, there were 57 full or part-time employees in asset and property management and in administrative positions and 30 full or part-time employees in the Hotels segment of the fully consolidated companies of Warimpex Group. The following charts show the distribution of the employees according to their regional assignment and their area of responsibility.

The duties in asset and property management include the management of the existing properties and development properties by the managers, technicians, and project controllers. The finance segment comprises the Group accounting department and the bookkeeping departments. The support functions provide administrative and organisational assistance to the other two segments.

In order to guard against the risk of losing highly qualified staff members, Warimpex's employees are provided with state-of-theart technical equipment to make the work process as smooth and efficient as possible. This is intended to ensure a safe and pleasant work environment for everyone. Employees are also supported through the open and honest corporate culture. Warimpex has flat hierarchies; particular emphasis is placed on fostering a level playing field and respectful collaboration. The Company also takes the individual needs of the employees into consideration by offering various working models such as part-time schedules, teleworking, and other possibilities, and adapting these models as necessary.

Diversity and equal opportunity

Ensuring equal opportunity between women and men and diversity with regard to the employees' different cultural backgrounds is a key priority for the Company. Diversity is valued at Warimpex. This diversity applies not only to the background of employees from different cultures and countries, but can also be seen in the age structure of the staff. Employees from four countries and with various migration backgrounds work at the Group's headquarters in Vienna. No one is excluded due to their gender, age, or background. On the contrary: The convergence of different views, opinions, and experiences allows many different aspects to be examined and addressed in projects.

A flat hierarchy also allows goals to be achieved through short communication channels, without having to fight through extraneous bureaucracy. Women and men are given equal opportunities to stay connected to the Company even when they are on parental leave. Invitations to company events are also sent to employees on parental leave, and these employees can continue to use communication devices such as their phones and laptops while on leave. It is also possible to work while on parental leave, and many employees take advantage of this opportunity. When employees return from parental leave, their needs are re-evaluated and individually adapted to suit their circumstances. In cases where it is desired and possible, teleworking and flexible working hours are agreed with employees. All of these measures have proven to be effective in the past and will thus be continued in the future. As a result, the risk of potential discrimination against employees is deemed to be low. Warimpex sees the diversity of its employees as an opportunity and utilises it accordingly. The diversity of its employees is an important success factor for Warimpex.

The share of women in the total workforce was just under 54 per cent as at 31 December 2024 and thus declined slightly compared with 2023. Warimpex offers its female and male employees the same opportunities and requirements. What counts are an employee's qualifications and experience in their field, not their nationality or gender. Women and men are provided with the same support – equality is a matter of course at Warimpex and is also reflected in the share of women in the total workforce.

The average age of the employees is roughly 41 years. The Warimpex Group works with an attractive mix of experienced employees and new employees.

SUSTAINABLE CORPORATE CULTURE (ETHICS AND COMPLIANCE)

Around the world, bribery and corruption hinder investment activities and disrupt international competition. In addition, the economic, social, and environmental well-being of society is jeopardised by the diversion of funds through corrupt practices. Companies play an important role in combatting these practices because corruption is damaging not only to democratic institutions but also to proper corporate governance. In addition, some of the countries in which Warimpex does business have poor rankings according to the Corruption Perceptions Index and are thus exposed to a higher risk of corruption.

  • Code of Conduct (including Anti-Bribery and Corruption Policy)
  • ESG guidelines
  • Whistleblower system

Corporate governance, compliance, and anti-corruption

Therefore, the implementation of effective corporate governance practices represents a significant sustainability topic with regard to fostering a responsible corporate culture.

As a listed company, Warimpex operates in accordance with the rules of the Austrian Code of Corporate Governance (January 2021 version) and the Polish Best Practice for GPW Listed Companies 2021. These codes are voluntary agreements for proper corporate governance and control aimed at achieving responsible value creation focused on sustainability and a long-term vision. These measures ensure that the interests of all stakeholders whose welfare is dependent upon the success of the Company are optimally served and that a high level of transparency is provided.

Code of Conduct

The Code of Conduct (CoC) is a summary of the general rules of conduct for Warimpex employees. The CoC has been applied at Warimpex AG since 2013, was extended to all of the fully consolidated companies in 2018, and was adapted to the current requirements in 2024.

Warimpex's employees are required to obey the law at all times in their business dealings and to clearly reject all forms of bribery and corruption through their own, unambiguous conduct. The CoC documents the Company's interactions with employees, customers, suppliers, and all other stakeholders and provides orientation for day-to-day conduct. The ethical and legal rules and guidelines are specified in the CoC and promote individual responsibility and an open, respectful, and responsible working climate.

Employees receive ongoing training in order to foster an open and honest working climate. As in the prior year, training courses were offered on current topics such as cybersecurity and data protection in 2024. Training sessions were also held on the Code of Conduct and corruption prevention as well as occupational safety. The various workdays of employees due to different scheduling models and travel are taken into account when planning the dates for training by offering multiple courses on different days so that everyone can participate. In addition, Warimpex strives to offer additional training as needed when it becomes apparent that a certain topic is important at the moment or is requested by the employees.

No cases related to corruption or violations of internal compliance guidelines have been identified to date.

Whistleblower system

Since 2023, Warimpex has been using a portal that allows potential legal violations and violations of the ethical standards (Code of Conduct) to be reported anonymously.

This portal is aimed at

  • allowing suspected misconduct to be reported anonymously at any time, and
  • ensuring that tips are taken seriously, handled confidentially, and processed systematically.

We strive to encourage openness and support anyone who reports concerns in good faith, even if they prove to be unfounded. No incidents have been reported in the whistleblower system thus far.

ENVIRONMENTAL MATTERS AND SUSTAINABILITY

  • energy efficiency,
  • use of renewable energy sources,
  • carbon reduction, and
  • quality of interior space (comfort, air quality, etc.)
Opening m2 Certificate
Mogilska 35 Office Krakow 2023 11,900 BREEAM In-Use – Excellent
Mogilska 43 Office Krakow 2019 12,900 BREEAM In-Use – Excellent, WELL
Ogrodowa Office Łódź 2018 28,400 BREEAM In-Use – Excellent, WELL
Red Tower Łódź 1978 12,200 BREEAM In-Use – Very Good
Erzsébet Budapest 1963/65 14,400 BREEAM In-Use – Very Good
80,000

As at the reporting date, 94 per cent (in terms of square metres; 2023: 77 per cent) of the building stock was certified:

Energy efficiency of the portfolio

Warimpex's direct area of influence lies in the energy-related design of new buildings and modernisation measures at existing properties. In addition, the selection of the energy source can have a positive impact on the energy balance of the properties.

However, energy efficiency does not just depend on the building itself. The careful use of energy by the occupants is also a decisive factor and can make a significant contribution to climate protection. However, Warimpex can only influence the individual behaviour of the occupants to a very limited extent. The steering measures in this regard are focused on clear and targeted communication with occupants, such as through notices at the property.

One key task for Warimpex is to create the conditions for low energy consumption at its buildings. This includes the energy-efficient design of new properties as well as the gradual energy-related modernisation of suitable existing properties.

The indicators are presented differently for the asset classes of offices and hotels in order to provide a clear picture. For hotels, indicators are reported on a per-room basis in order to improve comparability. In contrast, the energy consumption figures for office properties are based on the square metres of lettable space.

The indicators were collected for the first time in 2017 and thus form the basis for the ongoing monitoring of energy consumption. Warimpex aims to improve these indicators on an ongoing basis and take them into consideration in the planning of new projects. Particular emphasis was placed on energy-efficient and environmentally friendly design for the office buildings built by the Group in Poland: A green wall was built at the Mogilska 43 Office project in Krakow, and a green roof was implemented for the Ogrodowa Office project in Łódź. These measures not only contribute to the occupants' well-being, but also play a decisive role in environmental and climate protection. The energy consumption for cooling is reduced and the burden on the sewer system is minimised by the water retention. At the same time, these measures help to counteract urban heating and the formation of heat islands.

The Company ensures the energy-efficient operation of its own hotels by planning the occupancy of the rooms so that vacant rooms or floors do not have to be fully heated. Care is taken in the initial planning of the projects to ensure that hotel areas can be supplied with energy individually and a major contribution can be made to reducing heating demand.

MATERIAL RISKS AND UNCERTAINTIES TO WHICH THE GROUP IS EXPOSED AND RISK MANAGEMENT

As an international group, Warimpex is exposed to various economic and financial risks as part of its daily operations.

a) General

As part of its risk management system, Warimpex has set internal risk management targets for the Management Board and Company staff and adapts these targets to the prevailing market conditions. These risk management targets include special regulations and define responsibilities for risk assessment, control mechanisms, monitoring, information management, and communication within the Company and with external parties.

There is a clearly defined organisation within Warimpex and especially within the Management Board that governs responsibilities and authorisations in this connection to enable risks to be identified at an early stage and appropriate action to be taken. The Management Board's guidelines and the guidelines for the Supervisory Board define the responsibilities and obligations of the Company's boards and officers.

b) Operating risks

In the Investment Properties segment, Warimpex is exposed to the risk that it will be unable to let out spaces, that rents will decline, and that tenants will default on their payments. Rental risk is closely linked to the general economic conditions in the individual markets and is thus subject to corresponding planning uncertainties. There is always a certain degree of rental risk due to the different political and economic developments in the various markets. The competition between property owners for well-known, attractive tenants can also impact occupancy rates and lease extensions, especially amidst lower demand for space due to new workplace models. Depending on the economic development in the various markets, rents can come under pressure. In particular, this may make it necessary to accept rents that are lower than originally projected.

In the Hotels segment, Warimpex is exposed to the general risks inherent to the tourism industry such as economic fluctuations, political risks, increasing fear of terrorist attacks, and travel restrictions related to pandemics or due to changes in geopolitical circumstances. There is the risk that competitors may enter the Group's target markets, thereby increasing the number of beds available.

The Group is exposed to finance and currency risks, interest rate risks, market entry risks, and the risk of delays in the completion of construction work on real estate projects. In addition, there are risks of rent default which may impact both on the current cash flow and on property values.

The Group invests in real estate in a limited number of countries, and is therefore exposed to increased risk that local conditions such as an excess supply of properties can affect the development of business. Owing to its focus on property development and property holdings, the Group's performance is heavily dependent on the current situation in the real estate markets. Price declines in the real estate market could therefore affect the Group significantly and also influence real estate financing.

Real estate maintenance is a key aspect in the sustainable economic development of the Warimpex Group. Asset management staff therefore submit status reports to the Management Board at regular intervals together with projections for the optimum maintenance of the properties.

c) Capital market risk

Refinancing in the capital market is of high strategic importance for Warimpex. To avoid risks of insufficient capital market compliance, Warimpex has enacted a compliance guideline that ensures adherence to the capital market regulations and that especially prevents the abuse or sharing of insider information. A permanent confidentiality area has been set up for all employees in Vienna, and temporary confidentiality areas are set up and waiting periods and trading prohibitions enacted on a project basis.

d) Legal risks

As an internationally active company, Warimpex is exposed to a wide range of legal risks. These include risks related to the purchase and sale of properties and legal disputes with tenants or joint venture partners.

e) Political risks

Along with operating and legal risks, the activities of Warimpex are subject to (geo)political risks. As demonstrated by the developments in connection with the conflict in Ukraine and the sanctions imposed against Russia in response, legal and economic conditions can change drastically at very short notice due to unforeseeable geopolitical events. The sale of the Russian operation during the financial year led to a significant reduction in (geo)political risks for the Group.

f) Climate-related risks

Warimpex sees the sustainability of its properties as an important success factor and reinforces this with corresponding certifications for the majority of the property portfolio. In some cases, such certifications have already been issued and in other cases, the Company plans to pursue certification in the future. Nevertheless, the Company is exposed to climate-related risks.

Climate-friendly construction and the climate-friendly operation of office properties or hotels can lead to higher construction and operating costs. There is a risk that these costs will not be able to be passed on to the tenants or guests or that lower proceeds will be generated in the event of a sale.

In addition, there are risks in connection with the EU's Green Deal and the EU Taxonomy that is based on it, including the defined environmental targets. According to the EU Taxonomy, office properties are generally Taxonomy-eligible.

In this context, there is a risk that the requirements for Taxonomy alignment will be met to a lesser extent in the future due to older existing properties and/or new technical standards. This could make it more expensive and/or more difficult to secure loans. In addition, the demand for properties that are not Taxonomy-aligned may decline among buyers or tenants, thus leading to a decrease in the value of such properties.

Warimpex assesses climate-related risks on an ongoing basis, but does not expect any carrying amount adjustments to become necessary in this context in the next financial year based on the fact that the majority of the Group's economic activities are Taxonomy-eligible.

Only a few properties have the best certifications that are necessary to contribute to meeting the climate targets. In general, certifications are planned for all new developments with a minimum standard of LEED – Gold, BREEAM – Excellent, or DGNB – Gold.

There is a risk that property appraisers will apply a "brown discount" of up to one-third of the property value for properties that are not energy-efficient (i.e. unsustainable) in the future. In addition, there is a risk that the financing costs for properties that cause higher emissions will be higher and the rents lower.

g) Risk and risk management related to financial instruments

Aside from derivative forms of financing, the most significant financial instruments used by the Group are current account and bank loans, bonds, cash and cash equivalents, and short-term deposits. The main purpose of these financial instruments is to provide funds for the Group's operations. The Group has various other financial assets and liabilities such as trade receivables and trade payables which arise directly from its operations.

The Group also occasionally enters into derivatives transactions that are intended to minimise the Group's exposure to interest rate and currency risk. The Group's risk management policies provide for a risk-oriented relationship between fixed-rate and variable-rate financial liabilities. All significant financial transactions are subject to approval by the Management Board and, when required, also approval by the Supervisory Board.

Further information on financial risk management, in particular quantitative disclosures, can be found in the notes to the consolidated financial statements in section 8.2.

Interest rate risk

The risk of fluctuations in market interest rates (usually the three-month EURIBOR for bank loans) to which the Group is exposed results primarily from its variable-rate long-term financial liabilities.

Interest rate hikes can impact the Group's result by causing higher interest expenses for existing variable-rate financing. In the case of variable-rate financing, a change in the interest rate has an immediate effect on the Company's financial result.

Warimpex limits the risk of rising interest rates that would lead to higher interest expenses and a worsening of the financial result in part through the arrangement of fixed-rate financing and in part through the use of derivative financial instruments (especially interest rate swaps). As at the reporting date, only around 25 per cent of the Group's interest-bearing financial liabilities were subject to variable interest rates, so interest rate risk is considered to be moderate for Warimpex.

Currency risk

Currency risk results primarily from financial liabilities denominated in currencies other than the functional currency. For Group companies that have the euro as their functional currency, this is primarily financial liabilities in a local or other foreign currency (such as PLN), or for foreign Group companies with the local currency as their functional currency, financial liabilities in a foreign currency (EUR). The sale of the Russian operation during the financial year eliminated the currency risks stemming from the development of the rouble.

There are no natural hedges, and the Group does not systematically use derivative financial instruments to hedge its exposure to foreign currency risk. When needed, cross currency swaps or currency forwards concluded for a maximum of one year in relation to specific future payments in foreign currencies are employed to hedge the currency risk.

Default risk

The amounts stated as assets on the face of the consolidated statement of financial position represent the maximum credit risk and default risk, since there are no general settlement agreements.

The default risk pertaining to trade receivables in the Investment Properties segment correlates to the creditworthiness of the tenants. Tenants' creditworthiness can deteriorate on a short- or medium-term basis, particularly during an economic downturn. In addition, the risk can emerge that a tenant will become insolvent or is otherwise incapable of meeting the payment obligations defined in the lease. The risk of rent default can be reduced further through targeted monitoring and proactive measures (e.g. requiring collateral, assessing tenants' creditworthiness and reputation).

The default risk associated with trade receivables can be considered moderate in the Hotels segment because receivables are generally paid either in advance or immediately on site. Longer payment terms are generally only accepted for receivables from travel agencies.

The Group is in a position to influence the default risk on loans to joint ventures or associates through its involvement in the management of the respective companies, but there are still default risks arising from operational risks.

The default risk associated with cash and short-term deposits can be considered negligible since the Group only works with financial institutions which can demonstrate sound creditworthiness. The default risk for other receivables is relatively low, as attention is paid to working with contract partners that have good credit ratings. The Group recognises impairments where necessary.

Please also see section 8.2.3. in the notes to the consolidated financial statements.

Liquidity risk

78

The Group's objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts and bank loans for project financing.

Significant fluctuations on the capital markets can hamper the raising of equity and debt capital. To limit refinancing risk, Warimpex maintains a balanced combination of equity and debt capital and of different terms for bank and capital market financing.

Liquidity risks are also minimised through a medium-term 18-month plan, an annual budget planned in monthly blocks, and revolving monthly liquidity planning. Daily liquidity management ensures that all operational obligations are met and that cash is invested optimally. Free liquidity resulting from the sale of properties is primarily used to repay operating credit lines and to finance acquisitions and the development of new projects.

Warimpex continuously monitors budget compliance and progress for development projects and maintenance work to prevent cost overruns and an associated increased outflow of liquidity.

Please also see section 8.2.4. in the notes to the consolidated financial statements.

h) Reporting on key characteristics of the internal control system and the risk management system as relevant for the accounting process

The Management Board bears overall responsibility for the Group's risk management system, while operational responsibility lies with the managers of the respective business units.

This makes the regular internal reports that are submitted to Group headquarters particularly important in ensuring that risks are recognised at an early stage so that suitable countermeasures can be taken. To this end, the operating units submit weekly and monthly reports to the Management Board with all necessary information.

The internal reports that are prepared by the subsidiaries are subjected to plausibility reviews at the Group headquarters and are compared with the planning calculations to ensure that suitable countermeasures can be taken in the event of deviations. To this end, the companies are required to submit annual budgets and medium-term plans, which must be approved by the Management Board.

The correctness of the accounts at the subsidiaries is monitored by the local management as well as by the Group holding company, particularly on the basis of the input from and the reporting to the Group accounting department. This is intended to prevent risks that lead to incomplete or erroneous financial reporting.

In addition to the measures taken under the internal control system, the annual financial statements of all operational property companies are also reviewed by external financial auditors, so the consolidated financial statements are largely based on audited local figures.

The risk management system is primarily monitored by the Management Board, and compliance with the prescribed risk management targets and methods in the preparation of quarterly and annual financial statements is ensured by the following units and individuals:

  • Management Board, especially the Chief Financial Officer
  • Group accounting department
  • Audit Committee (for annual and consolidated financial statements)

The current development of business and foreseeable opportunities and risks are discussed at regular meetings between the Management Board and local managers.

Quarterly financial statements are prepared by the Group accounting department in orientation towards IAS 34, Interim Financial Reporting, reviewed by the Chief Financial Officer, and then approved for publication by the Management Board. The annual financial statements and consolidated annual financial statements are studied by the Supervisory Board and by the Audit Committee before they are published.

DISCLOSURES PURSUANT TO § 243A AUSTRIAN COMMERCIAL CODE

The share capital of Warimpex Finanz- und Beteiligungs AG amounts to EUR 54,000,000 and is divided into 54,000,000 non-parvalue bearer shares.

The Management Board is aware of no limitations on voting rights or the transfer of shares.

The following shareholders each held interests amounting to more than 10 per cent of the Company's share capital as at the reporting date:

Georg Folian 11.5%
Bocca Privatstiftung 13.8%
Amber Privatstiftung 24.1%

The bond of Warimpex Finanz- und Beteiligungs AG as at 31 December 2024:

ISIN Outstanding amount
Bond 09/25 AT0000A23GA4 EUR 1,800,000

Treasury shares:

At the Annual General Meeting on 1 June 2023, the Management Board was authorised to purchase shares in the Company up to the maximum amount permitted by law of 10 per cent of the total capital stock within a period of 30 months after the passing of the motion. The purposes for which the purchased shares may be used were also specified. In addition to being held as treasury shares, they can be sold or given to employees of the Company or of an associate. The shares can also be used to service the convertible and/or warrant bonds or as payment for the purchase of real estate, business entities, business operations, or shares in one or more companies in Austria or abroad, or can be sold at any time on the exchange or through a public offer, and can be sold by any other legal means, including outside of the stock exchange, for a period of five years after the adoption of the resolution.

Warimpex held a total of 1,939,280 treasury shares as at 31 December 2024, which corresponds to 3.59 per cent of the capital stock.

Apart from the above, there are no further particulars that must be disclosed pursuant to § 243a Austrian Commercial Code.

Outlook

The development of the following real estate projects is currently in preparation:

  • Mogilska 31 Living, Krakow
  • Mogilska 39, Krakow
  • Chopin co-living/office project with roughly 20,600 square metres, Krakow (in planning, construction permit granted)
  • West Yard 29 in Darmstadt with roughly 12,500 square metres of space (in planning, new zoning plan approved)

Our operational focus continues to be on making preparations for construction and obtaining building permits in order to be ready to start construction at the suitable time.

Even as inflation and key interest rates are declining again, the greater difficulties in obtaining financing and the yield increases for properties, which have already led to lower property valuations, remain key issues in the real estate industry.

Based on the budget figures, the Group anticipates positive results for its ongoing operational activities in 2025. Market conditions are expected to remain challenging due to the continuing conflict in Ukraine and the declining economic growth, but Warimpex is optimally prepared to meet these challenges with its experienced and crisis-tested team. The exit from Russia has reduced the discernible geopolitical risks going forward.

In addition, the topic of sustainability is becoming an increasingly important focus. Sustainability has long been more than a peripheral topic and now shapes the thinking and actions of the majority of the population. The issues of sustainability and climate protection are gaining even more significance due to the EU Taxonomy, which contributes to the promotion of environmentally sustainable economic activities. Throughout the Group, the goal is to confirm the implementation of sustainability concepts at our properties by obtaining appropriate certifications for our property portfolio. This course will be continued in the future.

Vienna, 23 April 2025

Franz Jurkowitsch Chairman of the Management Board

Alexander Jurkowitsch Member of the Management Board

Daniel Folian Deputy Chairman of the Management Board

Florian Petrowsky Member of the Management Board

Consolidated Financial Statements

AS AT 31 DECEMBER 2024

  • 83 Consolidated Income Statement
  • 84 Consolidated Statement of Comprehensive Income
  • 85 Consolidated Statement of Financial Position
  • 86 Consolidated Statement of Cash Flows
  • 87 Consolidated Statement of Changes in Equity
  • 88 Notes to the Consolidated Financial Statements
  • 88 Corporate Information
  • 88 Information on the Business Segments
  • 90 Consolidated Segment Information
  • 92 Basis for Preparation
  • 104 Information about the Companies Included in the Consolidated Financial Statements
  • 106 Property Sales and Changes in the Scope of Consolidation
  • 109 Notes to the Consolidated Income Statement
  • 116 Notes to the Consolidated Statement of Financial Position
  • 137 Disclosures on Financial Instruments, Fair Value, and Financial Risk Management
  • 144 Other Disclosures

150 Auditor's Report

Erzsébet Offices Budapest, HU

Consolidated Income Statement

FOR THE FINANCIAL YEAR FROM 1 JANUARY TO 31 DECEMBER 2024

in EUR '000 Note 2024 2023
adjusted
Continuing operations:
Investment Properties revenues 13,172 11,702
Hotels revenues 6,061 5,701
Development and Services revenues 2,275 1,441
Revenues 6.1. 21,508 18,844
Expenses from the operation of investment properties (4,932) (3,638)
Expenses from the operation of hotels (5,124) (4,921)
Expenses directly attributable to development and services (2,183) (1,281)
Expenses directly attributable to revenues 6.2. (12,239) (9,840)
Gross income from revenues 9,270 9,005
Income from the sale of properties 3,903
Disposal of carrying amounts and expenses related to sales (3,994)
Gains or losses from the disposal of properties 5.1. (90)
Other operating income 6.3. 363 546
Administrative expenses 6.4. (7,680) (7,462)
Other expenses 6.5. (744) (561)
Earnings before interest, taxes, depreciation, amortisation, and remeasurement (EBITDA) 1,118 1,527
Scheduled depreciation and amortisation on property, plant, and equipment (1,014) (1,030)
Scheduled depreciation on right-of-use assets (381) (347)
Gains/losses on remeasurement of investment property (8,267) (1,635)
Depreciation, amortisation, and remeasurement 6.6. (9,662) (3,011)
Earnings before interest and taxes (EBIT) (8,544) (1,484)
Interest revenue 6.7. 179 175
Finance expenses 6.8. (7,822) (6,787)
Changes in foreign exchange rates 6.9. 1,613
Result from joint ventures (equity method) after taxes 7.3.4. (17) 420
Financial result (7,660) (4,579)
Earnings before taxes (16,204) (6,063)
Current income taxes 6.10. (245) (122)
Deferred income taxes 7.5. (36) 593
Taxes (281) 470
Gains or losses from continuing operations (16,485) (5,592)
Discontinued operation:
After-tax gains or losses from discontinued operation 5.2. (68,322) (18,214)
Profit or loss for the period (84,807) (23,807)
thereof profit or loss of non-controlling interests (3) (13)
thereof profit or loss of shareholders of the parent (84,804) (23,794)
Undiluted earnings per share in EUR 7.9.1. -1.63 -0.46
Diluted earnings per share in EUR 7.9.1. -1.63 -0.46

Consolidated Statement of Comprehensive Income

FOR THE FINANCIAL YEAR FROM 1 JANUARY TO 31 DECEMBER 2024

in EUR '000
Note
2024 2023
adjusted
Profit or loss for the period (84,807) (23,807)
Continuing operations:
Foreign exchange differences 209 2,280
thereof reclassified to the income statement (129)
(Deferred) taxes in other comprehensive income (11) (77)
Other comprehensive income (reclassified to profit or loss in subsequent periods)
7.9.3.
198 2,203
Gains/losses from financial assets measured at fair value through other comprehensive income
7.7.
49
Gains/losses from remeasurement in accordance with IAS 19 306 175
Other comprehensive income (not reclassified to profit or loss in subsequent periods)
7.9.3.
306 224
Other comprehensive income from continuing operations 503 2,427
Discontinued operation:
Other comprehensive income from discontinued operation 35,348 (26,873)
thereof reclassified to the income statement 38,359
Other comprehensive income
5.2.
35,852 (24,446)
Total comprehensive income for the period (48,955) (48,253)
thereof profit or loss of non-controlling interests 2 7
thereof profit or loss of shareholders of the parent (48,957) (48,260)

Consolidated Statement of Financial Position

AS AT 31 DECEMBER 2024

in EUR '000 Note 31/12/2024 31/12/2023
ASSETS
Investment properties 7.1. 209,107 323,235
Property, plant, and equipment 7.2. 15,095 33,106
Other intangible assets 4 13
Joint ventures (equity method) 7.3. 435
Other assets 7.4. 882 1,650
Deferred tax assets 7.5. 1,011
Non-current assets 225,088 359,450
Inventories 17 161
Trade and other receivables 7.6. 2,605 4,806
Cash and cash equivalents 7.8. 1,479 6,857
Current assets 4,101 11,824
TOTAL ASSETS 229,189 371,273
EQUITY AND LIABILITIES
Share capital 7.9.1. 54,000 54,000
Retained earnings 7.9.3. 20,110 104,914
Treasury shares 7.9.3. (2,991) (2,991)
Other reserves 7.9.3. 1,828 (34,019)
Equity attributable to shareholders of the parent 72,947 121,904
Non-controlling interests 134 133
Equity 73,081 122,036
Bonds 7.10.1. 9,178
Other financial liabilities 7.10.2. 117,257 179,184
Lease liabilities 7.10.3. 1,175 1,649
Other liabilities 7.11. 5,358 7,946
Provisions 7.12. 2,092 2,315
Deferred tax liabilities 7.5. 5,784 11,225
Deferred income 17
Non-current liabilities 131,666 211,517
Bonds 7.10.1. 9,461 1,870
Other financial liabilities 7.10.2. 9,551 24,818
Lease liabilities 7.10.3. 471 485
Trade and other receivables 7.13. 4,848 10,340
Provisions 7.12. 89 85
Income tax liabilities 6.10. 4 99
Deferred income 17 23
Current liabilities 24,441 37,720
Liabilities 156,108 249,237
TOTAL EQUITY AND LIABILITIES 229,189 371,273

Consolidated Statement of Cash Flows

FOR THE FINANCIAL YEAR FROM 1 JANUARY TO 31 DECEMBER 2024

in EUR '000 Note 2024 2023
Cash receipts
from letting and hotel operations 50,188 53,064
from real estate development projects and other 331 1,796
from interest income 643 733
Cash receipts from operating activities 51,161 55,592
Cash payments
for real estate development projects (86) (292)
for materials and services received (17,724) (15,114)
for personnel expenses (11,830) (9,587)
for other administrative expenses (4,120) (4,200)
for income taxes (1,535) (1,609)
Cash payments for operating activities (35,297) (30,801)
Net cash flows from operating activities 15,865 24,791
Cash receipts from
the sale of disposal groups and property 5.1. 27,311
less outflow of cash and cash equivalents from disposal groups sold 5.1. (9,714)
purchase price payments from sales in previous periods 125 125
the sale of property, plant, and equipment 17
financial assets measured at fair value through other comprehensive income 5,270
other financial assets 931 3
returns on joint ventures 536 512
Cash receipts from investing activities 19,190 5,927
Cash payments for
investments in investment property (5,856) (13,665)
investments in property, plant, and equipment (658) (1,484)
other financial assets (31) (1,063)
Payments made for investments (6,544) (16,212)
Net cash flows for investing activities 12,645 (10,285)
Cash payments for the redemption of bonds 7.10.3. (1,800) (1,800)
Cash receipts from loans and borrowing 7.10.3. 14,198 11,864
Payments for the repayment of loans and borrowing 7.10.3. (32,316) (17,451)
Payments for the payment of lease liabilities 7.10.3. (485) (304)
Paid interest (for loans and borrowing) (11,972) (12,965)
Paid interest (for bonds) (586) (636)
Paid financing expenses (217) (195)
Net cash flows from financing activities (33,178) (21,488)
Net change in cash and cash equivalents (4,668) (6,982)
Foreign exchange rate changes in cash and cash equivalents 29 54
Foreign exchange rate changes from other comprehensive income (739) (2,140)
Cash and cash equivalents as at 1 January 6,857 15,924
Cash and cash equivalents as at 31 December 1,479 6,857

Consolidated Statement of Changes in Equity

FOR THE FINANCIAL YEAR FROM 1 JANUARY TO 31 DECEMBER 2024

in EUR '000 Equity attributable to shareholders of the parent
Share
capital
Retained
earnings
Treasury
shares
Other
reserves
Total Non
controlling
interests
Total
equity
As at 1 January 2023 54,000 128,659 (2,991) (9,505) 170,164 125 170,289
Total comprehensive income
for the period
(23,746) (24,515) (48,260) 7 (48,253)
thereof profit or loss for the period (23,794) (23,794) (13) (23,807)
thereof other comprehensive income 49 (24,515) (24,466) 20 (24,446)
As at 31 December 2023 54,000 104,914 (2,991) (34,019) 121,904 133 122,036
= As at 1 January 2024 54,000 104,914 (2,991) (34,019) 121,904 133 122,036
Total comprehensive income
for the period
(84,804) 35,847 (48,957) 2 (48,955)
thereof profit or loss for the period (84,804) (84,804) (3) (84,807)
thereof other comprehensive income 35,847 35,847 5 35,852
As at 31 December 2024 54,000 20,110 (2,991) 1,828 72,947 134 73,081

Notes to the Consolidated Financial Statements

FOR THE FINANCIAL YEAR FROM 1 JANUARY TO 31 DECEMBER 2024

[01] Corporate Information

Warimpex Finanz- und Beteiligungs AG ("the Company" or "Warimpex") is registered with the Commercial Court of Vienna under the number FN 78485w. The Company's registered address is Floridsdorfer Hauptstrasse 1, A-1210 Vienna, Austria.

The audited consolidated financial statements of Warimpex Finanz- und Beteiligungs AG for the reporting year ended 31 December 2024 were authorised for release to the Supervisory Board by the Management Board on 23 April 2025. It is the duty of the Supervisory Board to review the consolidated financial statements and state whether the consolidated financial statements are approved.

The core activities of the Group encompass the construction, purchase, refurbishment, and operation of office and hotel properties in Central and Eastern Europe. Depending on the market situation and maturity, properties are sold to achieve the maximum added value.

[02] Information on the Business Segments

2.1. General

  • Reporting within the Group is based on the following reportable business segments:
  • Investment Properties
  • Hotels

• Development and Services

The business segments were defined according to the criteria in IFRS 8.5 ff. The individual segments are identified on the basis of their different products and services. The individual hotels and individual managed properties (investment properties) also represent individual business segments based on the Group's reporting structure and are consolidated under the reportable segments of Hotels and Investment Properties as appropriate in accordance with IFRS 8.12. Detailed information about this can be found in section 2.2.

Transactions between business segments contain the recharging of intragroup services and project development services at arm's length terms. Revenues from customers are allocated geographically in the segment reporting according to the place of performance.

In the discontinued operation, there were service relationships with a single customer that generated more than 10 per cent of the total Group revenues; these revenues amounted to EUR 20,516 thousand in the financial year (2023: EUR 25,223 thousand).

The internal reporting and segment reporting are completed according to the provisions of the IFRS as they have been adopted by the EU. All companies included in the consolidated financial statements are also contained in the segment information. Earnings contributions from joint ventures are reported in the item Results from joint ventures in the segment information.

2.2 Information about the individual business segments

2.2.1. Investment Properties segment

The Investment Properties segment contains the business activities, assets, and liabilities for the non-hotel properties that are currently operated by the Group. These are offices and office buildings that have comparable economic characteristics. The office properties in the reportable segment are comparable in terms of the rendered services (letting), the production processes (construction or purchase of the property, tenant adaptations), the customer groups (corporate customers), and the sales channels.

The properties were wholly owned by the Group as at the reporting date. The Investment Properties segment contains the following buildings for the reporting period:

Poland: Ogrodowa Office, Łódź; Red Tower, Łódź; Mogilska 41 Office, Krakow; Mogilska 43 Office, Krakow; Mogilska 35 Office, Krakow (from the end of 2023)

Hungary: Erzsébet Office, Budapest

The following properties in the Investment Properties segment were sold at the end of October 2024:

Russia: Zeppelin office tower, Bykovskaya multi-use building,

Jupiter 1 and 2 office towers, Avior Tower 1 – each in St. Petersburg

The associated income and expenses are contained in the result for the discontinued operation.

This segment is managed on the basis of the performance metrics according to IFRS, in particular EBITDA (earnings before financial expenses and gains/losses on remeasurement). The revenues consist primarily of rental revenue (according to IFRS 16), income from charged operating expenses (IFRS 15), and, if applicable, revenue for tenant adaptations.

2.2.2. Hotels segment

The individual hotels are combined into a single reportable segment on the basis of comparable economic characteristics. This pertains particularly to the type of products and services (lodging, food and beverages), to the production processes in the hotels, to the customer structure (business and leisure), and to the sales channels.

The resulting business segment covers all activities, assets, and liabilities that are associated with the operation of hotels. The hotels are either wholly owned by the Group or are leased (as part of a joint venture). The hotels are in the three-star superior and four-star segments. The following hotels are included in the segment information:

Germany: greet hotel, Darmstadt

Poland: InterContinental hotel, Warsaw (lease, joint venture), equity method

The following hotel was sold at the end of October 2024: Russia: Airportcity Plaza, St. Petersburg

The associated income and expenses are contained in the result for the discontinued operation.

Key figures that are typical for the sector are used to manage the hotels. These include GOP (gross operating profit, calculated according to the Uniform System of Accounts for the Lodging Industry) and NOP (net operating profit, which corresponds to the GOP less specific costs of ownership such as management fees, insurance, land tax, etc.). This is shown as gross income in the Hotels segment.

The Hotels segment is analysed according to the cost of sales method for purposes of internal Group reporting. The GOP contains all sales revenues, costs of materials and services, and personnel expenses that are directly related to the operation of the hotel. The NOP also contains the directly allocable costs of the owner.

Hotel revenue consists mainly of revenue for lodging and for food and beverages. The hotels are managed by external service providers or by Group entities. The management fee is generally calculated as a percentage of the revenues and of the GOP. The property costs include insurance and property taxes, among other expenses.

Other costs after NOP include personnel expenses for administrative staff as well as expenses of the owner of the hotel that are not directly attributable to the operation of the hotel.

2.2.3. Development and Services segment

The Development and Services segment contains development activities and other services, as well as the associated assets and liabilities including activities in the Group parent company. The revenues in this segment come either from the sale of developed properties or from development activities and services for third parties, and are subject to significant annual fluctuation. Properties operated under a different segment are reclassified into the Development and Services segment in the event of a sale.

During the reporting period, the segment assets included development properties and properties under construction in Poland and Germany. Reserve properties in St. Petersburg, Russia, were sold at the end of October 2024.

This business segment is primarily managed on the basis of sale transactions, and revenue, EBITDA, and the segment result according to IFRS are the most important metrics.

CONSOLIDATED SEGMENT INFORMATION

In "Segment overview – profit or loss for the period", the segments are presented in accordance with their breakdown in the income statement and allocated to the consolidated result. Detailed information about the individual segments in terms of their scope and management criteria is presented in section 2.

Investment
Properties
Hotels Development
and Services
Segment total
as at 31 December
in EUR '000 2024 2023 2024 2023 2024 2023 2024 2023
SEGMENT OVERVIEW –
PROFIT OR LOSS FOR THE PERIOD
Continuing operations
Revenues 13,172 11,702 6,061 5,701 2,275 1,441 21,508 18,844
Expenses directly attributable to revenues (4,932) (3,638) (5,124) (4,921) (2,183) (1,281) (12,239) (9,840)
Gross income from revenues 8,240 8,064 937 780 93 161 9,270 9,005
Gains or losses from the disposal of properties (90) (90)
Other operating income 151 114 112 411 100 22 363 546
Administrative expenses (656) (276) (107) (142) (6,917) (7,044) (7,680) (7,462)
Other expenses (644) 46 (19) (18) (82) (589) (744) (561)
Group expenses/income (1,858) (1,662) 1,858 1,662
Segment EBITDA 5,233 6,286 924 1,031 (5,039) (5,789) 1,118 1,528
Scheduled depreciation and amortisation on
property, plant, and equipment
(101) (149) (786) (757) (128) (124) (1,014) (1,030)
Scheduled depreciation on right-of-use assets (51) (40) (5) (324) (307) (381) (347)
Measurement gains 625 326 795 9,393 1,420 9,719
Measurement losses (8,180) (8,249) (1,507) (3,105) (9,687) (11,354)
Depreciation, amortisation, and remeasurement (7,707) (8,111) (791) (757) (1,164) 5,858 (9,662) (3,011)
Segment EBIT (2,474) (1,826) 133 273 (6,203) 69 (8,544) (1,483)
Finance income 1 1 179 174 179 175
Finance expenses (5,001) (4,367) (475) (451) (2,346) (1,969) (7,822) (6,787)
Changes in foreign exchange rates 1,613 1,613
Earnings from joint ventures 396 (17) 24 (17) 420
Group interest settlement (3,739) (2,691) 3,739 2,691
Financial result (8,739) (7,057) (475) (55) 1,554 2,533 (7,660) (4,579)
Earnings before taxes (11,214) (8,883) (341) 218 (4,649) 2,602 (16,204) (6,062)
Current income taxes (62) (10) (183) (112) (245) (122)
Deferred income taxes 48 1,479 (401) (84) (485) (36) 593
Income taxes (14) 1,469 (401) (267) (597) (281) 470
Gains or losses from continuing operations (11,227) (7,414) (341) (183) (4,916) 2,005 (16,485) (5,592)
Discontinued operation
Gains or losses from discontinued operation (22,121) (17,432) (2,371) 1,959 (43,830) (2,741) (68,322) (18,214)
Segment overview – profit or loss for the period (33,348) (24,847) (2,713) 1,776 (48,746) (735) (84,807) (23,806)

SEGMENT DISCLOSURES AT GROUP LEVEL (GEOGRAPHICAL)

Investment
Properties
Hotels Development
and Services
Group total
31/12/24 31/12/23 31/12/24 31/12/23 31/12/24 31/12/23 31/12/24 31/12/23
Composition of non-current assets
in accordance with IFRS 8.33
(geographic):
Austria 478 662 478 662
Poland 158,466 160,303 11,643 15,061 170,109 175,365
Russia 102,036 17,171 6,171 125,378
Germany 12,268 12,875 17,760 17,760 30,028 30,635
Hungary 23,562 24,282 29 32 23,591 24,314
Total 182,028 286,621 12,268 30,046 29,910 39,687 224,206 356,354
2024 2023 2024 2023 2024 2023 2024 2023
Composition of revenues
in accordance with IFRS 8.33
(geographic):
Austria 33 41 33 41
Poland 10,990 9,656 2,190 1,355 13,180 11,011
Germany 6,061 5,701 6,061 5,701
Hungary 2,182 2,046 53 46 2,234 2,092
Total for continuing operations 13,172 11,702 6,061 5,701 2,275 1,441 21,508 18,844
Russia (discontinued operation) 20,516 25,223 5,425 5,607 6 11 25,947 30,841
Total 33,688 36,925 11,486 11,308 2,281 1,453 47,455 49,685
Average number of employees
continuing operations
5 8 19 23 51 44 75 74
Average number of employees
discontinued operation
5 11 79 72 17 24 101 107
Average total employees 10 19 98 95 68 67 176 181

[03] Basis for Preparation

3.1. Basis for preparation of the financial statements

The consolidated financial statements of Warimpex Finanz- und Beteiligungs AG and its subsidiaries were prepared in accordance with the International Financial Reporting Standards (IFRS), as adopted by the EU. The additional requirements of § 245a (1) UGB (Austrian Commercial Code) were also met.

As a general rule, the consolidated financial statements are prepared using the (amortised) historical cost of all assets. However, investment properties, derivative financial instruments (to the extent such instruments are held), and financial assets measured at fair value through other comprehensive income are stated at fair value.

The consolidated financial statements are based on the going concern principle.

The Group's reporting currency is the euro. The consolidated financial statements are presented in full thousands of euros except where otherwise indicated. Rounding differences may arise from the addition of rounded figures.

Financial statements of the Group member companies prepared in accordance with local accounting regulations are reconciled with IFRS and uniform Group accounting guidelines by the Group's accounting department in Vienna. All companies included in the consolidated financial statements prepare their financial statements as at 31 December.

All entities that are included in the consolidated financial statements are listed in section 4.1.1.

3.2. Changes in accounting policies and regulations

3.2.1. New and amended standards and interpretations – first-time application

The following new or amended standards were required to be applied for the first time in the reporting period:

Standard/ interpretation Content/description Mandatory initial
application from
start of financial year
IAS 1 Classification of Liabilities as Current or Non-current, Deferral of Effective Date,
and Non-current Liabilities with Covenants
1/1/24
IFRS 16 Lease Liability in a Sale and Leaseback 1/1/24*
IAS 7 Supplier Finance Arrangements 1/1/24*
IFRS 7 Supplier Finance Arrangements 1/1/24*

*) These amendments to the accounting regulations did not result in any direct effects in the financial year.

• IAS 1: Classification of Liabilities as Current or Non-current, Deferral of Effective Date, and Non-current Liabilities with Covenants This amendment clarifies that the classification of liabilities as current or non-current should solely be based on rights that exist as at the reporting date or conditions that must be complied with as at the reporting date. In addition, the concept of the settlement of liabilities is defined in more detail. Settlement can refer to the transfer of cash, economic resources, or equity instruments. After the transfer of such (settlement), the liability is extinguished. Due to the COVID-19 pandemic, the mandatory – retrospective – first-time application was delayed to periods beginning on or after 1 January 2024. These clarifications are in line with the Group's accounting policies and do not lead to any changes in the consolidated financial statements apart from some instances of more detailed disclosures in the notes.

• IFRS 16: Lease Liability in a Sale and Leaseback

This amendment to IFRS 16 confirms that in the case of a sale and leaseback, the lease liability is to be taken into account initially

and variable lease payments are also to be included in the measurement of the right-of-use asset. Changes in the right-of-use asset may not be recognised through profit or loss in the subsequent measurement. The lease liability is reduced by the expected payments; the difference versus the actual payments is recognised in the income statement. This regulation may be applied in the case of future potential sale and leaseback transactions in the Group.

3.2.2. New and amended standards and interpretations – not yet applied

The following new or amended standards and interpretations were adopted by the EU after they were published by the International Accounting Standards Board (IASB) and therefore must be applied starting on the specified date:

Standard/ interpretation Content/description Mandatory initial
application from
start of financial year
IAS 21 Lack of Exchangeability 1/1/25*

The following new or amended standards and interpretations have already been published by the IASB, but have not yet been adopted by the EU:

Standard/ interpretation Content/description Mandatory initial
application from
start of financial year
IFRS 7 and 9 Changes in the classification and measurement of financial instruments 1/1/26
IFRS 7 and 9 Contracts referencing nature-dependent electricity 1/1/26
IFRS 9, 15,
and 16
Annual improvements to the IFRS – No. 11 1/1/26*
IFRS 18 Presentation and Disclosure in Financial Statements 1/1/27
IFRS 19 Subsidiaries without Public Accountability: Disclosures 1/1/27*

*) Based on the Group's current assessment, these amendments to the accounting regulations will have no impact or only a minor impact on the consolidated financial statements and are thus not discussed further. The assessment of the relevance of these amendments will be evaluated on a regular basis before the first-time application date and adapted if necessary.

Warimpex does not currently intend to apply the new or amended standards and interpretations listed above early.

• IFRS 7 and 9: Changes in the classification and measurement of financial instruments

The amendment introduces an additional test for the applicability of the SPPI ("solely payments of principal and interest") criterion for financial assets under which the contractual payment flows depend on uncertain events, for example in terms of the fulfilment of ESG criteria. It also contains clarifications on financial assets with non-recourse features, on contractually linked financial instruments, and on the derecognition of financial liabilities settled via electronic payment transactions. Additional disclosures are required in the notes for financial instruments whose payment flows are dependent on certain uncertain events that are not directly associated with a change in the credit risks or costs and that are not measured at fair value through profit or loss as well as for equity instruments that are measured at fair value through other comprehensive income. These amendments may have an effect on the consolidated financial statements in future if the corresponding transactions take place.

• IFRS 7 and 9: Contracts referencing nature-dependent electricity

The amendment is intended to improve the recognition of power purchase agreements when there are fluctuations in the power supply due to uncertain events such as weather conditions. It also contains clarifications about the application of the own use exemption. The possible hedging instruments were expanded to include contracts for electricity from nature-dependent renewable sources. Additional disclosures are required in the notes to explain the effects of such contracts. These amendments may have an effect on the consolidated financial statements in future if the corresponding transactions take place.

• IFRS 18: Presentation and Disclosure in Financial Statements

This new standard is intended to improve the comparability of the presentation of financial statements. To this end, income and expenses are to be assigned to either the operating, investing, or financing category in the income statement. The standard also stipulates mandatory subtotals that must be provided. Certain disclosure options in the income statement and statement of cash flows are being eliminated. New requirements regarding company-specific performance measures and the aggregation and disaggregation level are being added. Upon initial application, the comparative figures for the prior year must be adjusted and a reconciliation must be prepared for the income statement. The new IFRS 18 will presumably lead to changes in the presentation of the consolidated financial statements and changes to the disclosures in the notes. This will require more extensive analysis before the initial application from 1 January 2027.

3.3. Basis of consolidation

The consolidated financial statements comprise the financial statements of Warimpex Finanz- und Beteiligungs AG and its direct and indirect subsidiaries. The financial statements of the subsidiaries are prepared for the same reporting period as that of the parent company, using consistent accounting policies.

Subsidiaries are included in the consolidated financial statements by full consolidation from the acquisition date, which is the date when the Group obtains control of the subsidiary. They continue to be consolidated until the date that the Group's control of the company ceases.

Business combinations are accounted for according to the purchase method. All subsidiaries that have to be consolidated have been included in the consolidated financial statements (see section 4.1.). Joint ventures are recognised according to the equity method. For further information, please refer to section 3.5.

3.4. Important accounting judgements and estimation uncertainty

In preparing the consolidated financial statements of the Group, it is necessary to estimate figures and make assumptions which influence the recording of assets and liabilities, the presentation of other obligations as at the reporting date, and the recognition of revenues and expenses during the period. The uncertainty that is associated with these estimates can result in material changes to the values of assets or liabilities in future periods.

The most important discretionary decisions, future-related assumptions and other sources of estimation uncertainties that existed as at the reporting date and which may constitute a source of considerable risk that substantial adjustments of the carrying amounts of balance sheet items will have to be made in the subsequent financial year are explained in detail below.

3.4.1. Impact of the conflict in Ukraine and exit from Russia

The invasion of Ukraine by Russian troops in 2022 marked the beginning of an armed conflict that resulted in significant economic upheavals due to the international sanctions imposed against Russia as well as the reactions in Russia. Initially, the Group was able to continue its business activities (rental and hotel operations) in Russia relatively unimpeded through independent subsidiaries. But over time, this became increasingly challenging. The development of the rouble remained volatile in 2024, and the currency depreciated in annual comparison. The key interest rate in Russia was raised from 16 per cent to 21 per cent in multiple steps in 2024. With this in mind, the Group evaluated options for exiting Russia. Despite difficult transaction terms, all Russian subsidiaries were ultimately sold. The contracts for the sale of the companies and the associated shareholder loans to a Russian investor were signed in October 2024; the purchase price payment was received by Warimpex at the end of October 2024.

Upon receipt of the payment, the purchase agreements were economically settled from the viewpoint of the Group; based on the terms of the contracts, Warimpex was no longer able to make material business decisions. Considering the economic terms of the contractual clauses, the Group made the discretionary decision that no control was exercised any longer as at 31 October 2024 and that the Russian companies were no longer subject to consolidation from this point forward. The closing of the contract and the transfer of the shares took place in December 2024. The effects of the sale on the Group are presented in detail in sections 5.1. and 5.2.

Capital transfer restrictions were still in force in Russia during the financial year, due to which the Group still only had limited access to deposits at Russian banks given that there were monthly limits per company for transfers from Russia into the EU. Authorisation from a Russian government commission was required for the transfer of cash above this limit from Russia into the EU, as in the case of the sale of the Russian shares, and this commission also set the purchase price for the shares and loans upon request by the investor. The exit from Russia has eliminated material geopolitical uncertainties for the Group.

The Group budget shows positive EBITDA (results of operating activities before finance income, taxes, depreciation, amortisation, and remeasurement) for the 2025 financial year, even after the exit from Russia. The financial planning includes sufficient liquidity. The Management Board believes that it will continue to be possible to extend short-term financing facilities and/or that liquidity will be generated from the sale of properties in line with the business model. Thus, the Management Board is confident that the continued existence of the Group is not threatened, so the going concern principle on which the consolidated financial statements are based is still fulfilled.

3.4.2. Measurement of the fair value (IFRS 13)

The Group measures non-financial assets such as investment properties and certain financial instruments such as equity instruments and – if present – derivatives at their fair value on each reporting date. The fair value is the price that would be paid for the transfer of an asset or a liability in a transaction at arm's length terms on the reporting date. In measuring the fair value, it is assumed that the transaction will take place on the primary market or, when such a market does not exist, on the most advantageous market.

All assets and liabilities for which the fair value is measured or that are reported in the consolidated financial statements are classified according to the following fair value hierarchy:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2: Measurement methods employing inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly

Level 3: Measurement methods employing inputs other than quoted prices included within level 1 that are not observable for the asset or liability

3.4.2.1. Valuation of property

Because of the importance of properties for the Group, the value of properties is generally determined by independent external experts with appropriate professional qualifications and current experience with the location and type of the property in question using recognised appraisal methods. The experts are selected by the Chief Financial Officer in coordination with the responsible project or asset managers. In the cases where there is a binding offer to buy a property or a purchase contract for a property, this is used for the valuation. As in the prior year, this was not the case as at 31 December 2024.

The relevant material inputs for the applied valuation methods, such as interest rates/yields, market rents, outstanding investment costs, and developer's profits, are defined in coordination with the external experts as well as the asset management team and Management Board on the basis of the market conditions prevailing as at the reporting date. Due to the current macroeconomic environment, elevated interest rates/yields are prevalent as at the reporting date, as in the previous year, which resulted in corresponding measurement losses during the financial year. As things currently stand, increased uncertainty is still to be expected in the current macroeconomic and geopolitical environment.

The appraisal method used by the expert depends on the type of property. In this, developed properties that generate regular returns (hotels and office properties), properties under development, and undeveloped plots of land are treated differently.

Income-based appraisal methods (investment method or discounted cash flow method) are used to determine the fair value of developed properties. This corresponds to level 3 of the fair value hierarchy. Regardless of the appraisal method, planning uncertainties are accounted for by selecting an appropriate interest rate. Both the contracted rental revenue as at the reference date and the projected standard rental revenue after the expiration of leases are taken into account in the appraisal of office properties.

The residual value method is generally used for properties under development. For this, the fair value is first determined on the basis of the expected cash flows. The outstanding investment costs and an appropriate project profit for the developer are deducted from this. The development profit is calculated as a percentage of the outstanding investment costs, and covers the development risk, among other things.

The fair value of undeveloped properties (reserve properties) is determined using the comparative method, based on standard market prices per square metre.

The fair value determined by the experts is checked by the responsible project/asset manager with regard to the assumptions and input parameters applied by the expert as well as the changes compared with the previous valuation date and is approved for posting by the Chief Financial Officer.

Remeasurement results for investment properties:

Warimpex recognises its investment properties using the fair value model taking external appraisals into account. The remeasurement results that stem from the changes in the fair values are recognised through profit or loss.

Please see section 7.1. for information about the changes in investment properties, the valuation input parameters, and the associated sensitivity information. The gains/losses on remeasurement are shown in section 6.6.

Impairment of and reversal of impairments on hotel properties:

The Group generally recognises the hotel properties it operates itself as property, plant, and equipment and regularly reviews them for impairment. This requires the estimation of the recoverable amount. The recoverable amount is the higher of the value in use or fair value, less selling expenses. The recoverable amount of each property is determined on the basis of external appraisals.

Changes in the recoverable amount are recognised on the income statement as follows: impairments in their full amount and impairment reversals only up to the amortised cost of acquisition. The amortised cost of acquisition is the amount that would result after accounting for scheduled depreciation and amortisation without any impairment charges in prior years.

The recoverable amount depends heavily on the applied exit yield and the expected future cash inflows.

The impairment reversals and impairment charges are shown in section 6.6. Please see section 7.2. for information on the carrying amounts of these assets.

3.4.2.2. Measurement of revenues

If the Group cannot measure the fair value of recognised financial instruments using listed prices on active markets, it is determined using measurement methods including the discounted cash flow approach. The inputs used in the valuation models are based on observable market data to the greatest extent possible (level 2 of the hierarchy). If such data is not available, discretionary decisions have to be made by management (level 3 of the hierarchy). This discretion pertains to inputs such as liquidity risk, default risk, and volatility. When changes are made to the assumptions for these factors, this can have an effect on the recognised fair values of the financial instruments.

Please refer to sections 3.6. and 8.1. for further information about financial instruments and fair values.

3.4.3 Measurement of revenuesn

For the application of IFRS 15 (Revenue from Contracts with Customers), the Group made discretionary decisions for the measurement of the revenues in the Investment Properties segment pertaining to whether the Group is to be considered the principal or the agent when it comes to earnings from operating costs in connection with the letting of office space.

The Group determined that it acts as the agent with regard to the earnings from operating costs that are charged to the tenant based on consumption without a markup, such as electricity and water, and therefore recognises these earnings as transitory items, which reduce the corresponding expenses. Earnings from operating costs for which the Group acts as the principal are recognised as revenues pursuant to IFRS 15.

3.4.4. Determination of the functional currency of foreign business operations

The functional currency of subsidiaries deviates from the local currency in some cases. In most cases, the rental revenue from office properties in the Group is denominated in euros – with the exception of contracts in Russia or agreements concluded with government entities. At hotels in the EU, the revenue is also primarily denominated in euros. The goods and services required for letting out office properties and for hotel operations are paid for in part in the local currency and in part in euros. Financing throughout the Group is generally conducted in euros. Applying the discretion permitted in IAS 21.12, the euro is defined as the functional currency for the subsidiaries whose revenue is denominated in euros. The functional currency of each subsidiary is shown in the overview of subsidiaries (section 4.1.1.).

3.4.5. Recognition of deferred tax assets

Deferred tax assets are recognised for all unused tax losses to the extent that it is probable that taxable profit will be available against which the loss carryforwards of unused tax credits can be utilised. The amount of deferred tax assets is determined at the discretion of the management based on the expected time of occurrence and the amount of future taxable income as well as future tax planning strategies.

Other deferred tax assets are only shown in the statement of financial position if tax budgeting for the individual taxable entity makes it appear probable that the deferrals can actually be utilised.

Further information is provided in section 6.10. Income taxes and section 7.5. Deferred taxes (tax assets and liabilities).

3.4.6. Estimation uncertainties due to climate-related risks

Warimpex assesses climate-related risks on an ongoing basis (see section 8.2.5.). Due to the fact that the majority of the business activities are Taxonomy-eligible, the Group anticipates that no need for material carrying amount adjustments stemming from climate-related risks will arise in the foreseeable future due to the fact that current climate-related aspects are already taken into account in property valuations and no balance-sheet risks beyond this have been identified.

3.5. Joint ventures and associates

Interests are qualified as joint ventures when an agreement is in place under which the contract partners that exercise joint control over the arrangement have rights to the net assets of the arrangement.

The Group recognises its net investments in joint ventures (IFRS 11) and its interests in associates using the equity method.

The Group held no interests in associates during the financial year. The composition of and changes in the net investments in joint ventures and summarised financial information about the key joint ventures can be found in section 7.3.

3.6. Financial instruments

3.6.1. Financial assets

In accordance with IFRS 9, financial assets are classified as follows upon initial recognition:

    1. Measured at amortised cost
    1. Measured at fair value through other comprehensive income
    1. Measured at fair value through profit or loss

The classification is based on the Group's business model and the characteristics of the contractual cash flows. In each case, assets are recognised at their fair value upon initial recognition, taking the provisions of IFRS 9 into account. The transaction costs are also recognised except in the case of financial assets recognised at fair value through profit or loss.

Measured at amortised cost

Financial assets are recognised at amortised cost when the objective of the business model is to hold the asset in order to collect the contractual cash flows ("business model test") and the contractual terms give rise on specified dates to cash flows from payments of principal and interest ("cash flow characteristics test"). The objective of the Group's business model is to collect the contractual cash flows from payments of principal and in some cases interest, so the Group's financial assets are generally recognised at amortised cost. Interest revenue is to be calculated by applying the effective interest rate method to the gross carrying amount. There are exceptions for credit-impaired assets. In the event of changes in contractual cash flows that do not result in derecognition, the gross carrying amount is recalculated and the difference compared with the previous gross carrying amount is recognised as a modification gain or modification loss.

Measured at fair value through other comprehensive income

Financial assets are recognised at fair value through other comprehensive income if the asset is either

  1. an equity instrument that is not held for trading, or

  2. a debt instrument in a hold to collect and sell business model with cash flows that are solely payments of principal and interest.

IFRS 9 stipulates that debt instruments in a hold to collect and sell business model that meet the conditions of the cash flow characteristics test must be measured at fair value through other comprehensive income. Value changes are not recognised through profit or loss, but are instead initially recognised in other comprehensive income. Later reclassification to the income statement (recycling) is permitted.

Measured at fair value through profit or loss

Derivatives and debt instruments that do not meet the conditions of the business model test and cash flow characteristics test described above – and thus are not measured at amortised cost or at fair value through other comprehensive income – must be recognised at fair value through profit or loss according to IFRS 9. Value changes are recognised in the income statement.

3.6.2. Impairment of financial assets

The amount of the impairment and the recognised interest is determined in three stages in accordance with IFRS 9:

Stage 1: Expected losses in the amount of the present value of an expected 12-month loss must be measured upon initial recognition.

Stage 2: If there is a significant increase in the default risk, the risk provision must be increased to the amount of the expected full lifetime losses for the entire remaining term.

Stage 3: When there is objective evidence of impairment, interest revenue must be recognised on the basis of the net carrying amount, i.e. the carrying amount less risk provisions.

The Group applies the simplified approach for trade receivables and contract assets that do not contain a significant financing component. Under this approach, impairments must be recognised in the amount of the expected lifetime losses for the entire remaining term.

3.6.3.Financial liabilities

When recognised for the first time, financial liabilities are either categorised as financial liabilities measured at amortised cost, as financial liabilities measured at fair value through profit or loss, or as derivative financial instruments in a hedging relationship.

Upon initial recognition, financial liabilities are recognised at fair value; financial liabilities that are recognised at amortised cost are recognised at their fair value less directly allocable transaction costs upon initial recognition.

Financial liabilities measured at amortised cost:

After initial recognition, financial liabilities are recognised at amortised cost using the effective interest rate method. Gains and losses are recognised through profit or loss when the liabilities are derecognised, as well as through the amortisation process.

Financial liabilities measured at fair value through profit or loss:

The category of financial liabilities measured at fair value through profit or loss includes all derivative financial instruments with negative fair values (including separately recognised embedded derivatives) not held for hedging purposes. Gains and losses from financial liabilities that are recognised at fair value are recorded in the income statement.

Derivative financial instruments with hedging relationships:

The Group occasionally employs derivative financial instruments with hedging relationships (cash flow hedges). These serve to protect against the risk of fluctuations in cash flows associated with an asset or liability on the statement of financial position, for example loans subject to variable interest, a risk that may materialise related to a forecast transaction, or the currency risk associated with a firm off-balance-sheet commitment.

The Group did not hold any derivative financial instruments in a hedging relationship during the reporting period.

3.7. Leases

The Group as lessee:

According to IFRS 16, the Group recognises both a right-of-use asset on the assets side of the consolidated statement of financial position and the corresponding lease liability on the liabilities side for leases in which it is the lessee. There are exceptions from the recognition obligation for the capitalisation of short-term leases (with a [remaining] term of less than one year) and leases of lowvalue assets (up to roughly EUR 5,000). The Group has decided to apply these exceptions. When determining the useful life of the right-of-use asset, the Group assesses whether it is reasonably certain that an extension option will be exercised, taking into account the overall circumstances and, in particular, the economic incentives. The extension option is only taken into account when determining the useful life if it is reasonably certain that it will be exercised.

The first-time recognition of the right of use encompasses the following components: the initial measurement of the lease liability (present value of the lease payments), lease payments made before or at the beginning of the leasing arrangement, direct initial costs of the lessee, and any dismantling costs. Subsequently, the right of use is recognised at amortised cost pursuant to IAS 16 Property, Plant and Equipment and IAS 36 Impairment of Assets (see section 7.2.1.). This does not include investment properties that are measured at fair value pursuant to IAS 40 (see section 7.1.1.). The Group is party to long-term lease agreements for plots of land (perpetual annuity) in connection with investment properties. Due to the application of IFRS 16, the rights of use from these lease agreements increase the previously determined fair value of the property, while the associated lease liabilities are presented on the liabilities side.

Lease liabilities are discounted using the rate implicit in the agreement and reduced by the lease payments. Interest expenses and variable lease payments that are not part of the lease liability are recognised through profit or loss in the income statement.

The Group as lessor:

Leases under which all material risks and benefits incidental to ownership of the leased item are not transferred from the Group to the lessee are classified as operating leases. The Group has concluded leases for the commercial letting of its investment properties (primarily office properties) and classified them as operating leases. According to IFRS 16.B33, income from land tax and insurance charged to tenants was assigned to rental revenue and not revenues in accordance with IFRS 15.

The Group has not concluded any leases as a lessor that meet the requirements for classification as finance leases.

3.8. Foreign currency transactions and balances

The financial statements of foreign companies are translated into euros according to the functional currency concept. The functional currency for each entity within the Group is determined on the basis of the relevant criteria (see section 3.4.4.). The items contained in the financial statements of each entity are translated on the basis of the functional currency.

Where the transactions that are relevant in determining an entity's functional currency change, this will lead to a change in the functional currency of the respective entity. An overview of the functional currencies is presented in section 4.1.1.

Foreign currency transactions and balances:

Foreign currency transactions are translated into the functional currency by the Group member company at the valid spot rate on the date of the transaction. Monetary assets and liabilities in a foreign currency are translated into the functional currency on the reporting date using the valid spot rate on the reporting date.

When the respective local currency is not the functional currency for foreign businesses, current income and expenses are translated on the basis of monthly interim financial statements at the weighted average exchange rate for the respective month. Significant transactions are translated at the spot rate that is valid for the date of the transaction. All translation differences are recognised in profit or loss.

Non-monetary items measured at historical cost in a foreign currency are translated at the valid exchange rate on the date of the transaction.

Translation of the financial statements of the entities included in the consolidated financial statements (foreign businesses):

The assets and liabilities of the foreign subsidiaries are translated into euros at the valid rate on the reporting date. The income and expenses are translated at the spot rate on the date of the transaction, or at average rates for the purposes of simplification. All translation differences that arise are recognised in other comprehensive income. Upon disposal of a foreign entity, the deferred cumulated amount related to the particular subsidiary previously recognised in other comprehensive income is transferred to the profit or loss statement. When settling internal monetary assets and debts within the Group, the translation difference is recognised through profit or loss so far as the difference is not a translation difference from monetary items that are part of the net investment in a foreign business. These are recognised in the other comprehensive income, and are transferred from equity to the profit or loss statement in the event that the net investment is sold.

The Russian companies were eliminated from the Group as at 31 October 2024. At this time, the cumulated currency translation differences were moved from other comprehensive income into profit or loss for the period (see section 5.2.).

Exchange rates:

The exchange rates that have been applied for all items that are translated at the closing rate as at the reporting date are as follows:

31/12/2024 31/12/2023
4.273 4.348
410.09 382.78
25.185 24.725
31/10/2024 31/12/2023

Russian rouble (RUB/EUR) 108.9500 99.1919

3.9. Investment properties

The Group recognises investment properties at fair value according to IAS 40. Changes in the fair value result in measurement gains or losses that are recognised through profit or loss during the financial year.

Investment properties are classified as such when there is no intention to sell them or use them for Group purposes and they are held to generate rental revenue or value increases.

Rent incentives (e.g. rent-free periods) and the initial costs of leases are deferred in accordance with the relevant IFRS regulations and recognised through profit or loss over the term of the given lease. Such deferred items are recognised in the same way as additions to property and thus reduce the remeasurement result, while the release of these deferred items in the subsequent years increases the remeasurement result over the term. Where applicable, the value of investment properties is increased by rights of use from long-term lease agreements in connection with properties recognised in accordance with IAS 40 (see also section 3.7. on IFRS 16).

Investment properties are derecognised upon the sale of such properties or when no further continued use is possible or no future economic benefit is expected from their disposal. Gains or losses from the disposal of investment property are recognised through profit or loss at the time at which the property is disposed of or sold.

3.10. Property, plant, and equipment

Property, plant, and equipment that is eligible for depreciation is recognised at cost of acquisition or production less scheduled depreciation and impairment charges and plus any impairment reversals in accordance with IAS 16. Scheduled depreciation is applied on a straight-line basis and is calculated for the estimated useful lives of the assets. Where significant components of an item of property, plant, and equipment have different useful lives, depreciation is based on the useful lives of these components. Replacements that are capitalised are also written down over their estimated useful lives. The carrying amounts of property, plant, and equipment items are tested for impairment whenever there is evidence to indicate that the carrying amount of the asset is greater than its recoverable amount.

For accounting purposes, hotels are separated into their most significant components (land and rights equivalent to land, building fabric, heating facilities and other technical equipment, and fixtures) and depreciated individually. Please see section 7.2. in the notes for information about the useful lives.

Production costs of property, plant, and equipment developed by the Group contain direct expenses plus allocated material and production overheads. Borrowing costs are capitalised according to IAS 23 where they can be directly attributed to the project under development through specific project financing or loans from joint venture partners or shareholders, for example. These costs are also written down over the estimated useful economic lives of the respective assets.

A property, plant, and equipment item is derecognised upon its disposal or when no further economic benefit is expected from the continued use or disposal of the asset. The gains or losses associated with the derecognition of the asset are determined by calculating the difference between the net selling proceeds and the carrying amount of the asset and are recognised through profit or loss in the period in which the asset is derecognised.

3.11. Cash and cash equivalents

Cash and cash equivalents in the statement of financial position comprise cash at banks and in hand and short-term deposits with a maturity of three months or less from the time of acquisition.

3.12. Pensions and other employee benefits

Provisions for severance payments and long-term service bonuses for employees and members of the Management Board are primarily recognised for employees of Austrian Group companies, since employees in Poland, Hungary, Germany, and Russia are not entitled to similar benefits and local laws only provide for a very limited range of employee benefits.

The provisions are measured using the projected unit credit method. For this, the expected benefits to be paid are distributed according to the active time of the employee until retirement or until the last planned anniversary bonus payment. The provision amounts are determined on the reporting date by an external expert in the form of an actuarial opinion.

Actuarial valuation changes to provisions for severance benefits are recognised in other comprehensive income in the period in which they are incurred according to IAS 19. The interest component is taken into account in finance expenses. Provisions for pensions and other long-term employee benefits pertain solely to the Development and Services segment.

3.13. Revenue recognition

Income recognition in accordance with IFRS 15:

  • Pursuant to IFRS 15, revenue is recognised according to the following model:
    1. Identification of the contract with a customer
    1. Identification of the individual performance obligations in the contract
    1. Determination of the transaction price
    1. Allocation of the transaction price to the performance obligations in the contract
    1. Recognition of the revenue when the company satisfies a performance obligation (criterion: transfer of control)

The Group's revenues are recognised as follows:

Investment Properties revenues:

The revenue in this segment is primarily made up of rental revenue as well as earnings from facility management and operating costs. When negotiating leases for office space, not only the rent but also the fees for operating costs and in some cases other services are generally agreed together in the contracts with the tenants. Discretionary decisions regarding the recognition of charged operating expenses are explained in section 3.4.3.

IFRS 16 (Leases) stipulates that lease and non-lease components of a contract must be separated and the non-lease components must be recognised separately in accordance with IFRS 15. Therefore, rental revenue is recognised in accordance with IFRS 16 and other income from contracts with tenants in accordance with IFRS 15.

Hotels revenues:

Revenue in the Hotels segment consists mainly of revenue for overnight stays (lodging) and revenue from the sale of food and beverages. For these types of performance obligations, revenue is recognised at a point in time. There are no customer loyalty programmes in place in the Group that have a material impact on the timing or the amount of the revenue recognition.

Development and Services revenues

In the development segment, IFRS 15 stipulates the recognition of revenue over a period of time for properties that have already been sold but are still in development. Warimpex does not perform such services at this time. Property sales, which are generally recognised at a point in time as at the closing date, also fall under this business segment. Other customer contracts in the Development and Services segment are analysed individually according to the requirements of IFRS 15 and the revenues are recognised accordingly.

Gains from the sale of subsidiaries (IFRS 10):

Income is recognised when control of the subsidiary is lost in accordance with IAS 10.25. In the case of the sale of a subsidiary, the difference between the sale price and the net assets plus cumulated foreign currency translation differences recognised in other comprehensive income and the goodwill are recognised through profit or loss at the point that control is transferred.

3.14. Deferred taxes

Deferred income tax is provided for using the liability method on temporary differences as at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

The Group reviews the carrying amount of deferred income tax assets on each reporting date and does not recognise tax assets for which it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax assets to be utilised. Unrecognised deferred tax assets are reassessed on each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax assets to be realised.

Income tax related to items recognised either in other comprehensive income or directly in equity is not included in the profit or loss for the period.

3.15. Government assistance

The Group received government assistance in connection with the coronavirus pandemic. It is recognised in the financial statements as soon as there is an appropriate degree of certainty regarding the fulfilment of the conditions associated with the assistance and the granting of the assistance. When the conditions are met, the Group recognises the assistance in the period for which the compensation for losses or the financial support is intended. Otherwise, appropriate information is provided.

Provided that it can be assigned to a specific item, Warimpex offsets the assistance against the subsidised expenses in the income statement. Subsidies for investments initially reduce the fixed assets and are written off through profit or loss over the estimated useful lives of the respective assets. Other subsidies are recognised on the income statement under other operating income. The final settlement of the coronavirus aid received in Germany took place in accordance with the regulations in the 2024 financial year.

[04] Information about the Companies Included in the Consolidated Financial Statements

4.1. Information about consolidated subsidiaries

4.1.1. Overview of subsidiaries

The following entities were fully consolidated in these financial statements:

Included Domicile/ Voting rights share
and equity interest
Share Currency Functional Activity/
subsidiaries country direct indirect capital of capital currency* segment
in thousands
100% interests:
Grassi Hotelbeteiligungs- und -Errichtungs GmbH A-Vienna 100% 2,943 EUR EUR DS
Grassi H1 Hotelbeteiligungs GmbH A-Vienna 100% 35 EUR EUR DS
Warimpex Leasing GmbH A-Vienna 100% 500 EUR EUR DS
Boyauville Invest GmbH D-Munich 100% 25 EUR EUR H/DS
Boyauville Betriebs GmbH D-Darmstadt 100% 25 EUR EUR H
Memos GmbH D-Darmstadt 100% 25 EUR EUR DS
REVITÁL ZRt. HU-Budapest 100% 220,500 HUF HUF DS
ELSBET Kft. HU-Budapest 100% 103,000 HUF EUR IP
Warimpex Property HU 2 Kft. HU-Budapest 100% 600 HUF HUF DS
WX Office Development sp. z o.o. PL-Krakow 100% 50 PLN PLN DS
Multi Development sp. z o.o. PL-Krakow 100% 50 PLN PLN DS
→ WX Office Innovation sp. z o.o. PL-Krakow 100% 496 PLN EUR IP/DS
Memos sp. z o.o. PL-Krakow 1% 99% 5 PLN PLN DS
Mogilska Office 3 sp. z o.o. PL-Krakow 100% 5 PLN PLN DS
Mogilska Office 4 sp. z o.o. PL-Krakow 100% 5 PLN EUR DS
Stelio sp. z o.o. PL-Krakow 100% 5 PLN PLN DS
Hotel Rondo Kraków sp. z o.o. PL-Krakow 100% 39,685 PLN PLN DS
→ Kopernik Development sp. z o.o. PL-Krakow 100% 25 PLN PLN DS
Mogilska Office Development sp. z o.o. PL-Krakow 100% 7,045 PLN PLN DS
→ Limonite Company sp. z o.o. PL-Krakow 100% 8,035 PLN PLN DS
WX Office Development 2 sp. z o.o. PL-Łódź 100% 150 PLN EUR DS
WX Finance CZ s.r.o. CZ-Prague 100% 1 CZK EUR IP
→ KONTAS sp. z o.o. PL-Krakow 100% 5 PLN PLN IP
WX Financing sp. z o.o. PL-Krakow 100% 5 PLN PLN DS
Warimpex Polska sp. z o.o. PL-Warsaw 100% 2,000 PLN PLN DS
WX Management Services sp. z o.o. Prozna Development SKA1 PL-Warsaw 100% 50 PLN PLN DS
AO Avielen Parking2 RU-St. Petersburg 100% 30 RUB RUB IP
AO Atmosfera2 RU-St. Petersburg 100% 30 RUB RUB DS
OOO Fomalhaut2 RU-St. Petersburg 100% 1,000 RUB RUB DS
AO Avielen A.G.2 RU-St. Petersburg 100% 370,001 RUB RUB H/IP/DS
OOO Aval Invest2 RU-St. Petersburg 100% 1,000 RUB RUB DS
→ AO Micos2 RU-St. Petersburg 100% 43 RUB RUB IP
Non-controlling interests:
EI Invest Sp. z o.o. PL-Warsaw 81% 1,200 PLN PLN DS

Explanations:

H = Hotels segment

IP = Investment Properties segment

DS = Development and Services segment → Indirect subsidiaries with the company specified above as the parent company.

* Discretionary decisions on the functional currency are explained in section 3.4.4.

1 This company was liquidated in 2023.

2 These companies were sold in the 2024 financial year (see section 5.1.).

4.1.2. Information about subsidiaries with non-controlling interests

Overview of non-controlling interests:

and capital share
non-controlling interests
Voting rights Profit/loss attributable
to non-controlling
interests
Total
non-controlling
interests
Company Domicile/country 31/12/24 31/12/23 2024 2023 31/12/24 31/12/23
EI Invest Sp. z o.o. PL-Warsaw 19% 19% (3) (13) 134 133

4.1.3. Other disclosures

Nature and extent of material restrictions in connection with subsidiaries:

In some cases, subsidiaries are subject to contractual restrictions on the use of assets and the payment of interest and dividends to shareholders and on the repayment of shareholder loans based on existing credit agreements. For information on the granting of mortgage collateral to lenders, please see the information about the carrying amounts of the assets in question in section 7.1. Investment properties and section 7.2. Property, plant, and equipment. Restrictions related to Russian subsidiaries are explained in section 3.4.1.

There are no restrictions based on protection rights of non-controlling interests in the Group.

[05] Property Sales and Changes in the Scope of Consolidation

5.1. Sale of properties and companies

An undeveloped reserve property in Białystok was sold in July 2024 by way of an asset deal.

In October 2024, the Group sold all of its shares in its Russian subsidiaries along with associated shareholder loans. The purchase price was determined by the competent Russian government commission in September 2024. The contract was economically settled by receipt of the purchase price on 31 October 2024. In consideration of the full circumstances, in particular due to the contractually agreed limitations on the exercise of ownership rights, Warimpex made the discretionary decision that the Group no longer exercised control over the Russian companies as at this reference date (see section 3.4.1.). The closing of the contract and the transfer of the shares took place in December 2024.

The following Russian companies were eliminated from the Group as at 31 October 2024:

  • AO Atmosfera, St. Petersburg (Avior Tower Office)
  • OOO Aval Invest (Micos holding)
  • AO Avielen A.G. (Airportcity Plaza hotel, Zeppelin Office, Micos holding)
  • AO Avielen Parking, St. Petersburg (Bykovskaya multi-use building)
  • OOO Fomalhaut (internal Group management)
  • AO Micos (Jupiter Offices)

Effects of property/interest sales on the consolidated financial statements as at 31 December 2024:

Consolidated statement of financial position: Assets Equity and
liabilities
Non-current assets and disposal groups held for sale (IFRS 5):
Investment properties and tangible assets (76,986)
Other receivables (1,244)
Cash and cash equivalents (9,714)
Currency reserve (recycling) (38,359)
Liabilities related to non-current assets and disposal groups held for sale (IFRS 5)
Interest-bearing financial liabilities 52,488
Other current liabilities 5,485
Other non-current liabilities 2,537
Deferred tax liabilities 218
(87,944) 22,369
Carrying amount of the disposed net assets (65,574)
Consolidated income statement: 2024 2024
Continuing operations:
Agreed (net) purchase price for the properties 3,903
Carrying amount of the proportionate net assets of the sold property (3,922)
Directly allocable expenses in connection with the sale of interests and properties (72)
Net result from continuing operations (90)
Discontinued operation:
Agreed (net) purchase price for shares and loans 23,480
Carrying amount of the proportionate net assets of the sold properties/companies (61,653)
thereof recycling currency reserve (38,359)
Net result from discontinued operation (38,173)
Total net result (38,263)
Consolidated cash flow: 2024
Agreed (net) purchase price for the properties 3,903
Agreed (net) purchase price for the properties 3,903
Agreed (net) purchase price for shares and shareholder loans 23,480
27,383
less directly allocable cash payments (72)
less outflow of cash and cash equivalents (9,714)
Cash flow 17,598

5.2. Information about the discontinued operation in Russia

In accordance with the provisions of IFRS 5 for discontinued geographical operations, the results from continuing operations were presented separately from those for the discontinued operation in the income statement and statement of comprehensive income for the financial year and the previous year. The result from the discontinued operation also includes the result from the sale of the Russian companies in the financial year (see section 5.1.) and breaks down as follows:

Income statement (discontinued operation) 1–10/2024 2023
Revenues 25,947 30,841
Expenses directly attributable to revenues (6,054) (7,270)
Gross income from revenues 19,893 23,571
Proceeds from the sale of interests and properties 23,480
Disposal of carrying amounts and expenses related to sales (61,653)
thereof reclassification to currency reserve (38,359)
Gains or losses from the disposal of interests and properties (38,173)
Other operating income 156 304
Administrative expenses (3,738) (2,912)
Other expenses (145) (874)
Results of operating activities before financial result,
taxes, depreciation, amortisation, and remeasurement (EBITDA) (22,006) 20,089
Depreciation, amortisation, and remeasurement (44,912) (35,432)
Earnings before interest and taxes (EBIT) (66,918) (15,342)
Financial result (4,476) (5,916)
Earnings before taxes (71,394) (21,258)
Taxes 3,072 3,044
Profit or loss for the period from discontinued operation (68,322) (18,214)

No income taxes were applicable to the sale of the assets/disposal groups in accordance with IFRS 5.30 (b).

Undiluted = diluted earnings (discontinued operation)

per share in EUR (see section 7.9.1.) (1.31) (0.35)

Statement of comprehensive income (discontinued operation) 1–10/2024 2023
Gains or losses from discontinued operations (68,322) (18,214)
Foreign exchange differences 35,348 (29,820)
thereof reclassified to the income statement 38,359
Other comprehensive income from discontinued operation 35,348 (29,820)
Total comprehensive income for the period from discontinued operation (32,974) (48,035)

The profit or loss for the period and the other comprehensive income from the discontinued operation is allocated entirely to the shareholders of the Group.

Statement of cash flows (discontinued operation) 1–10/2024 2023
Net cash flows from operating activities 17,195 22,058
Net cash flows for investing activities 14,279 (2,479)
thereof proceeds from the sale of disposal groups 23,480
thereof outflow of cash and cash equivalents from disposal groups sold (9,714)
Net cash flows from financing activities (8,026) (12,612)
Net change in cash and cash equivalents of the discontinued operation 23,448 6,968

5.3. Disposal of shares and property in the previous year

No transactions related to fully consolidated properties or companies took place during the 2023 financial year. At the end of 2023, the 9.88 per cent stake in the company holding Palais Hansen in Vienna was sold. For further information, please refer to section 7.7. in the notes for the previous year.

[06] Notes to the Consolidated Income Statement

The following information for the income statement pertains to the continuing operations. The figures for the previous year were adjusted accordingly and contain no income or expenses from the discontinued operation. For more information about the discontinued operation, see section 5.2.

6.1. Revenues

The revenues are broken down according to the business segments of the Group.

The following table breaks revenues down into revenues according to IFRS 15 and other revenues:

Investment Development
Properties Hotels and Services Total
Geographical composition in 2023:
Poland 1,583 1,355 2,938
Germany 4,522 4,522
Hungary 282 46 328
Austria 41 41
Revenues according to IFRS 15 1,865 4,522 1,441 7,829
Poland 8,074 8,074
Germany 1,179 1,179
Hungary 1,763 1,763
Revenues according to IFRS 16
(rental revenue)
9,837 1,179 11,016
Total revenues 11,702 5,701 1,441 18,844
Geographical composition in 2024:
Poland 1,884 2,190 4,074
Germany 5,321 5,321
Hungary 312 53 364
Austria 33 33
Revenues according to IFRS 15 2,196 5,321 2,275 9,792
Poland 9,106 9,106
Germany 741 741
Hungary 1,870 1,870
Revenues according to IFRS 16
(rental revenue)
10,976 741 11,717
Total revenues 13,172 6,061 2,275 21,508

The revenue in the Development and Services segment includes revenue with joint ventures in the amount of EUR 15 thousand (2023: EUR 20 thousand).

6.2. Expenses directly attributable to revenues

2024 2023
Composition of direct Investment Properties expenses:
Expenses for materials and services rendered (3,571) (2,395)
Personnel expenses (181) (274)
Other expenses (1,179) (968)
(4,932) (3,638)
2024 2023
Composition of direct Hotels expenses:
Expenses for materials and services rendered (3,728) (3,600)
Personnel expenses (1,192) (1,112)
Other expenses (204) (209)
(5,124) (4,921)
2024 2023
Composition of direct Development and Services expenses:
Expenses for materials and services rendered (2,099) (1,206)
Personnel expenses (84) (75)
(2,183) (1,281)

6.3. Other operating income

2024 2023
Composition:
Coronavirus aid (final settlement) 100
Sale of property, plant, and equipment 171
Sundry 263 375
363 546

The sundry other income contains settlement payments, partial payments made by tenants, and the release of deferred items. The sundry other income in the previous year consisted primarily of settlement payments relating to the early termination of leases.

6.4. Administrative expenses

2024 2023
Composition:
Other personnel expenses (5,481) (5,078)
Other administrative expenses (2,199) (2,384)
(7,680) (7,462)

The individual components of the administrative expenses are explained in sections 6.4.1. and 6.4.2.

6.4.1. Other personnel expenses

2024 2023
Composition:
Wages and salaries (5,523) (5,283)
Ancillary wage and salary costs (1,102) (892)
Expenses/income related to holiday, severance, pension, and anniversary bonus benefits (313) (363)
(6,938) (6,539)
Less personnel expenses directly attributable to revenues 1,457 1,461
Other personnel expenses (5,481) (5,078)

During the reporting period, the Group had an average of 75 (2023: 74) employees in the continuing operations.

Please see section 9.3.2.3. for information about directors' remuneration.

6.4.2. Other administrative expenses

2024 2023
Composition:
Administrative expenses (1,113) (1,146)
Legal and consulting expenses (570) (679)
Supervisory Board remuneration (179) (180)
Other administration-related expenses (337) (379)
(2,199) (2,384)

Fees were paid to the Group financial auditor, Ernst & Young Wirtschaftsprüfungs GmbH, Vienna, for the financial year as follows: EUR 133 thousand (2023: EUR 129 thousand) for auditing services, and no fees (2023: EUR 19 thousand) for other services.

The remuneration of the Supervisory Board is explained in detail in section 9.3.2.4.

6.5. Other expenses

2024 2023
Composition:
Property costs (1,399) (1,191)
Public relations, stock exchange listing, and sales (458) (349)
Non-deductible input taxes (19) (30)
Foreign exchange differences (45) 135
Rental expenses for short-term leases (19) (15)
Rental expenses for low-value assets (39) (32)
Sundry other expenses (158) (288)
(2,138) (1,770)
Less administrative expenses directly attributable to revenues 1,394 1,209
Other expenses (744) (561)

Property costs consist of owner expenses such as maintenance, insurance premiums, and property taxes.

6.6. Depreciation, amortisation, and remeasurement

2024 2023
Composition:
Scheduled depreciation and amortisation on property, plant, and equipment (1,014) (1,030)
Scheduled depreciation on right-of-use assets (381) (347)
Measurement gains (from investment properties) 1,420 9,719
Measurement losses (from investment properties) (9,687) (11,354)
(9,662) (3,011)

The scheduled depreciation, impairments, and impairment reversals pertain to the property, plant, and equipment (primarily hotel properties) that are recognised at amortised cost according to IAS 16. Measurement gains and losses result from the changes in the fair values of the investment properties, which are recognised at fair value according to IAS 40.

External appraisals were obtained for hotel properties on the reporting date (see section 3.4.2.1.). These valuations are based on assumptions about the future development of earnings that reflect the prevailing market conditions on the reporting date.

Gains/losses on remeasurement of investment property:

The measurement gains in the Investment Properties segment pertain to a property in Łódź due to higher expected future income, and in the Development and Services segment to the reserve property in Białystok that was sold during the financial year. Measurement losses had to be recognised for the other properties due above all to higher yields and higher costs (energy, fit-out) and lower income growth in a volatile market environment.

In the previous year, measurement gains were seen in the development segment from the completion of Mogilska 35 Office in Krakow and due to the new zoning plan for the properties in Darmstadt. The measurement losses in the previous year pertained to developed and development properties due to the higher yields in Poland and Hungary.

6.7. Interest income

2024 2023
Composition:
Interest received from loans to joint ventures 166 162
Other interest received 13 13
179 175

The interest received from joint ventures pertains to the operating company of the InterContinental hotel in Warsaw.

6.8. Finance expenses

2024 2023
Composition:
Loan interest (6,539) (5,565)
Other finance expenses (510) (436)
Interest on bonds (569) (621)
Interest on lease liabilities (81) (87)
Interest on loans from minority shareholders (15) (20)
Interest paid to related parties (57)
Other (52) (58)
(7,822) (6,787)

Please see section 7.10.4. for information about the terms for interest-bearing financial liabilities. The other finance expenses include lending commitment fees and transaction costs, costs from the assumption of financial liabilities, and other loan-related costs distributed over the respective terms using the effective interest rate method.

6.9. Foreign exchange rate changes in the financial result

2024 2023
Composition:
Changes in foreign exchange rates from EUR financing (deviating functional currency) 1,613
1,613

The changes in foreign exchange rates from EUR financing in the previous year stem from the currency translation of a project loan of a Polish subsidiary, for which the functional currency was still the local currency and the financing is denominated in euros.

The translation differences of foreign currencies pursuant to IAS 21 totalled minus EUR 45 thousand (2023: EUR 1,748 thousand) in the reporting period. This amount consists of operating translation differences in the amount of minus EUR 45 thousand (2023: EUR 135 thousand), which are contained in other expenses, and the translation differences in the financial result in the previous year.

6.10. Income taxes

A reconciliation between income tax expense and the product of the profit or loss for the period multiplied by the Group's domestic tax rate of 23 per cent in the financial year and 24 per cent in the previous year (valid corporate income tax rates in Austria) is as follows:

Reconciliation of tax expenses: 2024 2023
Consolidated income statement
Group earnings before taxes (16,204) (6,063)
Group earnings before income tax x 23% tax rate (2023: 24%) 3,727 1,455
± Other foreign tax rates (1,447) (23)
± Effects of tax-exempt results 1,172 981
± Permanent differences (606) (453)
± Expired loss carryforwards (128) (39)
± Effects of changes in the previous year (1)
± Use of previously unrecognised tax assets 67 11
± Unused temporary differences and loss carryforwards (2,326) (1,931)
± Foreign withholding taxes and minimum corporate income taxes (178) (114)
± Effects of exchange rate fluctuations (561) 583
Taxes according to the income statement (281) 470
Effective tax rate -1.73% 7.76%
Consolidated statement of comprehensive income
± Effects of exchange rate fluctuations (11) (77)
Taxes in other comprehensive income (11) (77)

Of the income taxes incurred during the reporting period, an amount of EUR 0 thousand pertains to the prior year (excluding deferred taxes; 2023: minus EUR 5 thousand). In addition, there were effects due to changes in the prior year in Poland as a result of a change in the interpretation of tax regulations.

In both the reporting period and the prior periods, no deferred tax liabilities were recognised for unremitted earnings of subsidiaries, since intragroup dividend distributions within the European Union are not taxed.

Deferred tax assets and liabilities are recognised for temporary differences associated with joint ventures and applied to the extent that these differences result in tax liability. Deferred tax assets and liabilities are recognised for all temporary differences associated with interests in subsidiaries within the scope of the outside basis differences.

The Group has loss carryforwards of EUR 114,692 thousand (2023: EUR 181,077 thousand) at its disposal. Of these tax loss carryforwards, EUR 33,148 thousand (2023: EUR 65,364 thousand) are offset against deferred tax liabilities; deferred taxes were recognised for tax loss carryforwards in the amount of EUR 0 thousand (2023: EUR 5,054 thousand) because these will be offset against taxable profits in the foreseeable future.

114,692
in Germany (can be carried forward indefinitely, tax rate 15.83% or 31.89%) 11,193
in Austria (can be carried forward indefinitely, tax rate 23%) 62,920
in Czechia (can be carried forward for 5 years, tax rate 21%) 631
in Hungary (can be carried forward for 5 years or until 2030 if they originated before 2015, tax rate 9%) 138
in Poland (can be carried forward for 5 years, tax rate 9–19%, 15% for SMEs) 39,811
The tax loss carryforwards originated:

Recognised loss carryforwards in the amount of EUR 7,722 thousand will expire in the coming financial year. If these cannot be offset against taxable income in the coming financial year, the associated tax expenses will amount to EUR 1,466 thousand in the coming financial year.

No deferred tax claims were recognised for tax loss carryforwards in the amount of EUR 81,544 thousand (2023: EUR 110,658 thousand) because they may not be used against the taxable profits of other companies in the Group and arose in subsidiaries that have been generating losses for some time already.

No deferred taxes were recognised for deferred tax assets according to IAS 12.44 (outside basis differences) in the amount of EUR 30,067 thousand (2023: EUR 105,862 thousand) because the temporary differences are not expected to reverse in the foreseeable future.

No deferred taxes were recognised for deferred tax liabilities according to IAS 12.39 (outside basis differences) in the amount of EUR 16,214 thousand (2023: EUR 46,521 thousand) because the temporary differences are not expected to reverse in the foreseeable future, as this reversal is within the parent company's sphere of influence.

[07] Notes to the Consolidated Statement of Financial Position

7.1. Investment properties

The Group measures investment properties at their fair value.

7.1.1. Changes in and composition of investment properties

Developed
properties
Development
properties
Total
Changes in 2023:
Carrying amounts at 1 January 336,835 32,528 19,100 388,463
Additions/investments 1,925 11,557 904 14,386
Capitalised borrowing costs 575 575
Reclassification after completion 34,960 (34,960)
Disposals (436) (436)
Net measurement result (44,465) 3,559 2,593 (38,313)
Exchange adjustments (42,283) 2,587 (1,744) (41,440)
Carrying amounts at 31 December 286,536 15,846 20,853 323,235
Changes in 2024:
Carrying amounts at 1 January 286,536 15,846 20,853 323,235
Additions/investments 5,537 993 105 6,635
Reclassification of development property (4,494) 4,494
Disposals (516) (516)
Reclassification according to IFRS 5 (held for sale) (58,424) (3,941) (4,186) (66,551)
Net measurement result (47,276) (344) (2,168) (49,789)
Exchange adjustments (3,843) 174 (239) (3,908)
Carrying amounts at 31 December 182,014 8,234 18,859 209,107

The investments in the developed properties segment consisted primarily of tenant adaptations at Mogilska 35 Office in Krakow, which was opened at the end of 2023. The Russian properties that were later sold were reclassified to disposal groups held for sale pursuant to IFRS 5 during the year (see also section 5). The net valuation result contains remeasurement results from the continuing operations (see section 6.6.) and discontinued operation (see item 5.2.).

The developed properties contain right-of-use assets in the amount of EUR 801 thousand (2023: EUR 931 thousand); the development properties contain no right-of-use assets (2023: EUR 46 thousand). As in the previous year, there were no additions to the right-of-use assets pertaining to investment properties during the reporting period. As in the prior year, no subsequent purchase costs were incurred during the reporting period.

The borrowing costs capitalised in the previous year were based on a borrowing cost rate of 3.5 per cent.

In the previous year, the investments in the development property segment primarily pertained to Mogilska 35 Office in Krakow, which was reclassified to the developed properties after being completed.

7.1.2. Result from investment properties

2024 2023
Rental revenue 10,976 9,837
Income from charged operating expenses and other services 2,196 1,865
less direct operating expenses (4,932) (3,638)
Net rental income 8,240 8,064

During the reporting period, material operating expenses that can be directly attributed to the investment properties and for which no rental revenue was generated amounted to EUR 399 thousand (2023: EUR 280 thousand).

7.1.3. Information on fair value, material inputs, and sensitivity

The carrying amounts of the investment properties correspond to their fair values. The properties are generally assessed every six months by external property appraisers applying level 3 of the fair value hierarchy, i.e. using non-observable inputs (see also the information on discretionary decisions in section 3.4.2.1.).

The valuation method and the measurement parameters (inputs) depend on the respective development stage of the property. In this, the Group differentiates between developed properties, development properties, and reserve properties.

The inputs presented below can influence each other. In particular, rising rents and falling yields (interest rates) increase the market value while falling rents and rising yields have a detrimental effect on the market value.

Developed properties:

Developed properties are valued based on the income they generate using the investment or DCF method.

2024 2023
Material inputs Range Weighted
average
Range Weighted
average
Exit/reversion yield 7.0%–12.9% 8.4% 6.8%–14.2% 9.6%
Discount/equivalent yield 6.1%–9.0% 7.0% 6.1%–17.7% 11.8%
Estimated rent value (ERV)/m²/month in EUR 10.3–18.0 14.1 10–39.8 18.7

A change in the indicated inputs would result in the following changes in the fair values:

Sensitivity analysis 2023
Change in the exit/ Change in the estimated rent value
reversion yield by basis points -10% -5% 0% +5% +10%
-100 bp 6% 4% 2% 1% 1%
-50 bp 5% 3% 1% 0% -1%
0 bp 5% 2% 0% -2% -3%
50 bp 5% 2% -1% -3% -4%
100 bp 5% 2% -1% -3% -5%
Sensitivity analysis 2024
Change in the exit/ Change in the estimated rent value
reversion yield by basis points -10% -5% 0% +5% +10%
-100 bp 17% 9% 3% -3% -8%
-50 bp 16% 8% 1% -5% -10%
0 bp 15% 7% 0% -6% -11%
50 bp 15% 6% -1% -7% -12%
100 bp 14% 6% -1% -8% -13%

Development properties:

Development properties are valued based on the income they generate using the residual value method.

2024 2023
Material inputs Range Weighted
average
Range Weighted
average
Exit yield 5.5%–6.4% 6.2% 6.4–7.5% 7.0%
Estimated rent value (ERV)/m²/month in EUR 16.4–22.5 18.0 13.5–21.9 13.0
Outstanding construction and development costs/m² in EUR 2,191–3,393 2,506 1,629–2,760 1,941
Developer's profit 20%–40% 25% 20% 20%

A change in the indicated inputs would result in the following changes in the fair values:

Sensitivity analysis 2023
Change in the exit Change in the estimated rent value
yield by basis points -10% -5% 0% +5% +10%
-100 bp 10% 14% 18% 22% 25%
-50 bp 1% 5% 8% 12% 15%
0 bp -6% -3% 0% 3% 6%
50 bp -13% -10% -7% -4% -1%
100 bp -19% -16% -13% -11% -8%
Sensitivity analysis 2024
Change in the exit Change in the estimated rent value
yield by basis points -10% -5% 0% +5% +10%
-100 bp 10% 16% 21% 26% 31%
-50 bp 0% 5% 9% 14% 19%
0 bp -9% -4% 0% 4% 9%
50 bp -16% -12% -8% -4% 0%
100 bp -22% -18% -15% -11% -7%
Sensitivity analysis 2023
Change in the developer's profit Change in the outstanding construction and development costs
in percentage points -10% -5% 0% +5% +10%
-10% 217% 169% 121% 73% 24%
-5% 161% 111% 60% 10% -40%
0% 105% 53% 0% -53% -105%
5% 49% -6% -60% -115% -170%
10% -7% -64% -121% -178% -235%
Sensitivity analysis 2024
Change in the developer's profit Change in the outstanding construction and development costs
in percentage points -10% -5% 0% +5% +10%
-10% 158% 121% 85% 48% 12%
-5% 119% 81% 42% 4% -34%
0% 80% 40% 0% -40% -79%
5% 40% -1% -42% -84% -125%
10% 1% -42% -85% -128% -171%

Reserve properties:

The reserve properties are valued based on their market prices using the comparative method.

2024 2023
Material inputs Range Weighted
average
Range Weighted
average
Market price/m² area in EUR 1,086–2,111 1,349 94–1,547 464
Sensitivity analysis Change in the result
before taxes
Change of assumption 2024 2023
Market price/m² area +10% 1,884 1,883
Market price/m² area +5% 942 942
Market price/m² area -5% -942 -942
Market price/m² area -10% -1,884 -1,883

7.2. Property, plant, and equipment

7.2.1. Changes in and composition of property, plant, and equipment

Hotels Right
of-use assets
Other
property, plant,
and equipment
Total
Changes in 2023:
Carrying amounts at 1 January 33,362 896 2,149 36,408
Additions 1,034 317 397 1,748
Disposals (188) (5) (16) (209)
Scheduled depreciation and amortisation (1,439) (368) (412) (2,218)
Impairment charges (553) (553)
Impairment reversals 2,675 2,675
Exchange adjustments (4,859) (6) 120 (4,745)
Carrying amounts at 31 December 30,033 835 2,238 33,106
Composition as at 31/12/2023:
Acquisition or production cost 49,087 1,323 3,741 54,151
Cumulated write-downs (19,054) (488) (1,502) (21,045)
30,033 835 2,238 33,106
thereof pledged as senior collateral for interest-bearing loans (see section 7.10.3.) 30,867
Other
Hotels Right
of-use assets
property, plant,
and equipment
Total
Changes in 2024:
Carrying amounts at 1 January 30,033 835 2,238 33,106
Additions 487 190 167 845
Disposals (1) (18) (19)
Reclassification according to IFRS 5 (held for sale) (13,282) (13,282)
Scheduled depreciation and amortisation (1,384) (376) (229) (1,989)
Impairment charges (2,787) (2,787)
Exchange adjustments (802) (9) 33 (778)
Carrying amounts at 31 December 12,264 640 2,191 15,095
Composition as at 31/12/2024:
Acquisition or production cost 15,840 988 3,772 20,600
Cumulated write-downs (3,576) (348) (1,581) (5,505)
12,264 640 2,191 15,095
thereof pledged as senior collateral for interest-bearing loans (see section 7.10.3.) 12,904

The hotels are recognised at the amortised cost of acquisition or production in accordance with the IFRS provisions.

The Group's uniform estimates for the assets' useful lives are applied as follows:

2024 2023
Buildings (including finance leasing) 60 years 60 years
Hotel technical facilities 15 years 15 years
Hotel fixtures 7 years 7 years
Furniture and office equipment 7 years 7 years
Plant 20 years 20 years

The useful life of the right-of-use assets is oriented towards the contractual minimum lease term as well as any extension options, provided the likelihood that they will be exercised is deemed to be sufficiently high.

The costs of acquisition and production of the hotels are broken down into building fabric, building technical systems, and fixtures and written down over the respective useful lives pursuant to IAS 16.43 (component approach).

The additions to the hotels pertain to the hotels in Darmstadt and St. Petersburg. The Russian assets, especially Hotel Airportcity Plaza, that were later sold were reclassified to disposal groups held for sale pursuant to IFRS 5 during the year (see also section 5).

Further information on the impairments and impairment reversals on property, plant, and equipment is provided in section 6.6.

7.2.2. Material inputs and sensitivity information

The amortised costs of the remaining hotel property are assessed on the basis of external appraisals to determine any impairment or the need for impairment reversal. The inputs used for this and the possible effects of changes in the most important inputs on earnings before taxes are shown below.

Hotels:
2024 2023
Weighted Weighted
Material inputs Range average Range average
Exit yield 8.0% 8.0% 8–11% 9.4%
Discount rate 10.3% 10.3% 10.25–15% 12.5%
Expected cash flows (year one) in EUR '000/room 1.1 1.1 1.8–4.7 3.2
Sensitivity analysis Change in the result
before taxes
Change of assumption 2024 2023
Exit yield +50 basis points -500
Exit yield -50 basis points 520
Discount rate +50 basis points -278
Discount rate -50 basis points 304
Expected cash flows (year one) +5% 863
Expected cash flows (year one) -5% -863

7.3. Joint ventures (equity method)

7.3.1. Overview of joint ventures

The consolidated financial statements include the following companies that were recognised using the equity method in the reporting period and in the prior year:

Company Domicile/country Voting rights
and capital
share
Capital
stock
Currency
of capital
Functional
currency
Segment
in thousands
Sienna Hotel Sp. z o.o. PL-Warsaw 50% 81,930 PLN EUR H
UBX 1 Objekt Berlin Ges.m.b.H. iL D-Munich 50% 25 EUR EUR DS

The company UBX 1 Objekt Berlin Ges.m.b.H. iL was liquidated in the 2024 financial year.

7.3.2. Financial information about material joint ventures

The following information corresponds to the amounts in the IFRS annual financial statements of the joint ventures.

Sienna Hotel Sp. z o.o.
31/12/24 31/12/23
Summary balance sheet:
Non-current assets 87,215 84,358
Current assets 4,065 4,075
Total assets 91,280 88,433
thereof cash and cash equivalents 2,491 1,252
Equity (7,059) (6,003)
thereof capital reduction (868)
Non-current liabilities 90,544 87,570
Current liabilities 7,795 6,866
Total equity and liabilities 91,280 88,433
thereof non-current financial liabilities (IFRS 12) 90,544 87,570
thereof current financial liabilities (IFRS 12) 3,478 2,538
2024 2023
Summary income statement:
Income 29,395 27,621
Expenses including remeasurement result (30,451) (29,651)
Profit or loss for the period (1,056) (2,030)
Total comprehensive income (1,056) (2,030)
Included in the profit or loss for the period:
Scheduled depreciation and amortisation (6,023) (5,713)
Interest income 18 32
Interest expenses (3,624) (3,460)
31/12/24 31/12/23
Reconciliation to carrying amount of the interest:
Net assets (7,059) (6,003)
Group interest 50% 50%
Proportionate net assets (3,530) (3,002)
Unrecognised cumulated losses 3,530 3,002
Net investment (carrying amount)

7.3.3. Information on joint ventures

Sienna Hotel Sp. z o.o. (formerly Lanzarota Investments Sp. z o.o. Sienna Hotel S.K.A.) leases the InterContinental hotel in Warsaw under an operating lease and runs the establishment.

7.3.4. Composition and development of joint ventures

Capital
shares Loans Total
Composition as at 31/12/2023:
Net investments 1,513 1,513
Cumulated earnings allocation (profit or loss for the period) (1,078) (1,078)
435 435
Composition as at 31/12/2024:
Net investments 963 963
Cumulated earnings allocations (profit or loss for the period) (963) (963)

The net investments include shares in the joint ventures and loans extended to joint ventures that are not planned or likely to be repaid in the foreseeable future. Proportionate gains and losses are recognised as allocated results when they are covered by the net investment. Any impairment according to IAS 28.40 is also taken into account.

2024 2023
Development:
Carrying amounts at 1 January 435 410
Disposals (439) (396)
Earnings allocation from profit/loss for the period 5 420
Carrying amounts at 31 December 435

7.3.5. Other information about joint ventures

The following table contains summarised financial information about the net investments in joint ventures. The amounts are adjusted for the Group's share.

31/12/24 31/12/23
Share of the assets and liabilities:
Non-current assets 40,077 38,608
Current assets 2,032 2,051
Assets 42,109 40,659
Proportionate equity (3,530) (2,567)
Non-current liabilities 41,741 39,763
Current liabilities 3,898 3,463
Equity and liabilities 42,109 40,659
31/12/24 31/12/23
Reconciliation to carrying amount:
Share of net assets (3,530) (2,567)
Surplus relating to joint venture partners 38 38
Unrecognised cumulated losses 3,492 2,964
Net investment in joint ventures (carrying amount) 435

The unrecognised losses from joint ventures amount to EUR 490 thousand for the financial year (2023: EUR 1,411 thousand). The unrecognised cumulated losses are listed in the table above.

31/12/24 31/12/23
Aggregated disclosures about joint ventures that are individually immaterial:
Net investment in joint ventures (carrying amount) 435
Group share of profit or loss for the period 5 24
Group share of net result for the period 5 24

Risks associated with shares in joint ventures:

The guarantees and bonds entered into in connection with joint ventures are explained in section 9.1.3.

7.4. Other assets

31/12/24 31/12/23
Composition non-current:
Advance payments made 11
Restricted accounts pledged as collateral 763 745
Non-current receivables from tax authorities 658
Non-current purchase price claims 118 235
Other non-current financial assets 1 1
882 1,650

The remaining financial assets listed above are neither overdue nor impaired.

The restricted accounts pledged as collateral for guarantees amount to EUR 763 thousand (2023: EUR 745 thousand). The terms correspond to the standard terms for each contract partner. The restricted account mainly pertains to a deposit for rent guarantees for the InterContinental hotel in Warsaw.

7.5. Deferred taxes (tax assets and liabilities)

The deferred taxes break down and changed as follows:

Available deferred
tax assets
Thereof applied
deferred tax assets
31/12/24 31/12/23 31/12/24 31/12/23
Composition:
Differences in property, plant, and
equipment and investment properties 290 766 20 11
Temporary differences in connection with shares 2,424 404
Differences in the tax treatment of pensions 377 427 120 165
and other long-term employee benefits
Measurement differences in the liabilities and provisions 1,071 1,167 264 435
Capitalisation of tax loss carryforwards 24,123 37,646 5,381 11,069
28,285 40,410 5,784 11,681
Offsetting with the same tax authority (5,784) (10,670)
1,011
Deferred tax liabilities
31/12/24 31/12/23
Composition:
Differences in property, plant, and equipment and investment properties (10,173) (20,949)
Measurement differences in the liabilities and provisions (1,378) (942)
(11,551) (21,891)
Offsetting with the same tax authority 5,766 10,666
(5,784) (11,225)
Deferred tax assets Deferred tax liabilities
2024 2023 2024 2023
Development:
As at 1 January 1,011 1,666 (11,225) (19,831)
IFRS 5 reclassification 250 -
Change recognised in other comprehensive income, thereof: 35 (364) (18) 3,234
Foreign currency translation from continuing operations (1) (11) (77)
Foreign currency translation from discontinued operation 35 (363) (7) 3,311
Change recognised in profit or loss for the period, thereof: (1,046) (291) 5,209 5,372
continuing operations 1 (35) 592
discontinued operation (1,045) (291) 5,244 4,780
As at 31 December 1,011 (5,784) (11,225)

Unrecognised deferred tax assets in connection with shares stem entirely from Austria and do not expire.

7.6. Trade and other receivables (current)

31/12/24 31/12/23
Composition:
Claims related to property and share sales 125 125
Trade receivables 689 878
Receivables due from joint ventures 6 6
Receivables due from related parties 61 30
Subtotal of contract balances according to IFRS 15 882 1,039
Receivables from tax authorities 547 896
Advance payments made 29 278
Receivables related to leases 428 361
Other current receivables and assets 188 1,033
Receivables related to coronavirus aid measures (final settlement) 100
Deferred expenses 430 1,198
2,605 4,806

The maturity structure of trade receivables and rent receivables is as follows:

31/12/24 31/12/23
Composition:
Neither overdue nor bad debt provision made 829 881
30 days overdue, no bad debt provision made 160 158
60 days overdue, no bad debt provision made 45 21
90 days overdue, no bad debt provision made 59 11
120 days overdue, no bad debt provision made 15 24
>120 days overdue, no bad debt provision made 9 144
Impaired receivables 42 195
1,159 1,434

The remaining current financial assets in this item are neither overdue nor impaired.

Trade receivables are non-interest-bearing and generally have terms of 10 to 90 days.

7.7. Financial assets measured at fair value through other comprehensive income

31/12/24 31/12/23
Development:
Carrying amount on 1 January 5,221
Disposals due to sale (5,270)
Remeasurement 49
Carrying amount on 31 December

This item pertained to a 9.88 per cent interest in Palais Hansen Immobilienentwicklung GmbH as the owner of the Palais Hansen Kempinski hotel (from March 2024: Anantara Palais Hansen Vienna Hotel). The interest was sold to the majority shareholder in December 2023. The gain from the disposal was recognised directly in equity (retained earnings).

7.8. Cash and cash equivalents

31/12/24 31/12/23
Composition:
Cash on hand 16 11
Bank balances 1,463 6,846
1,479 6,857

This item consists of cash and cash equivalents.

The fair value of cash and cash equivalents corresponds to the carrying amount.

Please see section 3.4.1. (Impact of the conflict in Ukraine) for information about disposal restrictions for cash and cash equivalents in Russian subsidiaries until the sales transaction in October 2024.

7.9.1. Share capital, earnings per share

The Company's share capital is divided into 54,000,000 non-par-value shares and is fully paid up.

As in the prior year, the Company had purchased 1,939,280 treasury shares at an average price of EUR 1.54 per share at the reporting date.

The weighted average number of shares in free float between 1 January and 31 December 2024 amounted to 52,060,720, as in the prior year.

2024 2023
Shares Shares
Breakdown of shares and potential shares:
Shares 1 January to 31 December 54,000,000 54,000,000
Less weighted treasury shares -1,939,280 -1,939,280
Weighted average number of shares 52,060,720 52,060,720
2024 2023
in EUR '000 in EUR '000
Earnings per share (based on the weighted average number of shares):
Profit or loss for the period allocable to the shareholders of the Group:
undiluted = diluted (84,804) (23,794)
thereof from the continuing operations (16,482) (5,580)
thereof from the discontinued operation (68,322) (18,214)
Total earnings per share undiluted = diluted (in EUR) -1.63 -0.46
thereof from the continuing operations -0.32 -0.11
thereof from the discontinued operation -1.31 -0.35

As in the prior year, there were no potential approved shares from convertible bonds outstanding on the reporting date.

When calculating the undiluted earnings per share, the result attributable to the holders of shares in the parent company is divided by the weighted average number of shares in circulation during the reporting period. This also corresponds to the diluted earnings per share.

According to the Austrian Stock Corporation Act, the annual financial statements as at 31 December 2024 of the parent company Warimpex Finanz- und Beteiligungs AG, which have been prepared under the Austrian Commercial Code, provide the basis for the distribution of a dividend.

These annual financial statements report a profit for the financial year 2024 of EUR 1,943 thousand. Taking into account the profit carryforward, the net result for the period as at 31 December 2024 is a profit of EUR 3,942 thousand. This is intended to be carried forward to the next accounting period.

7.9.2. Capital management

The equity reported in the consolidated financial statements is used for the purposes of capital management at the Group level. The primary objective of the Group's capital management policy is to ensure that the Group preserves a favourable equity ratio to support its business activities and maximise shareholder value.

The Group is not subject to capital requirements, either under its articles of association or under external regulations. Legal requirements only apply to the share capital and legal reserves, and are complied with in full.

The Group monitors its capital on the basis of its equity ratio, which should be between 20 per cent and 40 per cent.

The consolidated equity ratio was 31.9 per cent on the reporting date (2023: 32.9 per cent), and was within the target range.

31/12/24 31/12/23
Determining the consolidated equity ratio:
Equity 73,081 122,036
Borrowings 156,108 249,237
Equity and liabilities 229,189 371,273
Equity ratio in % 31.9% 32.9%

7.9.3 Other reserves

The equity includes the following Group reserves:

Revaluation reserve:

The revaluation reserve includes remeasurement results from property, plant, and equipment before they were reclassified to investment properties.

Reserve for currency translation:

Cumulated exchange rate differences resulting from the translation of annual financial statements of subsidiaries operating with functional currencies other than the euro are reported in the reserve for currency translation.

IAS 19 reserve:

The IAS 19 reserve contains cumulated changes in the remeasurement of obligations to provide benefits after or related to the termination of the employment relationship according to IAS 19 that are reported in other comprehensive income. This reserve will not be reclassified into profit or loss in future periods.

The changes in the respective reserves and the analysis of the other comprehensive income (including the discontinued operation) per component of equity are as follows:

Revaluation currency IAS 19
reserve translation reserve Total
Changes in 2023:
As at 1 January 1,732 (10,351) (886) (9,505)
Other comprehensive income (27,560) 175 (27,385)
(Deferred) taxes 2,870 2,870
Total other comprehensive income (24,690) 175 (24,515)
As at 31 December 1,732 (35,041) (711) (34,019)
Changes in 2024:
As at 1 January 1,732 (35,041) (711) (34,019)
Other comprehensive income 35,516 306 35,821
(Deferred) taxes 26 26
Total other comprehensive income 35,542 306 35,847
As at 31 December 1,732 501 (405) 1,828

The other comprehensive income allocable to non-controlling interests in the amount of EUR 5 thousand (2023: minus EUR 20 thousand) pertains to currency translation to which no deferred taxes apply, as in the prior year. Due to the sale of the Russian companies (see section 5), the currency reserve held for Russia was reclassified from other comprehensive income to the income statement (discontinued operation).

7.10. Financial liabilities

Financial liabilities contain interest-bearing liabilities – primarily bonds and loans from financial institutions or companies – that serve to cover the Group's financing needs. In addition, all financial liabilities according to IAS 32, which also include non-interest-bearing financial liabilities, are presented separately in section 8.1.1.

7.10.1. Bonds

31/12/24 31/12/23
1,806 3,612
7,656 7,437
9,461 11,049
9,178
9,461 1,870

In September 2018, a bond with a nominal value of EUR 9,000 thousand (bond 09/2018–09/2025) was issued. The bond has been redeemed annually starting in September 2021 with an amount of EUR 1,800 thousand per year; the coupon is 2.79 per cent and is payable in arrears on an annual basis.

In May 2022, another fixed-rate bond was issued with a term until 05/2025. The repayment is due upon maturity, and the coupon is 6.3 per cent and is payable annually. The bond was issued to finance the purchase and refurbishment of the Red Tower office property in Łódź.

Proportionate transaction costs are taken into account using the effective interest rate method when recognising the bonds.

7.10.2. Other financial liabilities (loans)

31/12/24 31/12/23
Breakdown of non-current loans:
Project loans 117,046 178,002
Loans from non-controlling interests 212 232
Other loans 950
117,257 179,184
Breakdown of current loans:
Project loans 4,589 10,087
Overdraft and borrowing facilities 4,962 9,420
Other loans 5,311
9,551 24,818
Total loans 126,808 204,002

Please see section 8.2.4. for information on the maturity of the project loans.

7.10.3. Summary of liabilities arising from financing activities

The change in and composition of liabilities arising from financing activities (interest-bearing financial liabilities), consisting of bonds (section 7.10.1.) and other financial liabilities (section 7.10.2.), can be broken down as follows:

Working
Project
capital
Loans from
minorities
Lease
loans loans Bonds and others liabilities Total
Changes in 2023:
As at 1 January 206,753 14,556 12,627 8,897 2,136 244,970
Borrowing (cash flow) 10,931 933 11,864
Repayment (cash flow) (9,433) (5,136) (1,800) (2,882) (304) (19,556)
Change in accumulated interest 298 222 (65) 36 490
Changes in foreign exchange rates (20,460) (390) (1) (20,850)
Other changes 268 268
As at 31 December 188,089 9,420 11,049 6,494 2,134 217,185
thereof current (due < 1 year) 10,087 9,420 1,870 5,311 485 27,173
thereof non-current (due > 1 year) 178,002 9,178 1,182 1,649 190,012
Changes in 2024:
As at 1 January 188,089 9,420 11,049 6,494 2,134 217,185
Borrowing (cash flow) 2,028 12,170 14,198
Repayment (cash flow) (9,132) (6,486) (1,800) (15,871) (484) (33,772)
Change in accumulated interest 320 212 (132) 30 430
Reclassification according to IFRS 5 (54,625) (2,390) (58) (57,073)
Changes in foreign exchange rates (3,017) (59) 1 (3,075)
Other changes 21 21
As at 31 December 121,634 4,962 9,461 212 1,646 137,915
thereof current (due < 1 year) 4,589 4,962 9,461 471 19,483
thereof non-current (due > 1 year) 117,046 212 1,175 118,432

Financial liabilities in a total amount of EUR 126,596 thousand (2023: EUR 216,309 thousand) are secured by mortgages on land and buildings. Of this, EUR 117,296 thousand (2023: EUR 164,283 thousand) pertain to investment properties and EUR 9,300 thousand (2023: EUR 10,420 thousand) to property, plant, and equipment.

The borrowings during the financial year primarily served interim financing purposes and were in part repaid before maturity. The utilisation of the overdraft facility decreased further, and the amount of project loans declined due to the contractual repayments. The reclassification pursuant to IFRS 5 was effected during the year in the context of the sale of the Russian shares (see also section 5).

The borrowings in the previous year primarily pertained to the project loan for the construction of Mogilska 35 Office in Krakow, whereas the repayment of project loans comprised the ongoing contractual repayments. The change in the borrowing facilities in the previous year was due to the lower utilisation of the overdraft facility. Credit notes in the amount of EUR 2,000 were redeemed early in 2023.

Covenants have been agreed for bank loans and bonds in the amount of EUR 116,142 thousand (2023: EUR 172,071 thousand). Under these financial covenants, the contractual requirements pertaining to the loan to value ratio (LTV), debt service coverage ratio (DSCR), or equity ratio must be met. No covenants were violated as at the reporting date. For financial liabilities in the amount of EUR 15,500 thousand (2023: EUR 16,193 thousand), the LTV is assessed on 30 June of every year. As at the reporting date, this figure is below the agreed threshold, so there is no covenant violation.

1M WIBOR 2.80% 2.80%

7.10.4. Interest rate terms on financial liabilities

31/12/24 31/12/23
Interest on financial liabilities:
thereof fixed rate 103,914 177,367
thereof variable rate 34,001 39,819
137,915 217,185
Per cent share:
thereof fixed rate 75% 82%
thereof variable rate 25% 18%
2024 2023
Range of the variable interest for: Base rate Premium Premium
Overdraft/borrowing facilities 3M EURIBOR 2.25–2.5% 2.25–2.5%

Russian key rate n/a 2.40% The ranges for the financial liabilities with fixed interest rates held at the reporting date are between 2.8 per cent and 6.3 per cent

Project loans 1M EURIBOR 1.3–2.75% 1.3–2.75%

(2023: 2.8 per cent and 12.1 per cent).

Please see section 8.1.1. for information about the market values of interest-bearing financial liabilities.

7.11. Other non-current liabilities

31/12/24 31/12/23
Composition:
Payables due to joint ventures 3,531 3,579
Security deposits received 1,538 2,949
Security deposits 289 1,418
5,358 7,946

7.12. Provisions

The provisions pertain to pensions and other long-term employee benefits and other provisions. The provisions for pensions and other long-term employee benefits are non-current provisions.

7.12.1. Provisions for pensions and other long-term employee benefits (section 3.12.)

Entitlement to
Severance
benefits
Anniversary
bonuses
Total
Changes in 2023:
As at 1 January 2,165 179 2,344
Service costs 65 25 89
Change recognised in personnel expenses 65 25 89
Actuarial gains or losses from changed financial assumptions 110 110
Other (restatements based on experience) (286) (286)
Remeasurement recognised in other comprehensive income (175) (175)
Interest expenses 52 5 58
As at 31 December 2,107 209 2,315
Changes in 2024:
As at 1 January 2,107 209 2,315
Service costs 61 (30) 30
Change recognised in personnel expenses 61 (30) 30
Actuarial gains or losses from changed financial assumptions (141) (141)
Other (restatements based on experience) (165) (165)
Remeasurement recognised in other comprehensive income (306) (306)
Interest expenses 45 7 52
As at 31 December 1,907 185 2,092

The changes in the provision pertaining to the Management Board are reported in the transactions with Management Board members in section 9.3.2.3.

The provisions are determined using the projected unit credit method. The salary increase is estimated at 3.5 per cent (2023: 4 per cent) for severance payments and for anniversary bonuses. The calculations are based on a discount rate of 3.5 per cent (2023: 3.15 per cent). As in the prior year, the calculation is based on the current version of AVÖ 2018-P für Angestellte. The average term of the obligations for severance payments is 8.4 years (2023: 9.4 years).

The following table shows the sensitivity of the net present values of the obligations in response to certain changes in the inputs that, based upon reasonable judgement, may in principle occur. All other variables remain constant.

Actuarial
assumption
Possible change Change in the net
present value for
severance payments
Sensitivity analysis 2023
Discount rate +1 percentage point (177)
Discount rate -1 percentage point 209
Salary increase +0.5 percentage points 99
Salary increase -0.5 percentage points (93)
Sensitivity analysis 2024
Discount rate +1 percentage point (145)
Discount rate -1 percentage point 170
Salary increase +0.5 percentage points 80
Salary increase -0.5 percentage points (74)

7.12.2. Other provisions

Short-term Long-term Total
Changes in 2023:
As at 1 January 98 98
Utilised (13) (13)
As at 31 December 85 85

Changes in 2024:

As at 31 December 89 89
Utilised 3 3
As at 1 January 85 85

7.13. Trade and other payables and other current liabilities

31/12/24 31/12/23
Composition:
Trade liabilities 2,443 2,837
Other liabilities 1,168 2,494
Advance payments received – hotels 23 69
Advance payments received – other 186 706
Security deposits received 597 971
Security deposits 350 695
Liabilities to related parties 81 2,046
Payables due to joint ventures 522
4,848 10,340

Other liabilities contain tax liabilities of EUR 546 thousand (2023: EUR 1,613 thousand), liabilities for social security contributions of EUR 126 thousand (2023: EUR 121 thousand), and accruals for unconsumed compensated absences of EUR 265 thousand (2023: EUR 287 thousand).

The advance payments received in the Hotels segment are classified as contract liabilities according to IFRS 15 and represent future performance obligations. At the beginning of the financial year, the Company had performance obligations pursuant to IFRS 15 in the amount of EUR 69 thousand, which were satisfied during the reporting period. The resulting revenues are included in the hotel revenues (see section 6.1.). At the end of the financial year, the Company had performance obligations in the amount of EUR 23 thousand that must be satisfied within one year.

For information on transactions with related parties including joint ventures, please refer to section 9.3.2.

Trade receivables are non-interest-bearing and generally have terms of 10 to 60 days. Current tax liabilities and liabilities for social security contributions are non-interest-bearing, except for late payment. These liabilities are generally due within 30 days. Other liabilities are non-interest-bearing.

[08] Disclosures on Financial Instruments, Fair Value, and Financial Risk Management

8.1. Financial instruments and fair value (IFRS 7 and IFRS 13)

8.1.1. Carrying amounts and fair values according to class and measurement category

The following shows the carrying amounts for financial instruments and for assets and liabilities that are measured at fair value, broken down by classes.

Measurement category as per IFRS 9 or other IFRS IFRS 13
level
Carrying
amount
31/12/24
Fair
value
31/12/24
Carrying
amount
31/12/23
Fair
value
31/12/23
Assets – categories
IAS 40 Investment properties (developed) 3 182,014 182,014 286,536 286,536
IAS 40 Investment properties (in development) 3 27,093 27,093 36,699 36,699
FAAC Other financial assets – other 881 881 981 981
Other non-current assets 15,100 35,233
Total non-current assets 225,088 359,450
FAAC Receivables 1,499 1,499 2,433 2,433
FAAC Cash and cash equivalents 1,479 1,479 6,857 6,857
Other current assets 1,123 2,533
Total current assets 4,101 11,824
Total assets 229,189 371,273
Liabilities – classes
FLAC Fixed-rate bonds 3 9,178 9,356
FLAC Fixed-rate loans 3 89,684 83,727 150,086 129,376
FLAC Variable-rate loans 3 27,573 24,845 29,099 27,398
FLAC Lease liabilities 1,175 n/a 1,649 n/a
FLAC Other non-current liabilities 5,358 5,358 6,417 6,417
Other non-current liabilities 7,876 15,088
Total non-current liabilities 131,666 211,517
FLAC Fixed-rate bonds 3 9,461 9,545 1,870 1,805
FLAC Fixed-rate loans 3 3,123 3,055 14,097 12,825
FLAC Variable-rate loans 3 6,428 6,348 10,720 10,761
FLAC Lease liabilities 471 n/a 485 n/a
FLAC Other liabilities 3,706 3,706 7,228 7,228
Other current liabilities 1,253 3,319
Total current liabilities 24,441 37,720
Total liabilities 156,108 249,237
31/12/24 31/12/23
Summary of carrying amounts by category for financial assets and liabilities:
FAAC Financial assets at amortised cost 3,859 10,272
FLAC Financial liabilities at amortised cost (146,978) (230,831)

The fair values were determined as follows:

The investment properties are recognised at fair value pursuant to IAS 40. The fair value is determined using the investment or DCF method, the residual value method, or the comparative method depending on the stage of development of the respective property (see also the information about material discretionary decisions and estimates in section 3.4.2.1.).

The fair value of the fixed-rate financial assets (fair value level 3) was determined in the same manner as the fair value of the financial liabilities. The carrying amounts of the cash and cash equivalents and of the current receivables and liabilities are almost identical with the fair values because of the short terms. The same applies to the other financial assets because of their interest rate structure.

Please see sections 7.7. and 8.1.3. for information about the measurement of the fair value of the financial assets measured at fair value through other comprehensive income.

The fair value for bonds and loans in level 3 of the fair value hierarchy was determined by discounting the future cash flows with the Group-specific interest rates for new financing as estimated on the reporting date, taking own credit risk into account.

8.1.2. Reconciliation of level 3 measurement (recurring fair value measurement)

The assets and liabilities that are subject to recurring fair value measurement changed as follows:

2024 2023
Changes in assets:
Carrying amounts at 1 January 323,235 393,769
Additions (including transfer of property, plant, and equipment) 5,846 9,615
Disposals (64,852) (5,297)
Gains/losses on remeasurement in profit or loss (49,787) (32,632)
Other comprehensive income (5,335) (42,221)
Carrying amounts at 31 December 209,107 323,235

The remeasurement result in the income statement pertains to investment properties, as in the prior year, and is included in the item Depreciation, amortisation, and remeasurement (see section 6.6.) as well as in the gains or losses from the discontinued operation (see section 5.2.). The remeasurement result in the other comprehensive income pertains to the gains/losses on currency translation and, to a limited extent in the prior year, changes in the fair value of financial assets measured at fair value through other comprehensive income. The realised remeasurement result in the income statement amounted to minus EUR 40,727 thousand for the reporting period and the unrealised remeasurement result came to minus EUR 9,062 thousand; no remeasurement result was realised in the prior year.

8.1.3. Net results from financial instruments

The following information pertains to the income and expense items and the gains and losses per measurement category as related to the financial instruments:

Measurement categories according to IFRS 9
FVTPL FAAC FVOCI FLAC Total
Financial year 2023:
Allocation/release of impairments (23) (23)
Interest and other financial revenue 175 175
Interest expenses (6,787) (6,787)
Result from exchange rate changes 1,613 1,613
Profit or loss for the period 152 (5,174) (5,022)
Unrealised remeasurement result – equity 49 49
Total comprehensive income 152 49 (5,174) (4,974)
FVTPL FAAC FVOCI FLAC Total
Financial year 2024:
Interest and other financial revenue 179 179
Interest expenses (7,822) (7,822)
Profit or loss for the period 179 (7,822) (7,643)
Total comprehensive income 179 (7,822) (7,643)

All financial instruments that are measured at fair value through profit or loss are classified upon initial recognition.

8.2. Financial risk management

In terms of financial risk management, the goal of the Group is to minimise risks to the greatest extent possible, taking the associated costs into account. A detailed description of the material financial risks to which the Group is exposed and the associated financial risk management (qualitative information on financial risks) can be found in the risk reporting section of the consolidated management report (Material Risks and Uncertainties to Which the Group is Exposed).

The following information is about the quantitative risks that relate to financial instruments.

8.2.1. Interest rate risk

The Group strives to maintain a risk-oriented relationship between fixed- and variable-rate financial liabilities.

On the reporting date, about 75 per cent (2023: 82 per cent) of the Group's debt obligations were fixed-rate obligations and are not subject to interest rate risk. Details about the interest rate terms for the variable-rate financial liabilities can be found in section 7.10.4.

Sensitivity of interest rate changes:

The following table shows the sensitivity of Group earnings before taxes to certain changes in material market interest rates that, based upon reasonable judgement, may in principle occur (owing to the impact of such changes on variable-rate loans). All other variables remain constant.

Increase
in basis points
Effect on the
Reduction
earnings before taxes
in basis points
Effect on the
earnings before taxes
2023
3M EURIBOR +50 (211) -50 211
2024
3M EURIBOR +50 (210) -50 210

Interest rate risk for financial liabilities:

The following table shows the variable-rate financial liabilities of the Group that are subject to interest rate risk broken down by contractual maturity:

2024 2025 2026 2027 2028 Jahre Total
31/12/2023:
Project loans 1,300 1,330 1,327 1,314 1,349 23,547 30,167
Borrowing/overdraft facilities 9,420 9,420
Other 232 232
10,952 1,330 1,327 1,314 1,349 23,547 39,819
More than
five years
2025 2026 2027 2028 2029 Jahre Total
31/12/2024:
Project loans 1,466 1,498 1,531 1,566 1,563 21,202 28,827
Borrowing/overdraft facilities 4,962 4,962
Other 212 212
6,640 1,498 1,531 1,566 1,563 21,202 34,001

8.2.2. Currency risk

The currency structure of financial liabilities in the Group breaks down as follows:

RUB PLN EUR Total
31/12/2023:
In foreign currencies 6,160,538 1,900
In EUR 62,107 437 154,641 217,185
31/12/2024:
In foreign currencies 1,555
In EUR 364 137,551 137,915

Sensitivity of consolidated earnings:

The following table shows the sensitivity of the Group's earnings before taxes to certain changes in exchange rates that, based upon reasonable judgement, may occur for the respective currency versus the euro. All other variables remain constant.

PLN Total
Sensitivity 2023:
Increase by 10%
(1,070)
(1,070)
Decrease by 10%
1,070
1,070
Sensitivity 2024:
Increase by 10%
(1,069)
(1,069)
Decrease by 10%
1,069
1,069

Sensitivity of equity:

The following table shows the sensitivity of the Group's equity to certain changes in exchange rates that, based upon reasonable judgement, may occur for the respective currency versus the euro. All other variables remain constant.

PLN Total
Sensitivity 2023:
Increase by 10%
(44)
(44)
Decrease by 10%
44
44
Sensitivity 2024:
Increase by 10%
(68)
(68)
Decrease by 10%
68
68

8.2.3. Default risk

Please refer to section 7.6. for quantitative information about default risk. This shows the impairments that were recognised and the maturity structure of the current receivables. The maximum default risk is limited to the carrying amount of the financial receivables. There is no evidence of impairment for the financial assets that are neither past due nor impaired.

In 2018, the Group began letting out smaller office spaces. This can lead to higher default risk for Warimpex if the creditworthiness of individual tenants fluctuates. So far, no noteworthy defaults have occurred in relation to the letting business. The Group continuously monitors this risk.

Overall, default risk is not seen as a core risk because of the business activities of the Group; impairment charges are recognised to the extent necessary.

8.2.4. Liquidity risk

The Group had current financial liabilities in the amount of EUR 23,188 thousand (2023: EUR 34,401 thousand) as at the reporting date. Of this, EUR 19,483 thousand (2023: EUR 27,173 thousand) pertain to current financial liabilities serving Group financing purposes.

The share of debt falling due within 12 months should not exceed 35 per cent of liabilities. On the reporting date, 15.7 per cent (2023: 15.1 per cent) of the liabilities were current.

The maturity structure of the Group's non-derivative financial liabilities was as shown below on the reporting date. The figures are stated on the basis of contractual, non-discounted payment obligations including interest payments.

Due within 1 to 5 More than
1 year years 5 years Total
9,753 9,753
7,148 60,788 39,738 107,673
2,843 10,913 23,858 37,614
5,136 5,136
515 534 2,216 3,265
212 212
3,706 5,358 9,063
29,100 77,593 66,024 172,716

8.2.5. Climate-related risks

Warimpex sees the sustainability of its properties as an important success factor and reinforces this with corresponding certifications for the majority of the property portfolio. In some cases, such certifications have already been issued and in other cases, the Company plans to pursue certification in the future. Nevertheless, the Company is exposed to climate-related risks.

Climate-friendly construction and the climate-friendly operation of office properties or hotels can lead to higher construction and operating costs. There is a risk that these costs will not be able to be passed on to the tenants or guests or that lower proceeds will be generated in the event of a sale.

In addition, there are risks in connection with the EU's Green Deal and the EU Taxonomy that is based on it, including the defined environmental targets. Office properties are generally Taxonomy-eligible according to the EU Taxonomy. Within the Group, three office buildings meet the technical requirements for EU Taxonomy alignment.

In this context, there is a risk that the requirements for Taxonomy alignment will be met to a lesser extent in the future due to older existing properties and/or new technical standards. This could make it more expensive and/or more difficult to secure loans. At this time, the Group does not have any loans for which specific ESG metrics or targets must be complied with, and no significant impact on the credit conditions offered has been observed for new loans that have been taken out recently.

In addition, the demand for properties that are not Taxonomy-aligned may decline among buyers or tenants, thus leading to a decrease in the value of such properties. With regard to property valuation, current climate-related aspects are implicitly taken into account in the definition of the material inputs such as market return and yield (see also section 3.4.2.1.). However, it is not possible to quantify the effect resulting from this at present. Both Warimpex and the external property appraisers observe the market developments with regard to the sustainability requirements for buildings and their impact on transaction prices and property valuations on an ongoing basis. No specific physical climate risks were identified for the hotel properties in the property, plant, and equipment that have an impact on the useful lives or values. Emphasis is placed on climate-friendly implementation in accordance with the current standards in the operation of hotels as well as in the case of maintenance and repair measures at hotels and investments in hotels.

[09] Other Disclosures

9.1. Other commitments, litigation, and contingencies

9.1.1. Litigation

There are no pending legal disputes as at the reporting date. In the previous year, a Group company in St. Petersburg that has since been sold (see section 5.1.) filed a lawsuit as the property owner and lessor against the tenant due to the failure to make two monthly rent payments the tenant is contractually obligated to make. The lawsuit was decided by the first court in favour of the plaintiff during the financial year.

9.1.2. Contractual performance obligations (Investment Properties)

Before the reporting date, the Group committed to handing over rental spaces to tenants in Poland. In this context, Warimpex agreed to provide fit-out contributions for the future tenants in a total amount of EUR 234 thousand (2023: EUR 2,999 thousand).

9.1.3. Contractual bonds and guarantees

The Group was subject to the following contractual bonds and guarantees on the reporting date:

Maximum
outstanding amount
2024 2023
Corporate guarantee and bank guarantee related to the leasing of the InterContinental hotel, Warsaw 5,180 4,681

Warimpex issued a corporate guarantee to the lessor of the InterContinental hotel in Warsaw, which is operated by a 50/50 joint venture. This guarantee was recently extended to 31 August 2040. The guarantee sum increased to EUR 1,434 thousand in the financial year (2023: EUR 1,022 thousand). There is also a bank guarantee in the amount of EUR 3,746 thousand with a term until October 2025, which has to be extended on an annual basis.

9.2. Leases

9.2.1. Leases as the lessee

The disclosures required for leases according to IFRS 16 are either contained in the associated financial statement items or included in the notes and organised by topic. Below is an overview of the associated cross references in accordance with IFRS 16.52:

Disclosure in the notes Cross reference
Description of the accounting methods 3.7.
Depreciation on right-of-use assets 7.2.1.
Interest expenses for lease liabilities 6.8.
Expenses for short-term leases 6.5.
Expenses for low-value leases 6.5.
Cash outflow for leases 7.10.3.
Additions and carrying amounts of right-of-use assets 7.1.1., 7.2.1
Maturity analysis for lease liabilities 8.2.4.
Variable lease payments, subleases, and sale and leaseback agreements n/a

9.2.2. Operating leases as lessor

The Group is party to operating leases as lessor in relation to its let investment properties (particularly office buildings).

As at the reporting date, this pertained to the following properties:

  • Erzsébet office towers, Budapest
  • Car park for Erzsébet, Budapest
  • Mogilska 41 Office, Krakow
  • Mogilska 43 Office, Krakow
  • Mogilska 35 Office, Krakow
  • Ogrodowa Office, Łódź
  • Red Tower, Łódź
  • Office space at Hotel Darmstadt

The following properties were disposed of during the financial year due to the sale of the Russian subsidiaries (see section 5.1) and are thus only included in the minimum lease payments as at 31 December 2023:

  • Avior Tower, St. Petersburg
  • Zeppelin office tower, St. Petersburg
  • Bykovskaya multi-use building, St. Petersburg

  • Jupiter office towers, St. Petersburg

The existing leases result in the following maturity analysis for the minimum lease payments:

Up to
1 year
1 to 5
years
More
than
5 years
Total
Future minimum lease payments,
non-cancellable as at 31 December 2023
34,926 93,700 43,700 172,326
Future minimum lease payments,
non-cancellable as at 31 December 2024
10,963 23,088 399 34,450

9.3. Related party disclosures

9.3.1. Overview of related parties

The following enterprises/persons are related parties to the Group and have the following business relations:

Amber Privatstiftung

A-1210 Vienna, Floridsdorfer Hauptstraße 1 (FN 178109a Commercial Court Vienna), as at the reporting date holds 24.1 per cent of the shares in Warimpex Finanz- und Beteiligungs AG. Franz Jurkowitsch is the beneficiary.

Bocca Privatstiftung

A-1210 Vienna, Floridsdorfer Hauptstrasse 1 (FN 178104v, Commercial Court Vienna), as at the reporting date holds 13.8 per cent of the shares in Warimpex Finanz- und Beteiligungs AG. Georg Folian is the beneficiary.

Ambo GmbH

A-1210 Vienna, Floridsdorfer Hauptstrasse 1 (FN 328097x, Commercial Court Vienna). Amber Privatstiftung and Bocca Privatstiftung each hold a 50 per cent stake in this company. Warimpex provides services to Ambo GmbH to a minor extent.

Georg Folian

Was Deputy Chairman of the Management Board of Warimpex Finanz- und Beteiligungs AG until 31 December 2017 and held 11.5 per cent of the shares in the Company on the reporting date.

Management Board

The Management Board of Warimpex Finanz- und Beteiligungs AG is composed of the following members:

Name Function Stake in Warimpex Finanz
und Beteiligungs AG (direct):
Stake in Warimpex Finanz- und Beteiligungs
AG (indirect as beneficiary):
Franz Jurkowitsch Chairman 0.9 & 24.1%
Daniel Folian Deputy chairman < 0.1% n/a
Alexander Jurkowitsch Member 0.6% n/a
Florian Petrowsky Member < 0.1% n/a

Supervisory Board

The Supervisory Board of Warimpex Finanz- und Beteiligungs AG is composed of the following members:

Stake in Warimpex
Name Function Finanz- und Beteiligungs AG:
Günter Korp Chairman < 0.1%
Thomas Aistleitner Deputy chairman 0.0%
Harald Wengust Member 0.5%
Gina Goëss Member 0.0%
Hubert Staszewski Member 0.0%

All subsidiaries and joint ventures

Please refer to the information about subsidiaries in section 4. and to the information about joint ventures in section 7.3.

9.3.2. Related party transactions

9.3.2.1. Transactions with Ambo GmbH

2024 2023
Income from performance management 15 22
Receivable from Ambo GmbH as at 31 December 58 27

9.3.2.2. Transactions with Georg Folian

2024 2023
Consulting fee paid to Mr Folian (6) (3)
Clerical activities for Mr Folian 18 18
12 15
Receivables from Mr Folian as at 31 December 3 3

9.3.2.3. Transactions with Management Board members

2024 2023
Directors' remuneration 1 January to 31 December (without provisions) 1,351 1,284
Liabilities due to Management Board members as at 31 December 1 1,928
The directors' remuneration breaks down among the Management Board members as follows:
Franz Jurkowitsch 428 407
Daniel Folian 308 292
Alexander Jurkowitsch 308 292
Florian Petrowsky 308 292
1,351 1,284
The directors' remuneration breaks down as follows:
Regular remuneration 1,351 1,284
Current benefits 1,351 1,284
In addition, the following items were recognised for future entitlements of the Management Board members:
Change in provision for severance payments 59 59

The variable remuneration (bonus) for the Management Board amounts to 4.5 per cent of the annual profit attributable to the shareholders of the parent.

Pension reimbursement insurance premiums 222 215

Pension plans were in force for the Management Board members Daniel Folian, Alexander Jurkowitsch, and Florian Petrowsky on the reporting date. These plans are classified as defined contribution pension plans. Thus, the premiums for the pension reimbursement insurance are recognised through profit or loss.

The entitlement to the retirement pension is valid from the time the beneficiary reaches the age of 65 and corresponds to the amount of the pension benefits from the pension reimbursement insurance with a 20-year pension guarantee period from the start of the pension payments. Adjustments to the insurance premiums and profit sharing for the pension reimbursement insurance increase the retirement pension. In the case of early retirement and collection of a permanent, legally stipulated pension, the beneficiary is eligible for an early retirement pension. Alternatively, the benefits can be transferred or settled via a lump-sum payment. The pension benefits vest three years after the original pension commitment in the event of termination without cause and after 15 years in the event of resignation.

Other termination entitlements are governed by the Austrian Salaried Employee Act (AngG).

9.3.2.4. Transactions with Supervisory Board members

2024 2023
Supervisory Board remuneration 179 180
Fees paid to Supervisory Board members as at 31 December 80 119

The remuneration of the Supervisory Board breaks down among the Supervisory Board members as follows:

Gina Goëss 18.0 15.0
Hubert Staszewski 18.0 15.0
Harald Wengust 21.8 27.0
Thomas Aistleitner 51.8 49.5
Günter Korp 69.8 73.5

The Supervisory Board members' remuneration represents current liabilities.

Transactions with the members of the Supervisory Board all pertain solely to the parent company.

9.3.2.5. Transactions with joint ventures

2024 2023
Income from transactions with joint ventures 181 182
Expenses from joint ventures (144) (149)
Receivables due from joint ventures as at 31 December 6 6
Liabilities to joint ventures as at 31 December (3,531) (4,101)

The income from transactions with joint ventures primarily pertains to the allocation of costs to joint ventures and interest received from joint ventures. The expenses are interest expenses. The liabilities to joint ventures include the non-current payable related to the allocation of a security account for a rent guarantee.

Please refer to section 9.1.3. for information about contractual bonds and guarantees issued for joint ventures.

9.4. Events after the reporting date

There are no significant events after the reporting date.

Vienna, 23 April 2025

Franz Jurkowitsch Chairman of the Management Board

Daniel Folian Deputy Chairman of the Management Board

Alexander Jurkowitsch Member of the Management Board

Florian Petrowsky Member of the Management Board

Auditor's Report*

Report on the Consolidated Financial Statements

Audit Opinion

We have audited the consolidated financial statements of Warimpex Finanz- und Beteiligungs Aktiengesellschaft, Vienna,

and of its subsidiaries (the Group) comprising the consolidated statement of financial position as of December 31, 2024, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the fiscal year then ended and the notes to the consolidated financial statements.

Based on our audit the accompanying consolidated financial statements were prepared in accordance with the legal regulations and present fairly, in all material respects, the assets and the financial position of the Group as of December 31, 2024 and its financial performance for the year then ended in accordance with the International Financial Reporting Standards (IFRS) as adopted by EU, and the additional requirements under Section 245a Austrian Company Code UGB.

Basis for Opinion

We conducted our audit in accordance with the regulation (EU) no. 537/2014 (in the following "EU regulation")) and in accordance with Austrian Standards on Auditing. Those standards require that we comply with International Standards on Auditing (ISA). Our responsibilities under those regulations and standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements" section of our report. We are independent of the Group in accordance with the Austrian General Accepted Accounting Principles and professional requirements and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained until the date of this auditor's report is sufficient and appropriate to provide a basis for our opinion by this date.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the fiscal year. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The following are the key audit matters that we identified:

  • Valuation of investment property
  • Sale of the Russian subsidiaries

* This report is a translation of the original report in German, which is solely valid. Publication or sharing with third parties of the consolidated financial statements together with our auditor's opinion is only allowed if the consolidated financial statements and the management report for the Group are identical with the German audited version. This audit opinion is only applicable to the German and complete consolidated financial statements with the management report for the Group. Section 281 paragraph 2 UGB (Austrian Company Code) applies to alternated versions.

Title Valuation of investment property

Risk

Warimpex Finanz- und Beteiligungs Aktiengesellschaft reports investment properties in the amount of TEUR 209,107 and a negative result from revaluation amounting to TEUR 8,267 in the consolidated financial statements as of December 31, 2024.

Investment properties are measured at fair value based on valuation reports from external valuation experts.

The valuation of investment properties is subject to material assumptions and estimates. The material risk for every individual property exists when determining assumptions and estimates such as the discount/capitalization rate and rental income and for investment properties under development the construction and development costs to completion and the developer's profit. A minor change in these assumptions and estimates can have a material impact on the valuation of investment properties.

The respective disclosures relating to significant judgements, assumptions and estimates are shown in Section 3.4.3.1. Valuation of property, 3.9. Investment property, 6.6. Depreciation, amortization, and remeasurement and 7.1. Investment properties in the consolidated financial statements.

Consideration in the audit

To address this risk, we have critically assessed the assumptions and estimates made by management and the external valuation experts and performed, among others, the following audit procedures with involvement of our internal property valuation experts:

  • Assessment of concept and design of the underlying property valuation process
  • Assessment of the competence, capability and objectivity of the external valuation experts engaged by management, in particular regarding the external expert operating in Russia
  • Assessment of the applied methods and the mathematical accuracy of selected valuation reports as well as assessment of the plausibility of the underlying assumptions (eg. Rental income, discount/capitalization rate, vacancy rate), if available by means of comparison with market data
  • Check of certain input data as included in the valuation reports with data of the underlying tenant agreements
  • Assessment of appropriate note disclosures

Title

Sale of the Russian subsidiaries

Risk

In October 2024, Warimpex sold all its directly and indirectly held shares in the Russian subsidiaries. The transfer of the subsidiaries' shares and the closing of the transaction occurred in December 2024. The deconsolidation of this discontinued business operation was carried out as of October 31, 2024.

From an accounting point of view, it must be assessed whether these disposals constituted a loss of control, which led to a deconsolidation of the subsidiaries in accordance with IFRS 10. In addition, it is necessary to assess whether the subsidiaries have been deconsolidated at the right time.

The respective disclosures related to the significant judgmental decisions are shown in Sections 3.4.1. Impact of the conflict in Ukraine and withdrawal from Russia, 5.1. Disposal of shares and property and 5.2. Disclosures of the discontinued operations in Russia in the consolidated financial statements.

Addressing in the Scope of the Final audit

To address this risk, we critically questioned management's assumptions of the timing of the deconsolidation and performed the following audit procedures, among others:

  • Enquiries of the Management Board
  • Read the sale and purchase agreement to gain an understanding of the key terms and conditions and to confirm whether the correct accounting treatment, including the timing of the deconsolidation, has been applied
  • Assess the financial effect from the discontinued operations and that these have been appropriately separated from the continuing operations
  • Evaluate the presentation of the result from the sale of the Russian companies and its compliance with IFRS
  • Assessment of appropriateness of note disclosures

Other Information

Management is responsible for the other information. The other information comprises the information included in the annual report and the annual financial report, but does not include the consolidated financial statements, the Group's management report and the auditor's report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, to consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and of the Audit Committee for the Consolidated Financial Statements

Management is responsible for the preparation of the consolidated financial statements in accordance with IFRS as adopted by the EU, and the additional requirements under Section 245a Austrian Company Code UGB for them to present a true and fair view of the assets, the financial position and the financial performance of the Group and for such internal controls as management determines are necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The Audit Committee is responsible for overseeing the Group's financial reporting process.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the EU regulation and in accordance with Austrian Standards on Auditing, which require the application of ISA, always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the EU regulation and in accordance with Austrian Standards on Auditing, which require the application of ISA, we exercise professional judgement and maintain professional scepticism throughout the audit.

We also:

  • · identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • · obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
  • · evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • · conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • · evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • · plan and conduct the group audit to obtain sufficient appropriate audit evidence regarding the financiall information of the entities or business units within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit procedures in respect to the group audit. We remain solely responsible for our audit opinion.

We communicate with the Audit Committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with the Audit Committee, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

Comments on the Management Report for the Group

Pursuant to Austrian Generally Accepted Accounting Principles, the management report for the Group is to be audited as to whether it is consistent with the consolidated financial statements and as to whether the management report for the Group was prepared in accordance with the applicable legal regulations.

Management is responsible for the preparation of the management report for the Group in accordance with Austrian Generally Accepted Accounting Principles.

We conducted our audit in accordance with Austrian Standards on Auditing for the audit of the management report for the Group.

Opinion

In our opinion, the management report for the Group was prepared in accordance with the valid legal requirements, comprising accurate disclosures pursuant to Section 243a Austrian Company Code UGB and is consistent with the consolidated financial statements.

Statement

Based on the findings during the audit of the consolidated financial statements and due to the thus obtained understanding concerning the Group and its circumstances no material misstatements in the management report for the Group came to our attention.

Additional information in accordance with article 10 EU regulation

We were elected as auditor by the ordinary general meeting at June 6, 2024. We were appointed by the Supervisory Board on September 19, 2024. We are auditors without cease since 2007.

We confirm that the audit opinion in the Section "Report on the consolidated financial statements" is consistent with the additional report to the audit committee referred to in article 11 of the EU regulation.

We declare that no prohibited non-audit services (article 5 par. 1 of the EU regulation) were provided by us and that we remained independent of the audited company in conducting the audit.

Responsible Austrian Certified Public Accountant

The engagement partner is Mr. Erich Sorli, Certified Public Accountant.

Vienna, April 23, 2025

ERNST & YOUNG WIRTSCHAFTSPRÜFUNGSGESELLSCHAFT M.B.H.

Mag. Hans-Erich ppa Mag. Benedicte Sorli mp Maderthaner mp Wirtschaftsprüfer Wirtschaftsprüferin Certified Public Accountant Certified Public Accountant

Supervisory Board Report

Fundamental aspects

The Supervisory Board of Warimpex Finanz- und Beteiligungs Aktiengesellschaft was regularly informed by the Management Board of all significant transactions, the development of business, the business and financial situation of the Group and its equity interests, and the outlook with regard to future developments in detailed verbal and written reports as well as at regular meetings during the 2024 financial year and properly fulfilled all of the duties and control functions required of it by law, the articles of association of the Company, and the terms of reference of the Supervisory Board. In particular, the Supervisory Board supervised the Management Board in the direction of the Company and ensured that the operations of the Company were managed properly. The Chairman of the Supervisory Board also maintained regular contact with the Chairman of the Management Board and his deputy, in particular to evaluate, discuss, and exchange ideas and information about the Company's strategic orientation, the future development of business, and the Company's risk management. One of the key topics at the Supervisory Board meetings during the 2024 financial year was the economic impact of the military conflict in Ukraine on the Company and its short- and medium-term development and the resulting strategic necessity of selling the Russian holdings. Discussions about the development of revenues and earnings, liquidity forecasts, and the Company's financial position were also a regular and integral part of the Supervisory Board meetings.

The Company is committed to compliance with the Austrian Code of Corporate Governance (ACCG) as well as the Polish Best Practice for GPW Listed Companies 2021 (Best Practice). The Supervisory Board faithfully fulfilled the duties and responsibilities laid down in these codes in the interest of continuing and further developing the Company's responsible and sustainable corporate governance. The articles of association of the Company and the terms of reference of the Management Board and Supervisory Board are amended as needed to account for new legal requirements. Deviations from individual corporate governance rules defined in the ACCG or the Polish Best Practice relate to the Company's structure and/or to Polish rules that are not complied with due to the Company's primary orientation towards the relevant Austrian regulations. The Supervisory Board reviewed the corporate governance report and found no grounds for objection.

A total of six Supervisory Board meetings were held in financial year 2024, at which the necessary resolutions were adopted in each case. To the extent necessary and permitted, individual resolutions of the Supervisory Board were adopted by way of circular resolution. All members of the Supervisory Board fulfilled the minimum attendance requirements.

The remuneration report was reviewed by the Company's Supervisory Board and approved in April 2025.

Committees

The Supervisory Board has set up three permanent committees: the Audit Committee, the Project Committee, and the Personnel Committee. A separate strategy committee has not been formed because all such issues are handled by the Supervisory Board as a whole. The members of the committees are appointed for the duration of their tenure on the Supervisory Board. Each committee elects a chairman and a deputy chairman from among its members. An ad hoc committee can be formed if necessary. The resolutions that were adopted at the committee meetings were again discussed in detail at subsequent Supervisory Board meetings, and to the extent that these resolutions were preparatory or recommendatory in nature, they were executed by way of appropriate Supervisory Board resolutions.

Audit Committee

In accordance with the law and the terms of reference of the Supervisory Board, the Supervisory Board has set up a permanent committee for reviewing and accepting the annual financial statements (approval of the consolidated financial statements), the proposal for the appropriation of profits, and the management report for the Company and the Group (Audit Committee). In addition to performing the other duties it is responsible for pursuant to the applicable stock corporation regulations, the Audit Committee reviewed the consolidated financial statements in cooperation with the auditor responsible for auditing the financial statements, issued a proposal on the selection of the independent auditor, and reported to the Supervisory Board on this. Mr Aistleitner chairs the Audit Committee and, like his deputy, Mr Korp, possesses special knowledge and practical experience in finance and accounting and in financial reporting (financial expert). Along with the chairman and the deputy chairman, one other member of the Supervisory Board sits on the Audit Committee.

Two Audit Committee meetings were held in financial year 2024.

Project Committee

In accordance with its terms of reference, the Supervisory Board has set up a permanent committee (Project Committee) to monitor and approve transactions that are subject to approval pursuant to § 95 (5) AktG and the terms of reference of the Management Board, provided that the total transaction costs do not exceed EUR 50,000,000.00 (fifty million euros). When the total costs of the intended transaction exceed this limit, the transaction must be reviewed and approved by the Supervisory Board as a whole. The Project Committee is chaired by Supervisory Board member Harald Wengust. Two other members of the Supervisory Board also sit on the Project Committee.

Personnel Committee

In accordance with its terms of reference, the Supervisory Board has formed a permanent committee that is responsible for personnel matters between the Company and the Management Board (remuneration, issue of proposals for the filling of vacant posts on the Management Board, and succession planning). The Personnel Committee is chaired by Supervisory Board Chairman Günter Korp. Two other members of the Supervisory Board also sit on the Personnel Committee.

Annual and consolidated financial statements for 2024

The annual financial statements, the management report, the consolidated financial statements, and the group management report for the year ended 31 December 2024 were audited by Ernst & Young Wirtschaftsprüfungsgesellschaft m.b.H. The final result of this audit revealed no grounds for objection and the legal provisions were fully complied with, so that unqualified auditor's reports were issued.

The annual financial statements, the management report, and the consolidated financial statements including the group management report, corporate governance report, and voluntary consolidated non-financial statement were reviewed by the Audit Committee after a comprehensive oral report by the auditor, and their acceptance was proposed to the Supervisory Board at its meeting on 24 April 2025. The Supervisory Board reviewed the annual financial statements including the management report and the consolidated financial statements including the group management report, the corporate governance report, and the voluntary consolidated non-financial statement prepared by the Management Board and approved the annual financial statements. The Audit Committee also proposed to the Supervisory Board that Ernst & Young Wirtschaftsprüfungsgesellschaft m.b.H. be appointed as the financial auditor for the Company and the Group for the financial year ending on 31 December 2025.

The Supervisory Board thanks the Management Board, the Company's managers, and all employees of Warimpex Group for their hard work and tremendous commitment during the financial year under particularly difficult circumstances (in part due to the economic effects of the military conflict in Ukraine and the resulting need for Warimpex to withdraw from Russia).

Due to its experienced Management Board and proven team, the Supervisory Board believes the Company is also well equipped for the medium- to long-term economic conditions and wishes the Company continued success in the future.

Vienna, April 2025

Günter Korp Chairman of the Supervisory Board

Declaration by the Management Board

We confirm to the best of our knowledge that the consolidated financial statements give a true and fair view of the financial position, financial performance, and cash flows of the Group as required by the applicable accounting standards and that the group management report gives a true and fair view of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties the Group faces.

Vienna, 23 April 2025

Alexander Jurkowitsch Florian Petrowsky Member of the Management Board Member of the Management Board Responsibilities: Responsibilities: information management, and IT human resources, and legal issues

Franz Jurkowitsch Daniel Folian Chairman of the Management Board Deputy Chairman of the Management Board Responsibilities: Responsibilities: Strategy and Finances and accounting, corporate communication financial management, and investor relations

Planning, construction, Transaction management, organisation,

Financial Calendar

2025

26 May 2025 Record date for the Annual General Meeting

30 May 2025 Publication of the results for the first quarter of 2025

5 June 2025 Annual General Meeting

29 August 2025 Publication of the results for the first half of 2025

28 November 2025 Publication of the results for the first three quarters of 2025

NOTES In the interests of readability, we refrained from using gender-sensitive formulations for the most part. Statements referring to people are intended to be gender neutral. We have compiled this report and checked the data with the greatest possible care.

Nonetheless, rounding, typographical, and printing errors cannot be ruled out. The summation of rounded amounts and percentages may result in rounding differences.

This report was prepared in German, English, and Polish. In cases of doubt, the German version is authoritative.

PUBLICATION DETAILS

Warimpex Finanz- und Beteiligungs AG Floridsdorfer Hauptstraße 1, A-1210 Vienna Investor relations: Daniel Folian Tel. +43 1 310 55 00-156, [email protected] Photos: Warimpex

www.warimpex.com

ANNUAL REPORT 2024 WARIMPEX 159

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